Empire Company Reports Fiscal 2015 First Quarter Results

STELLARTON, NS, Sept. 10, 2014 /CNW/ - Empire Company Limited ("Empire" or the "Company") (TSX: EMP.A) today announced financial results for its first quarter ended August 2, 2014.  In the first quarter, the Company recorded adjusted net earnings from continuing operations, net of non-controlling interest, of $131.7 million ($1.43 per diluted share) compared to $89.7 million ($1.32 per diluted share) in the first quarter last year.

First Quarter Highlights

• Sales of $6.22 billion, up $1.63 billion or 35.4 percent. Sobeys' same-store sales ⁽¹⁾ increased 1.3 percent.
• EBITDA ⁽¹⁾ of $342.7 million compared to $222.2 million last year, up $120.5 million or 54.2 percent. 
• Adjusted EBITDA ⁽¹⁾ of $344.7 million compared to $232.3 million last year, up $112.4 million or 48.4 percent. 
• Net earnings from continuing operations, net of non-controlling interest, of $123.1 million compared to $82.6 million last year, a 49.0 percent increase.
• Adjusted net earnings from continuing operations ⁽¹⁾, net of non-controlling interest, of $131.7 million compared to $89.7 million last year, a 46.8 percent increase.
• Adjusted EPS from continuing operations (fully diluted) ⁽¹⁾ of $1.43 compared to $1.32 last year, an 8.3 percent increase.
• Free cash flow ⁽¹⁾ generation of $391.3 million compared to $68.2 million last year.
• Funded debt to total capital ⁽¹⁾ ratio of 35.5 percent versus 38.0 percent last quarter.

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(1) See "Non-GAAP Financial Measures" section of this news release.

Marc Poulin, President and CEO of Empire Company Limited stated, "We are pleased with our first quarter results as Sobeys achieved improved same-store sales growth and significant growth in EBITDA in the face of a challenging market. Growth in consolidated sales in the first quarter of 35.4 percent and in adjusted net earnings of 46.8 percent largely reflects the impact of the acquisition of Canada Safeway combined with Sobeys' sales and merchandising initiatives, including new and innovative commercial programs as part of the Company's strategy to help Canadians Eat Better, Feel Better, and Do Better.

"Going forward we remain focused on completing the successful integration of the Canada Safeway business and on the ongoing promotion of our Better Food for All culture, while continuing to secure operational efficiencies and cost reductions across the organization."

Dividend Declaration

The Board of Directors declared a quarterly dividend of $0.27 per share on both the Non-Voting Class A shares and the Class B common shares that will be payable on October 31, 2014 to shareholders of record on October 15, 2014.  These dividends are eligible dividends as defined for the purposes of the Income Tax Act (Canada) and applicable provincial legislation and, therefore, qualify for the favourable tax treatment applicable to such dividends.

Discontinued Operations

On November 1, 2013, the Company announced that Empire Theatres completed the sale of 46 theatres with 397 screens in separate transactions with Cineplex Inc. and Landmark Cinemas as previously announced on June 27, 2013.  As a result of the sale, financial results related to Empire Theatres, as previously reported in the investments and other operations segment, have been included in discontinued operations in the unaudited interim condensed consolidated statements of earnings for the 13 weeks ended August 3, 2013.

CONSOLIDATED OPERATING RESULTS

Sales

Consolidated sales for the 13 weeks ended August 2, 2014 were $6,222.7 million compared to $4,595.3 million in the first quarter last year, an increase of $1,627.4 million or 35.4 percent.  The growth in sales is primarily the result of sales from Safeway operations in the food retailing segment.  During the first quarter, Sobeys' same-store sales increased 1.3 percent from the same period last year.

EBITDA

Consolidated adjusted EBITDA in the first quarter was $344.7 million compared to $232.3 million in the first quarter last year, a $112.4 million or 48.4 percent increase. Before adjusting EBITDA for items which are considered not indicative of underlying business operating performance, as presented in the following table, first quarter EBITDA amounted to $342.7 million compared to $222.2 million in the first quarter last year, an increase of $120.5 million or 54.2 percent.  This increase primarily relates to the food retailing segment, and the impact of the Safeway operations and synergies realized since the acquisition.

The table below provides a reconciliation of EBITDA to adjusted EBITDA for the 13 weeks ended August 2, 2014 compared to the 13 weeks ended August 3, 2013.

Operating Income

Consolidated adjusted operating income in the first quarter was $230.2 million, an increase of $86.2 million or 59.9 percent from the $144.0 million recorded in the first quarter last year.  Before adjusting for items which are considered not indicative of underlying business operating performance first quarter consolidated operating income amounted to $219.6 million compared to $133.9 million in the first quarter last year, an increase of $85.7 million or 64.0 percent.  Operating income was impacted primarily by Safeway operations.  This was offset by the factors affecting EBITDA, combined with depreciation and amortization expenses of $22.8 million and $8.1 million, respectively, related to the Canada Safeway acquisition, when compared to the same period last year.

Finance Costs

Finance costs, net of finance income, for the 13 weeks ended August 2, 2014 were $43.8 million, an increase of $29.0 million from the $14.8 million recorded in the same period last year.  The increase is primarily the result of higher interest expense due to increased debt levels as a result of financing for the Canada Safeway acquisition.

Income Taxes

The Company's effective income tax rate for the 13 weeks ended August 2, 2014 was 25.3 percent compared to 24.6 percent in the same quarter last year.  The increase in the effective income tax is primarily due to the timing of the realization of tax benefits compared to the same period last year.

Adjusted Net Earnings from Continuing Operations

After factoring in the impact of the adjustments for items which are considered not indicative of underlying business operating performance, Empire recorded adjusted net earnings from continuing operations, net of non-controlling interest, of $131.7 million ($1.43 per diluted share) for the 13 weeks ended August 2, 2014 compared to $89.7 million ($1.32 per diluted share) recorded in the first quarter last year, a 46.8 percent increase.

For the quarter ended August 2, 2014, Empire had a weighted average number of shares outstanding (fully diluted) of 92.3 million compared to 68.2 million for the same period last year.

Net Earnings from Continuing Operations

Consolidated net earnings from continuing operations, net of non-controlling interest, in the first quarter equalled $123.1 million ($1.33 per diluted share) compared to $82.6 million ($1.21 per diluted share) in the first quarter last year.  The increase is the result of the growth in operating income, partially offset by the increase in finance costs and income taxes.

The following table reconciles reported net earnings from continuing operations, net of non-controlling interest, to adjusted net earnings from continuing operations.

Net Earnings from Discontinued Operations

Net earnings (loss) from discontinued operations in the first quarter of fiscal 2015 equalled $nil million ($nil per diluted share) compared to $(17.6) million ($(0.26) per diluted share) in the prior year.

Net Earnings

Empire's consolidated net earnings, net of non-controlling interest, in the first quarter of fiscal 2015 equalled $123.1 million ($1.33 per diluted share) compared to $65.0 million ($0.95 per diluted share) in the first quarter last year.

The following table reconciles Empire's segmented net earnings from continuing operations, net of non-controlling interest, to net earnings, net of non-controlling interest, for the 13 weeks ended August 2, 2014 compared to the 13 weeks ended August 3, 2013.

FINANCIAL PERFORMANCE BY SEGMENT

The Company operates and reports on two business segments:

1. Food Retailing, which consists of wholly-owned Sobeys Inc. ("Sobeys"), and
2. Investments and Other Operations, which as of August 2, 2014 included investments in Crombie REIT (41.5 percent equity accounted interest; 39.3 percent fully diluted) and interests in Genstar.

FOOD RETAILING

The following table presents the food retailing segment's contribution to Empire's consolidated sales, adjusted EBITDA, EBITDA, adjusted operating income, operating income, adjusted net earnings, net of non-controlling interest, and net earnings, net of non-controlling interest.

Sales

Empire's food retailing segment reported sales of $6,222.7 million for the 13 weeks ended August 2, 2014, an increase of $1,627.8 million or 35.4 percent over the same quarter last year.  The growth in sales is primarily the result of sales from Safeway operations and food inflation, offset by increased competitive square footage in the market and ongoing competitive intensity. Sobeys' same-store sales increased 1.3 percent during the first quarter of fiscal 2015.

Gross Profit

Gross profit recorded by Sobeys increased $508.1 million to $1,545.9 million for the 13 weeks ended August 2, 2014 compared to the same period last year. Gross margin increased 225 basis points to 24.84 percent compared to 22.59 percent in the first quarter last year. The increase in gross margin is significantly impacted by gross profit contribution related to Safeway operations.

Overall gross profit and gross margin in the first quarter were impacted by the following factors: (i) synergies related to the Canada Safeway acquisition; (ii) inflation; and (iii) a highly promotional environment.

EBITDA

Adjusted EBITDA contribution from Sobeys to Empire in the first quarter was $331.4 million (5.33 percent of sales) in the first quarter compared to a $225.3 million (4.90 percent of sales) contribution in the same quarter last year, an increase of $106.1 million or 47.1 percent.  Before adjusting for items which are considered not indicative of underlying business operating performance, EBITDA contribution from Sobeys to Empire in the first quarter was $329.4 million, an increase of $114.2 million or 53.1 percent from the $215.2 million recorded in the same period last year.  EBITDA was impacted mainly by Safeway operations and synergies of $28.2 million (2014 - $nil) realized during the first quarter of fiscal 2015 related to the acquisition. The other factors affecting gross profit, as previously mentioned, had a net positive effect on EBITDA.     

Operating Income

Sobeys' adjusted operating income contribution to Empire in the first quarter was $216.8 million (3.48 percent of sales) compared to $137.1 million (2.98 percent of sales) in the first quarter last year, an increase of $79.7 million or 58.1 percent. Before adjusting for items which are considered not indicative of underlying business operating performance, Sobeys' operating income contribution to Empire in the first quarter was $206.2 million compared to $127.0 million in the same quarter last year, an increase of $79.2 million.  Operating income was impacted primarily by Safeway operations, combined with the factors affecting EBITDA, offset by depreciation and amortization expenses of $22.8 million and $8.1 million, respectively, related to the Canada Safeway acquisition.

Net Earnings

Sobeys contributed adjusted net earnings, net of non-controlling interest, to Empire in the first quarter of $122.1 million compared to $86.3 million in the same period last year, an increase of $35.8 million or 41.5 percent.  Before adjusting for items which are considered not indicative of underlying business operating performance, Sobeys contributed net earnings, net of non-controlling interest, of $113.5 million compared to net earnings, net of non-controlling interest, of $79.2 million in same period last year, an increase of $34.3 million or 43.3 percent.  This increase is mainly the result of the inclusion of Safeway operations.

The table below reconciles net earnings, net of non-controlling interest, to adjusted net earnings, net of non-controlling interest, for the 13 weeks ended August 2, 2014 compared to the 13 weeks ended August 3, 2013.      

INVESTMENTS AND OTHER OPERATIONS

The table below presents investments and other operations' contribution to Empire's consolidated sales, EBITDA, operating income, net earnings from continuing operations, net earnings from discontinued operations and net earnings.

Operating Income

Investments and other operations contributed operating income of $13.4 million in the 13 weeks ended August 2, 2014 versus $6.9 million in the same period last year.

The contributors to operating income in the first quarter of fiscal 2015 were as follows:

• Equity accounted earnings from the Company's investment in Crombie REIT were $7.3 million in the 13 weeks ended August 2, 2014, up $0.6 million from the $6.7 million recorded in the 13 weeks ended August 3, 2013.  The increase was primarily driven by increased property net operating income due to acquisitions and redevelopment activity.
  
  
• Equity accounted earnings from the Company's investments in real estate partnerships (Genstar) were $8.0 million in the 13 weeks ended August 2, 2014, an increase of $4.9 million compared to $3.1 million recorded in the same period last year, primarily as a result of stronger lot sales.
  
  
• Other operations, net of corporate expenses, contributed an operating (loss) of $(1.9) million in the first quarter of fiscal 2015, an increase of $1.0 million from the $(2.9) million recorded in first quarter of fiscal 2014.

Net Earnings from Continuing Operations

During the 13 weeks ended August 2, 2014, investments and other operations contributed net earnings from continuing operations of $9.6 million compared to $3.4 million in the same period last year.

Net Earnings

Investments and other operations contributed $9.6 million to Empire's consolidated net earnings (loss) in the first quarter compared to $(14.2) million in the same period last year.  The $23.8 million increase is primarily attributed to an increase in net earnings from discontinued operations of $17.6 million and an increase in net earnings from continuing operations of $6.2 million.

CONSOLIDATED FINANCIAL CONDITION

The acquisition of Canada Safeway effective November 3, 2013, resulted in a significant change to the capital structure of the Company as a result of capital stock issuance of $1.84 billion and long-term debt issuance of $3.02 billion.  The financial condition measures are presented in the table below.

At the end of the first quarter, Empire's consolidated ratio of funded debt to total capital was 35.5 percent (May 3, 2014 - 38.0 percent) with cash and cash equivalents of $390.2 million (May 3, 2014 - $429.3 million).

Shareholders' equity, net of non-controlling interest, increased $1.97 billion or 51.8 percent over the first quarter last year to $5.78 billion.  Book value per common share increased to $62.56 at the end of the first quarter versus $61.75 at the start of the fiscal year.

Free Cash Flow

Free cash flow is used to measure the change in the Company's cash available for additional investing, dividends and/or debt reduction. The following table reconciles free cash flow to GAAP cash flows from operating activities for the 13 weeks ended August 2, 2014 and the 13 weeks ended August 3, 2013.      

Free cash flow generation in the first quarter of fiscal 2015 was $391.3 million compared to $68.2 million generated in the same quarter last year. This increase in free cash flow was the result of an increase in cash flows from operating activities, combined with the increase in proceeds on the disposal of property, equipment and investment property associated with the divestiture of stores required as part of the Canada Safeway acquisition.

FORWARD-LOOKING INFORMATION

This news release contains forward-looking information that reflects management's current expectations related to matters such as future financial performance and operating results of the Company.  Expressions such as "anticipates", "expects", "believes", "estimates", "could", "intends", "may", "plans", "will", "would" and other similar expressions or the negative of these terms are generally indicative of forward-looking statements.  Forward-looking statements contained in this news release include anticipated benefits from the Canada Safeway acquisition, including the effectiveness of integration efforts and our ability to secure operational efficiencies and cost reductions across the organization, which may be impacted by the timing and integration efforts.

By its very nature, forward-looking information requires the Company to make assumptions and is subject to inherent risks and uncertainties which give rise to the possibility that the Company's expectations or objectives will not prove to be accurate.  These forward-looking statements are subject to uncertainties and other factors that could cause actual results to differ materially from such statements.  These uncertainties and risks are discussed in the Company's materials filed with the Canadian securities regulatory authorities from time to time, including the Risk Management section of the annual Management's Discussion and Analysis ("MD&A").

Readers are urged to consider these and other risks, uncertainties and assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance on such forward-looking information.  The forward-looking information in this news release reflects the Company's expectations as at September 10, 2014 and is subject to change after this date.  The Company does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of the Company other than as required by applicable securities laws.

NON-GAAP FINANCIAL MEASURES

There are measures included in this news release that do not have a standardized meaning under GAAP and therefore may not be comparable to similarly titled measures presented by other publicly traded companies.  The Company includes these measures because it believes certain investors use these measures as a means of assessing financial performance.

Empire's definition of the non-GAAP terms are as follows:

• Same-store sales are sales from stores in the same location in both reporting periods.
• Gross profit is calculated as sales less cost of sales.
• Gross margin is gross profit divided by sales.
• Earnings before interest, taxes, depreciation and amortization ("EBITDA") is calculated as net earnings from continuing operations before finance costs (net of finance income), income taxes, and depreciation and amortization of intangibles.
• EBITDA margin is EBITDA divided by sales.
• Adjusted EBITDA is EBITDA excluding items which are considered not indicative of underlying business operating performance.
• Operating income, or earnings before interest and taxes ("EBIT"), is calculated as net earnings from continuing operations before finance costs (net of finance income) and income taxes.
• Operating income margin is operating income divided by sales.
• Adjusted operating income is operating income excluding items which are considered not indicative of underlying business operating performance.
• Interest expense is calculated as interest expense on financial liabilities measured at amortized cost plus losses on cash flow hedges reclassified from other comprehensive income.
• Adjusted net earnings from continuing operations is net earnings from continuing operations, net of non-controlling interest, excluding items which are considered not indicative of underlying business operating performance.  These adjustments include items which are non-recurring or one-time in nature and items that result in a truer economic representation of the underlying business on a comparative basis.
• Funded debt is all interest bearing debt, which includes bank loans, bankers' acceptances and long-term debt.
• Net funded debt is calculated as funded debt less cash and cash equivalents.
• Total capital is calculated as funded debt plus shareholders' equity, net of non-controlling interest.
• Net total capital is total capital less cash and cash equivalents.
• Funded debt to total capital ratio is funded debt divided by total capital.
• Net funded debt to net total capital ratio is net funded debt divided by net total capital.
• Funded debt to EBITDA ratio is funded debt divided by trailing four-quarter EBITDA.
• EBITDA to interest expense ratio is trailing four-quarter EBITDA divided by trailing four-quarter interest expense.
• Book value per common share is shareholders' equity, net of non-controlling interest, divided by total common shares outstanding.
• Free cash flow is calculated as cash flows from operating activities, plus proceeds on disposal of property, equipment and investment property, less property, equipment and investment property purchases.

For a more complete description of Empire's non-GAAP terms, please see Empire's MD&A for the first quarter ended August 2, 2014.

CONFERENCE CALL INFORMATION

The Company will hold an analyst call on Thursday, September 11, 2014 beginning at 1:30 p.m. (Eastern Daylight Time) during which senior management will discuss the Company's financial results for the first quarter ended August 2, 2014.  To join this conference call, dial (888) 231-8191 outside the Toronto area or (647) 427-7450 from within the Toronto area. To secure a line, please call 10 minutes prior to the conference call; you will be placed on hold until the conference call begins.  The media and investing public may access this conference call via a listen mode only. You may also listen to a live audiocast of the conference call by visiting the Company's website located at www.empireco.ca.

Replay will be available by dialing (855) 859-2056 and entering passcode 95212270 until midnight September 18, 2014, or on the Company's website for 90 days following the conference call.

UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

To view and download the Company's unaudited interim condensed consolidated financial statements for the first quarter of fiscal 2015 ended August 2, 2014, please access the following link:

Q1 Fiscal 2015 Unaudited Interim Condensed Consolidated Financial Statements

This information is also available for download at www.sedar.com or by accessing the Investor Centre section of the Company's website at www.empireco.ca.

ABOUT EMPIRE

Empire Company Limited (TSX: EMP.A) is a Canadian company headquartered in Stellarton, Nova Scotia.  Empire's key businesses include food retailing and related real estate.  With over $22 billion in annualized sales and $12.1 billion in assets, Empire and its subsidiaries, franchisees and affiliates employ more than 125,000 people.

Additional financial information relating to Empire, including the Company's Annual Information Form, can be found on the Company's website at www.empireco.ca or at www.sedar.com. 

PDF available at: http://stream1.newswire.ca/media/2014/09/10/20140910_C8671_DOC_EN_42735.pdf

SOURCE: Empire Company Limited