Attached files

file filename
EX-32.1 - 906 CERTIFICATION - Post Holdings, Inc.post20141231ex321.htm
EX-31.3 - CERTIFICATION OF CFO - Post Holdings, Inc.post-20141231ex313.htm
EX-31.2 - CERTIFICATION OF CEO - Post Holdings, Inc.post20141231ex312.htm
EX-31.1 - CERTIFICATION OF EC - Post Holdings, Inc.post20141231ex311.htm
EXCEL - IDEA: XBRL DOCUMENT - Post Holdings, Inc.Financial_Report.xls

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended December 31, 2014
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition Period from _____ to _____

Commission File Number: 1-35305
Post Holdings, Inc.
(Exact name of registrant as specified in its charter)
Missouri
 
45-3355106
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer Identification No.)
2503 S. Hanley Road
St. Louis, Missouri 63144
(Address of principal executive offices) (Zip Code)
(314) 644-7600
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer x
Accelerated filer o
Non-accelerated filer o (Do not check if a smaller reporting company)
Smaller reporting company o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
Common stock, $0.01 Par Value – 52,343,009 shares as of February 3, 2015
 




POST HOLDINGS, INC.
QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS




i


PART I.     FINANCIAL INFORMATION.
ITEM 1.    FINANCIAL STATEMENTS.
POST HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(in millions, except per share data)
 
 
Three Months Ended December 31,
 
2014
 
2013
Net Sales
$
1,073.9

 
$
297.0

Cost of goods sold
824.8

 
182.5

Gross Profit
249.1

 
114.5

 
 
 
 
Selling, general and administrative expenses
166.0

 
81.9

Amortization of intangible assets
33.5

 
5.7

Loss on foreign currency
1.2

 
1.6

Other operating expenses, net
7.5

 
0.1

Operating Profit
40.9

 
25.2

Interest expense, net
60.1

 
29.0

Other expense, net
54.6

 

Loss before Income Taxes
(73.8
)
 
(3.8
)
Income tax provision (benefit)
23.5

 
(1.4
)
Net Loss
(97.3
)
 
(2.4
)
Preferred stock dividends
(4.3
)
 
(2.6
)
Net Loss Available to Common Shareholders
$
(101.6
)
 
$
(5.0
)
 
 
 
 
Loss per Common Share:
 
 
 
Basic
$
(2.04
)
 
$
(0.15
)
Diluted
$
(2.04
)
 
$
(0.15
)
 
 
 
 
Weighted-Average Common Shares Outstanding:
 
 
 
Basic
49.8

 
32.7

Diluted
49.8

 
32.7

 
See accompanying Notes to Condensed Consolidated Financial Statements.
 




1



POST HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited)
(in millions)


 
Three Months Ended December 31,
 
2014
 
2013
Net Loss
$
(97.3
)
 
$
(2.4
)
Amortization of actuarial loss (benefit) and prior service cost for pension and postretirement benefits, net of tax (expense) benefit of $(0.1) and $0.1, respectively
0.2

 
(0.1
)
Foreign currency translation adjustments
(14.1
)
 
(2.2
)
Total Comprehensive Loss
$
(111.2
)
 
$
(4.7
)


See accompanying Notes to Condensed Consolidated Financial Statements.










































2



POST HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(in millions)  
 
December 31, 2014
 
September 30, 2014
ASSETS
Current Assets
 
 
 
Cash and cash equivalents
$
176.7

 
$
268.4

Restricted cash
13.6

 
84.8

Receivables, net
409.0

 
413.7

Inventories
436.5

 
380.7

Deferred income taxes
21.8

 
27.0

Prepaid expenses and other current assets
38.7

 
44.4

Total Current Assets
1,096.3

 
1,219.0

Property, net
860.1

 
831.9

Goodwill
2,948.4

 
2,886.7

Other intangible assets, net
2,737.5

 
2,643.0

Other assets
74.4

 
150.5

Total Assets
$
7,716.7

 
$
7,731.1

 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
 
 
 
Current portion of long-term debt
$
24.7

 
$
25.6

Accounts payable
231.8

 
225.0

Other current liabilities
328.2

 
269.3

Total Current Liabilities
584.7

 
519.9

Long-term debt
3,823.4

 
3,830.5

Deferred income taxes
895.1

 
915.1

Other liabilities
240.2

 
182.4

Total Liabilities
5,543.4

 
5,447.9

 
 
 
 
Shareholders’ Equity
 
 
 
Preferred stock
0.1

 
0.1

Common stock
0.5

 
0.5

Additional paid-in capital
2,670.6

 
2,669.3

Accumulated deficit
(403.0
)
 
(305.7
)
Accumulated other comprehensive loss
(41.5
)
 
(27.6
)
Treasury stock, at cost
(53.4
)
 
(53.4
)
Total Shareholders’ Equity
2,173.3

 
2,283.2

Total Liabilities and Shareholders’ Equity
$
7,716.7

 
$
7,731.1


 See accompanying Notes to Condensed Consolidated Financial Statements.

3


POST HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(in millions)

 
Three Months Ended December 31,
 
2014
 
2013
Cash Flows from Operating Activities
 
 
 
Net Loss
$
(97.3
)
 
$
(2.4
)
Adjustments to reconcile net loss to net cash flow provided by operating activities:
 
 
 
Depreciation and amortization
63.1

 
21.1

Loss on interest rate swaps
54.6

 

Loss on foreign currency
0.9

 

Loss on assets held for sale
7.1

 

Stock-based compensation expense
6.3

 
3.4

Deferred income taxes
(34.7
)
 
(1.8
)
Other, net
0.8

 
(1.9
)
Other changes in current assets and liabilities, net of business acquisitions:
 
 
 
Decrease (increase) in receivables, net
21.6

 
(2.0
)
(Increase) decrease in inventories
(18.2
)
 
0.8

(Increase) decrease in prepaid expenses and other current assets
(1.1
)
 
1.4

Increase in accounts payable and other current and non-current liabilities
54.1

 
6.3

Net Cash Provided by Operating Activities
57.2

 
24.9

 
 
 
 
Cash Flows from Investing Activities
 
 
 
Business acquisitions, net of cash acquired
(184.2
)
 

Cash advance for asset purchase

 
(366.2
)
Additions to property
(23.7
)
 
(16.5
)
Restricted cash
71.2

 
37.0

Net Cash Used by Investing Activities
(136.7
)
 
(345.7
)
 
 
 
 
Cash Flows from Financing Activities
 
 
 
Proceeds from issuance of long term debt

 
525.0

Proceeds from issuance of preferred stock, net of issuance costs

 
290.8

Repayments of long-term debt
(6.7
)
 

Payment of preferred stock dividend
(4.3
)
 
(2.3
)
Payments of debt issuance costs

 
(8.8
)
Other, net
(0.6
)
 
(0.1
)
Net Cash (Used in) Provided by Financing Activities
(11.6
)
 
804.6

Effect of Exchange Rate Changes on Cash
(0.6
)
 
(0.9
)
 
 
 
 
Net (Decrease) Increase in Cash and Cash Equivalents
(91.7
)
 
482.9

Cash and Cash Equivalents, Beginning of Year
268.4

 
402.0

Cash and Cash Equivalents, End of Period
$
176.7

 
$
884.9

 
See accompanying Notes to Condensed Consolidated Financial Statements.
 

4


POST HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(in millions, except per share information and where indicated otherwise)
NOTE 1 — BASIS OF PRESENTATION
These unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”), under the rules and regulations of the United States Securities and Exchange Commission (the “SEC”), and on a basis substantially consistent with the audited consolidated financial statements of the Company as of and for the fiscal year ended September 30, 2014. These unaudited condensed consolidated financial statements should be read in conjunction with such audited consolidated financial statements, which are included in the Company’s Annual Report on Form 10-K filed with the SEC on November 28, 2014.
These unaudited condensed consolidated financial statements include all adjustments (consisting of normal recurring adjustments and accruals) that management considers necessary for a fair statement of the Company’s financial position, results of operations, comprehensive loss and cash flows for the interim periods presented. Interim results are not necessarily indicative of the results for any other interim period or for the entire fiscal year. Certain prior year amounts have been reclassified to conform with the 2015 presentation.
Related to the closure of its Modesto, California facility, the Company has land, building and equipment classified as assets held for sale as of December 31, 2014. The Company has committed to a plan for selling the assets, is actively and reasonably marketing them utilizing a third party broker, and sale is reasonably expected within one year. An impairment loss of $7.1 was recorded to adjust the carrying value of the assets to their fair value less estimated selling costs. The loss is included in “Other operating expenses, net” on the Condensed Consolidated Statement of Operations. At December 31, 2014, the $9.3 carrying value of the assets are included in “Prepaid expenses and other current assets” on the Condensed Consolidated Balance Sheets.
Unless otherwise stated or the context otherwise indicates, all references in this Form 10-Q to “Post,” “the Company,” “us,” “our” or “we” mean Post Holdings, Inc. and its consolidated subsidiaries.
NOTE 2 — RESTRUCTURING
In April 2013, the Company announced management’s decision to close its plant located in Modesto, California as part of a cost savings and capacity rationalization effort. During the three months ended December 31, 2013, the Company incurred $3.2 of costs related to accelerated depreciation and employee severance. The transfer of production capabilities and closure of the plant was completed during September 2014, and no additional costs were incurred in the three months ended December 31, 2014. The Company had liabilities of $0.2 and $0.7 related to employee severance at December 31, 2014 and September 30, 2014, respectively.
NOTE 3 — BUSINESS COMBINATIONS
On January 1, 2014, Post completed its acquisition of all the stock of Agricore United Holdings Inc. (“Agricore”) from Viterra Inc. Agricore is the parent company of Dakota Growers Pasta Company, Inc. (“Dakota Growers”), a manufacturer of dry pasta for the private label, foodservice and ingredient markets. Dakota Growers is reported in Post’s Michael Foods Group segment (see Note 15). Net sales and operating profit included in the condensed consolidated statements of operations related to this acquisition were $65.2 and $4.5, respectively, for the three months ended December 31, 2014.
On February 1, 2014, Post completed its acquisition of Dymatize Enterprises, LLC (“Dymatize”), a manufacturer and marketer of premium protein powders, bars and nutritional supplements. In accordance with the terms of the purchase agreement, the sellers were eligible for an earn-out payment of up to $17.5 based on Dymatize’s level of performance against certain financial performance targets, as defined in the purchase agreement, during calendar year 2014. Using an option pricing model, the Company estimated the acquisition date fair value of the earn-out to be approximately $5.4. As of December 31, 2014, the Company updated its estimate of the fair value of the earn-out and concluded the fair value was zero, resulting in a gain of approximately $0.7 recognized in the first quarter of fiscal 2015, which was recorded as a component of selling, general and administrative expenses in the Condensed Consolidated Statement of Operations. The parties have not yet agreed on a final net working capital adjustment. The Company currently estimates the final net working capital adjustment will result in an amount due back to the Company of approximately $6.0. Dymatize is reported in Post’s Consumer Brands segment (see Note 15). Net sales and operating loss included in the condensed consolidated statements of operations related to this acquisition were $47.0 and $(4.5), respectively, for the three months ended December 31, 2014.
On February 1, 2014, Post completed its acquisition of Golden Boy Foods Ltd. (“Golden Boy”), a manufacturer of private label peanut and other nut butters, as well as dried fruits and baking and snacking nuts. Golden Boy is reported in Post’s Private Label segment (see Note 15). Net sales and operating profit included in the Condensed Consolidated Statements of Operations

5


related to this acquisition were $102.5 and $4.0, respectively, for the three months ended December 31, 2014. Net sales and operating profit amounts are inclusive of American Blanching Company (“ABC”), which is discussed further below.
On June 2, 2014, the Company completed its acquisition of MFI Holding Corporation (“Michael Foods”) from affiliates of GS Capital Partners, affiliates of Thomas H. Lee Partners and other owners, which is reported in Post’s Michael Foods Group segment (see Note 15). Michael Foods manufactures and distributes egg products and refrigerated potato products and also distributes cheese and other dairy case products to the retail, food service and food ingredient channels. Net sales and operating profit included in the condensed consolidated statements of operations related to this acquisition were $534.1 and $37.6, respectively, for the three months ended December 31, 2014.
On August 1, 2014, Post Foods, LLC, a subsidiary of the Company, acquired a cereal brand and related inventory for $20.4. The brand is reported as part of the Consumer Brands segment.
On October 1, 2014, the Company completed its acquisition of the PowerBar and Musashi brands and related worldwide assets from Nestlé S.A (“PowerBar”) for $150.0, subject to a working capital adjustment, which resulted in a payment at closing of $136.1. The parties have not yet agreed on a final net working capital adjustment. The Company currently estimates the final net working capital adjustment will result in an amount due back to the Company of approximately $1.9. PowerBar manufactures and markets a variety of products in the sports nutrition segment. PowerBar is reported in Post’s Consumer Brands segment (see Note 15). Based upon the preliminary purchase price allocation, the Company has recorded $21.3 of customer relationships to be amortized over a weighted-average period of 18.3 years and $40.0 to trademarks/brands to be amortized over a weighted-average period of 20 years. Net sales and operating loss included in the condensed consolidated statements of operations related to this acquisition were $35.0 and $(4.5), respectively, for the three months ended December 31, 2014.
On November 1, 2014, the Company completed its acquisition of ABC for $128.0, after consideration of working capital and other adjustments, on a debt-free, cash-free basis. ABC is a manufacturer of peanut butter for national brands, private label retail and industrial markets and provider of peanut blanching, granulation and roasting services for the commercial peanut industry. ABC is reported in Post’s Private Label segment (see Note 15). Based upon the preliminary purchase price allocation, the Company has recorded $63.9 of customer relationships to be amortized over a weighted-average period of 17 years and $8.0 to trademarks/brands to be amortized over a weighted-average period of 10 years. ABC operations have been integrated into the Golden Boy business. Due to the level of integration, discrete sales and operating profit data is not available for ABC.
Each of the acquisitions was accounted for using the acquisition method of accounting, whereby the results of operations are included in the financial statements from the date of acquisition. The respective purchase prices were allocated to acquired assets and assumed liabilities based on their estimated fair values at the date of acquisition, and any excess was allocated to goodwill, as shown in the following table. Goodwill represents the value the Company expects to achieve through the implementation of operational synergies and the expansion of the business into new or growing segments of the industry. The Company expects substantially all of the final fair value of goodwill related to the current year acquisition of PowerBar to be deductible for U.S. income tax purposes and does not expect the final fair value of goodwill related to the current year acquisition of ABC to be deductible for U.S. income tax purposes.
Certain estimated values for the Dymatize, PowerBar and ABC acquisitions, including goodwill, intangible assets, inventory and deferred taxes, are not yet finalized pending the final settlement of the purchase price and preliminary purchase price allocations and are subject to change once additional information is obtained.
The following table provides the allocation of the purchase price based upon the fair value of assets and liabilities assumed for each acquisition completed in fiscal 2015.

6


 
PowerBar
 
ABC
Cash and cash equivalents
$
2.4

 
$
0.6

Receivables
6.5

 
12.8

Inventories
24.3

 
15.5

Prepaid expenses and other current assets
0.1

 
0.4

Property
17.3

 
19.7

Goodwill
18.3

 
49.6

Other intangible assets
61.3

 
71.9

Deferred tax asset - long-term
11.7

 

Other assets

 
0.4

Accounts payable
(1.2
)
 
(9.0
)
Deferred tax liability - current
(0.8
)
 
(0.4
)
Other current liabilities
(4.6
)
 
(2.8
)
Deferred tax liability - long-term
(1.1
)
 
(30.7
)
Total acquisition cost
$
134.2

 
$
128.0

The following unaudited pro forma information presents a summary of the combined results of operations of the Company and the aggregate results of Dakota Growers, Dymatize, Golden Boy, Michael Foods, PowerBar and ABC for the periods presented as if the fiscal 2015 acquisitions had occurred on October 1, 2013 and the fiscal 2014 acquisitions had occurred on October 1, 2012, along with certain pro forma adjustments. These pro forma adjustments give effect to the amortization of certain definite-lived intangible assets, adjusted depreciation based upon fair value of assets acquired, interest expense related to the financing of the business combinations, and related income taxes. The following unaudited pro forma information has been prepared for comparative purposes only and is not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates, nor is it necessarily an indication of future operating results. 
 
Three Months Ended December 31,
 
2014
 
2013
Pro forma net sales
$
1,086.4

 
$
1,067.3

Pro forma net loss available to common shareholders
$
(97.0
)
 
$
(5.2
)
Pro forma basic loss per share
$
(1.95
)
 
$
(0.16
)
Pro forma diluted loss per share
$
(1.95
)
 
$
(0.16
)

7


NOTE 4 — GOODWILL
The changes in the carrying amount of goodwill by segment are noted in the following table.
 
Consumer Brands
 
Michael Foods Group
 
Private Label
 
Total
Balance, September 30, 2014
 
 
 
 
 
 
 
Goodwill (gross)
$
1,950.6

 
$
1,347.2

 
$
229.3

 
$
3,527.1

Accumulated impairment losses
(640.4
)
 

 

 
(640.4
)
Goodwill (net)
$
1,310.2

 
$
1,347.2

 
$
229.3

 
$
2,886.7

Goodwill acquired
18.3

 

 
49.6

 
67.9

Currency translation adjustment
(0.2
)
 

 
(6.0
)
 
(6.2
)
Balance, December 31, 2014
 
 
 
 
 
 
 
Goodwill (gross)
$
1,968.7

 
$
1,347.2

 
$
272.9

 
$
3,588.8

Accumulated impairment losses
(640.4
)
 

 

 
(640.4
)
Goodwill (net)
$
1,328.3

 
$
1,347.2

 
$
272.9

 
$
2,948.4


8


NOTE 5 — INCOME TAXES
For the three months ended December 31, 2014, the effective income tax rate is negative 31.8%. In accordance with Accounting Standards Codification (“ASC”) Topic 740, the Company has recorded tax expense for the three months ended December 31, 2014 using the estimated annual effective tax rate for the Company’s full fiscal year. The estimated annual effective tax rate differs significantly from the statutory tax rate primarily due to the Company’s estimate of full year earnings before income taxes which causes small variations in estimated permanent differences to have a magnified impact on the effective income tax rate percentage, the expectation that nondeductible merger and acquisition expenses and other permanently nondeductible expenses will have an unfavorable impact on the effective income tax rate and the expectation that the Domestic Production Activities Deduction and tax planning strategies implemented for certain recent acquisitions will have a favorable impact on the effective income tax rate.
NOTE 6 — INTANGIBLE ASSETS, NET
Total intangible assets are as follows:
 
 
December 31, 2014
 
September 30, 2014
 
 
Carrying
Amount
 
Accumulated Amortization
 
Net
Amount
 
Carrying
Amount
 
Accumulated Amortization
 
Net
Amount
Subject to amortization:
 
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
 
$
1,825.3

 
$
(115.4
)
 
$
1,709.9

 
$
1,743.7

 
$
(90.9
)
 
$
1,652.8

Trademarks/brands
 
609.7

 
(51.8
)
 
557.9

 
554.7

 
(43.9
)
 
510.8

Other intangible assets
 
23.9

 
(3.7
)
 
20.2

 
24.7

 
(3.0
)
 
21.7

 
 
2,458.9

 
(170.9
)
 
2,288.0

 
2,323.1

 
(137.8
)
 
2,185.3

Not subject to amortization:
 
 
 
 
 
 
 
 
 
 
 
 
Trademarks/brands
 
449.5

 

 
449.5

 
457.7

 

 
457.7

 
 
$
2,908.4

 
$
(170.9
)
 
$
2,737.5

 
$
2,780.8

 
$
(137.8
)
 
$
2,643.0

NOTE 7 LOSS PER SHARE
Basic loss per share is based on the average number of common shares outstanding during the period. Diluted loss per share is based on the average number of shares used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options, stock appreciation rights and restricted stock equivalents using the “treasury stock” method. The impact of potentially dilutive convertible preferred stock is calculated using the “if-converted” method. The Company’s tangible equity units (“TEUs”) are assumed to be settled at the minimum settlement amount of 1.7114 shares per TEU for weighted-average shares for basic loss per share. For diluted loss per share, the shares, to the extent dilutive, are assumed to be settled at a conversion factor based on the Company’s daily volume-weighted average price per share of the Company’s common stock not to exceed 2.0964 shares per TEU.
The following table sets forth the computation of basic and diluted loss per share for the three months ended December 31, 2014 and 2013, respectively.
 
Three Months Ended December 31,
 
2014
 
2013
Net loss available to common shareholders
$
(101.6
)
 
$
(5.0
)
 
 
 
 
Weighted-average shares outstanding
44.9

 
32.7

Effect of TEUs on weighted-average shares for basic earnings per share
4.9

 

Weighted-average shares for basic earnings per share
49.8

 
32.7

Total dilutive securities

 

Weighted-average shares for diluted earnings per share
49.8

 
32.7

 
 
 
 
Basic loss per common share
$
(2.04
)
 
$
(0.15
)
Diluted loss per common share
$
(2.04
)
 
$
(0.15
)
For the three months ended December 31, 2014 and 2013, weighted-average shares for diluted loss per common share excludes 5.1 million and 3.8 million equity awards, respectively, and for the three months ended December 31, 2014 and 2013, excludes

9


11.0 million and 10.7 million shares, respectively, related to the potential conversion of the Company’s convertible preferred stock (see Note 12) as they were anti-dilutive. For the three months ended December 31, 2014, there were 1.1 million tangible equity units excluded from diluted loss per share as they were anti-dilutive.
NOTE 8 — INVENTORIES
 
December 31, 2014
 
September 30, 2014
Raw materials and supplies
$
90.2

 
$
99.2

Work in process
15.1

 
16.3

Finished products
301.7

 
235.8

Flocks
29.5

 
29.4

 
$
436.5

 
$
380.7

NOTE 9 — PROPERTY, NET
 
December 31, 2014
 
September 30, 2014
Property, at cost
$
1,176.9

 
$
1,121.0

Accumulated depreciation
(316.8
)
 
(289.1
)
 
$
860.1

 
$
831.9

NOTE 10 — DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING
In the ordinary course of business, the Company is exposed to commodity price risks relating to the acquisition of raw materials and supplies, interest rate risks relating to floating rate debt, and foreign currency exchange rate risks relating to its foreign subsidiaries. The Company utilizes derivative financial instruments, including (but not limited to) futures contracts, option contracts, forward contracts and swaps, to manage certain of these exposures by hedging when it is practical to do so. The Company does not hold or issue financial instruments for speculative or trading purposes.
The Company maintains options, futures contracts and interest rate swaps which have been designated as economic hedges of raw materials, fuel and energy purchases and variable rate debt.
As of December 31, 2014, the Company has interest rate swaps with a notional amount of $869.5 that have the effect of converting our variable interest rate term loan debt to fixed interest rates beginning in June 2016. In addition, as of December 31, 2014, the Company has interest rate swaps with a $750.0 notional amount that obligate Post to pay a weighted average fixed rate of approximately 4% and receive three-month LIBOR and will result in a net settlement in July 2018. These swaps have the effect of locking in current low interest rates for anticipated future debt issuances to fund strategic investments, refinance existing debt or other strategic purposes. In connection with the acquisition of Michael Foods, the Company acquired additional interest rate swaps with a notional amount of $300.0 that were not settled at the closing of the acquisition and remain outstanding at December 31, 2014. The notional amounts of natural gas and heating oil futures and commodity contracts were $33.2 and $37.1, respectively, at December 31, 2014. These contracts relate to inputs that generally will be utilized within the next 12 months.
The Company’s calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the interest rate curve. Commodity, natural gas and heating oil derivatives are valued using an income approach based on index prices less the contract rate multiplied by the notional amount.
The following tables present the balance sheet location and fair value of the Company’s derivative instruments on a gross and net basis as of December 31, 2014 and September 30, 2014.
 
 
 
 
Fair Value of Assets as of December 31, 2014
 
 
Balance Sheet Location
 
Gross Amounts of Recognized Assets
 
Gross Amounts Offset in the Condensed Consolidated Balance Sheet
 
Net Amounts of Assets Presented in the Condensed Consolidated Balance Sheet
Commodity contracts
Prepaid expenses and other current assets
$
1.1

 
$
(0.2
)
 
$
0.9


10


 
 
 
 
Fair Value of Liabilities as of December 31, 2014
 
 
Balance Sheet Location
 
Gross Amounts of Recognized Liabilities
 
Gross Amounts Offset in the Condensed Consolidated Balance Sheet
 
Net Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheet
Commodity contracts
Other current liabilities
$
0.5

 
$
(0.2
)
 
$
0.3

Natural gas and heating oil futures
Other current liabilities
 
8.1

 

 
8.1

Interest rate swaps
 
Other current liabilities
 
1.7

 

 
1.7

Interest rate swaps
 
Other liabilities
 
95.0

 

 
95.0

 
 
 
 
$
105.3

 
$
(0.2
)
 
$
105.1

 
 
 
 
Fair Value of Liabilities as of September 30, 2014
 
 
Balance Sheet Location
 
Gross Amounts of Recognized Liabilities
 
Gross Amounts Offset in the Condensed Consolidated Balance Sheet
 
Net Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheet
Commodity contracts
Other current liabilities
 
$
8.0

 
$

 
$
8.0

Natural gas and heating oil futures
Other current liabilities
 
0.9

 

 
0.9

Interest rate swaps
 
Other current liabilities
 
2.7

 

 
2.7

Interest rate swaps
 
Other liabilities
 
40.4

 

 
40.4

 
 
 
 
$
52.0

 
$

 
$
52.0

The following table presents the gain (loss) from derivative instruments that were not designated as hedging instruments and were recorded on the Company’s condensed consolidated statements of operations.
 
 
 
 
Gain (Loss) Recognized in Earnings
 
 
 
 
Three Months Ended December 31,
Derivative Instrument
 
Location of Gain (Loss) Recognized in Earnings
 
2014
 
2013
Commodity contracts
 
Cost of goods sold
 
$
8.2

 
$
0.2

Natural gas and heating oil futures
 
Cost of goods sold
 
(8.5
)
 
0.7

Foreign exchange contracts
 
Selling, general and administrative expenses
 

 
(0.7
)
Interest rate swaps
 
Other expense, net
 
(54.6
)
 

NOTE 11 — FAIR VALUE MEASUREMENTS
The following table represents Post’s assets and liabilities measured at fair value on a recurring basis and the basis for that measurement according to the levels in the fair value hierarchy in ASC Topic 820:
 
December 31, 2014
 
September 30, 2014
 
Total
 
Level 1
 
Level 2
 
Total
 
Level 1
 
Level 2
Assets:
 
 
 
 
 
 
 
 
 
 
 
Deferred compensation investment
$
10.8

 
$
10.8

 
$

 
$
10.2

 
$
10.2

 
$

Derivative assets
0.9

 

 
0.9

 

 

 

 
$
11.7

 
$
10.8

 
$
0.9

 
$
10.2

 
$
10.2

 
$

Liabilities:
 
 
 
 
 
 
 
 
 
 
 
Deferred compensation liabilities
$
14.0

 
$

 
$
14.0

 
$
12.3

 
$

 
$
12.3

Derivative liabilities
105.1

 

 
105.1

 
52.0

 

 
52.0

 
$
119.1

 
$

 
$
119.1

 
$
64.3

 
$

 
$
64.3

The following table represents the fair value of Post’s long-term debt, which is not recorded at fair value in the Condensed Consolidated Balance Sheets, and is classified as Level 2 in the fair value hierarchy per ASC Topic 820:

11


 
December 31, 2014
 
September 30, 2014
Senior notes
$
2,826.2

 
$
2,768.2

Term loan
875.4

 
872.9

TEUs
31.2

 
29.5

 
$
3,732.8

 
$
3,670.6

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources, while unobservable inputs reflect a reporting entity’s pricing based upon their own market assumptions. The fair value hierarchy consists of three levels: 
Level 1 — Inputs are quoted prices in active markets for identical assets or liabilities.
Level 2 — Inputs are quoted prices of similar assets or liabilities in an active market, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable and market-corroborated inputs which are derived principally from or corroborated by observable market data.
 Level 3 — Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable.
The deferred compensation investment is invested primarily in mutual funds and its fair value is measured using the market approach. This investment is in the same funds and purchased in substantially the same amounts as the participants’ selected investment options (excluding Post common stock equivalents), which represent the underlying liabilities to participants in the Company’s deferred compensation plans. Deferred compensation liabilities are recorded at amounts due to participants in cash, based on the fair value of participants’ selected investment options (excluding certain Post common stock equivalents to be distributed in shares) using the market approach. The Company utilizes the income approach to measure fair value for its derivative assets, which include commodity options and futures contracts. The income approach uses pricing models that rely on market observable inputs such as yield curves and forward prices. Changes in the deferred compensation investment and related liability are recorded as a component of selling, general and administrative expenses.
Refer to Note 10 for the classification of changes in fair value of derivative assets and liabilities measured at fair value on a recurring basis within the condensed consolidated statements of operations.
The carrying amounts reported on the Condensed Consolidated Balance Sheets for cash and cash equivalents, receivables and accounts payable approximate fair value because of the short maturities of these financial instruments.
NOTE 12 — SHAREHOLDERS’ EQUITY
In the first quarter of fiscal 2014, Post adopted ASU 2013-02, “Reporting Amounts Reclassified out of Accumulated Other Comprehensive Income.” The only reclassification out of accumulated other comprehensive income for the reported periods is amortization of actuarial loss (benefit) and prior service cost for pension and postretirement benefits totaling $0.2 and $(0.2) for the three month periods ended December 31, 2014 and 2013, respectively. Amounts are primarily classified as “Cost of goods sold” on the condensed consolidated statements of operations.

12


NOTE 13 — LONG TERM DEBT
Long-term debt as of the dates indicated consists of the following:
 
December 31, 2014
 
September 30, 2014
7.375% Senior Notes maturing February 2022
$
1,375.0

 
$
1,375.0

6.75% Senior Notes maturing December 2021
875.0

 
875.0

6.00% Senior Notes maturing December 2022
630.0

 
630.0

Term loan
880.6

 
882.8

TEUs
35.2

 
38.4

4.57% 2012 Series Bond maturing September 2017
4.8

 
4.8

Secured notes

 
1.1

Capital leases
3.5

 
3.8

 
$
3,804.1

 
$
3,810.9

Less: Current portion
(24.7
)
 
(25.6
)
Plus: Unamortized premium (discount), net
44.0

 
45.2

Total long-term debt
$
3,823.4

 
$
3,830.5

On January 29, 2014, the Company entered into a Credit Agreement as amended on May 1, 2014 (the “Credit Agreement”). The Credit Agreement provided for a revolving credit facility with an aggregate principal value of $400.0. The revolving credit facility has outstanding letters of credit of $0.5 which reduces the available borrowing capacity to $399.5 at December 31, 2014.
The Credit Agreement contains customary affirmative and negative covenants for agreements of this type, including delivery of financial and other information, compliance with laws, maintenance of property, existence, insurance and books and records, inspection rights, obligation to provide collateral and guarantees by new subsidiaries, preparation of environmental reports, participation in an annual meeting with the Agent and the Lenders, further assurances, satisfaction of post-closing obligations, limitations with respect to indebtedness, liens, fundamental changes, restrictive agreements, use of proceeds, amendments of organization documents, accounting changes, prepayments and amendments of indebtedness, dispositions of assets, acquisitions and other investments, sale leaseback transactions, conduct of business, transactions with affiliates, dividends and redemptions or repurchases of stock, capital expenditures, and granting liens on real property.
The Credit Agreement also contains customary financial covenants including (a) a quarterly maximum senior secured leverage ratio of 3.00 to 1.00, and (b) a quarterly minimum interest coverage ratio of 1.75 to 1.00. However, among other provisions, the Credit Agreement permits the Company to incur additional unsecured debt only if its consolidated leverage ratio, calculated as provided in the Credit Agreement, would be less than 5.75 to 1.00 after giving effect to such new debt.
Debt Covenants
Under the terms of the Credit Agreement, we are required to comply with certain financial covenants consisting of ratios for maximum consolidated leverage and minimum interest expense coverage. As of December 31, 2014, we were in compliance with all such financial covenants.
NOTE 14 — PENSION AND OTHER POSTRETIREMENT BENEFITS
Certain of the Company’s employees are eligible to participate in the Company’s qualified and supplemental noncontributory defined benefit pension plans and other postretirement benefit plans (partially subsidized retiree health and life insurance) or separate plans for Post Foods Canada Inc. Amounts for the Canadian plans are included in these disclosures and are not disclosed separately because they do not constitute a significant portion of the combined amounts.
The following tables provide the components of net periodic benefit cost for the plans.


13


 
Pension Benefits
 
Three Months Ended December 31,
 
2014
 
2013
Components of net periodic benefit cost
 
 
 
Service cost
$
1.0

 
$
0.9

Interest cost
0.6

 
0.5

Expected return on plan assets
(0.7
)
 
(0.5
)
Recognized net actuarial loss
0.2

 
0.2

Recognized prior service cost
0.1

 
0.1

Net periodic benefit cost
$
1.2

 
$
1.2

 
Other Benefits
 
Three Months Ended December 31,
 
2014
 
2013
Components of net periodic benefit cost
 
 
 
Service cost
$
0.5

 
$
0.5

Interest cost
1.2

 
1.1

Recognized net actuarial loss
0.4

 
0.1

Recognized prior service credit
(0.4
)
 
(0.6
)
Net periodic benefit cost
$
1.7

 
$
1.1

NOTE 15 — SEGMENTS
Effective October 1, 2014, the Company reorganized its management reporting and realigned its reportable segments in accordance with ASC 280, “Segment Reporting.”
For the year ended September 30, 2014, Post operated in the following reportable business segments:
Post Foods: including the Post branded ready-to-eat (“RTE”) cereal business;
Michael Foods: including egg, potato, cheese and other dairy;
Active Nutrition: including high protein shakes, bars, powders and nutritional supplements;
Private Brands: including dry pasta, peanut butter and other nut butters, dried fruits and baking and snacking nuts; and
Attune Foods: including premium natural and organic cereals and snacks.
In connection with a reorganization of our business units, effective as of October 1, 2014, the reportable segments were changed as follows:
Consumer Brands: including the Post branded RTE cereal business, the legacy Active Nutrition businesses and PowerBar;
Michael Foods Group: including the Michael Foods legacy businesses and the dry pasta business; and
Private Label: including the peanut butter and other nut butters (inclusive of the ABC business), dried fruits and baking and snacking nuts businesses and the legacy Attune Foods businesses.
Management evaluates each segment’s performance based on its segment profit, which is its operating profit before impairment of intangible assets, accelerated depreciation on plant closures, restructuring expenses, and other unallocated corporate income and expenses. During the first quarter of fiscal 2015, the Company changed its methodology for allocating certain corporate costs to segment profit. Accordingly, segment profit for the three months ended December 31, 2013 has been adjusted to align with current year presentation. The following tables present information about the Company’s reportable segments, including corresponding amounts for the prior year.

14


 
 
 
Three Months Ended December 31,
 
 
 
2014
 
2013
Net Sales
 
 
 
 
Consumer Brands
$
347.9

 
$
274.1

 
Michael Foods Group
599.3

 

 
Private Label
127.8

 
23.2

 
Eliminations
(1.1
)
 
(0.3
)
 
Total
$
1,073.9

 
$
297.0

Segment Profit
 
 
Consumer Brands
$
31.3

 
$
47.4

 
Michael Foods Group
42.1

 

 
Private Label
6.9

 
2.6

 
Total segment profit
80.3

 
50.0

General corporate expenses and other
32.3

 
20.8

Accelerated depreciation on plant closure

 
2.7

Losses on hedge of purchase price of foreign currency denominated acquisition

 
1.3

Loss on assets held for sale
7.1

 

Interest expense
60.1

 
29.0

Other expense, net
54.6

 

Loss before income taxes
$
(73.8
)
 
$
(3.8
)
Depreciation and amortization
 
 
 
 
Consumer Brands
$
19.1

 
$
14.8

 
Michael Foods Group
36.6

 

 
Private Label
6.0

 
1.8

 
 
Total segment depreciation and amortization
61.7

 
16.6

 
Accelerated depreciation on plant closure

 
2.7

 
Corporate
1.4

 
1.8

 
Total
$
63.1

 
$
21.1

 
 
 
 
 
December 31, 2014
 
September 30, 2014
Assets
 
 
 
 
Consumer Brands
$
3,061.6

 
$
2,931.9

 
Michael Foods Group
3,651.9

 
3,726.8

 
Private Label
716.3

 
558.6

 
Corporate
286.9

 
513.8

 
Total
$
7,716.7

 
$
7,731.1


15


NOTE 16 — CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF GUARANTORS
On February 3, 2012, the Company issued 7.375% senior notes due February 2022 in an aggregate principal amount of $775.0 to Ralcorp pursuant to a contribution agreement in connection with the internal reorganization. The aggregate principal amount of the 7.375% senior notes was increased to a total of $1,375.0 by subsequent issuances completed on October 25, 2012 and July 18, 2013.
On November 18, 2013, the Company issued 6.75% senior notes due December 2021 in an aggregate principal amount of $525.0 to certain qualified institutional buyers. The aggregate principal amount of the 6.75% senior notes was increased to a total of $875.0 by a subsequent issuance completed on March 19, 2014.
On June 2, 2014, the Company issued 6.00% senior notes due December 2022 in an aggregate principal amount of $630.0 to certain qualified institutional buyers.
The 7.375% senior notes, the 6.75% senior notes and the 6.00% senior notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of our existing and future domestic subsidiaries, the “Guarantors.” Our foreign subsidiaries, the “Non-Guarantors,” do not guarantee the senior notes. These guarantees are subject to release in limited circumstances (only upon the occurrence of certain customary conditions).



16



POST HOLDINGS, INC.
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (Unaudited)
 
Three Months Ended December 31, 2014
 
Parent
 
 
 
Non-
 
 
 
 
 
Company
 
Guarantors
 
Guarantors
 
Eliminations
 
Total
Net Sales
$

 
$
960.9

 
$
123.4

 
$
(10.4
)
 
$
1,073.9

Cost of goods sold

 
728.9

 
106.3

 
(10.4
)
 
824.8

Gross Profit

 
232.0

 
17.1

 

 
249.1

 
 
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
3.1

 
149.0

 
13.9

 

 
166.0

Amortization of intangible assets

 
30.8

 
2.7

 

 
33.5

Loss (gain) on foreign currency
0.4

 
0.9

 
(0.1
)
 

 
1.2

Other operating expenses, net

 
7.5

 

 

 
7.5

Operating (Loss) Profit
(3.5
)
 
43.8

 
0.6

 

 
40.9

 
 
 
 
 
 
 
 
 
 
Interest expense (income), net
57.1

 
(0.3
)
 
3.3

 

 
60.1

Other expense, net
54.6

 

 

 

 
54.6

(Loss) Earnings before Income Taxes
(115.2
)
 
44.1

 
(2.7
)
 

 
(73.8
)
Income tax expense (benefit)
37.9

 
(13.9
)
 
(0.5
)
 

 
23.5

Net (Loss) Earnings before Equity in Subsidiaries
(153.1
)
 
58.0

 
(2.2
)
 

 
(97.3
)
Equity earnings (loss) in subsidiaries
55.8

 
(0.5
)
 

 
(55.3
)
 

Net (Loss) Earnings
$
(97.3
)
 
$
57.5

 
$
(2.2
)
 
$
(55.3
)
 
$
(97.3
)
Total Comprehensive (Loss) Income
$
(111.2
)
 
$
57.7

 
$
(9.2
)
 
$
(48.5
)
 
$
(111.2
)

 
Three Months Ended December 31, 2013
 
Parent
 
 
 
Non-
 
 
 
 
 
Company
 
Guarantors
 
Guarantors
 
Eliminations
 
Total
Net Sales
$

 
$
284.8

 
$
18.8

 
$
(6.6
)
 
$
297.0

Cost of goods sold

 
174.1

 
15.0

 
(6.6
)
 
182.5

Gross Profit

 
110.7

 
3.8

 

 
114.5

 
 
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
3.2

 
74.8

 
3.9

 

 
81.9

Amortization of intangible assets

 
5.7

 

 

 
5.7

Loss on foreign currency
1.3

 
0.3

 

 

 
1.6

Other operating expenses, net

 
0.1

 

 

 
0.1

Operating (Loss) Profit
(4.5
)
 
29.8

 
(0.1
)
 

 
25.2

 
 
 
 
 
 
 
 
 
 
Interest expense, net
29.0

 

 

 

 
29.0

(Loss) Earnings before Income Taxes
(33.5
)
 
29.8

 
(0.1
)
 

 
(3.8
)
Income tax (benefit) expense
(11.9
)
 
10.5

 

 

 
(1.4
)
Net (Loss) Earnings before Equity in Subsidiaries
(21.6
)
 
19.3

 
(0.1
)
 

 
(2.4
)
Equity earnings in subsidiaries
19.2

 

 

 
(19.2
)
 

Net (Loss) Earnings
$
(2.4
)
 
$
19.3

 
$
(0.1
)
 
$
(19.2
)
 
$
(2.4
)
Total Comprehensive (Loss) Income
$
(4.7
)
 
$
19.2

 
$
(2.3
)
 
$
(16.9
)
 
$
(4.7
)






17


POST HOLDINGS, INC.
CONDENSED CONSOLIDATING BALANCE SHEETS (Unaudited)

 
December 31, 2014
 
Parent
 
 
 
Non-
 
 
 
 
 
Company
 
Guarantors
 
Guarantors
 
Eliminations
 
Total
 
 
ASSETS
Current Assets
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
166.8

 
$
3.6

 
$
12.5

 
$
(6.2
)
 
$
176.7

Restricted cash
1.1

 
11.3

 
1.2

 

 
13.6

Receivables, net
73.6

 
292.5

 
60.6

 
(17.7
)
 
409.0

Inventories

 
384.0

 
52.5

 

 
436.5

Deferred income taxes
21.8

 

 

 

 
21.8

Intercompany notes receivable
3.0

 

 

 
(3.0
)
 

Prepaid expenses and other current assets
11.9

 
25.3

 
1.5

 

 
38.7

Total Current Assets
278.2

 
716.7

 
128.3

 
(26.9
)
 
1,096.3

Property, net

 
801.2

 
58.9

 

 
860.1

Goodwill

 
2,800.7

 
147.7

 

 
2,948.4

Other intangible assets, net

 
2,617.3

 
120.2

 

 
2,737.5

Intercompany receivable
973.2

 

 

 
(973.2
)
 

Intercompany notes receivable
171.4

 

 

 
(171.4
)
 

Investment in subsidiaries
5,665.7

 
25.4

 

 
(5,691.1
)
 

Other assets
59.7

 
13.0

 
1.7

 

 
74.4

Total Assets
$
7,148.2

 
$
6,974.3

 
$
456.8

 
$
(6,862.6
)
 
$
7,716.7

 
 
 
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
 
 
 
 
 
 
 
 
 
Current portion of long-term debt
$
22.4

 
$
1.9

 
$
0.4

 
$

 
$
24.7

Accounts payable
0.1

 
212.1

 
43.5

 
(23.9
)
 
231.8

Intercompany notes payable

 

 
3.0

 
(3.0
)
 

Other current liabilities
157.9

 
151.2

 
19.1

 

 
328.2

Total Current Liabilities
180.4

 
365.2

 
66.0

 
(26.9
)
 
584.7

Long-term debt
3,817.4

 
2.9

 
3.1

 

 
3,823.4

Intercompany payable

 
971.5

 
1.7

 
(973.2
)
 

Intercompany notes payable

 

 
171.4

 
(171.4
)
 

Deferred income taxes
864.6

 

 
30.5

 

 
895.1

Other liabilities
112.5

 
117.2

 
10.5

 

 
240.2

Total Liabilities
4,974.9

 
1,456.8

 
283.2

 
(1,171.5
)
 
5,543.4

 
 
 
 
 
 
 
 
 
 
Total Shareholders’ Equity
2,173.3

 
5,517.5

 
173.6

 
(5,691.1
)
 
2,173.3

Total Liabilities and Shareholders’ Equity
$
7,148.2

 
$
6,974.3

 
$
456.8

 
$
(6,862.6
)
 
$
7,716.7




18


 
September 30, 2014
 
Parent
 
 
 
Non-
 
 
 
 
 
Company
 
Guarantors
 
Guarantors
 
Eliminations
 
Total
 
 
ASSETS
Current Assets
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
246.6

 
$
15.7

 
$
10.0

 
$
(3.9
)
 
$
268.4

Restricted cash
1.1

 
79.8

 
3.9

 

 
84.8

Receivables, net
78.0

 
305.2

 
45.9

 
(15.4
)
 
413.7

Inventories

 
336.5

 
44.2

 

 
380.7

Deferred income taxes
27.0

 

 

 

 
27.0

Intercompany notes receivable
6.3

 

 

 
(6.3
)
 

Prepaid expenses and other current assets
11.4

 
30.4

 
2.6

 

 
44.4

Total Current Assets
370.4

 
767.6

 
106.6

 
(25.6
)
 
1,219.0

Property, net

 
775.9

 
56.0

 

 
831.9

Goodwill

 
2,732.8

 
153.9

 

 
2,886.7

Other intangible assets, net

 
2,518.5

 
124.5

 

 
2,643.0

Intercompany receivable
1,015.4

 

 

 
(1,015.4
)
 

Intercompany notes receivable
178.9

 

 

 
(178.9
)
 

Investment in subsidiaries
5,543.1

 
8.1

 

 
(5,551.2
)
 

Other assets
61.7

 
86.1

 
2.7

 

 
150.5

Total Assets
$
7,169.5

 
$
6,889.0

 
$
443.7

 
$
(6,771.1
)
 
$
7,731.1

 
 
 
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
 
 
 
 
 
 
 
 
 
Current portion of long-term debt
$
22.2

 
$
3.0

 
$
0.4

 
$

 
$
25.6

Accounts payable

 
212.2

 
32.1

 
(19.3
)
 
225.0

Intercompany notes payable

 

 
6.3

 
(6.3
)
 

Other current liabilities
100.4

 
153.8

 
15.1

 

 
269.3

Total Current Liabilities
122.6

 
369.0

 
53.9

 
(25.6
)
 
519.9

Long-term debt
3,824.2

 
2.9

 
3.4

 

 
3,830.5

Intercompany payable

 
1,013.8

 
1.6

 
(1,015.4
)
 

Intercompany notes payable

 

 
178.9

 
(178.9
)
 

Deferred income taxes
883.8

 

 
31.3

 

 
915.1

Other liabilities
55.7

 
115.9

 
10.8

 

 
182.4

Total Liabilities
4,886.3

 
1,501.6

 
279.9

 
(1,219.9
)
 
5,447.9

Total Shareholders’ Equity
2,283.2

 
5,387.4

 
163.8

 
(5,551.2
)
 
2,283.2

Total Liabilities and Shareholders’ Equity
$
7,169.5

 
$
6,889.0

 
$
443.7

 
$
(6,771.1
)
 
$
7,731.1


















19


POST HOLDINGS, INC.
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (Unaudited)

 
Three Months Ended December 31, 2014
 
Parent
 
 
 
Non-
 
 
 
 
 
Company
 
Guarantors
 
Guarantors
 
Eliminations
 
Total
Net Cash (Used In) Provided by Operating Activities
$
(18.0
)
 
$
72.0

 
$
5.5

 
$
(2.3
)
 
$
57.2

 
 
 
 
 
 
 
 
 
 
Cash Flows from Investing Activities
 
 
 
 
 
 
 
 
 
Business acquisitions

 
(183.0
)
 
(1.2
)
 

 
(184.2
)
Additions to property

 
(22.5
)
 
(1.2
)
 

 
(23.7
)
Restricted cash

 
68.5

 
2.7

 

 
71.2

Capitalization of subsidiaries
(57.6
)
 

 

 
57.6

 

Receipt of intercompany loan payments
6.3

 

 

 
(6.3
)
 

Net Cash (Used in) Provided by Investing Activities
(51.3
)
 
(137.0
)
 
0.3

 
51.3

 
(136.7
)