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8-K - 8-K - Tim Hortons Inc.a2q14form8-kearningsrelease.htm
EX-99.2 - EXHIBIT 99.2 - Tim Hortons Inc.a2q14thiex992dividenddecla.htm
EX-99.3 - EXHIBIT 99.3 - Tim Hortons Inc.a2q14thiex-99safeharborsta.htm
Exhibit 99.1    

FOR IMMEDIATE RELEASE
(Unaudited. All amounts in Canadian dollars and presented in accordance with U.S. GAAP.)




Tim Hortons Inc. announces 2014 second quarter results:

Significant top-line momentum in both Canada and the U.S.
and strong operating performance contributes to 13.6% EPS increase

Financial & Sales Highlights


Performance
Q2 2014
Q2 2013
%
Change
YTD 2014
Total revenues
$
874.3

$
800.1

9.3%
$
1,640.7

Operating income
$
192.4

$
176.6

8.9%
$
337.7

Effective tax rate
28.3
%
26.1
%
 
28.5
%
Net income attributable to THI
$
123.8

$
123.7

0.0%
$
214.7

Diluted earnings per share attributable to THI (“EPS”)
$
0.92

$
0.81

13.6%
$
1.57

Fully diluted shares (weighted average)
134.4

152.6

(12.0)%
136.5


(All numbers in millions, except EPS and effective tax rate. All numbers rounded.)
Same-Store Sales(1)
Q2 2014
Q2 2013
YTD 2014
Canada
2.6%
1.5%
2.1%
U.S.
5.9%
1.4%
3.9%
(1)
Includes average same-store sales at franchised and Company-operated locations open for 13 months or more. Substantially all of our restaurants are franchised.

Highlights

Acceleration in same-store sales growth contributed to strong operating performance
Successful product innovation and launches, including the Crispy Chicken Sandwich in Canada and Frozen Hot Chocolate in the U.S., resulted in strong sales growth
Significant advancements made in mobile technology introduced in the quarter, including new mobile payment capabilities
Company expects 2014 EPS and U.S. same-store sales growth to be at the high end or slightly above target ranges

OAKVILLE, ONTARIO, (August 6, 2014): Tim Hortons Inc. (TSX: THI, NYSE: THI) today announced results for the second quarter ended June 29, 2014.


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"Guests have been responding favourably to our menu and technology innovation, resulting in good momentum in our business. Our second quarter results reflect strong organizational alignment and execution of our Winning in the New Era strategic plan," said Marc Caira, president and CEO.


Consolidated Results

All percentage increases and decreases represent year-over-year changes for the second quarter of 2014 compared to the second quarter of 2013, unless otherwise noted.

Systemwide sales(2) increased 6.5% on a constant currency basis. This growth resulted from new restaurant development in Canada and the U.S., and from same-store sales growth of 2.6% in Canada and 5.9% in the U.S.

Total revenues grew 9.3% to $874.3 million compared to $800.1 million last year. Systemwide sales growth was the primary driver of both a 9.2% increase in distribution sales and a 7.5% increase in rents and royalties revenue. Franchise fee revenues were significantly higher due to increased levels of restaurant renovations and development in Canada, which also resulted in a significant increase in associated franchise fee costs.

Cost of sales increased by 7.8%, due primarily to growth in distribution cost of sales. Operating expenses increased by 9.6%, due to higher rent and depreciation costs related to new restaurant openings and increased depreciation related to renovations. G&A expenses grew by 5.8% due to increased salaries and benefits resulting primarily from fewer vacancies in the organization this year, and higher professional fees related to initiatives to support the execution of our strategic plan. The comparable quarter of 2013 included $0.6 million of corporate reorganization expenses which did not recur this quarter.

Operating income increased 8.9% to $192.4 million, compared to $176.6 million a year earlier.

Net income attributable to Tim Hortons Inc. was flat at $123.8 million, as growth in operating income was offset by the effects of our recent recapitalization, which resulted in increased interest expense and a higher effective tax rate. The effective tax rate in the second quarter of 2013 was also favourably impacted by a change in reserve balances.

EPS of $0.92 grew by 13.6% due to our strong operating performance, as well as the recent recapitalization and resulting expanded share repurchase program, which led to a decrease of 18.3 million shares outstanding, on average, compared to the second quarter of 2013.

Given our strong sales progression and momentum going into the second half of the year, we expect our EPS for fiscal 2014 to be at the high end, or slightly above, our targeted range of $3.17 to $3.27.

Segmented Performance Commentary

Same-store sales growth rates strengthened considerably in comparison to recent quarters including the second quarter of 2013.

Canada

Canadian same-store sales growth of 2.6% was driven by gains in average cheque resulting from favourable product mix and pricing, partially offset by a decline in same-store transactions. Systemwide transactions grew as a result of new restaurants added to our system. Average cheque benefited from increased sales in the lunch daypart, led by the recent successful introduction of our Crispy Chicken Sandwich, as well as increased sales in the breakfast

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daypart, driven by new product introductions such as the Turkey Sausage Hot Breakfast Sandwich and our enhanced Hash Brown.

Operating income in the Canadian segment grew 8.1% to $188.9 million. Systemwide sales growth of 5.8% resulted in increased rents and royalties income and a higher allocation of supply chain income. The Canadian segment also benefited from increased franchise fee income. We opened 29 restaurants in Canada in the second quarter.

United States

U.S. same-store sales grew considerably year-over-year, up 5.9% in the quarter, driven by gains in average cheque resulting from favourable product mix and pricing. Cold beverage sales made a positive contribution due to successful new product introductions such as Frozen Hot Chocolate and ongoing innovation around our Iced Capp platform. Continued growth in the breakfast daypart also contributed to same-store sales growth.

On the basis of our significant sales progression year-to-date, we expect that same-store sales growth in the U.S. for 2014 will be at the high end, or slightly above, our targeted range of 2% to 4%.

Operating income in the U.S. segment was $9.3 million, an increase of $6.7 million compared to the second quarter of 2013. Systemwide sales growth of 12.3% resulted in growth in rents and royalties income and a higher allocation of supply chain income. U.S. operating income also benefited from the favourable timing of certain expenses. Our operating momentum in the U.S. has resulted in increasing operating income and continued cash flow contributions from that segment over the first half of 2014.

We opened one restaurant in the U.S. in the second quarter. Subsequent to the quarter, we signed a development agreement with a new partner to add 25 Tim Hortons locations in Richmond County, New York, and Middlesex County, New Jersey over the next 10 years. We have now completed six development agreements in the U.S. representing approximately 135 new restaurants over 10 years.

Corporate services

The Corporate services segment had an operating loss of $8.0 million, compared to a loss of $1.4 million in the second quarter of 2013. The increased loss was driven by increased corporate costs, and unfavourable product margins in our supply chain recognized in the second quarter of 2014 compared to favourable product margins recognized a year earlier. We expect product margin variability to generally reverse within the fiscal year.

Our international partner, Apparel FZCO, opened six restaurants in the Gulf Cooperation Council in the quarter.

Significant Developments & Initiatives

Board declares dividend payment of $0.32 per common share    

The Board of Directors has declared a quarterly dividend of $0.32 per common share, payable on September 3, 2014, to shareholders of record as of the close of business on August 18, 2014. Dividends declared will be paid in Canadian dollars to all shareholders with Canadian resident addresses. For U.S. shareholders, dividends paid will be converted to U.S. dollars based on prevailing exchange rates at the time of conversion by Tim Hortons for registered shareholders and by CDS Clearing and Depository Services Inc. for beneficial shareholders.


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Tim Hortons conference call today at 2:30 p.m. (EDT) Wednesday, August 6, 2014

Tim Hortons will host a conference call today to discuss second quarter results, scheduled to begin at 2:30 p.m. (EDT). The dial-in number is (416) 915-3239 or (800) 319-4610. No access code is required. A simultaneous web cast of the call, including presentation material, will be available at www.timhortons-invest.com. A replay of the call will be available until August 13, 2014 and can be accessed at (800) 319-6413. The call replay reservation number is 1447#. The call and presentation material will also be archived for one year in the Events and Presentations section of our website.

Safe Harbor Statement

Certain information in this news release, particularly information regarding future performance, finances, and plans, expectations and objectives of management, and other information, constitutes forward-looking information within the meaning of Canadian securities laws and forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We refer to all of these as forward-looking statements. Various factors including competition in the quick service segment of the food service industry, general economic conditions and others described as "risk factors" in the Company's 2013 Annual Report on Form 10-K filed on February 25, 2014, and our Quarterly Report on Form 10-Q expected to be filed on August 6, 2014 with the U.S. Securities and Exchange Commission and the Canadian Securities Administrators, could affect the Company's actual results and cause such results to differ materially from those expressed in, or implied by, forward-looking statements. As such, readers are cautioned not to place undue reliance on forward-looking statements contained in this news release, which speak only as to management's expectations as of the date hereof.
   
Forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to, assumptions about: (i) prospects and execution risks concerning our growth strategy; (ii) the absence of an adverse event or condition that damages our strong brand position and reputation; (iii) the absence of a material increase in competition or in volume or type of competitive activity within the quick service restaurant segment of the food service industry; (iv) cost and availability of commodities; (v) the absence of an adverse event or condition that disrupts our distribution operations or impacts our supply chain; (vi) continuing positive working relationships with the majority of the Company’s restaurant owners; (vii) the absence of any material adverse effects arising as a result of litigation; (viii) there being no significant change in the Company’s ability to comply with current or future regulatory requirements; (ix) the ability to retain our senior management team or the inability to attract and retain new qualified personnel; (x) the Company’s ability to maintain investment grade credit ratings; (xi) the Company’s ability to obtain financing on favorable terms; and (xii) general worldwide economic conditions.

We are presenting this information for the purpose of informing you of management's current expectations regarding these matters, and this information may not be appropriate for any other purpose. We assume no obligation to update or alter any forward-looking statements after they are made, whether as a result of new information, future events, or otherwise, except as required by applicable law. Please review the Company's Safe Harbor Statement at www.timhortons.com/ca/en/corporate/safe-harbor.php.

(2) Total systemwide sales growth includes restaurant level sales at both Company-operated and franchised restaurants. Approximately 99.6% of our systemwide restaurants were franchised as at June 29, 2014. Systemwide sales growth is determined using a constant exchange rate where noted, to exclude the effects of foreign currency translation. U.S. dollar sales are converted to Canadian dollar amounts using the average exchange rate of the base year for the period covered. For the second quarter of 2014, systemwide sales on a constant currency basis increased 6.5% compared to the second quarter of 2013. Systemwide sales growth in Canadian dollars, including the effects of foreign currency translation, was 7.2% in the second quarter of 2014. Systemwide sales are important to understanding our business performance as they impact our franchise royalties and rental income, as well as our

4



distribution income. Changes in systemwide sales are driven by changes in average same-store sales and changes in the number of systemwide restaurants, and are ultimately driven by consumer demand.

We believe systemwide sales and same-store sales growth provide meaningful information to investors regarding the size of our system, the overall health and financial performance of the system, and the strength of our brand and restaurant owner base, which ultimately impacts our consolidated and segmented financial performance. Franchised restaurant sales are not generally included in our Condensed Consolidated Financial Statements (except for certain non-owned restaurants consolidated in accordance with applicable accounting rules). The amount of systemwide sales impacts our rental and royalties revenues, as well as distribution revenues.

Tim Hortons Inc. Overview

Tim Hortons is one of the largest publicly-traded restaurant chains in North America based on market capitalization, and the largest in Canada. Operating in the quick service segment of the restaurant industry, Tim Hortons appeals to a broad range of consumer tastes, with a menu that includes premium coffee, hot and cold specialty drinks (including lattes, cappuccinos and espresso shots), specialty teas and fruit smoothies, fresh baked goods, grilled Panini and classic sandwiches, wraps, soups, prepared foods and other food products. As of June 29, 2014, Tim Hortons had 4,546 systemwide restaurants, including 3,630 in Canada, 866 in the United States and 50 in the Gulf Cooperation Council. More information about the Company is available at www.timhortons.com.

For Further information:
Investors: Scott Bonikowsky, (905) 339-6186 or bonikowsky_scott@timhortons.com
Media: Olga Petrycki, (905) 339-5960 or petrycki_olga@timhortons.com


5



TIM HORTONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands of Canadian dollars, except share and per share data)
(Unaudited)
 
Second quarter ended
 
 
 
June 29, 2014
 
June 30, 2013
 
$ Change
 
% Change
Revenues
 
 
 
 
 
 
 
Sales
$
613,829

 
$
568,562

 
$
45,267

 
8.0
 %
Franchise revenues
 
 
 
 

 

Rents and royalties
224,953

 
209,289

 
15,664

 
7.5
 %
Franchise fees
35,565

 
22,288

 
13,277

 
59.6
 %
 
260,518

 
231,577

 
28,941

 
12.5
 %
Total revenues
874,347

 
800,139

 
74,208

 
9.3
 %
Costs and expenses
 
 
 
 

 

Cost of sales
527,132

 
489,092

 
38,040

 
7.8
 %
Operating expenses
84,411

 
76,986

 
7,425

 
9.6
 %
Franchise fee costs
34,906

 
23,326

 
11,580

 
49.6
 %
General and administrative expenses
40,241

 
38,038

 
2,203

 
5.8
 %
Equity (income)
(3,975
)
 
(3,916
)
 
(59
)
 
1.5
 %
Corporate reorganization expenses

 
604

 
(604
)
 
n/m

Other (income) expense, net
(735
)
 
(570
)
 
(165
)
 
28.9
 %
Total costs and expenses, net
681,980

 
623,560

 
58,420

 
9.4
 %
Operating income
192,367

 
176,579

 
15,788

 
8.9
 %
Interest (expense)
(18,648
)
 
(8,922
)
 
(9,726
)
 
n/m

Interest income
1,138

 
791

 
347

 
43.9
 %
Income before income taxes
174,857

 
168,448

 
6,409

 
3.8
 %
Income taxes
49,425

 
43,886

 
5,539

 
12.6
 %
Net income
125,432

 
124,562

 
870

 
0.7
 %
Net income attributable to noncontrolling interests
1,682

 
826

 
856

 
n/m

Net income attributable to Tim Hortons Inc.
$
123,750

 
$
123,736

 
$
14

 
0.0
 %
Basic earnings per common share attributable to Tim Hortons Inc.
$
0.92

 
$
0.81

 
$
0.11

 
13.6
 %
Diluted earnings per common share attributable to Tim Hortons Inc.
$
0.92

 
$
0.81

 
$
0.11

 
13.6
 %
Weighted average number of common shares outstanding (in thousands) – Basic
133,899

 
152,083

 
(18,184
)
 
(12.0
)%
Weighted average number of common shares outstanding (in thousands) – Diluted
134,367

 
152,637

 
(18,270
)
 
(12.0
)%
Dividends per common share
$
0.32

 
$
0.26

 
$
0.06

 
 














6



TIM HORTONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(in thousands of Canadian dollars, except share and per share data)
(Unaudited)
 
Year-to-date period ended
 
 
 
June 29, 2014
 
June 30, 2013
 
$ Change
 
% Change
Revenues
 
 
 
 
 
 
 
Sales
$
1,154,859

 
$
1,092,449

 
$
62,410

 
5.7
 %
Franchise revenues
 
 
 
 
 
 
 
Rents and royalties
424,462

 
396,743

 
27,719

 
7.0
 %
Franchise fees
61,428

 
42,484

 
18,944

 
44.6
 %
 
485,890

 
439,227

 
46,663

 
10.6
 %
Total revenues
1,640,749

 
1,531,676

 
109,073

 
7.1
 %
Costs and expenses
 
 
 
 
 
 
 
Cost of sales
1,000,715

 
950,446

 
50,269

 
5.3
 %
Operating expenses
165,669

 
152,719

 
12,950

 
8.5
 %
Franchise fee costs
62,589

 
45,878

 
16,711

 
36.4
 %
General and administrative expenses
79,460

 
76,706

 
2,754

 
3.6
 %
Equity (income)
(7,321
)
 
(7,265
)
 
(56
)
 
0.8
 %
Corporate reorganization expenses

 
10,079

 
(10,079
)
 
n/m

Other (income) expense, net
1,983

 
(1,383
)
 
3,366

 
n/m

Total costs and expenses, net
1,303,095

 
1,227,180

 
75,915

 
6.2
 %
Operating income
337,654

 
304,496

 
33,158

 
10.9
 %
Interest (expense)
(35,324
)
 
(17,585
)
 
(17,739
)
 
n/m

Interest income
2,115

 
1,719

 
396

 
23.0
 %
Income before income taxes
304,445

 
288,630

 
15,815

 
5.5
 %
Income taxes
86,658

 
77,145

 
9,513

 
12.3
 %
Net income
217,787

 
211,485

 
6,302

 
3.0
 %
Net income attributable to noncontrolling interests
3,128

 
1,578

 
1,550

 
n/m

Net income attributable to Tim Hortons Inc.
$
214,659

 
$
209,907

 
$
4,752

 
2.3
 %
Basic earnings per common share attributable to Tim Hortons Inc.
$
1.58

 
$
1.38

 
$
0.20

 
14.7
 %
Diluted earnings per common share attributable to Tim Hortons Inc.
$
1.57

 
$
1.37

 
$
0.20

 
14.7
 %
Weighted average number of common shares outstanding (in thousands) – Basic
136,007

 
152,597

 
(16,590
)
 
(10.9
)%
Weighted average number of common shares outstanding (in thousands) – Diluted
136,477

 
153,133

 
(16,656
)
 
(10.9
)%
Dividends per common share
$
0.64

 
$
0.52

 
$
0.12

 
 


7



TIM HORTONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(in thousands of Canadian dollars, except share and per share data)
(Unaudited)
 
As at
 
June 29, 2014
 
December 29, 2013
Assets
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
25,087

 
$
50,414

Restricted cash and cash equivalents
85,926

 
155,006

Accounts receivable, net
220,157

 
210,664

Notes receivable, net
7,619

 
4,631

Deferred income taxes
9,985

 
10,165

Inventories and other, net
117,776

 
104,326

Advertising fund restricted assets
39,078

 
39,783

Total current assets
505,628

 
574,989

Property and equipment, net
1,681,010

 
1,685,043

Notes receivable, net
598

 
4,483

Deferred income taxes
11,693

 
11,018

Equity investments
40,372

 
40,738

Other assets
117,452

 
117,552

Total assets
$
2,356,753

 
$
2,433,823

Liabilities and equity
 
 
 
Current liabilities
 
 
 
Accounts payable
$
171,118

 
$
204,514

Tim Card obligation
128,517

 
184,443

Accrued liabilities
65,835

 
89,565

Advertising fund liabilities
38,782

 
59,912

Short-term borrowings
15,000

 
30,000

Current portion of long-term obligations
18,336

 
17,782

Total current liabilities
437,588

 
586,216

Long-term obligations
 
 
 
Long-term debt
1,293,035

 
843,020

Capital leases
125,048

 
121,049

Deferred income taxes
8,123

 
9,929

Other long-term liabilities
108,557

 
112,090

Total long-term obligations
1,534,763

 
1,086,088

Commitments and contingencies
 
 
 
Equity
 
 
 
Equity of Tim Hortons Inc.
 
 
 
Common shares ($2.84 stated value per share), Authorized: unlimited shares. Issued: 133,126,058 and 141,329,010 shares, respectively
377,442

 
400,738

Common shares held in Trust, at cost: 329,089 and 293,816 shares, respectively
(15,422
)
 
(12,924
)
Contributed surplus
11,914

 
11,033

Retained earnings
131,926

 
474,409

Accumulated other comprehensive loss
(123,066
)
 
(112,102
)
Total equity of Tim Hortons Inc.
382,794

 
761,154

Noncontrolling interests
1,608

 
365

Total equity
384,402

 
761,519

Total liabilities and equity
$
2,356,753

 
$
2,433,823


8



TIM HORTONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands of Canadian dollars)
(Unaudited)
 
Year-to-date period ended
 
June 29, 2014

June 30, 2013
Cash flows provided from (used in) operating activities



Net income
$
217,787


$
211,485

Adjustments to reconcile net income to net cash provided from operating activities



Depreciation and amortization
79,774


72,368

Stock-based compensation expense
886


12,535

Deferred income taxes
2,149


(2,539
)
Changes in operating assets and liabilities



Restricted cash and cash equivalents
69,141


46,356

Accounts receivable
(16,667
)

(8,254
)
Inventories and other
(13,593
)

(5,218
)
Accounts payable and accrued liabilities
(81,678
)

(75,262
)
Taxes
(9,230
)

4,144

Settlement of interest rate forwards
(4,851
)
 

Deposit with tax authorities
(1,721
)
 

Other
(14,274
)

2,714

Net cash provided from operating activities
227,723

 
258,329

Cash flows (used in) provided from investing activities



Capital expenditures
(94,442
)

(88,272
)
Capital expenditures – Advertising fund
(4,438
)

(5,224
)
Other investing activities
3,038


6,125

Net cash (used in) investing activities
(95,842
)
 
(87,371
)
Cash flows (used in) provided from financing activities



Repurchase of common shares
(493,476
)

(113,803
)
Dividend payments to common shareholders
(86,910
)

(79,348
)
Net proceeds from issue of debt
448,299

 

Short-term (repayments) borrowings, net
(15,000
)
 

Principal payments on long-term debt obligations
(8,280
)

(8,543
)
Other financing activities
(1,980
)

(5,001
)
Net cash (used in) financing activities
(157,347
)
 
(206,695
)
Effect of exchange rate changes on cash
139


2,201

(Decrease) in cash and cash equivalents
(25,327
)

(33,536
)
Cash and cash equivalents at beginning of period
50,414


120,139

Cash and cash equivalents at end of period
$
25,087

 
$
86,603

Supplemental disclosures of cash flow information:



Interest paid
$
30,712


$
17,131

Income taxes paid
$
102,946


$
77,540

Non-cash investing and financing activities:



Capital lease obligations incurred
$
14,173


$
19,219


9



TIM HORTONS INC. AND SUBSIDIARIES
SEGMENT REPORTING
(in thousands of Canadian dollars)
(Unaudited)

 
Second quarter ended
 
Year-to-date period ended
 
June 29, 2014

June 30, 2013
 
June 29, 2014
 
June 30, 2013
Revenues(1)



 
 
 
 
Canada
$
721,599


$
657,682

 
$
1,344,784

 
$
1,251,355

U.S.
51,878


41,220

 
103,053

 
85,668

Corporate services
3,636


5,204

 
9,305

 
9,329

Total reportable segments
777,113

 
704,106

 
1,457,142

 
1,346,352

VIEs(2)
97,234


96,033

 
183,607

 
185,324

Total
$
874,347

 
$
800,139

 
$
1,640,749

 
$
1,531,676

Operating Income (Loss)



 
 
 
 
Canada
$
188,866


$
174,760

 
$
342,332

 
$
320,581

U.S.
9,254


2,587

 
13,611

 
3,497

Corporate services
(8,041
)

(1,424
)
 
(22,575
)
 
(12,089
)
Total reportable segments
190,079

 
175,923

 
333,368

 
311,989

VIEs(2)
2,288


1,260

 
4,286

 
2,586

Corporate reorganization expenses


(604
)
 

 
(10,079
)
Consolidated Operating Income
192,367

 
176,579

 
337,654

 
304,496

Interest, net
(17,510
)

(8,131
)
 
(33,209
)
 
(15,866
)
Income before income taxes
$
174,857

 
$
168,448

 
$
304,445

 
$
288,630

________________ 
(1) 
There are no inter-segment revenues included in the above table.
(2) 
Variable interest entities.  
Consolidated Sales comprise the following:
 
Second quarter ended
 
Year-to-date period ended
 
June 29, 2014
 
June 30, 2013
 
June 29, 2014
 
June 30, 2013
Sales
 
 
 
 
 
 
 
Distribution sales
$
511,762

 
$
468,597

 
$
964,115

 
$
899,748

Company-operated restaurant sales
7,739

 
6,501

 
13,035

 
12,477

Sales from VIEs
94,328

 
93,464

 
177,709

 
180,224

Total Sales
$
613,829

 
$
568,562

 
$
1,154,859

 
$
1,092,449

 


10