STZ Constellation Brands 2018
STZ Constellation Brands 2018
STZ Constellation Brands 2018
STAPLES CONFERENCE
SEPTEMBER 5, 2018
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FORWARD-LOOKING STATEMENTS
This presentation contains “forward-looking information” and “forward-looking statements” (which we refer to collectively as forward-looking information) within the meaning of applicable Canadian securities legislation, and
“forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively referred to as “forward-looking information”). All statements, other than statements of
historical fact, may be forward-looking information. Forward looking information can be identified by the use of statements that include words such as “anticipate”, “plan”, “continue” ,”estimate”, “expect”, “exceed”, “may”,
“will”, “project”, “predict”, “propose”, “potential”, “targeting”, “exploring”, “scheduled”, “implementing”, “intend”, “could”, “might”, “should”, “believe” and similar words or expressions, although not all forward-looking
statements contain such identifying words. These statements may relate to business strategy, future operations, prospects, plans and objectives of management, as well as information concerning expected actions of third
parties. Information provided in this presentation is necessarily summarized and may not contain all available material information. Such forward-looking information is subject to various risks and uncertainties that could
cause actual results to differ materially from those set forth in, or implied by, such forward-looking statements. The forward-looking statements are based on current expectations of the management of Constellation and of
Canopy and should not be construed in any manner as a guarantee that such results will occur or will occur on the timetables contemplated hereby.
Forward-looking information in this presentation includes, but is not limited to, statements with respect to: (i) the anticipated effects and benefits of, timing and completion, including satisfaction of all necessary conditions, of
each component of Constellation’s investment in Canopy; (ii) the ability of Canopy to grow its business, operations and activities; (iii) the benefits of the investment to Canopy; (iv) the potential impact on Canopy’s growth
prospects; (v) potential opportunities in the Canadian, U.S. and global cannabis markets, including for growth in sales, supply, revenue, cultivation and processing; (vi) the potential for future product development; (vii) the
availability or benefit of Canopy’s existing contractual relationships, including provincial supply agreements; (viii) the ability of Canopy to achieve market scale; (ix) the impact of the transaction on Canopy’s outstanding share
capital, exercise by Constellation of any warrants and expected accounting method; (x) the abilities of management of Canopy; (xi) potential future market shares and operating margins to be achieved in medical and
recreational cannabis markets and estimated timeframes; (xii) product development; (xiii) clinical trial work, (xiv) current and future acquisition and investment activities, including with respect to pending acquisitions; (xv)
amount and timing of future Constellation dividends or share repurchases; (xvi) Constellation’s ability and timetable to achieve expected cash flows and expected target debt leverage ratios and net debt to LTM EBITDA ratios;
(xvii) source of funds to finance Constellation’s investment in Canopy; (xviii) composition of Canopy’s management team; and (xix) cannabis legalization; as well as forward-looking statements also applicable to future global
economic conditions; market conditions; other regulatory conditions; unanticipated environmental liabilities and costs; changes to international trade agreements or tariffs; timing of accounting elections or assertions or
changes in accounting elections, assertions, or standards; changes in tax laws, tax rates, interest rates and foreign exchange rates; the actions of competitors; and consumer preferences.
Forward looking information is based on certain assumptions, estimates, expectations, analyses and opinions made by management in light of their experience and perception of historical trends, current conditions and
expected future developments, as well as other factors management believes are appropriate in the circumstances. Many of these factors are beyond the control of Constellation or Canopy. Forward looking information is
subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information, including, but not limited to, accuracy of all
projections; risks relating to the cannabis industry, including legalization; risks relating to the demand for cannabis products; risks relating to being a controlled company; risks relating to future growth; risks relating to
competition in the industry; risks relating to necessary approvals to completion of the transaction; financing risks; market risks; risks to the economy; regulatory risks; risks relating to global financial conditions; reliance on key
personnel; operational risks inherent in the conduct of cannabis activities; increases in capital or operating costs; risks relating to Canopy’s ability to use the proceeds effectively; the risk of delays or increased costs that may
be encountered during Canopy’s growth; risks relating to completion of the transaction, including being able to complete the transaction on satisfactory terms or at all; environmental risks; Constellation’s ability to achieve
expected cash flows and target debt leverage ratios and net debt to LTM EBITDA ratios and timeframe in which expected cash flows and target debt leverage ratio will be achieved will depend upon actual financial
performance; exact elements of Constellation’s permanent financing will depend upon market conditions; expected benefits of the transaction may not materialize in the manner or timeframe expected, or at all; amount and
timing of future Constellation dividends are subject to the determination and discretion of its Board of Directors; changes to international trade agreements or tariffs; beer operations expansion, construction, and optimization
activities take place on expected scope, terms, costs and timetables; the accuracy of supply projections, including those relating to beer operations expansion, construction, and optimization activities, glass sourcing, and raw
materials and water supply expectations; receipt of any other necessary regulatory approvals; operating and financial risks related to managing growth; the amount, timing and source of funds of any share repurchases; and
the accuracy of projections associated with previously announced acquisitions, investments and divestitures; and accuracy of forecasts relating to joint venture businesses and the additional risks identified in the “Risk Factors”
section of Canopy’s annual information form and Constellation’s annual report on Form 10-K and other reports and filings filed with applicable securities regulators in Canada and the United States. There can be no assurance
that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are made as of the date hereof and neither
Constellation nor Canopy intends, and expressly disclaims any obligation to, update or revise the forward-looking information contained in this presentation, except as required by law. Accordingly, readers are cautioned not
to place undue reliance on forward-looking information.
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USE OF NON-GAAP FINANCIAL MEASURES, DISCLAIMER AND CAUTION
REGARDING OUTDATED MATERIAL
This presentation may contain non-GAAP financial measures. These measures, the purposes for which management uses them, why management believes they are
useful to investors, and a reconciliation to the most directly comparable GAAP financial measures can be found in the appendix of this presentation. All references
to profit measures and earnings per share on a comparable basis exclude items that affect comparability. Non-GAAP financial measures are also referred to as
being presented on a comparable, organic or constant currency basis.
The notes offered under the Company’s commercial paper program have not been and will not be registered under the Securities Act and may not be offered or
sold in the United States absent registration or an applicable exemption from registration requirements. This presentation shall not constitute an offer to sell or the
solicitation of an offer to buy the Company’s notes under the commercial paper program.
Unless otherwise indicated, the information presented is as of September 5, 2018. Thereafter, it should be considered historical and not subject to further update
by the Company. This presentation does not provide information regarding the company's fiscal 2019 second quarter results or financial condition.
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KEY TAKEAWAYS
PURSUING NEW GROWTH DRIVING TBA GROWTH THROUGH
OPPORTUNITIES PREMIUMIZATION & SCALE
SUSTAINING BUILDING
PROFITABLE SHAREHOLDER
growth value
TBA = Total Beverage Alcohol | 4
PURSUING NEW GROWTH opportunity
CANNABIS: ONCE-A-CENTURY DISRUPTIVE GLOBAL CANNABIS LANDSCAPE IS
MARKET TRANSITION HIGHLY COMPLEX
• Global markets are evolving rapidly and expected • Each country is currently navigating various
to grow to greater than $200B(1) in retail revenue dimensions from cultivation / production
within 15 years licenses to distribution for medical, tax
• Cannabis expected to demonstrate similar implications, and permitted form factors
BUSINESS •
SHAREfor different product formats, other
Markets
category dynamics to Total Beverage Alcohol:
INVESTMENT
plays to Constellation’s strengths of building REPURCHASE
than dry flower, are developing:
premium consumer brands with leading channel, • Vape is emerging as the predominant
distribution and production capabilities delivery form in the most mature markets
• A significant opportunity exists, which is expected • Executing ‘safety science’ is key to
to influence the global market, steward the unlocking edibles / beverages
category, and accelerate Canopy Growth’s global • Clinical research unlocking opportunities
expansion plans GROW BOLT-ON
for cannabis-based medical treatments
DIVIDEND M&A
A SINGLE GLOBAL CANNABIS PLATFORM TO ADDRESS ALL MARKETS & FORMATS IS
ESSENTIAL TO WIN IN THE CATEGORY
(1) Constellation estimates, Marijuana Business Daily Factbook 2017 and validated by
top tier global consulting firm
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WHY INVEST IN canopy growth
CANOPY GROWTH: LARGEST AND MOST ADVANCED CANNABIS SUPPLIER WITH BROAD GLOBAL SCALE
• Leadership: Proven industry leader in M&A, scaled production, Canopy has #1 Market Share:
innovation, and international expansion • Canopy is the only producer participating in all 8 Canadian
(2)
• Capacity: Largest licensed domestic production capacity with 3+ provinces and 1 territory announced
million sq. ft. expanding to nearly 6 million sq. ft. within a year; • Canopy has been awarded an estimated 36% of supply contracts
restrictive licensing process in Canada for new entrants announced to date throughout Canadian provinces and has
(3)
• Brand Recognition: Building a portfolio of the most recognized sustained their market share lead since 2014
cannabis brands in Canada BUSINESS SHARE
• Broad distribution is critical to building national brands
•
medical business; building network ofINVESTMENT
Retail: Strong online platform to support ongoing direct-to-patient
brick & mortar stores across REPURCHASE
Competition’s Supply Agreements:
• Suppliers #2 through #6 highly dependent on Quebec and
Canada
Alberta supply agreements only
• R&D: World class capabilities in genetics, production & product
development resulting in 39 patents filed to date; clinical trials of
cannabis-based medical therapies for both humans and animals
• Constellation & Canopy Partnership: Since 2017, working together
across multiple initiatives
BOLT-ON
M&A
Governments Around the World Have Signaled a Significant Change in Attitudes Global Opportunity: U.S. Opportunity:
Towards Cannabis in Recent Years Potentially >$200B in 15 years ~$50B Industry Today
Countries with / Exploring Legal Cannabis Framework Estimated U.S. Cannabis Sales vs. Other
~$11B U.S. CPG Categories (US$Billions)
2001 2014 Today Canadian Recreational and Medical
Beer 117
2 5 +25 Constellation’s ~$4B Investment
BUSINESS
SHARE~$96B
INVESTMENT Cigarettes 77
US Recreational and Medical
REPURCHASE
~$120B
Wine 65
(1) Constellation estimates, Marijuana Business Daily Factbook 2017 and validated by top tier global consulting firm; note: cannabis remains illegal at a federal level in the United States
(2) Current commercial legal status estimates as of June 2018; includes material updates. Legislation permitted, the recreational market in Canada will come into force in October 2018. Limited
legalization includes the legal “Coffee shop” system in Amsterdam and areas where cannabis is permitted in private clubs
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CANNABIS GLOBAL MARKET opportunity
Constellation Estimates Canada U.S. Rest of World
(1) (2)
Current Illicit Market $5-6B $50B
(2)(4)
Addressable Market (retail sales within 15 years) $11B $100B $120B
(3)(4)
Supplier Revenue Pool (within 15 years) $7B $60B $72B
Canopy Gross Profit Margin 60% - 70% 60% - 70% 50% - 60%
Canopy Operating Profit Margin 30% - 40% 30% - 40% 20% - 30%
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CANOPY’S footprint & infrastructure
Largest Legal Cannabis Production Footprint in the World Emerging Global Presence and Infrastructure
Germany Jamaica
Australia Canada
A Aldergrove(4) St. Lucien
Saskatoon C Mirabel
Fredericton Distribution Certified Facility
Creemore Smiths Falls E
Toronto
Niagara D Germany Canada
License Status Bowmanville
Extraction
Czech Republic Germany
Licensed Facility Value-add
Future Facility Hemp Acreage Australia Imports/Exports(3)
Key Metrics Canada Germany
#1 Research Czech Republic
Canadian Licensed Producer by Supply Agreement
Award(1) Brazil
Australia
9 Canopy 36% Australia
Brazil
Supply of all Supply Canada
Agreements Agreements Awarded to
Signed to Date Date in Canada(2)
Spain(3)
Chile
(1) Canopy estimates as of August 14, 2018
(2) Canopy estimated share of supply agreements announced to date by provinces and territories; includes Canopy estimate of total supply agreements
entered into by Alberta and British Colombia
(3) Includes plant genetics and finished products; entered Spain market with a partner
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(4) Expected to be licensed in the future
CANOPY INVESTMENT TRANSACTION summary
~$4B USD Investment: To develop new geographies, form factors & intellectual property
Pro Forma
1
Tranche Expiry Date Shares Price Premium(2) CAD / USD(3) Ownership(1)
Commercial Considerations
▪ Constellation commits to Canopy as its sole cannabis platform & agrees not to participate in the
Other Key cannabis category otherwise
Terms ▪ Existing commercialization agreement for non-alcoholic beverages will be terminated
▪ Current Canopy management will be retained to lead the company
▪ Constellation to provide other support services through Administrative Services Agreement
(1) Reflects fully diluted shares outstanding at time of investment announcement; Convertible debenture of C$600mm is not included in fully diluted shares outstanding and assumed to be cash settled
(2) Premium to Canopy’s five day VWAP on the TSX as of August 14, 2018 close
(3) CAD/USD exchange rate of 0.764 as of August 10, 2018 | 10
(4) Five day VWAP of Canopy common shares on the TSX immediately prior to exercise
CANOPY INVESTMENT TRANSACTION considerations
• Board Structure
- 7 members, Constellation has right to nominate 4, one of whom must be independent
- Initial slate to include Bill Newlands, David Klein, Judy Schmeling, as Constellation’s independent director, and one to be
determined
- Bruce Linton, CEO of Canopy, will remain chairman so long as he is CEO of the company
• Governance
- As a shareholder Constellation has consent rights on material transactions (i.e, acquisitions above C$250m and
divestitures above C$20m and mergers, combinations, changes in dividend policy, and bankruptcies)
• Constellation anti-dilution protections
- All dilutive transactions need to be approved by the board
- Pre-emptive rights to participate at Constellation’s pro rata share in any equity offering (including convertibles)
- Top-up rights to acquire shares at then market price to preserve pro rata position
• Services Agreement
- Constellation to provide support services through Administrative Services Agreement
- Actual services to be provided will be agreed to between signing and close and updated periodically as required
- Examples include:
o Consumer insights and market research
o Financial support – tax, cash management, compliance, reporting, M&A
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total
beverage
alcohol
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TOTAL U.S. BEVERAGE ALCOHOL category
Beverage High-End All Other
Total CPG Volume CAGR Spirits Wine
Alcohol Beer Beer
(3)
YoY IRI 10 Year
(1) 2% 2% 2% 2% 5% -3%
Growth (2007-2017)
(3)
(2) 5 Year 2% 2% 6% -4%
IRI $ Sales $50B NA (2012-2017)
(3)
9L Equivalized Cases as % of TBA
100%
80%
60%
40%
20%
0%
2007 2017
ALL OTHER BEER HIGH-END BEER WINE SPIRITS
(1) IRI, Total U.S. Multi-Outlet + Convenience; reflects growth for the 52 weeks ending May 20, 2018 against the comparable prior year period
(2) IRI, Total U.S. Multi-Outlet + Convenience for the 52 weeks ending May 20, 2018
(3) Beer - Beer Marketer’s Insights, based on its High-End beer segmentation definition which includes Imports, Craft, Domestic Super Premium, Cider,
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Flavored Malt Beverages; Wine & Spirits – Beverage Information Group; CAGR = Compound Annual Growth Rate; CPG = Consumer Packaged Goods
U.S. RETAIL DOLLAR SALES GROWTH OF BEVERAGE ALCOHOL SUPPLIERS
$700
$600
CONSTELLATION IS
$500
MILLIONS
#
1
$400
$300
$200
$100
$0
IN RETAIL DOLLAR
SALES GROWTH
CONTRIBUTING OVER
35% OF TBA GROWTH
Source: IRI, Total U.S. Multi-Outlet + Convenience; reflects growth for the 52 weeks
ending May 20, 2018 against the comparable prior year period; National Alcohol Beverage | 14
Control Association (NABCA), 12 months ending May 2018
CONSTELLATION BRANDS scale
TOTAL BEVERAGE ALCOHOL LEADER BEER BUSINESS
• #1 multi-category supplier in U.S. • #1 high-end beer company in U.S.
• 80+ premium consumer brands • #1 imported beer company in U.S.
• ~10,000 employees • #3 beer company in U.S.
• ~40 facilities
Source: IRI, National Alcohol Beverage Control Association (NABCA), International Wine
and Spirit Research (IWSR) as of Calendar Year 2017 and company estimates as of May | 15
20, 2018
CHANGING CONSUMER profiles
TBA CONSUMERS TBA CONSUMERS
SHARE OF DOLLARS (1) DOLLARS PER BUYER (2)
$1,500
BEER ONLY
7%
• MORE THAN HALF OF TBA DOLLAR SALES COME FROM CONSUMERS WHO DRINK ACROSS ALL THREE
CATEGORIES (BEER, WINE AND SPIRITS)
• U.S. CONSUMERS WHO DRINK ACROSS CATEGORIES SPEND MORE ON THEIR AVERAGE BEVERAGE ALCOHOL
PURCHASES
(1) IRI, Total U.S. All Outlets, 52 weeks ending May 20, 2018
(2) IRI, Total U.S. All Outlets, 52 weeks ending May 20, 2018, average household TBA spend | 16
per year
TBA GROWTH leadership platform
BRINGING ACTIONABLE CAPABILITIES TO CUSTOMERS
INNOVATION INSIGHTS
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CONSTELLATION growth organization
LEVERAGING CONSUMER-LED TRENDS, SENSORY & INSIGHTS ACROSS TBA TO DRIVE INNOVATION
PACKAGING FLAVORS
E-COMMERCE
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CONSTELLATION ventures
“ Constellation Ventures is identifying and investing in early stage brands and technologies that
have proven to resonate with consumers, while also displaying a proven track record of success
“
and the potential for scalability.
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BUSINESS strategy
PREMIUMIZATION & SCALE
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beer
LEAD THE HIGH-END
U.S. BEER MARKET
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U.S. BEER PERFORMANCE overview
10 Year 5 Year 3 Year
Volume CAGR HIGH-END BEER IS DRIVING
(2007-2017 ) (2012-2017) (2014-2017)
GROWTH IN U.S. BEER CATEGORY
Total Beer 0% 0% 0%
All Other Beer -3% -4% -3%
PROJECTED GROWTH:
High-End Beer +5% +6% +5%
Craft Beer +11% +12% +9%
MSD THROUGH FISCAL 2020
2007 2017
3
STZ GOAL:
(SHIPMENTS BILLIONS)
EQUIVALIZED CASES
2
OUTPERFORM THE
1
0
HIGH-END
ALL OTHER BEER HIGH-END BEER
Source: Beer Marketer’s Insights, based on its High-End beer segmentation definition: includes Imports,
Craft, Domestic Super Premium, Cider, Flavored Malt Beverages | 22
MSD = Mid Single Digit
BEER growth drivers
FY18 MEDIUM TERM
(1) (1)
~10% VOLUME GROWTH MSD TO HSD VOLUME GROWTH
100%
90%
10% OTHER 10% OTHER
CONSUMER DEMAND CONSUMER DEMAND
80% 20% DEMOGRAPHICS
Hispanics and Millennials 20% DEMOGRAPHICS
Hispanics and Millennials
TRADE-UP TRADE-UP
70%
60%
10% INNOVATION 20% INNOVATION
50%
40%
30%
20%
60% DISTRIBUTION 50% DISTRIBUTION
& SPACE
10%
0%
Source: Company estimates and measures
(1) Organic depletions growth, excludes benefits from any future acquisitions | 23
HSD = High Single Digit
DISTRIBUTION OPPORTUNITIES (~50% of future growth)
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high-end BEER THOUGHT LEADERSHIP PLATFORM
DATA CONSUMER INSIGHTS ACTION
• Point of Sale (POS) • Shelf Flow Optimization
• Customer Loyalty • Market Structure
• Consumer Path to Purchase • Space Opportunity
• IRI Syndicated • Assortment Solutions
• Distributor • Hispanic Insights
• Shelf Research • Industry Outlook
• Predictive Analytics • On-Premise Experience
• Analytical Tools
• Virtual Shelf Simulation
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shopper first BEER SHELF
46M
36M
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
Source: American Community Survey 2010-2015, Latinum Population Projection Model; factfinder.census.gov;
LDA = Legal Drinking Age 27
HISPANICS PREFER IMPORTS & our brands
AFFINITY
HISPANICS NON-HISPANICS 69
CONSUMPTION OF BEER
45% 57
43%
48
31% 46
24% 24% 23% 44
8% 42
4% 41
41
40
40
38
36
34
Source: Scarborough as of February 2018, consumers 21+ Source: Kantar MillWardBrown Research as of November 30, 2017
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60% 30% 65% 85% 65%
GENERAL
MARKET
GENERAL
MARKET
GENERAL
MARKET
GENERAL
MARKET
GENERAL
MARKET =
TOTAL
40% 70% 35% 15% 35%
HISPANIC HISPANIC HISPANIC HISPANIC HISPANIC
~40%
HISPANIC
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Source: Nielsen expanded Hispanic panel, 52 weeks ending November 11, 2017
marketing FOR OUR BEER BRANDS
MISSION: Build CONSUMER DEMAND
Drives Leads to
Increase in Equity More space
Consumer Loyalty More distribution
Higher Repurchase Rates Increased velocity
Reduced Price Sensitivity Pricing power
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CORONA BRAND FAMILY
Corona Premier
Corona Light
“The Refined, Light
“The Light Cerveza”
Beer Experience”
Corona Familiar
Corona Extra “Strong Bonds Over
“Find Your Beach” Shared
Experiences”
“The
Fighting
Spirit”
Tenacious, straight-
forward, genuine,
proud, loyal, confident
3
#
High-End
# 2
Import
“The
Independent
Spirit”
# 24
High-End
Adventurous,
laid-back, unpretentious,
confident, rugged
# 9
Import
• Portfolio Segmentation
• Tap Rooms
• Increased Marketing
FOUR CORNERS
• Deal announced July 10, 2018
FUNKY BUDDHA • Based in Dallas, TX
INITIATIVES • Bi-cultural inspired flavors and
• Launch of 6 Pack & 12 Pack Cans branding appeal to the
• Expansion to Six Southeastern States Hispanic demographic
• Redesign of Brand Packaging • Sales have grown five-fold
since 2014
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BEER innovation
LINE EXTENSIONS
DOMESTIC SUPER
ON EXISTING ABA CRAFT
PREMIUM
BRANDS
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OUR BEER BUSINESS
POWERFUL brands
DISTRIBUTION opportunity
INNOVATION runway
FAVORABLE demographics
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37
U.S. WINE MARKET consistent growth & premiumization
HISTORY (1) CURRENT (2)
IRI $ Sales vs. Prior Year IRI $ Sales vs. Prior Year
16%
12 weeks ending 5/20/18
15%
12% 12%
9%
8%
6%
4% 3%
0% 0%
2013 2014 2015 2016 2017 -3%
-4%
>$11* <$11 Total Wine
>$11* RETAIL <$11 RETAIL STZ MARKET
REPRESENT (2)
+23%
+21%
+16%
~70%
OF WINE & SPIRITS
PROFITABILITY
~60%
+19%
OF WINE & SPIRITS
VOLUME
(1) IRI, Total U.S. Multi-Outlet + Convenience; reflects growth for the 52 weeks ending May 20,
2018 against the comparable prior year period | 40
(2) 12 months ending February 28, 2018 company measures
WINE & SPIRITS focus brands STRATEGY DRIVES STRONG GROWTH
LONG TERM OPERATING MARGIN GOAL = 30%
14%
12%
10%
~400BPS
8%
ATTRACTIVE
6%
OPERATING ROIC
4% OPERATING MARGIN
2% EXPANSION
(FY15 - FY18)
0%
FY16 FY17 FY18
(1)
(1) Reflects an adjustment for the divestiture of the Canadian wine business as further detailed
in the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2018 | 41
BPS = Basis Points
WINE & SPIRITS brand building
1,400,000 Kim Crawford 9LE Depletions (1)
~15% CAGR
1,200,000
1,000,000
800,000
600,000
400,000
200,000
0
FY2015 FY2016 FY2017 FY2018
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WINE & SPIRITS premiumization THROUGH M&A
+77% +19%
+88% +19%
Source: IRI, Total U.S. Multi-Outlet + Convenience; reflects growth for the 52 weeks ending
May 20, 2018 against the comparable prior year period | 44
spirits portfolio EVOLUTION
ACQUISITIONS
VENTURES
| 45
OUR WINE & SPIRITS
BUSINESS
FANTASTIC categories
CONSUMERS trading up
FOCUS BRANDS strength
STRONG INNOVATION pipeline
STEADY EVOLUTION TO THE high-end | 46 46
FINANCIAL SUMMARY
47
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DELIVERING FINANCIAL growth (1)
NET SALES 12% CAGR EBIT 19% CAGR DILUTED EPS 28% CAGR
(1) Reflects adjustments in connection with the adoption of the FASB amended guidance regarding the recognition of revenue from
contracts with customers that are detailed in the appendix; on a comparable basis, net sales and EBIT in billions; a reconciliation to
the most directly comparable GAAP financial measure is included within the appendix of this presentation | 48
(2) Includes impact of the Canadian wine business divestiture; EBIT = Earnings Before Interest and Taxes; EPS = Earnings Per Share
MEDIUM TERM GROWTH vision (1)
BEER EBIT HIGH SINGLE TO LOW DOUBLE DIGIT GROWTH WINE & SPIRITS EBIT MID SINGLE DIGIT GROWTH
+ Pricing Benefits + Mix / Price Benefits
+ Expansion of Owned Glass Supply + Margin Accretive Innovation
+ Operational Efficiencies + Improved Operating Asset Utilization
- Depreciation ramp-up, Normalization of FX / + General & Administrative Expense Management
Commodities, Marketing Investments - Marketing Investments
(2)
CASH TAX RATE TARGET: AT LEAST 7%
EFFECTIVE TAX RATE TARGET: 18% - 20%
LOWER THAN ETR
headwinds
NORMALIZATION OF INCREASED
FX / COMMODITIES DEPRECIATION
| 51
SG&A EFFICIENCIES
LINK STRATEGY & EXECUTION RESOURCE PRIORITIZATION
FIT FOR
growth
| 52
INVESTING IN IMPORT BEER capacity
(3)
~Fiscal Year FY 2015 FY 2016 FY 2017 FY 2018 FY 2023
FY 2019 FUTURE
Total Mexico
15 M HL 20 M HL 24 M HL 31.5 M HL 34 M HL 44 M HL CONSIDERATION
Capacity(1)
TIME: 3 - 4 YEARS TO
BUILD INCREMENTAL
Effective
Annualized ~160 ~210 ~250 ~330 ~360 ~460 CAPACITY
Supply(2) M Cases M Cases M Cases M Cases M Cases M Cases
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FREE CASH FLOW HISTORY AND opportunity
+
$3,000
$2,500
CAPEX MODERATION
MILLIONS
$2,000
$1,500 =
$1,000 FY19 FCF
$500 ESTIMATE:
$0 $1.2B - $1.3B
(1)
FY14 FY15 FY16 FY17 FY18 FY19 EST.
NET CASH PROVIDED BY OPERATING ACTIVITIES
FREE CASH FLOW
SIGNIFICANT CASH
ATTRACTIVE GROWTH BEST IN CLASS GROWTH
GENERATION &
CATEGORIES WITHIN & PROFIT MARGIN
SHAREHOLDER RETURN
CONSUMER SPACE PROFILES IN CPG
OPPORTUNITIES
| 56
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APPENDIX
COMPARABLE MEASURES (NON-GAAP)
Comparable measures are provided because management uses this information in evaluating the results of the core
operations of the Company and/or internal goal setting. In addition, the Company believes this information provides
investors valuable insight on underlying business trends and results in order to evaluate year-over-year financial
performance. As such, the following items, when appropriate, are excluded from comparable results:
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COMPARABLE MEASURES (NON-GAAP)
Other
Other includes items that are not specifically related to acquisitions and divestitures or restructuring and other
strategic business development costs (e.g. unrealized gain on equity securities, loss on extinguishment of
debt, impairment of assets, loss on contract termination and net (gain) loss from the mark to fair value of
undesignated commodity derivative contracts prior to settlement).
Comparable Basis Earnings before Interest and Taxes ("Comparable Basis EBIT"), as used by the Company,
means operating income plus equity in earnings (loss) of equity method investees, both on a comparable basis.
Comparable Basis EBIT is considered a performance measure and the Company considers operating income the
most comparable GAAP measure. Comparable Basis EBIT is used by management in evaluating the results of the
core operations of the Company including, the results of its equity method investments. In addition, the Company
believes this information provides investors valuable insight on underlying business trends and results in order to
evaluate year-over-year financial performance. BEST IN CLASS
GROWTH & PROFIT
The Company has disclosed its debt to Earnings before Interest, Taxes, Depreciation and Amortization ("EBITDA")
MARGIN
ratio and net debt to EBITDA ratio. These are non-GAAP financialPROFILES IN
measures that management believes are of
interest to investors and lenders in relation to the Company's overall capital structure and its ability to borrow
additional funds. The Company considers EBITDA a measure of CPG
liquidity and considers net cash provided by
operating activities the most comparable GAAP measure.
Free cash flow as used by the Company means the Company's net cash flow from operating activities prepared in
accordance with GAAP less capital expenditures for property, plant and equipment. Free cash flow is considered a
liquidity measure and provides useful information to investors about the amount of cash generated, which can then
be used, after required debt service and dividend payments, for other general corporate purposes. A limitation of
free cash flow is that it does not represent the total increase or decrease in the cash balance for the period. Free
cash flow should be considered in addition to, not as a substitute for, or superior to, cash flow from operating
activities prepared in accordance with GAAP.
| 59
REPORTED STATEMENT OF OPERATIONS (GAAP) (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except share and per share data)
Net sales $ 7,321.1 $ 1,928.5 $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3 $ 2,047.1
Cost of product sold (3,802.1) (940.2) (1,019.2) (891.6) (916.8) (3,767.8) (998.5)
Gross profit 3,519.0 988.3 1,068.7 910.3 845.2 3,812.5 1,048.6
Selling, general and administrative expenses (2) (1,392.4) (427.2) (351.4) (420.7) (333.4) (1,532.7) (423.2)
Gain on sale of business 262.4 - - - - - -
Operating income 2,389.0 561.1 717.3 489.6 511.8 2,279.8 625.4
Income from unconsolidated investments 27.3 0.4 0.2 249.1 237.5 487.2 364.4
Interest expense (333.3) (82.4) (81.3) (81.4) (86.9) (332.0) (87.8)
Loss on extinguishment of debt - (6.7) (2.1) (10.3) (77.9) (97.0) -
Income before income taxes 2,083.0 472.4 634.1 647.0 584.5 2,338.0 902.0
(Provision for) benefit from income taxes (550.3) (71.4) (130.0) (150.6) 329.3 (22.7) (155.7)
Net income 1,532.7 401.0 504.1 496.4 913.8 2,315.3 746.3
Net income attributable to noncontrolling interests (4.1) (2.5) (2.5) (3.6) (3.3) (11.9) (2.5)
Net income attributable to CBI $ 1,528.6 $ 398.5 $ 501.6 $ 492.8 $ 910.5 $ 2,303.4 $ 743.8
Diluted net income per common share attributable to CBI $ 7.49 $ 1.98 $ 2.49 $ 2.45 $ 4.56 $ 11.47 $ 3.77
Diluted weighted average common shares outstanding 204.099 201.030 201.346 201.177 199.494 200.745 197.060
Reported effective tax rate 26.4% 15.1% 20.5% 23.3% (56.3%) 1.0% 17.3%
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective
application method. Accordingly, financial information for fiscal year 2017 and the interim and annual periods of fiscal 2018 presented herein has been adjusted to reflect
the adoption of this amended guidance. Annual and interim periods prior to fiscal 2017, including interim periods for fiscal 2017, have not been adjusted to reflect the
adoption of this amended guidance as the impact is not deemed material.
(2)
Includes impairment of intangible assets of $46.0 million and $86.8 million for the years ended February 28, 2017, and February 28, 2018, respectively.
| 60
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except per share data)
Net Sales
Reported Net Sales $ 7,321.1 $ 1,928.5 $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3 $ 2,047.1
Comparable Net Sales $ 7,321.1 $ 1,928.5 $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3 $ 2,047.1
BEST IN CLASS
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts (16.3) 3.1 (3.9) (3.5) (3.1) (7.4) (15.4)
Gross Profit
Reported Gross Profit $ 3,519.0 $ CPG
988.3 $ 1,068.7 $ 910.3 $ 845.2 $ 3,812.5 $ 1,048.6
Acquisitions, Divestitures and Related Costs
Inventory Step-Up 20.1 7.0 2.8 7.2 1.7 18.7 0.6
Favorable Interim Supply Agreement 2.2 - - - - - -
Total Acquisitions, Divestitures and Related Costs 22.3 7.0 2.8 7.2 1.7 18.7 0.6
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts (16.3) 3.1 (3.9) (3.5) (3.1) (7.4) (15.4)
Settlements of Undesignated Commodity Swap Contracts (23.4) (2.4) (2.3) 0.1 2.3 (2.3) 1.5
Inventory, Other - - - - 19.1 19.1 1.5
Total Other (39.7) 0.7 (6.2) (3.4) 18.3 9.4 (12.4)
Comparable Gross Profit $ 3,501.6 $ 996.0 $ 1,065.3 $ 914.1 $ 865.2 $ 3,840.6 $ 1,040.2
| 61
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except per share data)
Selling, General and Administrative Expenses
Reported Selling, General and Administrative Expenses $ (1,392.4) $ (427.2) $ (351.4) $ (420.7) $ (333.4) $ (1,532.7) $ (423.2)
Acquisitions, Divestitures and Related Costs
(2)
Transaction and Related Costs Associated with Acquisitions 14.2 1.6 0.7 4.5 1.3 8.1 -
Costs Associated with Sale of the Canadian Wine Business and Related Activities 20.4 3.2 - - - 3.2 -
Total Acquisitions, Divestitures and Related Costs 34.6 4.8 0.7 4.5 1.3 11.3 -
BEST IN CLASS
Total Restructuring and Other Strategic Business Development Costs 0.9 1.4 2.0 4.1 6.5 14.0 4.3
Other
Impairment of Goodwill and Intangible Assets GROWTH & 37.6 PROFIT
86.8 - - - 86.8 -
Deferred Compensation
Loss on Contract Termination
MARGIN PROFILES
-
-
IN
-
-
-
- 59.0
- -
- 59.0
- 16.3
-
Selling, General and Administrative Expenses, Other CPG 2.6 - (3.4) (8.1) 1.0 (10.5) -
Total Other 40.2 86.8 (3.4) 50.9 1.0 135.3 16.3
Comparable Selling, General and Administrative Expenses $ (1,316.7) $ (334.2) $ (352.1) $ (361.2) $ (324.6) $ (1,372.1) $ (402.6)
| 62
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except per share data)
Operating Income
Reported Operating Income $ 2,389.0 $ 561.1 $ 717.3 $ 489.6 $ 511.8 $ 2,279.8 $ 625.4
Acquisitions, Divestitures and Related Costs
Inventory Step-Up 20.1 7.0 2.8 7.2 1.7 18.7 0.6
Favorable Interim Supply Agreement 2.2 - - - - - -
(2)
Transaction and Related Costs Associated with Acquisitions 14.2 1.6 0.7 4.5 1.3 8.1 -
Costs Associated with Sale of the Canadian Wine Business and Related Activities 20.4 3.2 - - - 3.2 -
Gain on Sale of Business (262.4) - - - - - -
Total Acquisitions, Divestitures and Related Costs (205.5) 11.8 3.5 11.7 3.0 30.0 0.6
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts (16.3)
BEST IN CLASS
3.1 (3.9) (3.5) (3.1) (7.4) (15.4)
Settlements of Undesignated Commodity Swap Contracts
Inventory, Other
(23.4)
-
GROWTH & PROFIT
(2.4)
-
(2.3)
-
0.1
-
2.3
19.1
(2.3)
19.1
1.5
1.5
Impairment of Goodwill and Intangible Assets
Deferred Compensation
37.6
-
MARGIN PROFILES IN
86.8
-
-
-
-
-
-
-
86.8
- 16.3
-
Other
Unrealized Gain on Equity Securities - - - (216.9) (235.7) (452.6) (258.3)
Equity Method Investments, Other 1.7 - - - - - -
Total Other 1.7 - - (216.9) (235.7) (452.6) (258.3)
Comparable Income from Unconsolidated Investments $ 29.0 $ 0.4 $ 0.2 $ 32.2 $ 1.8 $ 34.6 $ 4.7
| 63
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS ADJUSTED (1)) Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except per share data)
Interest Expense
Reported Interest Expense $ (333.3) $ (82.4) $ (81.3) $ (81.4) $ (86.9) $ (332.0) $ (87.8)
Comparable Interest Expense $ (333.3) $ (82.4) $ (81.3) $ (81.4) $ (86.9) $ (332.0) $ (87.8)
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts 6.0 (1.1) 1.4 1.3 1.0 2.6 3.7
Settlements of Undesignated Commodity Swap Contracts 8.8 0.9 0.8 - (0.9) 0.8 (0.4)
Inventory, Other - - - - (6.7) (6.7) (0.3)
Impairment of Goodwill and Intangible Assets (14.0) (32.4) - (0.5) 1.9 (31.0) -
Deferred Compensation - - - - - - -
Loss on Contract Termination - - - (17.7) - (17.7) -
Selling, General and Administrative Expenses, Other (0.7) - - 2.1 (0.4) 1.7 -
Unrealized Gain on Equity Securities - - - 78.1 (19.7) 58.4 34.2
Equity Method Investments, Other (0.7) - - - - - -
Loss on Extinguishment of Debt - (2.6) (0.5) (2.7) (27.2) (33.0) -
Tax Benefit Related to the Tax Cuts and Jobs Act - - - - (351.2) (351.2) -
Total Other (0.6) (35.2) 1.7 60.6 (403.2) (376.1) 37.2
Comparable Provision For Income Taxes $ (502.3) $ (111.1) $ (130.4) $ (95.8) $ (76.0) $ (413.3) $ (118.7)
| 64
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except per share data)
Net Income Attributable to Noncontrolling Interests
Reported Net Income Attributable to Noncontrolling Interests $ (4.1) $ (2.5) $ (2.5) $ (3.6) $ (3.3) $ (11.9) $ (2.5)
Comparable Net Income Attributable to Noncontrolling Interests $ (4.1) $ (2.5) $ (2.5) $ (3.6) $ (3.3) $ (11.9) $ (2.5)
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts (10.3) 2.0 (2.5) (2.2) (2.1) (4.8) (11.7)
Settlements of Undesignated Commodity Swap Contracts (14.6) (1.5) (1.5) 0.1 1.4 (1.5) 1.1
Inventory, Other - - - - 12.4 12.4 1.2
Impairment of Goodwill and Intangible Assets 23.6 54.4 - (0.5) 1.9 55.8 -
Deferred Compensation - - - - - - 16.3
Loss on Contract Termination - - - 41.3 - 41.3 -
Selling, General and Administrative Expenses, Other 1.9 - (3.4) (6.0) 0.6 (8.8) -
Unrealized Gain on Equity Securities - - - (138.8) (255.4) (394.2) (224.1)
Equity Method Investments, Other 1.0 - - - - - -
Loss on Extinguishment of Debt - 4.1 1.6 7.6 50.7 64.0 -
Tax Benefit Related to the Tax Cuts and Jobs Act - - - - (351.2) (351.2) -
Total Other 1.6 59.0 (5.8) (98.5) (541.7) (587.0) (217.2)
Comparable Net Income Attributable to CBI $ 1,374.2 $ 466.2 $ 499.2 $ 404.3 $ 376.2 $ 1,745.9 $ 433.3
| 65
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except per share data)
Diluted Net Income Per Common Share Attributable to CBI
Reported Diluted Net Income Common Per Share Attributable to CBI $ 7.49 $ 1.98 $ 2.49 $ 2.45 $ 4.56 $ 11.47 $ 3.77
Acquisitions, Divestitures and Related Costs
Inventory Step-Up 0.06 0.02 0.01 0.02 0.01 0.06 -
Favorable Interim Supply Agreement 0.01 - - - - - -
Transaction and Related Costs Associated with Acquisitions 0.04 - - 0.01 0.01 0.03 -
Costs Associated with Sale of the Canadian Wine Business and Related Activities 0.08 0.01 - - - 0.01 -
Gain on Sale of Business (0.96) - - - - - -
Net Gain on Sale of Unconsolidated Investment - - - - - - (0.50)
Total Acquisitions, Divestitures and Related Costs (0.77) 0.04 0.01 0.04 0.02 0.10 (0.50)
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts (0.05) 0.01 (0.01) (0.01) (0.01) (0.02) (0.06)
Settlements of Undesignated Commodity Swap Contracts (0.07) (0.01) (0.01) - 0.01 (0.01) 0.01
Inventory, Other - - - - 0.06 0.06 0.01
Impairment of Goodwill and Intangible Assets 0.12 0.27 - - 0.01 0.28 -
Deferred Compensation - - - - - - 0.08
Loss on Contract Termination - - - 0.21 - 0.21 -
Selling, General and Administrative Expenses, Other 0.01 - (0.02) (0.03) - (0.04) -
Unrealized Gain on Equity Securities - - - (0.69) (1.28) (1.96) (1.14)
Loss on Extinguishment of Debt - 0.02 0.01 0.04 0.25 0.32 -
Tax Benefit Related to the Tax Cuts and Jobs Act - - - - (1.76) (1.75) -
Total Other 0.01 0.29 (0.03) (0.49) (2.72) (2.92) (1.10)
(3)
Comparable Diluted Net Income Per Common Share Attributable to CBI $ 6.73 $ 2.32 $ 2.48 $ 2.01 $ 1.89 $ 8.70 $ 2.20
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method.
Accordingly, financial information for fiscal year 2017 and the interim and annual periods of fiscal 2018 presented herein has been adjusted to reflect the adoption of this amended guidance.
Annual and interim periods prior to fiscal 2017, including interim periods for fiscal 2017, have not been adjusted to reflect the adoption of this amended guidance as the impact is not deemed
material.
(2)
Includes impairment of intangible assets of $8.4 million for the year ended February 28, 2017.
(3)
May not sum due to rounding as each item is computed independently.
| 66
COMPARABLE STATEMENTS OF INCOME (NON-GAAP) (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions, except share and per share data)
Net sales $ 7,321.1 $ 1,928.5 $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3 $ 2,047.1
Cost of product sold (3,819.5) (932.5) (1,022.6) (887.8) (896.8) (3,739.7) (1,006.9)
Gross profit 3,501.6 996.0 1,065.3 914.1 865.2 3,840.6 1,040.2
Selling, general and administrative expenses (1,316.7) (334.2) (352.1) (361.2) (324.6) (1,372.1) (402.6)
Operating income 2,184.9 661.8 713.2 552.9 540.6 2,468.5 637.6
Income from unconsolidated investments 29.0 0.4 0.2 32.2 1.8 34.6 4.7
Earnings before interest and tax 2,213.9 662.2 713.4 585.1 542.4 2,503.1 642.3
Interest expense (333.3) (82.4) (81.3) (81.4) (86.9) (332.0) (87.8)
Income before income taxes 1,880.6 579.8 632.1 503.7 455.5 2,171.1 554.5
Provision for income taxes (502.3) (111.1) (130.4) (95.8) (76.0) (413.3) (118.7)
Net income 1,378.3 468.7 501.7 407.9 379.5 1,757.8 435.8
Net income attributable to noncontrolling interests (4.1) (2.5) (2.5) (3.6) (3.3) (11.9) (2.5)
Net income attributable to CBI $ 1,374.2 $ 466.2 $ 499.2 $ 404.3 $ 376.2 $ 1,745.9 $ 433.3
Diluted net income per common share attributable to CBI $ 6.73 $ 2.32 $ 2.48 $ 2.01 $ 1.89 $ 8.70 $ 2.20
Diluted weighted average common shares outstanding 204.099 201.030 201.346 201.177 199.494 200.745 197.060
Comparable effective tax rate 26.7% 19.2% 20.6% 19.0% 16.7% 19.0% 21.4%
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective
application method. Accordingly, financial information for fiscal year 2017 and the interim and annual periods of fiscal 2018 presented herein has been adjusted to
reflect the adoption of this amended guidance. Annual and interim periods prior to fiscal 2017, including interim periods for fiscal 2017, have not been adjusted to
reflect the adoption of this amended guidance as the impact is not deemed material.
| 67
ADJUSTED EBITDA CALCULATION AND RECONCILIATION (1), FREE CASH FLOW RECONCILIATION (NON-GAAP)
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year First Quarter
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018 2019
(in millions)
Comparable Net Sales $ 2,796.1 $ 4,867.7 $ 6,028.0 $ 6,548.4 $ 7,321.1 $ 1,928.5 $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3 $ 2,047.1
LTM Comparable Basis EBITDA $ 905.2 $ 1,405.4 $ 1,785.6 $ 2,081.5 $ 2,459.6 $ 2,596.5 $ 2,701.8 $ 2,739.3 $ 2,802.8 $ 2,802.8 $ 2,797.1
Total Debt $ 3,305.4 $ 7,020.5 $ 7,296.5 $ 8,081.2 $ 9,238.1 $ 9,211.5 $ 8,947.4 $ 9,350.2 $ 10,186.7 $ 10,186.7 $ 10,107.0
Debt to LTM Comparable Basis EBITDA 3.7 5.0 4.1 3.9 3.8 3.5 3.3 3.4 3.6 3.6 3.6
Net Debt to LTM Comparable Basis EBITDA 3.3 4.9 4.0 3.8 3.7 3.5 3.3 3.4 3.6 3.6 3.5
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method. Accordingly, financial information for fiscal year 2017 and the
interim and annual periods of fiscal 2018 presented herein has been adjusted to reflect the adoption of this amended guidance. Annual and interim periods prior to fiscal 2017, including interim periods for fiscal 2017, have not been adjusted to reflect
the adoption of this amended guidance as the impact is not deemed material.
(2)
Certain items, when material, are reported as part of the Change in Operating Assets and Liabilities in the Company's quarterly filings. If not material, these same items are reported as part of Other Items. For reporting in this analysis,
presentation for those certain items is consistent with the presentation in the Company's annual filings.
| 68
REPORTED STATEMENT OF OPERATIONS (GAAP) (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except share and per share data)
Net sales $ 2,796.1 $ 4,867.7 $ 6,028.0 $ 6,548.4 $ 7,331.5 $ 1,935.5 $ 2,084.5 $ 1,799.1 $ 1,765.9 $ 7,585.0
Cost of product sold (1,687.8) (2,876.0) (3,449.4) (3,606.1) (3,802.1) (940.2) (1,019.2) (891.6) (916.8) (3,767.8)
Gross profit 1,108.3 1,991.7 2,578.6 2,942.3 3,529.4 995.3 1,065.3 907.5 849.1 3,817.2
Selling, general and administrative expenses (2) (3) (585.4) (1,196.0) (1,078.4) (1,177.2) (1,392.4) (427.2) (351.4) (420.7) (333.4) (1,532.7)
Gain on sale of business (3) - - - - 262.4 - - - - -
Gain on remeasurement to fair value of equity method investment - 1,642.0 - - - - - - - -
Operating income 522.9 2,437.7 1,500.2 1,765.1 2,399.4 568.1 713.9 486.8 515.7 2,284.5
Income from unconsolidated investments 233.1 87.8 21.5 51.1 27.3 0.4 0.2 249.1 237.5 487.2
Interest expense (227.1) (323.2) (337.7) (313.9) (333.3) (82.4) (81.3) (81.4) (86.9) (332.0)
Loss on extinguishment of debt (12.5) - (4.4) (1.1) - (6.7) (2.1) (10.3) (77.9) (97.0)
Income before income taxes 516.4 2,202.3 1,179.6 1,501.2 2,093.4 479.4 630.7 644.2 588.4 2,342.7
(Provision for) benefit from income taxes (128.6) (259.2) (343.4) (440.6) (554.2) (74.1) (128.7) (149.5) 340.4 (11.9)
Net income 387.8 1,943.1 836.2 1,060.6 1,539.2 405.3 502.0 494.7 928.8 2,330.8
Net (income) loss attributable to noncontrolling interests - - 3.1 (5.7) (4.1) (2.5) (2.5) (3.6) (3.3) (11.9)
Net income attributable to CBI $ 387.8 $ 1,943.1 $ 839.3 $ 1,054.9 $ 1,535.1 $ 402.8 $ 499.5 $ 491.1 $ 925.5 $ 2,318.9
Diluted net income per common share attributable to CBI $ 2.04 $ 9.83 $ 4.17 $ 5.18 $ 7.52 $ 2.00 $ 2.48 $ 2.44 $ 4.64 $ 11.55
Diluted weighted average common shares outstanding 190.307 197.570 201.224 203.821 204.099 201.030 201.346 201.177 199.494 200.745
Reported effective tax rate 24.9% 11.8% 29.1% 29.3% 26.5% 15.5% 20.4% 23.2% (57.9%) 0.5%
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method. Financial information for the
historical annual and interim periods presented herein are as previously reported and have not been adjusted to reflect the adoption of this amended guidance.
(2)
Includes impairment of goodwill and intangible assets of $300.9 million for the year ended February 28, 2014, and impairment of intangible assets of $46.0 million and $86.8 million for the years ended February 28,
2017, and February 28, 2018, respectively.
(3)
Certain (gains) losses on sales, when material, are reported separately in the Company's quarterly filings. If not material, these same (gains) losses on sales are reported as part of Selling, General and
Administrative Expenses.
NM - Not meaningful
| 69
RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
Net Sales
Reported Net Sales $ 2,796.1 $ 4,867.7 $ 6,028.0 $ 6,548.4 $ 7,331.5 $ 1,935.5 $ 2,084.5 $ 1,799.1 $ 1,765.9 $ 7,585.0
Comparable Net Sales $ 2,796.1 $ 4,867.7 $ 6,028.0 $ 6,548.4 $ 7,331.5 $ 1,935.5 $ 2,084.5 $ 1,799.1 $ 1,765.9 $ 7,585.0
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts - (1.5) 32.7 48.1 (16.3) 3.1 (3.9) (3.5) (3.1) (7.4)
Settlements of Undesignated Commodity Swap Contracts - 0.5 (4.4) (29.5) (23.4) (2.4) (2.3) 0.1 2.3 (2.3)
Inventory, Other - - 2.8 - - - - - 19.1 19.1
Total Other - (1.0) 31.1 18.6 (39.7) 0.7 (6.2) (3.4) 18.3 9.4
Comparable Cost of Product Sold $ (1,680.0) $ (2,860.0) $ (3,389.9) $ (3,537.4) $ (3,819.5) $ (932.5) $ (1,022.6) $ (887.8) $ (896.8) $ (3,739.7)
Gross Profit
Reported Gross Profit $ 1,108.3 $ 1,991.7 $ 2,578.6 $ 2,942.3 $ 3,529.4 $ 995.3 $ 1,065.3 $ 907.5 $ 849.1 $ 3,817.2
Acquisitions, Divestitures and Related Costs
Inventory Step-Up 7.8 11.0 - 18.4 20.1 7.0 2.8 7.2 1.7 18.7
Favorable Interim Supply Agreement - 6.0 28.4 31.7 2.2 - - - - -
Total Acquisitions, Divestitures and Related Costs 7.8 17.0 28.4 50.1 22.3 7.0 2.8 7.2 1.7 18.7
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts - (1.5) 32.7 48.1 (16.3) 3.1 (3.9) (3.5) (3.1) (7.4)
Settlements of Undesignated Commodity Swap Contracts - 0.5 (4.4) (29.5) (23.4) (2.4) (2.3) 0.1 2.3 (2.3)
Inventory, Other - - 2.8 - - - - - 19.1 19.1
Total Other - (1.0) 31.1 18.6 (39.7) 0.7 (6.2) (3.4) 18.3 9.4
Comparable Gross Profit $ 1,116.1 $ 2,007.7 $ 2,638.1 $ 3,011.0 $ 3,512.0 $ 1,003.0 $ 1,061.9 $ 911.3 $ 869.1 $ 3,845.3
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RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
Selling, General and Administrative Expenses
Reported Selling, General and Administrative Expenses $ (585.4) $ (1,196.0) $ (1,078.4) $ (1,177.2) $ (1,392.4) $ (427.2) $ (351.4) $ (420.7) $ (333.4) $ (1,532.7)
Acquisitions, Divestitures and Related Costs
(2)
Transaction and Related Costs Associated with Acquisitions 27.7 52.3 30.5 15.4 14.2 1.6 0.7 4.5 1.3 8.1
Costs Associated with Canadian Divestiture and Related Activities - - - - 20.4 3.2 - - - 3.2
Net Gain on Sale of Business or Assets (3) (11.6) - - - - - - - - -
Selling, General and Administrative Expenses, Other 0.7 (0.8) - - - - - - - -
Total Acquisitions, Divestitures and Related Costs 16.8 51.5 30.5 15.4 34.6 4.8 0.7 4.5 1.3 11.3
Other
Impairment of Goodwill and Intangible Assets - 300.9 - - 37.6 86.8 - - - 86.8
Deferred Compensation - 7.0 - - - - - - - -
Loss on Contract Termination - - - - - - - 59.0 - 59.0
Selling, General and Administrative Expenses, Other - - (7.2) - 2.6 - (3.4) (8.1) 1.0 (10.5)
Total Other - 307.9 (7.2) - 40.2 86.8 (3.4) 50.9 1.0 135.3
Comparable Selling, General and Administrative Expenses $ (559.4) $ (839.4) $ (1,055.1) $ (1,145.4) $ (1,316.7) $ (334.2) $ (352.1) $ (361.2) $ (324.6) $ (1,372.1)
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RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
Operating Income
Reported Operating Income $ 522.9 $ 2,437.7 $ 1,500.2 $ 1,765.1 $ 2,399.4 $ 568.1 $ 713.9 $ 486.8 $ 515.7 $ 2,284.5
Acquisitions, Divestitures and Related Costs
Inventory Step-Up 7.8 11.0 - 18.4 20.1 7.0 2.8 7.2 1.7 18.7
Favorable Interim Supply Agreement - 6.0 28.4 31.7 2.2 - - - - -
(2)
Transaction and Related Costs Associated with Acquisitions 27.7 52.3 30.5 15.4 14.2 1.6 0.7 4.5 1.3 8.1
Costs Associated with Canadian Divestiture and Related Activities - - - - 20.4 3.2 - - - 3.2
Net Gain on Sale of Business or Assets (3) (11.6) - - - - - - - - -
Selling, General and Administrative Expenses, Other 0.7 (0.8) - - - - - - - -
Gain on Sale of Business (3) - - - - (262.4) - - - - -
Gain on Remeasurement to Fair Value of Equity Method Investment - (1,642.0) - - - - - - - -
Total Acquisitions, Divestitures and Related Costs 24.6 (1,573.5) 58.9 65.5 (205.5) 11.8 3.5 11.7 3.0 30.0
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts - (1.5) 32.7 48.1 (16.3) 3.1 (3.9) (3.5) (3.1) (7.4)
Settlements of Undesignated Commodity Swap Contracts - 0.5 (4.4) (29.5) (23.4) (2.4) (2.3) 0.1 2.3 (2.3)
Inventory, Other - - 2.8 - - - - - 19.1 19.1
Impairment of Goodwill and Intangible Assets - 300.9 - - 37.6 86.8 - - - 86.8
Deferred Compensation - 7.0 - - - - - - - -
Loss on Contract Termination - - - - - - - 59.0 - 59.0
Selling, General and Administrative Expenses, Other - - (7.2) - 2.6 - (3.4) (8.1) 1.0 (10.5)
Total Other - 306.9 23.9 18.6 0.5 87.5 (9.6) 47.5 19.3 144.7
Comparable Operating Income $ 556.7 $ 1,168.3 $ 1,583.0 $ 1,865.6 $ 2,195.3 $ 668.8 $ 709.8 $ 550.1 $ 544.5 $ 2,473.2
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RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
Income from Unconsolidated Investments
Reported Income from Unconsolidated Investments $ 233.1 $ 87.8 $ 21.5 $ 51.1 $ 27.3 $ 0.4 $ 0.2 $ 249.1 $ 237.5 $ 487.2
Acquisitions, Divestitures and Related Costs
Equity Method Investments, Other 1.0 0.1 - - - - - - - -
Total Acquisitions, Divestitures and Related Costs 1.0 0.1 - - - - - - - -
Other
Dividend from Unconsolidated Investment - - - (24.5) - - - - - -
Unrealized Gain on Equity Securities - - - - - - - (216.9) (235.7) (452.6)
Equity Method Investments, Other - - - - 1.7 - - - - -
Total Other - - - (24.5) 1.7 - - (216.9) (235.7) (452.6)
Comparable Income from Unconsolidated Investments $ 234.1 $ 87.9 $ 21.5 $ 26.6 $ 29.0 $ 0.4 $ 0.2 $ 32.2 $ 1.8 $ 34.6
Interest Expense
Reported Interest Expense $ (227.1) $ (323.2) $ (337.7) $ (313.9) $ (333.3) $ (82.4) $ (81.3) $ (81.4) $ (86.9) $ (332.0)
Comparable Interest Expense $ (227.1) $ (323.2) $ (337.7) $ (313.9) $ (333.3) $ (82.4) $ (81.3) $ (81.4) $ (86.9) $ (332.0)
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RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
(Provision For) Benefit From Income Taxes
Reported (Provision For) Benefit From Income Taxes $ (128.6) $ (259.2) $ (343.4) $ (440.6) $ (554.2) $ (74.1) $ (128.7) $ (149.5) $ 340.4 $ (11.9)
Acquisitions, Divestitures and Related Costs
Inventory Step-Up (2.8) (3.5) - (6.9) (7.4) (2.5) (1.1) (2.7) (0.3) (6.6)
Favorable Interim Supply Agreement - (1.7) (8.2) (9.2) (0.8) - - - - -
(2)
Transaction and Related Costs Associated with Acquisitions (9.6) (18.0) (8.3) (5.7) (5.4) (0.7) (0.2) (1.6) 0.3 (2.2)
Costs Associated with Canadian Divestiture and Related Activities - - - - (3.8) (0.8) - - - (0.8)
Net Gain on Sale of Business or Assets (3) 1.7 - - - - - - - - -
Selling, General and Administrative Expenses, Other (0.2) 0.3 - - - - - - - -
Gain on Sale of Business (3) - - - - 66.3 - - - - -
Gain on Remeasurement to Fair Value of Equity Method Investment - - - - - - - - - -
Equity Method Investments, Other (0.4) - - - - - - - - -
Income Tax Adjustments - (2.3) - - - - - - - -
Total Acquisitions, Divestitures and Related Costs (11.3) (25.2) (16.5) (21.8) 48.9 (4.0) (1.3) (4.3) - (9.6)
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts - 0.5 (12.0) (17.8) 6.0 (1.1) 1.4 1.3 1.0 2.6
Settlements of Undesignated Commodity Swap Contracts - (0.1) 1.6 10.9 8.8 0.9 0.8 - (0.9) 0.8
Inventory, Other - - (1.1) - - - - - (6.7) (6.7)
Impairment of Goodwill and Intangible Assets - (5.8) - - (14.0) (32.4) - (0.5) 1.9 (31.0)
Deferred Compensation - (2.6) - - - - - - - -
Loss on Contract Termination - - - - - - - (17.7) - (17.7)
Selling, General and Administrative Expenses, Other - - (1.3) - (0.7) - - 2.1 (0.4) 1.7
Dividend from Unconsolidated Investment - - - 9.2 - - - - - -
Unrealized Gain on Equity Securities - - - - - - - 78.1 (19.7) 58.4
Equity Method Investments, Other - - - - (0.7) - - - - -
Loss on Extinguishment of Debt (4.7) - (1.3) (0.3) - (2.6) (0.5) (2.7) (27.2) (33.0)
Tax Benefit Related to the Tax Cuts and Jobs Act - - - - - - - - (363.0) (363.0)
Total Other (4.7) (8.0) (14.1) 2.0 (0.6) (35.2) 1.7 60.6 (415.0) (387.9)
Comparable (Provision For) Benefit From Income Taxes $ (147.8) $ (291.3) $ (374.0) $ (466.4) $ (506.2) $ (113.8) $ (129.1) $ (94.7) $ (76.7) $ (414.3)
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RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
Net (Income) Loss Attributable to Noncontrolling Interests
Reported Net (Income) Loss Attributable to Noncontrolling Interests $ - $ - $ 3.1 $ (5.7) $ (4.1) $ (2.5) $ (2.5) $ (3.6) $ (3.3) $ (11.9)
Acquisitions, Divestitures and Related Costs
Net (Income) Loss Attributable to Noncontrolling Interests, Other - - (2.9) 0.3 - - - - - -
Total Acquisitions, Divestitures and Related Costs - - (2.9) 0.3 - - - - - -
Comparable Net (Income) Loss Attributable to Noncontrolling Interests $ - $ - $ 0.2 $ (5.4) $ (4.1) $ (2.5) $ (2.5) $ (3.6) $ (3.3) $ (11.9)
BEST IN CLASS
Gain on Sale of Business (3) - - - - (196.1) - - - - -
Gain on Remeasurement to Fair Value of Equity Method Investment - (1,642.0) - - - - - - - -
MARGIN PROFILES IN
Total Acquisitions, Divestitures and Related Costs 14.3 (1,598.6) 39.5 44.0 (156.6) 7.8 2.2 7.4 3.0 20.4
CPG
Restructuring and Other Strategic Business Development Costs 6.0 (2.0) - 10.4 0.6 0.9 1.2 2.6 4.4 9.1
Selling, General and Administrative Expenses, Other - 0.3 - - - - - - - -
Total Restructuring and Other Strategic Business Development Costs 6.0 (1.7) - 10.4 0.6 0.9 1.2 2.6 4.4 9.1
Other
Net (Gain) Loss on Undesignated Commodity Swap Contracts - (1.0) 20.7 30.3 (10.3) 2.0 (2.5) (2.2) (2.1) (4.8)
Settlements of Undesignated Commodity Swap Contracts - 0.4 (2.8) (18.6) (14.6) (1.5) (1.5) 0.1 1.4 (1.5)
Inventory, Other - - 1.7 - - - - - 12.4 12.4
Impairment of Goodwill and Intangible Assets - 295.1 - - 23.6 54.4 - (0.5) 1.9 55.8
Deferred Compensation - 4.4 - - - - - - - -
Loss on Contract Termination - - - - - - - 41.3 - 41.3
Selling, General and Administrative Expenses, Other - - (8.5) - 1.9 - (3.4) (6.0) 0.6 (8.8)
Dividend from Unconsolidated Investment - - - (15.3) - - - - - -
Unrealized Gain on Equity Securities - - - - - - - (138.8) (255.4) (394.2)
Equity Method Investments, Other - - - - 1.0 - - - - -
Loss on Extinguishment of Debt 7.8 - 3.1 0.8 - 4.1 1.6 7.6 50.7 64.0
Tax Benefit Related to the Tax Cuts and Jobs Act - - - - - - - - (363.0) (363.0)
Total Other 7.8 298.9 14.2 (2.8) 1.6 59.0 (5.8) (98.5) (553.5) (598.8)
Comparable Net Income Attributable to CBI $ 415.9 $ 641.7 $ 893.0 $ 1,106.5 $ 1,380.7 $ 470.5 $ 497.1 $ 402.6 $ 379.4 $ 1,749.6
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RECONCILIATION OF REPORTED AND COMPARABLE NON-GAAP INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions, except per share data)
Diluted Net Income Per Common Share Attributable to CBI
Reported Diluted Net Income Common Per Share Attributable to CBI $ 2.04 $ 9.83 $ 4.17 $ 5.18 $ 7.52 $ 2.00 $ 2.48 $ 2.44 $ 4.64 $ 11.55
Acquisitions, Divestitures and Related Costs
Inventory Step-Up 0.03 0.04 - 0.06 0.06 0.02 0.01 0.02 0.01 0.06
Favorable Interim Supply Agreement - 0.02 0.10 0.11 0.01 - - - - -
Transaction and Related Costs Associated with Acquisitions 0.10 0.17 0.11 0.05 0.04 - - 0.01 0.01 0.03
Costs Associated with Canadian Divestiture and Related Activities - - - - 0.08 0.01 - - - 0.01
Net Gain on Sale of Business or Assets (3) (0.05) - - - - - - - - -
Selling, General and Administrative Expenses, Other - - - - - - - - - -
Gain on Sale of Business (3) - - - - (0.96) - - - - -
Gain on Remeasurement to Fair Value of Equity Method Investment - (8.31) - - - - - - - -
Equity Method Investments, Other - - - - - - - - - -
Income Tax Adjustments - (0.01) - - - - - - - -
Net (Income) Loss Attributable to Noncontrolling Interests, Other - - (0.01) - - - - - - -
Total Acquisitions, Divestitures and Related Costs 0.08 (8.09) 0.20 0.22 (0.77) 0.04 0.01 0.04 0.02 0.10
BEST IN CLASS
Restructuring and Other Strategic Business Development Costs
Restructuring and Other Strategic Business Development Costs 0.03 (0.01) - 0.05 - - 0.01 0.01 0.02 0.05
Selling, General and Administrative Expenses, Other - - - - - - - - - -
Total Restructuring and Other Strategic Business Development Costs
Other
0.03
GROWTH & PROFIT
(0.01) - 0.05 - - 0.01 0.01 0.02 0.05
CPG
Inventory, Other - - 0.01 - - - - - 0.06 0.06
Impairment of Goodwill and Intangible Assets - 1.49 - - 0.12 0.27 - - 0.01 0.28
Deferred Compensation - 0.02 - - - - - - - -
Loss on Contract Termination - - - - - - - 0.21 - 0.21
Selling, General and Administrative Expenses, Other - - (0.04) - 0.01 - (0.02) (0.03) - (0.04)
Dividend from Unconsolidated Investment - - - (0.08) - - - - - -
Unrealized Gain on Equity Securities - - - - - - - (0.69) (1.28) (1.96)
Equity Method Investments, Other - - - - - - - - - -
Loss on Extinguishment of Debt 0.04 - 0.02 - - 0.02 0.01 0.04 0.25 0.32
Tax Benefit Related to the Tax Cuts and Jobs Act - - - - - - - - (1.82) (1.81)
Total Other 0.04 1.51 0.07 (0.01) 0.01 0.29 (0.03) (0.49) (2.77) (2.98)
(4)
Comparable Diluted Net Income Per Common Share Attributable to CBI $ 2.19 $ 3.25 $ 4.44 $ 5.43 $ 6.76 $ 2.34 $ 2.47 $ 2.00 $ 1.90 $ 8.72
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method. Financial information for the historical annual and interim
periods presented herein are as previously reported and have not been adjusted to reflect the adoption of this amended guidance.
(2)
Includes impairment of intangible assets of $8.4 million for the year ended February 28, 2017.
(3)
Certain (gains) losses on sales, when material, are reported separately in the Company's quarterly filings. If not material, these same (gains) losses on sales are reported as part of Selling, General and Administrative Expenses.
(4)
May not sum due to rounding as each item is computed independently.
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COMPARABLE STATEMENTS OF INCOME (NON-GAAP) (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in million, except share and per share data)
Net sales $ 2,796.1 $ 4,867.7 $ 6,028.0 $ 6,548.4 $ 7,331.5 $ 1,935.5 $ 2,084.5 $ 1,799.1 $ 1,765.9 $ 7,585.0
Cost of product sold (1,680.0) (2,860.0) (3,389.9) (3,537.4) (3,819.5) (932.5) (1,022.6) (887.8) (896.8) (3,739.7)
Gross profit 1,116.1 2,007.7 2,638.1 3,011.0 3,512.0 1,003.0 1,061.9 911.3 869.1 3,845.3
Selling, general and administrative expenses (559.4) (839.4) (1,055.1) (1,145.4) (1,316.7) (334.2) (352.1) (361.2) (324.6) (1,372.1)
Operating income 556.7 1,168.3 1,583.0 1,865.6 2,195.3 668.8 709.8 550.1 544.5 2,473.2
Income from unconsolidated investments 234.1 87.9 21.5 26.6 29.0 0.4 0.2 32.2 1.8 34.6
Earnings before interest and tax 790.8 1,256.2 1,604.5 1,892.2 2,224.3 669.2 710.0 582.3 546.3 2,507.8
Interest expense (227.1) (323.2) (337.7) (313.9) (333.3) (82.4) (81.3) (81.4) (86.9) (332.0)
Income before income taxes 563.7 933.0 1,266.8 1,578.3 1,891.0 586.8 628.7 500.9 459.4 2,175.8
Provision for income taxes (147.8) (291.3) (374.0) (466.4) (506.2) (113.8) (129.1) (94.7) (76.7) (414.3)
Net income 415.9 641.7 892.8 1,111.9 1,384.8 473.0 499.6 406.2 382.7 1,761.5
Net (income) loss attributable to noncontrolling interests - - 0.2 (5.4) (4.1) (2.5) (2.5) (3.6) (3.3) (11.9)
Net income attributable to CBI $ 415.9 $ 641.7 $ 893.0 $ 1,106.5 $ 1,380.7 $ 470.5 $ 497.1 $ 402.6 $ 379.4 $ 1,749.6
Diluted net income per common share attributable to CBI $ 2.19 $ 3.25 $ 4.44 $ 5.43 $ 6.76 $ 2.34 $ 2.47 $ 2.00 $ 1.90 $ 8.72
Diluted weighted average common shares outstanding 190.307 197.570 BEST IN CLASS
201.224 203.821 204.099 201.030 201.346 201.177 199.494 200.745
MARGIN PROFILES IN
Class B Convertible Common Stock - - - $ 1.12 $ 1.44 $ 0.47 $ 0.47 $ 0.47 $ 0.47 $ 1.88
Comparable effective tax rate 26.2% 31.2% 29.5% 29.6% 26.8% 19.4% 20.5% 18.9% 16.7% 19.0%
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method. Financial information for the
historical annual and interim periods presented herein are as previously reported and have not been adjusted to reflect the adoption of this amended guidance.
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BUSINESS SEGMENT INFORMATION
Organic Net sales
The Company's internal management financial reporting consists of two business divisions: (i) Beer and (ii) Wine and
Spirits, and the Company reports its operating results in three segments: (i) Beer, (ii) Wine and Spirits, and (iii) Corporate
Operations and Other. In the Beer segment, the Company's portfolio consists of high-end imported and craft beer brands. In
the Wine and Spirits segment, the Company sells a large number of wine brands across all categories – table wine, sparkling
wine and dessert wine – and across all price points – popular, premium and luxury categories, primarily within the $5 to $25
price range at U.S. retail – complemented by certain premium spirits brands. The Corporate Operations and Other segment
consists of general costs that are applicable to the consolidated group and are therefore not allocated to the other reportable
segments, including costs of executive management, corporate development, corporate finance, human resources, internal
audit, investor relations, legal, public relations and information technology. The business segments reflect how the
Company's operations are managed, how resources are allocated, how operating performance is evaluated by senior
management and the structure of the Company's internal financial reporting.
In addition, management excludes items that affect comparability (“Comparable Adjustments”) from its evaluation of the
results of each operating segment as these Comparable Adjustments are not reflective of core operations of the segments.
Segment operating performance and segment management compensation are evaluated based upon core segment operating
income (loss).
Divestiture
Canadian business Wine and Spirits December 17, 2016 December 17, 2015 – December 16, 2016
(1)
Collectively, the October Wine and Spirits Acquisitions
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BUSINESS SEGMENT INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(in millions)
Net Sales
Beer $ 4,227.3 $ 1,239.2 $ 1,381.7 $ 1,042.5 $ 997.0 $ 4,660.4 $ 1,375.1
Wine and Spirits
Wine 2,732.7 602.1 614.0 666.6 673.6 2,556.3 591.8
Spirits 361.1 87.2 92.2 92.8 91.4 363.6 80.2
Wine and Spirits 3,093.8 689.3 706.2 759.4 765.0 2,919.9 672.0
Corporate Operations and Other - - - - - - -
Comparable Adjustments - - - - - - -
Consolidated Net Sales $ 7,321.1 $ 1,928.5 $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3 $ 2,047.1
Gross Profit
Beer $ 2,149.3 $ 680.5 $ 749.8 $ 569.4 $ 531.5 $ 2,531.2 $ 749.4
Wine and Spirits 1,352.3 315.5 315.5 344.7 333.7 1,309.4 290.8
Corporate Operations and Other - - - - - - -
Comparable Adjustments 17.4 (7.7) 3.4 (3.8) (20.0) (28.1) 8.4
Consolidated Gross Profit $ 3,519.0 $ 988.3 $ 1,068.7 $ 910.3 $ 845.2 $ 3,812.5 $ 1,048.6
Operating Income
Beer (A) $ 1,532.4 $ 497.5 $ 569.0 $ 394.8 $ 378.9 $ 1,840.2 $ 520.0
Wine and Spirits (A) 792.4 201.7 185.7 199.4 207.3 794.1 167.8
Corporate Operations and Other (A) (139.9) (37.4) (41.5) (41.3) (45.6) (165.8) (50.2)
Comparable Adjustments 204.1 (100.7) 4.1 (63.3) (28.8) (188.7) (12.2)
Consolidated Operating Income $ 2,389.0 $ 561.1 $ 717.3 $ 489.6 $ 511.8 $ 2,279.8 $ 625.4
Comparable Earnings Before Interest and Taxes (A+B) $ 2,213.9 $ 662.2 $ 713.4 $ 585.1 $ 542.4 $ 2,503.1 $ 642.3
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BUSINESS SEGMENT INFORMATION (AS ADJUSTED (1))
Fiscal First Second Third Fourth Fiscal First
Year Quarter Quarter Quarter Quarter Year Quarter
2017 2018 2018 2018 2018 2018 2019
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective
application method. Accordingly, financial information for fiscal year 2017 and the interim and annual periods of fiscal 2018 presented herein has been adjusted to reflect
the adoption of this amended guidance. Annual and interim periods prior to fiscal 2017, including interim periods for fiscal 2017, have not been adjusted to reflect the
adoption of this amended guidance as the impact is not deemed material.
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BUSINESS SEGMENT INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(in millions)
Net Sales
Beer (2) $ 2,588.1 $ 2,835.6 $ 3,188.6 $ 3,622.6 $ 4,229.3 $ 1,242.3 $ 1,378.9 $ 1,040.1 $ 997.2 $ 4,658.5
Wine and Spirits
Wine 2,495.8 2,554.2 2,523.4 2,591.4 2,739.3 605.0 610.7 666.6 677.2 2,559.5
Spirits 300.3 291.3 316.0 334.4 362.9 88.2 94.9 92.4 91.5 367.0
Wine and Spirits 2,796.1 2,845.5 2,839.4 2,925.8 3,102.2 693.2 705.6 759.0 768.7 2,926.5
Corporate Operations and Other - - - - - - - - - -
Consolidation and Eliminations (2) (2,588.1) (813.4) - - - - - - - -
Comparable Adjustments - - - - - - - - - -
Consolidated Net Sales $ 2,796.1 $ 4,867.7 $ 6,028.0 $ 6,548.4 $ 7,331.5 $ 1,935.5 $ 2,084.5 $ 1,799.1 $ 1,765.9 $ 7,585.0
Gross Profit
Beer (2) $ 755.4 $ 1,132.1 $ 1,465.8 $ 1,776.0 $ 2,151.3 $ 683.6 $ 747.0 $ 567.0 $ 531.7 $ 2,529.3
Wine and Spirits 1,116.1 1,117.1 1,172.3 1,235.0 1,360.7 319.4 314.9 344.3 337.4 1,316.0
Corporate Operations and Other - - - - - - - - - -
Consolidation and Eliminations (2) (755.4) (241.5) - - - - - - - -
Comparable Adjustments (7.8) (16.0) (59.5) (68.7) 17.4 (7.7) 3.4 (3.8) (20.0) (28.1)
Consolidated Gross Profit $ 1,108.3 $ 1,991.7 $ 2,578.6 $ 2,942.3 $ 3,529.4 $ 995.3 $ 1,065.3 $ 907.5 $ 849.1 $ 3,817.2
Operating Income
Beer (2) (A) $ 448.0 $ 772.9 $ 1,017.8 $ 1,264.1 $ 1,534.4 $ 500.6 $ 566.2 $ 392.4 $ 379.1 $ 1,838.3
Wine and Spirits (A) 650.2 637.8 674.3 727.0 800.8 205.6 185.1 199.0 211.0 800.7
Corporate Operations and Other (A) (93.5) (99.8) (109.1) (125.5) (139.9) (37.4) (41.5) (41.3) (45.6) (165.8)
Consolidation and Eliminations (2) (A) (448.0) (142.6) - - - - - - - -
Comparable Adjustments (33.8) 1,269.4 (82.8) (100.5) 204.1 (100.7) 4.1 (63.3) (28.8) (188.7)
Consolidated Operating Income $ 522.9 $ 2,437.7 $ 1,500.2 $ 1,765.1 $ 2,399.4 $ 568.1 $ 713.9 $ 486.8 $ 515.7 $ 2,284.5
Comparable Earnings Before Interest and Taxes (A+B) $ 790.8 $ 1,256.2 $ 1,604.5 $ 1,892.2 $ 2,224.3 $ 669.2 $ 710.0 $ 582.3 $ 546.3 $ 2,507.8
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BUSINESS SEGMENT INFORMATION (AS PREVIOUSLY REPORTED (1))
Fiscal Fiscal Fiscal Fiscal Fiscal First Second Third Fourth Fiscal
Year Year Year Year Year Quarter Quarter Quarter Quarter Year
2013 2014 2015 2016 2017 2018 2018 2018 2018 2018
(1)
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method. Financial information for the
historical annual and interim periods presented herein are as previously reported and have not been adjusted to reflect the adoption of this amended guidance
(2)
Prior to the acquisition of our import beer business in June 2013, we had a 50% equity interest in Crown Imports, which was accounted for under the equity method of accounting. Additionally, prior to the acquisition,
Crown Imports was a reportable segment.
NM = Not Meaningful
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REPORTED AND ORGANIC NET SALES
First First Second Third Fourth Fiscal
(in millions) Quarter Quarter Percent Quarter Quarter Quarter Year
Fiscal Year 2019 2019 2018 Change 2018 2018 2018 2018
Consolidated Net Sales $ 2,047.1 $ 1,928.5 6% $ 2,087.9 $ 1,801.9 $ 1,762.0 $ 7,580.3
Beer Net Sales $ 1,375.1 $ 1,239.2 11% $ 1,381.7 $ 1,042.5 $ 997.0 $ 4,660.4
Wine and Spirits Net Sales $ 672.0 $ 689.3 (3%) $ 706.2 $ 759.4 $ 765.0 $ 2,919.9
Effective March 1, 2018, we adopted the FASB amended guidance regarding the recognition of revenue from contracts with customers using the retrospective application method. Accordingly, financial information for the interim and annual periods of fiscal 2018 presented in the above Fiscal Year 2019 analysis has been adjusted to reflect the adoption of this
amended guidance. For the interim and annual periods presented below for the Fiscal Year 2018, Fiscal Year 2017, Fiscal Year 2016, Fiscal Year 2015 and Fiscal Year 2014 analyses, financial information has not been adjusted to reflect the adoption of this amended guidance as it is not deemed material.
First First Second Second Third Third Fourth Fourth Fiscal Fiscal
Quarter Quarter Percent Quarter Quarter Percent Quarter Quarter Percent Quarter Quarter Percent Year Year Percent
Fiscal Year 2018 2018 2017 Change 2018 2017 Change 2018 2017 Change 2018 2017 Change 2018 2017 Change
Consolidated Net Sales $ 1,935.5 $ 1,871.8 3% $ 2,084.5 $ 2,021.2 3% $ 1,799.1 $ 1,810.5 (1%) $ 1,765.9 $ 1,628.0 8% $ 7,585.0 $ 7,331.5 3%
Less: Prisoner (13.2) - - - - - - - (13.2) -
Less: October Wine and Spirits Acquisitions (13.7) - (13.6) - (9.9) - - - (37.2) -
Less: Canadian Divestiture - (89.6) - (100.1) - (98.9) - (22.6) - (311.2)
Consolidated Organic Net Sales $ 1,908.6 $ 1,782.2 7% $ 2,070.9 $ 1,921.1 8% $ 1,789.2 $ 1,711.6 5% $ 1,765.9 $ 1,605.4 10% $ 7,534.6 $ 7,020.3 7%
Beer Net Sales $ 1,242.3 $ 1,151.0 8% $ 1,378.9 $ 1,222.5 13% $ 1,040.1 $ 964.6 8% $ 997.2 $ 891.2 12% $ 4,658.5 $ 4,229.3 10%
Wine and Spirits Net Sales $ 693.2 $ 720.8 (4%) $ 705.6 $ 798.7 (12%) $ 759.0 $ 845.9 (10%) $ 768.7 $ 736.8 4% $ 2,926.5 $ 3,102.2 (6%)
Less: Prisoner (13.2) - - - - - - - (13.2) -
Less: October Wine and Spirits Acquisitions (13.7) - (13.6) - (9.9) - - - (37.2) -
Less: Canadian Divestiture - (89.6) - (100.1) - (98.9) - (22.6) - (311.2)
Wine and Spirits Organic Net Sales $ 666.3 $ 631.2 6% $ 692.0 $ 698.6 (1%) $ 749.1 $ 747.0 0% $ 768.7 $ 714.2 8% $ 2,876.1 $ 2,791.0 3%
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REPORTED AND ORGANIC NET SALES
Constant Constant Constant Constant Constant
First First Currency Second Second Currency Third Third Currency Fourth Fourth Currency Fiscal Fiscal Currency
(in millions) Quarter Quarter Percent Currency Percent Quarter Quarter Percent Currency Percent Quarter Quarter Percent Currency Percent Quarter Quarter Percent Currency Percent Year Year Percent Currency Percent
Fiscal Year 2017 2017 2016 Change Impact Change(1) 2017 2016 Change Impact Change(1) 2017 2016 Change Impact Change(1) 2017 2016 Change Impact Change(1) 2017 2016 Change Impact Change(1)
Consolidated Net Sales $ 1,871.8 $ 1,631.3 15% - 15% $ 2,021.2 $ 1,733.4 17% - 17% $ 1,810.5 $ 1,640.5 10% - 10% $ 1,628.0 $ 1,543.2 5% - 5% $ 7,331.5 $ 6,548.4 12% - 12%
Less: Meiomi (35.3) - (17.2) - - - - - (52.5) -
Less: Ballast Point (42.4) - (46.0) - (31.8) - (4.7) - (124.9) -
Less: Prisoner (4.9) - (8.8) - (20.1) - (13.5) - (47.3) -
Less: October Wine and Spirits Acquisitions - - - - (5.4) - (18.8) - (24.2) -
Less: Canadian Divestiture - - - - - - - (62.6) - (62.6)
Consolidated Organic Net Sales $ 1,789.2 $ 1,631.3 10% - 10% $ 1,949.2 $ 1,733.4 12% - 13% $ 1,753.2 $ 1,640.5 7% - 7% $ 1,591.0 $ 1,480.6 7% - 7% $ 7,082.6 $ 6,485.8 9% - 9%
Beer Net Sales $ 1,151.0 $ 965.8 19% - 19% $ 1,222.5 $ 1,019.5 20% - 20% $ 964.6 $ 831.3 16% - 16% $ 891.2 $ 806.0 11% - 11% $ 4,229.3 $ 3,622.6 17% - 17%
Less: Ballast Point (42.4) - (46.0) - (31.8) - (4.7) - (124.9) -
Wine and Spirits Net Sales $ 1,108.6 $ 965.8 15% - 15% $ 1,176.5 $ 1,019.5 15% - 15% $ 932.8 $ 831.3 12% - 12% $ 886.5 $ 806.0 10% - 10% $ 4,104.4 $ 3,622.6 13% - 13%
Wine and Spirits Net sales $ 720.8 $ 665.5 8% (1%) 9% $ 798.7 $ 713.9 12% - 12% $ 845.9 $ 809.2 5% - 4% $ 736.8 $ 737.2 - - - $ 3,102.2 $ 2,925.8 6% - 6%
Less: Meiomi (35.3) - (17.2) - - - - - (52.5) -
Less: Prisoner (4.9) - (8.8) - (20.1) - (13.5) - (47.3) -
Less: October Wine and Spirits Acquisitions - - - - (5.4) - (18.8) - (24.2) -
Less: Canadian Divestiture - - - - - - - (62.6) - (62.6)
Wine and Spirits Organic Net Sales $ 680.6 $ 665.5 2% (1%) 3% $ 772.7 $ 713.9 8% - 8% $ 820.4 $ 809.2 1% - 1% $ 704.5 $ 674.6 4% - 4% $ 2,978.2 $ 2,863.2 4% - 4%
(1)
May not sum due to rounding as each item is computed independently.
Beer Net Sales $ 965.8 $ 867.7 11% - 11% $ 1,019.5 $ 891.8 14% - 14% $ 831.3 $ 768.1 8% - 8% $ 806.0 $ 661.0 22% - 22% $ 3,622.6 $ 3,188.6 14% - 14%
Less: Ballast Point - - - - - - (27.2) - (27.2) -
Beer Organic Net Sales $ 965.8 $ 867.7 11% - 11% $ 1,019.5 $ 891.8 14% - 14% $ 831.3 $ 768.1 8% - 8% $ 778.8 $ 661.0 18% - 18% $ 3,595.4 $ 3,188.6 13% - 13%
Wine and Spirits Net Sales $ 665.5 $ 658.3 1% (3%) 4% $ 713.9 $ 715.8 - (3%) 3% $ 809.2 $ 773.4 5% (3%) 8% $ 737.2 $ 691.9 7% (2%) 9% $ 2,925.8 $ 2,839.4 3% (3%) 6%
Less: Meiomi - - (3.8) - (34.7) - (35.3) - (73.8) -
Wine and Spirits Organic Net Sales $ 665.5 $ 658.3 1% (3%) 4% $ 710.1 $ 715.8 (1%) (3%) 3% $ 774.5 $ 773.4 - (3%) 3% $ 701.9 $ 691.9 1% (2%) 4% $ 2,852.0 $ 2,839.4 - (3%) 3%
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REPORTED AND ORGANIC NET SALES
Constant Constant Constant Constant Constant
First First Currency Second Second Currency Third Third Currency Fourth Fourth Currency Fiscal Fiscal Currency
(in millions) Quarter Quarter Percent Currency Percent Quarter Quarter Percent Currency Percent Quarter Quarter Percent Currency Percent Quarter Quarter Percent Currency Percent Year Year Percent Currency Percent
Fiscal Year 2015 2015 2014 Change Impact Change(1) 2015 2014 Change Impact Change(1) 2015 2014 Change Impact Change(1) 2015 2014 Change Impact Change(1) 2015 2014 Change Impact Change(1)
Consolidated Net Sales $ 1,526.0 $ 673.4 127% (1%) 128% $ 1,604.1 $ 1,459.8 10% - 10% $ 1,541.7 $ 1,443.3 7% (1%) 7% $ 1,356.2 $ 1,291.2 5% (1%) 6% $ 6,028.0 $ 4,867.7 24% (1%) 25%
Less: Beer Business Acquisition (867.7) - (73.4) - - - - - (941.1) -
Consolidated Organic Net Sales $ 658.3 $ 673.4 (2%) (1%) (1%) $ 1,530.7 $ 1,459.8 5% - 5% $ 1,541.7 $ 1,443.3 7% (1%) 7% $ 1,356.2 $ 1,291.2 5% (1%) 6% $ 5,086.9 $ 4,867.7 5% (1%) 5%
Beer Net Sales $ 867.7 $ - NM - NM $ 888.3 $ 762.8 16% - 16% $ 768.3 $ 661.6 16% - 16% $ 664.3 $ 597.8 11% - 11% $ 3,188.6 $ 2,022.2 58% - 58%
Less: Beer Business Acquisition (867.7) - (73.4) - - - - - (941.1) -
Beer Organic Net Sales $ - $ - NM - NM $ 814.9 $ 762.8 7% - 7% $ 768.3 $ 661.6 16% - 16% $ 664.3 $ 597.8 11% - 11% $ 2,247.5 $ 2,022.2 11% - 11%
Wine and Spirits Net Sales $ 658.3 $ 673.4 (2%) (1%) (1%) $ 715.8 $ 697.0 3% (1%) 3% $ 773.4 $ 781.7 (1%) (1%) - $ 691.9 $ 693.4 - (2%) 2% $ 2,839.4 $ 2,845.5 - (1%) 1%
Wine and Spirits Net Sales $ 673.4 $ 634.8 6% - 6% $ 697.0 $ 698.5 - - - $ 781.7 $ 766.9 2% (1%) 3% $ 693.4 $ 695.9 - (1%) 1% $ 2,845.5 $ 2,796.1 2% (1%) 2%
Less: Mark West (14.3) - (4.3) - - - - - (18.6) -
Wine and Spirits Organic Net Sales $ 659.1 $ 634.8 4% - 4% $ 692.7 $ 698.5 (1%) - (1%) $ 781.7 $ 766.9 2% (1%) 3% $ 693.4 $ 695.9 - (1%) 1% $ 2,826.9 $ 2,796.1 1% (1%) 2%
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