-
Net earnings of $248.1 million ($0.44 per share on a diluted basis) for
the third quarter of fiscal 2015. Excluding non-recurring items for
both comparable periods, net earnings for the quarter would have been
$289.0 million ($0.51 per share on a diluted basis) compared to
$175.0 million ($0.31 per share on a diluted basis) for the third
quarter of fiscal 2014, an increase of 65.1%.
-
Same-store merchandise revenues up 4.5% in the U.S., 1.7% in Europe and
3.6% in Canada.
-
Merchandise and service gross margin stood at 32.8% in the U.S., at
41.0% in Europe and at 32.2% in Canada, for a consolidated margin of
33.7%.
-
Same-store road transportation fuel volume up 2.8% in the U.S., 2.1% in
Europe and down slightly by 0.5% in Canada. Total volume is up 4.3%.
-
Road transportation fuel gross margin at US 24.93¢ per gallon in the
U.S., at US 9.81¢ per litre in Europe and at CA 6.12¢ per litre in
Canada. Because it is presented in US dollars, the margin presented
for Europe is significantly affected by the negative impact of foreign
currency translation. In local currency, the margin was comparable to
that of the third quarter of fiscal 2014.
-
Return on capital employed at 17.8% while return on equity is still
solid at 24.6%.
-
Closing of the acquisition of The Pantry through an all-cash transaction
valued at US $36.75 per share, with a total enterprise value of
approximately $1.7 billion including debt assumed. The Pantry operates
over 1,500 stores in 13 states.
-
Agreement with A/S Dansk Shell, to acquire their Danish retail business,
comprising 315 stations, a commercial fuel business and an aviation
fuel business.
-
Disposal of the aviation fuel business for total proceeds of
$107.8 million.
LAVAL, QC, March 17, 2015 /CNW Telbec/ - For its third quarter of fiscal
2015 ended February 1, 2015, Alimentation Couche-Tard Inc. (TSX: ATD.A
ATD.B) announces net earnings of $248.1 million, representing $0.44 per
share on a diluted basis. The results for the third quarter of fiscal
2015 were affected by a loss of $10.4 million from the disposal, by the
Corporation, of its aviation fuel business, by $8.1 million in
restructuring costs, by a curtailment gain on defined benefits pension
plans obligation of $2.6 million, by an internal reorganization
increasing the tax expense by an amount of $16.1 million as well as by
a net foreign exchange loss of $16.6 million. The results from the
third quarter of fiscal 2014 included an impairment loss of
$6.8 million on a non-operational lubricants plant in Poland, a foreign
exchange gain of $10.4 million and a $0.9 million curtailment gain on
defined benefits pension plans obligation. Excluding these items as
well as the acquisition costs and negative goodwill from both
comparable quarters' results, the diluted net earnings per share would
have been $0.51 for the third quarter of fiscal 2015 compared with
$0.31 for the third quarter of fiscal 2014 which represents an increase
of 64.5%. This increase is attributable to the continued organic growth
from merchandises and services and road transportation fuel, to higher
fuel margins, to the contribution from acquisitions as well as to the
decrease in financial expenses following repayments by the Corporation
of a significant portion of its debt. These items, which contributed to
the increase in net earnings, were offset in part by the strengthening
of the US dollar against the Corporation's other functional currencies
as well as by a higher income tax rate. All financial information is in
US dollars unless stated otherwise.
"The third quarter of fiscal 2015 was marked by the great announcement
of our agreement to acquire The Pantry. This transaction has just
closed yesterday and I'd like to take this opportunity to offer a warm
welcome to the newest members of the Couche-Tard family. With this
acquisition, we can only look to upcoming quarters with enthusiasm and
we are very confident that our new network has impressive potential for
contributing to the future growth of the Corporation. We are already
working on the integration of these new stores to our existing network
and should be able to realize cost reductions of up to $85.0 million1 over the next 24 months in addition to growing in-store and fuel
volumes in this geographic area through the combination of business
awareness, sharing of each company's best practices and better supply
conditions. We also announced this morning an agreement with Shell to
acquire its operations in Denmark which would be great additions to our
existing network in that country" said Brian Hannasch, President and
CEO. "As for the performance of the third quarter of fiscal 2015, while
the headlines may have been fuel margins, our continuous efforts to
improve our product offering, in-store execution and customer service
have enabled us to once again generate outstanding results with a
strong contribution from organic merchandise sales and fuel volume
growth. I am particularly pleased with our performance on fuel volume
in the US and with our "milesTM" brand in Europe where we continue to gain traction and perform well
against the market. In addition to delivering strong growth, our teams
have done an outstanding job continuing to control costs across our
network. Our ability to influence our results effectively and
sustainably at all levels allows us to be very optimistic in regards to
the future." concluded Mr. Hannasch.
Raymond Paré, Vice President and Chief Financial Officer, indicated: "We
are proud to show significant growth in our results from organic growth
and strong fuel margins. The additional upcoming synergies in Europe
and the expected ones from The Pantry as well as this morning's
announcement concerning our agreement with Shell in Denmark should
allow us to continue creating significant value over the next years.
Due to the rapid decrease of our indebtedness and to our solid
performance, our leverage ratios keep declining significantly while our
return on capital employed continues to be solid, reaching 17.8%.
Recently announced acquisitions will not materially affect our balance
sheet or financial leverage. We will continue to reduce our debt and
manage our financial flexibility in order to have the ability to
materialize any potential future opportunities. At the same time, we
are committed to keep a strong balance sheet in order to improve our
credit profile".
Overview of the Third Quarter of Fiscal 2015
Net earnings amounted to $248.1 million for the third quarter of
fiscal 2015, up 36.1% over the corresponding period of fiscal 2014.
Results for the third quarter of fiscal 2015 include a net foreign
exchange loss of $16.6 million, a $10.4 million loss from the disposal
of our aviation fuel business, a restructuring provision expense of
$8.1 million, a curtailment gain on defined benefits pension plans
obligation of $2.6 million, a negative impact of $16.1 million on the
tax expense related to an internal reorganization as well as a negative
goodwill of $0.6 million while results for the third quarter of fiscal
2014 included a net foreign exchange gain of $10.4 million, a
$6.8 million impairment charge for a non-operational lubricant plant in
Poland, a negative goodwill of $6.6 million and a curtailment gain on
defined benefits pension plans obligation of $0.9 million.
Excluding these items as well as acquisition costs from both comparable
quarters, net earnings for the third quarter of fiscal 2015 would have
been approximately $289.0 million ($0.51 per share on a diluted basis)
compared to $175.0 million ($0.31 per share on a diluted basis) for the
third quarter of fiscal 2014, an increase of $114.0 million, or 65.1%.
A large portion of this significant increase is attributable to higher
road transportation fuel margins, to the continuous strong organic
growth from merchandise and services and road transportation fuel, to
the contribution from acquisitions as well as to the decrease in
financial expenses following the repayment of a significant portion of
our debt. These items, which contributed to the growth in net earnings,
were partially offset by the negative net impact from the translation
of revenues and expenses from our Canadian and European operations into
the US dollar and by a higher tax rate.
During the last quarter, we continued to improve our return on capital
employed which was 17.8% for the 52-week period ended February 1, 2015
as well as our adjusted net interest bearing debt to adjusted EBITDAR
ratio which stood at 1.71 as at February 1, 2015 compared to 3.6
shortly after the acquisition of Statoil Fuel & Retail.
Acquisition of The Pantry, Inc. ("The Pantry")
On March 16, 2015, we closed the acquisition of 100% of the outstanding
shares of The Pantry through an all-cash transaction valued at US
$36.75 per share, with a total enterprise value of approximately $1.7
billion US including debt assumed. We financed this transaction with
our existing credit facilities as modified. More details on the latter
are available under the section "Liquidity and Capital Resources".
The Pantry is a leading convenience store operator in the southeastern
United States and one of the largest independently operated convenience
store chains in the United States. The Pantry operates approximately
1,500 stores in 13 US states under select banners, including Kangaroo
Express®, its primary operating banner. The Pantry's stores offer a
broad selection of merchandise, as well as fuel and other services
designed to appeal to the convenience needs of its customers. We should
be able to realize up to $85.0 million1 of cost reductions over the next 24 months in addition to growing
in-store and fuel volumes in this geographic area through the
combination of business awareness, sharing of each company's best
practices and better supply conditions.
Outstanding transactions
On March 17, 2015, we entered into an agreement with A/S Dansk Shell, to
acquire their retail business, comprising 315 service-stations, their
commercial fuel business and their aviation fuel business. The
service-stations are located in Denmark and comprise 225 full-service
stations, 75 automated fuel stations and 15 truck stops. Of the 315
sites, 140 are owned by Shell, 115 are leased from third parties and 60
are dealer-owned. This transaction is subject to standard regulatory
approvals and closing conditions and we expect it will close before the
end of fiscal year 2016. We expect to finance this transaction with our
available cash and existing credit facilities. We are already operating
a strong network in Denmark and we believe this new acquisition would
complement it very well while allowing us to realize strong synergies.
On March 16, 2015, we entered into an agreement with Cinco J. Inc.,
Tiger Tote Food Stores, Inc., and their affiliates to acquire 21 high
wolume company-operated stores in the States of Texas, Mississippi and
Louisiana. Pursuant to this transaction, we would own the land and
buildings for 18 sites and would lease the land and own the buildings
for the remaining three sites. As part of this agreement we would also
acquire 151 dealer fuel supply agreements and five development
properties. This transaction is subject to standard regulatory
approvals and closing conditions and we expect it will close during the
first quarter of fiscal 2016. We expect to finance this transaction
with our available cash and existing credit facilities.
Statoil Fuel & Retail
Quarterly results
Our results for the 16 and 40-week periods ended February 1, 2015
include those of Statoil Fuel & Retail for the periods beginning
October 13, 2014 and May 1, 2014, respectively and ending January 31,
2015, resulting in periods of 111 and 276 days, respectively. Our
results for the 16 and 40-week periods ended February 2, 2014 include
those of Statoil Fuel & Retail for the periods beginning
October 14, 2013 and May 1, 2013, respectively and ending January 31,
2014, resulting in periods of 110 and 276 days, respectively.
Our consolidated balance sheet and store count as at February 1, 2015
include Statoil Fuel & Retail's balance sheet and store count as at
January 31, 2015, as adjusted for significant transactions, if any,
between those two dates.
The following table provides an overview of Statoil Fuel & Retail's
accounting periods that will be incorporated in our upcoming
consolidated financial statements:
|
Couche-Tard Quarters
|
|
Statoil Fuel & Retail Equivalent Accounting Periods
|
|
Statoil Fuel & Retail Balance
Sheet Date (1)
|
12-week period ending April 26, 2015
(4th quarter of fiscal 2015)
|
|
From February 1, 2015 to April 30, 2015
|
|
April 30, 2015
|
|
|
|
|
|
|
12-week period ending July 19, 2015
(1st quarter of fiscal 2016)
|
|
From May 1, 2015 to July 19, 2015
|
|
June 30, 2015
|
|
|
|
|
|
|
12-week period ending October 11, 2015
(2nd quarter of fiscal 2016)
|
|
From July 20, 2015 to October 11, 2015
|
|
September 30, 2015
|
|
|
|
|
|
|
16-week period ending January 31, 2016
(3rd quarter of fiscal 2016)
|
|
From October 12, 2015 to January 31, 2016
|
|
January 31, 2016
|
|
(1)
|
The consolidated balance sheet will be adjusted for significant
transactions, if any, occurring between Statoil Fuel & Retail balance
sheet date and Couche-Tard balance sheet date.
|
Synergies and cost reduction initiatives
Since the acquisition of Statoil Fuel & Retail, we have been actively
working on identifying and implementing available synergies and cost
reduction opportunities. Our analysis show that opportunities are
numerous and promising. Some can be implemented immediately while
others may take more time to implement since they require rigorous
analysis and planning. The goal is to find the right balance in order
not to jeopardize ongoing activities and projects already underway.
During the 16-week period ended February 1, 2015, we recorded synergies
and cost savings estimated at approximately $19.0 million, before
income taxes. These synergies and cost reductions mainly impacted
operating, selling, administrative and general expenses as well as cost
of sales. Since the acquisition, we estimate that total realized annual
synergies and cost savings amount to approximately $140.0 million,
before income taxes. We believe this amount does not necessarily
represent the full annual impact of all of our initiatives.
These synergies and cost reductions came from a variety of sources
including cost reductions following the delisting of Statoil Fuel &
Retail, the renegotiation of certain agreements with our suppliers, the
reduction of in-store costs and the restructuring of certain
departments.
Our work of identification and implementation of available synergies and
cost reduction opportunities is not over. Our teams continue to work
actively on various projects that seem promising and which, along with
the implementation and optimization of new information systems, should
allow us to achieve our objectives. We therefore maintain our goal of
annual synergies of up to $200.0 million before the end of
December 20151.
______________________________
|
1
|
As our previously stated goal is considered a forward looking statement,
we are required, pursuant to securities laws, to clarify that our
synergies and cost reductions estimate is based on a number of
important factors and assumptions. Among other things, our synergies
and cost savings objective is based on our comparative analysis of
organizational structures and current level of spending across our
network as well as on our ability to bridge the gap, where relevant.
Our synergies and cost reduction objective is also based on our
assessment of current contracts in Europe and North America and how we
expect to be able to renegotiate these contracts to take advantage of
our increased purchasing power. In addition, our synergies and cost
reduction objective assumes that we will be able to establish and
maintain an effective process for sharing best practices across our
network. Finally, our objective is also based on our ability to
optimize our newly implemented ERP system in Europe. An important
change in these facts and assumptions could significantly impact our
synergies and cost reductions estimate as well as the timing of the
implementation of our different initiatives.
|
Network growth
Multi-sites acquisitions
Since the beginning of the year, we acquired 68 stores through
multi-sites acquisitions.
Single sites acquisition
During the third quarter of fiscal 2015, we acquired eight
company-operated stores through distinct transactions. Available cash
was used for these acquisitions. Since the beginning of the year, we
acquired 21 stores through distinct transactions.
Store construction
We completed the construction and the relocation of 18 new stores and
reconstruction of seven existing stores during the third quarter of
fiscal 2015. Since the beginning of fiscal 2015, we completed the
construction and relocation of 36 new stores and the reconstruction of
eight existing stores.
We believe we should be able to add to our network a total of 80 to 100
stores during fiscal year 2015 through the construction, the
relocation, the reconstruction of existing stores and the acquisition
of single stores, which would represent a significant increase compared
to the previous fiscal year.
Summary of changes in our stores network during the third quarter and
first three quarters of fiscal 2015
The following table presents certain information regarding changes in
our stores network over the 16-week period ended February 1, 2015 (1):
|
|
16-week period ended February 1, 2015
|
|
Type of site
|
Company-
operated (2)
|
|
CODO (3)
|
|
DODO (4)
|
|
Franchised and
other affiliated (5)
|
|
Total
|
|
Number of sites, beginning of period
|
6,290
|
|
580
|
|
539
|
|
1,133
|
|
8,542
|
|
|
Acquisitions
|
8
|
|
-
|
|
-
|
|
-
|
|
8
|
|
|
Openings / constructions / additions
|
18
|
|
-
|
|
11
|
|
28
|
|
57
|
|
|
Closures / disposals / withdrawals
|
(29)
|
|
(4)
|
|
(10)
|
|
(17)
|
|
(60)
|
|
|
Store conversion
|
1
|
|
(3)
|
|
2
|
|
-
|
|
-
|
|
Number of sites, end of period
|
6,288
|
|
573
|
|
542
|
|
1,144
|
|
8,547
|
|
Number of automated service stations included in the period end figures (6)
|
901
|
|
-
|
|
28
|
|
-
|
|
929
|
The following table presents certain information regarding changes in
our stores network over the 40-week period ended February 1, 2015 (1):
|
|
40-week period ended February 1, 2015
|
|
Type of site
|
Company-
operated (2)
|
|
CODO (3)
|
|
DODO (4)
|
|
Franchised and
other affiliated (5)
|
|
Total
|
|
Number of sites, beginning of period
|
6,236
|
|
609
|
|
529
|
|
1,125
|
|
8,499
|
|
|
Acquisitions
|
88
|
|
-
|
|
1
|
|
-
|
|
89
|
|
|
Openings / constructions / additions
|
36
|
|
-
|
|
20
|
|
83
|
|
139
|
|
|
Closures / disposals / withdrawals
|
(83)
|
|
(14)
|
|
(19)
|
|
(64)
|
|
(180)
|
|
|
Store conversion
|
11
|
|
(22)
|
|
11
|
|
|
-
|
-
|
|
Number of sites, end of period
|
6,288
|
|
573
|
|
542
|
|
1,144
|
|
8,547
|
|
(1)
|
These figures include 50% of the stores operated through RDK, a joint
venture.
|
|
(2)
|
Sites for which the real estate is controlled by Couche-Tard (through
ownership or lease agreements) and for which the stores (and/or the
service-stations) are operated by Couche-Tard or one of its commission
agent.
|
|
(3)
|
Sites for which the real estate is controlled by Couche-Tard (through
ownership or lease agreements) and for which the stores (and/or the
service-stations) are operated by an independent operator in exchange
for rent and to which Couche-Tard supplies road transportation fuel
through supply contracts. Some of these sites are subject to a
franchising, licensing or other similar agreement under one of our main
or secondary banners.
|
|
(4)
|
Sites controlled and operated by independent operators to which
Couche-Tard supplies road transportation fuel through supply contracts.
Some of these sites are subject to a franchising, licensing or other
similar agreement under one of our main or secondary banners.
|
|
(5)
|
Stores operated by an independent operator through a franchising,
licensing or other similar agreement under one of our main or secondary
banners.
|
|
(6)
|
These sites sell road transportation fuel only.
|
In addition, about 4,600 stores are operated by independent operators
under the Circle K banner in 12 other countries or regions worldwide
(China, Guam, Honduras, Hong Kong, Indonesia, Japan, Macau, Malaysia,
Mexico, the Philippines, the United Arab Emirates and Vietnam) which
brings to more than 13,100 the number of sites in our network.
Disposal of the aviation fuel business
On December 31, 2014, we closed the sale of our aviation fuel business
through a share purchase agreement pursuant to which BP Global
Investments Ltd. acquired 100% of all issued and outstanding shares of
Statoil Fuel & Retail Aviation AS for total proceeds from disposal of
$107.8 million of which $13.2 million is receivable as at
February 1, 2015. We recognized a preliminary loss on disposal of
$10.4 million as well as a preliminary curtailment gain on defined
benefits pension plans obligation of $2.6 million in relation to this
sale transaction. The disposal also resulted in a $1.9 million loss on
cumulative translation adjustments being reclassified to earnings and
included on the foreign exchange loss (gain) line in the consolidated
statements of earnings. These preliminary figures are subject to change
until final closing adjustments. The total impact of this transaction
on net earnings of the third quarter and the first three quarters of
fiscal 2015 was a net loss of approximately $7.4 million (net of income
taxes of $2.3 million).
Restructuring costs
As part of our cost reduction initiatives and the search for synergies
aimed at improving our efficiency, we made the decision to proceed with
the restructuring of certain activities of our European operations. As
such, an additional restructuring provision of $8.1 million was
recorded during the third quarter of fiscal 2015 in line with our plans
and the budget process.
Hedge of the net investment in foreign operations
As of October 13, 2014, we designated our entire US dollar denominated
long-term debt as a foreign exchange hedge of our net investment in our
US operations. Accordingly, the gains or losses arising from the
translation of the US dollar denominated debt that are determined to be
an effective hedge are recognized in Other comprehensive income,
counterbalancing gains and losses arising from translation of our net
investment in our US operations. Should a portion of the hedging
relationship become ineffective, the ineffective portion would be
recorded in the consolidated statement of earnings under Operating,
selling, administrative and general expenses. During the third quarter
of fiscal 2015, an exchange loss of $86.6 million before income taxes
was recorded to Other comprehensive income in line with this hedge.
Dividends
During its March 17, 2015 meeting, the Corporation's Board of Directors
declared a quarterly dividend of CA4.5¢ per share for the third quarter
of fiscal 2015 to shareholders on record as at March 26, 2015 and
approved its payment for April 9, 2015. This is an eligible dividend
within the meaning of the Income Tax Act of Canada.
Outstanding shares and stock options
As at March 13, 2015, Couche-Tard had 148,101,840 Class A multiple
voting shares and 418,098,607 Class B subordinate voting shares issued
and outstanding. In addition, as at the same date, Couche-Tard had
2,462,671 outstanding stock options for the purchase of Class B
subordinate voting shares.
Exchange Rate Data
We use the US dollar as our reporting currency which provides more
relevant information given the predominance of our operations in the
United States and the significant portion of our debt denominated in US
dollars, taking into account our cross currency interest rate swaps.
The following table sets forth information about exchange rates based
upon closing rates expressed as US dollars per comparative currency
unit:
|
|
|
|
|
|
16-week periods ended
|
|
40-week periods ended
|
|
|
February 1, 2015
|
|
February 2, 2014
|
|
February 1, 2015
|
|
February 2, 2014
|
|
Average for period
|
|
|
|
|
|
|
|
|
|
Canadian Dollar (1)
|
0.8625
|
|
0.9394
|
|
0.9043
|
|
0.9566
|
|
|
Norwegian Krone (2)
|
0.1398
|
|
0.1641
|
|
0.1526
|
|
0.1667
|
|
|
Swedish Krone (2)
|
0.1308
|
|
0.1536
|
|
0.1397
|
|
0.1529
|
|
|
Danish Krone (2)
|
0.1642
|
|
0.1826
|
|
0.1730
|
|
0.1793
|
|
|
Zloty (2)
|
0.2886
|
|
0.3258
|
|
0.3071
|
|
0.3172
|
|
|
Euro (2)
|
1.2235
|
|
1.3622
|
|
1.2925
|
|
1.3371
|
|
|
Lats (2)
|
-
|
|
1.9384
|
|
-
|
|
1.9050
|
|
|
Litas (3)
|
0.3611
|
|
0.3945
|
|
0.3794
|
|
0.3873
|
|
|
Ruble (2)
|
0.0187
|
|
0.0303
|
|
0.0233
|
|
0.0307
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at February 1, 2015
|
|
As at April 27, 2014
|
|
Period end
|
|
|
|
|
|
Canadian Dollar
|
0.7867
|
|
0.9061
|
|
|
Norwegian Krone
|
0.1290
|
|
0.1681
|
|
|
Swedish Krone
|
0.1209
|
|
0.1537
|
|
|
Danish Krone
|
0.1517
|
|
0.1858
|
|
|
Zloty
|
0.2699
|
|
0.3301
|
|
|
Euro
|
1.1290
|
|
1.3870
|
|
|
Litas
|
-
|
|
0.4018
|
|
|
Ruble
|
0.0142
|
|
0.0281
|
|
|
|
|
|
|
(1)
|
Calculated by taking the average of the closing exchange rates of each
day in the applicable period.
|
|
(2)
|
Average rate for the period from October 13, 2014 to January 31, 2015
for the 16-week period ended February 1, 2015, from May 1, 2014 to
January 31, 2015 for the 40-week period ended February 1, 2015, from
October 14, 2013 to January 31, 2014 for the 16-week period ended
February 2, 2014 and from May 1, 2013 to January 31, 2014 for the
40-week period ended February 2, 2014. Calculated using the average
exchange rate at the close of each day for the stated period.
|
|
(3)
|
On January 1, 2015, Lithuania changed its currency from litas to euro.
The average rate is for the period from October 13, 2014 to December
31, 2014 for the 16-week period ended February 1, 2015, from May 1,
2014 to December 31, 2014 for the 40-week period ended February 1,
2015, from October 14, 2013 to January 31, 2014 for the 16-week period
ended February 2, 2014 and from May 1, 2013 to January 31, 2014 for the
40-week period ended February 2, 2014. Calculated using the average
exchange rate at the close of each day for the stated period.
|
On January 1, 2015, Lithuania changed its official currency from the
litas to euro. Results from the Lithuanian operations prior to the
conversion date were converted using the litas exchange rates as
described in footnote 3 above while results from the Lithuanian
operations following this date were converted using euro exchange
rates. Balance sheet items from Lithuanian operations as at February 1,
2015 were converted using the euro exchange rate. This change in
currency did not materially affect our consolidated financial
statements.
Considering we use the US dollar as our reporting currency, in our
consolidated financial statements and in the present document, results
from our Canadian, European and corporate operations are translated
into US dollars using the average rate for the period. Unless otherwise
indicated, variances and explanations regarding changes in the foreign
exchange rate and the volatility of the Canadian dollar and European
currencies which we discuss in the present document are therefore
related to the translation into US dollars of our Canadian, European
and corporate operations results.
Summary analysis of consolidated results for the third quarter and first
three quarters of fiscal 2015
The following table highlights certain information regarding our
operations for the 16 and 40-week periods ended February 1, 2015 and
February 2, 2014.
|
|
|
|
|
|
|
16-week period ended
|
|
40-week period ended
|
|
(In millions of US dollars, unless otherwise stated)
|
February 1,
2015
|
|
February 2,
2014
|
|
Variation %
|
|
February 1,
2015
|
|
February 2,
2014
|
|
Variation %
|
|
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
Merchandise and service revenues (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
1,494.5
|
|
1,399.0
|
|
6.8
|
|
3,884.8
|
|
3,699.6
|
|
5.0
|
|
|
Europe
|
282.5
|
|
305.9
|
|
(7.6)
|
|
778.3
|
|
793.5
|
|
(1.9)
|
|
|
Canada
|
553.0
|
|
585.9
|
|
(5.6)
|
|
1,591.2
|
|
1,661.7
|
|
(4.2)
|
|
|
Total merchandise and service revenues
|
2,330.0
|
|
2,290.8
|
|
1.7
|
|
6,254.3
|
|
6,154.8
|
|
1.6
|
|
Road transportation fuel revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
3,706.9
|
|
4,475.5
|
|
(17.2)
|
|
11,346.2
|
|
11,743.9
|
|
(3.4)
|
|
|
Europe
|
1,839.0
|
|
2,625.8
|
|
(30.0)
|
|
5,756.1
|
|
6,739.6
|
|
(14.6)
|
|
|
Canada
|
696.3
|
|
858.1
|
|
(18.9)
|
|
2,115.1
|
|
2,270.4
|
|
(6.8)
|
|
|
Total road transportation fuel revenues
|
6,242.2
|
|
7,959.4
|
|
(21.6)
|
|
19,217.4
|
|
20,753.9
|
|
(7.4)
|
|
Other revenues (2):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
5.0
|
|
5.1
|
|
(2.0)
|
|
12.1
|
|
11.0
|
|
10.0
|
|
|
Europe
|
528.6
|
|
837.8
|
|
(36.9)
|
|
1,755.3
|
|
2,084.2
|
|
(15.8)
|
|
|
Canada
|
0.1
|
|
0.1
|
|
-
|
|
0.4
|
|
0.4
|
|
-
|
|
|
Total other revenues
|
533.7
|
|
843.0
|
|
(36.7)
|
|
1,767.8
|
|
2,095.6
|
|
(15.6)
|
|
Total revenues
|
9,105.9
|
|
11,093.2
|
|
(17.9)
|
|
27,239.5
|
|
29,004.3
|
|
(6.1)
|
|
Merchandise and service gross profit (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
490.1
|
|
457.0
|
|
7.2
|
|
1,272.7
|
|
1,204.8
|
|
5.6
|
|
|
Europe
|
115.8
|
|
132.3
|
|
(12.5)
|
|
321.8
|
|
328.7
|
|
(2.1)
|
|
|
Canada
|
178.3
|
|
191.4
|
|
(6.8)
|
|
525.0
|
|
553.0
|
|
(5.1)
|
|
|
Total merchandise and service gross profit
|
784.2
|
|
780.7
|
|
0.4
|
|
2,119.5
|
|
2,086.5
|
|
1.6
|
|
Road transportation fuel gross profit:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
365.7
|
|
226.5
|
|
61.5
|
|
877.9
|
|
636.7
|
|
37.9
|
|
|
Europe
|
240.9
|
|
278.9
|
|
(13.6)
|
|
697.4
|
|
717.4
|
|
(2.8)
|
|
|
Canada
|
47.4
|
|
48.5
|
|
(2.3)
|
|
132.1
|
|
129.9
|
|
1.7
|
|
|
Total road transportation fuel gross profit
|
654.0
|
|
553.9
|
|
18.1
|
|
1,707.4
|
|
1,484.0
|
|
15.1
|
|
Other revenues gross profit (2):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
5.0
|
|
5.1
|
|
(2.0)
|
|
12.1
|
|
11.0
|
|
10.0
|
|
|
Europe
|
87.6
|
|
110.8
|
|
(20.9)
|
|
259.6
|
|
291.3
|
|
(10.9)
|
|
|
Canada
|
0.1
|
|
0.1
|
|
-
|
|
0.4
|
|
0.4
|
|
-
|
|
|
Total other revenues gross profit
|
92.7
|
|
116.0
|
|
(20.1)
|
|
272.1
|
|
302.7
|
|
(10.1)
|
|
Total gross profit
|
1,530.9
|
|
1,450.6
|
|
5.5
|
|
4,099.0
|
|
3,873.2
|
|
5.8
|
|
Operating, selling, administrative and general expenses
|
978.8
|
|
1,037.6
|
|
(5.7)
|
|
2,545.4
|
|
2,601.1
|
|
(2.1)
|
|
Loss on disposal of the aviation fuel business
|
10.4
|
|
-
|
|
100.0
|
|
10.4
|
|
-
|
|
100.0
|
|
Restructuring costs
|
8.1
|
|
-
|
|
100.0
|
|
8.1
|
|
-
|
|
100.0
|
|
Curtailment gain on defined benefits pension plans obligation
|
(2.6)
|
|
(0.9)
|
|
188.9
|
|
(2.6)
|
|
(0.9)
|
|
188.9
|
|
Negative goodwill
|
(0.6)
|
|
(6.6)
|
|
(90.9)
|
|
(1.1)
|
|
(48.2)
|
|
(97.7)
|
|
Depreciation, amortization and impairment of property and equipment,
intangibles and other assets
|
152.4
|
|
186.0
|
|
(18.1)
|
|
401.8
|
|
441.2
|
|
(8.9)
|
|
Operating income
|
384.4
|
|
234.5
|
|
63,9
|
|
1,137.0
|
|
880.0
|
|
29.2
|
|
Net earnings
|
248.1
|
|
182.3
|
|
36.1
|
|
804.0
|
|
667.1
|
|
20.5
|
|
Other Operating Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
Merchandise and service gross margin (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
33.7%
|
|
34.1%
|
|
(0.4)
|
|
33.9%
|
|
33.9%
|
|
-
|
|
|
United States
|
32.8%
|
|
32.7%
|
|
0.1
|
|
32.8%
|
|
32.6%
|
|
0.2
|
|
|
Europe
|
41.0%
|
|
43.2%
|
|
(2.2)
|
|
41.3%
|
|
41.4%
|
|
(0.1)
|
|
|
Canada
|
32.2%
|
|
32.7%
|
|
(0.5)
|
|
33.0%
|
|
33.3%
|
|
(0.3)
|
|
Growth of same-store merchandise revenues (3) (4):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
4.5%
|
|
3.8%
|
|
|
|
3.4%
|
|
3.7%
|
|
|
|
|
Europe
|
1.7%
|
|
0.9%
|
|
|
|
1.6%
|
|
1.3%
|
|
|
|
|
Canada
|
3.6%
|
|
2.2%
|
|
|
|
3.3%
|
|
2.0%
|
|
|
|
Road transportation fuel gross margin :
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States (cents per gallon) (4)
|
24.93
|
|
17.02
|
|
46.5
|
|
24.15
|
|
19.12
|
|
26.3
|
|
|
Europe (cents per litre) (5)
|
9.81
|
|
11.44
|
|
(14.2)
|
|
10.90
|
|
11.07
|
|
(1.5)
|
|
|
Canada (CA cents per litre) (4)
|
6.12
|
|
5.87
|
|
4.3
|
|
6.39
|
|
6.01
|
|
6.3
|
|
Volume of road transportation fuel sold (5):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States (millions of gallons)
|
1,491.3
|
|
1,403.1
|
|
6.3
|
|
3,720.3
|
|
3,519.3
|
|
5.7
|
|
|
Europe (millions of litres)
|
2,455.1
|
|
2,437.8
|
|
0.7
|
|
6,400.0
|
|
6,482.6
|
|
(1.3)
|
|
|
Canada (millions of litres)
|
904.1
|
|
888.0
|
|
1.8
|
|
2,326.4
|
|
2,282.7
|
|
1.9
|
|
Growth of (decrease in) same-store road transportation fuel volume (4):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
2.8%
|
|
1.3%
|
|
|
|
2.3%
|
|
1.4%
|
|
|
|
|
Europe
|
2.1%
|
|
2.7%
|
|
|
|
2.0%
|
|
2.2%
|
|
|
|
|
Canada
|
(0.5%)
|
|
2.1%
|
|
|
|
(0.5%)
|
|
1.2%
|
|
|
|
Per Share Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net earnings per share (dollars per share)
|
0.44
|
|
0.32
|
|
37.5
|
|
1.42
|
|
1.18
|
|
20.3
|
|
|
Diluted net earnings per share (dollars per share)
|
0.44
|
|
0.32
|
|
37.5
|
|
1.41
|
|
1.17
|
|
20.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
February 1, 2015
|
|
April 27, 2014
|
|
Variation $
|
|
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
|
|
|
|
8,881.8
|
|
10,545.0
|
|
(1,663.2)
|
|
|
Interest-bearing debt
|
|
|
|
|
|
|
1,678.1
|
|
2,606.4
|
|
(928.3)
|
|
|
Shareholders' equity
|
|
|
|
|
|
|
3,958.3
|
|
3,962.4
|
|
(4.1)
|
|
Indebtedness Ratios:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest-bearing debt/total capitalization (6)
|
|
|
|
|
|
|
0.23 : 1
|
|
0.35 : 1
|
|
|
|
|
Net interest-bearing debt/Adjusted EBITDA (7)
|
|
|
|
|
|
|
0.64 : 1
|
|
1.32 : 1
|
|
|
|
|
Adjusted net interest bearing debt/Adjusted EBITDAR (8)
|
|
|
|
|
|
|
1.71 : 1
|
|
2.44 : 1
|
|
|
|
Returns:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on equity (9)
|
|
|
|
|
|
|
24.6%
|
|
22.6%
|
|
|
|
|
Return on capital employed (10)
|
|
|
|
|
|
|
17.8%
|
|
13.3%
|
|
|
|
(1)
|
Includes revenues derived from franchise fees, royalties, suppliers
rebates on some purchases made by franchisees and licensees as well as
merchandise wholesale.
|
|
(2)
|
Includes revenues from rental of assets, from sale of aviation and
marine fuel, heating oil, kerosene, lubricants and chemicals.
|
|
(3)
|
Does not include services and other revenues (as described in footnote 1
above). Growth in Canada is calculated based on Canadian dollars.
Growth in Europe is calculated based on Norwegian krones.
|
|
(4)
|
For company-operated stores only.
|
|
(5)
|
Total road transportation fuel.
|
|
(6)
|
This ratio is presented for information purposes only and represents a
measure of financial condition used especially in financial circles. It
represents the following calculation: long-term interest-bearing debt,
net of cash and cash equivalents and temporary investments divided by
the addition of equity and long-term debt, net of cash and cash
equivalents and temporary investments. It does not have a standardized
meaning prescribed by IFRS and therefore may not be comparable to
similar measures presented by other public corporations.
|
|
(7)
|
This ratio is presented for information purposes only and represents a
measure of financial condition used especially in financial circles. It
represents the following calculation: long-term interest-bearing debt,
net of cash and cash equivalents and temporary investments divided by
EBITDA (Earnings Before Interest, Tax, Depreciation, Amortization and
Impairment) adjusted for restructuring costs, loss on disposal of the
aviation fuel business, curtailment gain on certain defined benefits
pension plans obligation and negative goodwill. It does not have a
standardized meaning prescribed by IFRS and therefore may not be
comparable to similar measures presented by other public corporations.
|
|
(8)
|
This ratio is presented for information purposes only and represents a
measure of financial condition used especially in financial circles. It
represents the following calculation: long-term interest-bearing debt
plus the product of eight times rent expense, net of cash and cash
equivalents and temporary investments divided by EBITDAR (Earnings
Before Interest, Tax, Depreciation, Amortization, Impairment and Rent
expense) adjusted for restructuring costs, loss on disposal of the
aviation fuel business, curtailment gain on certain defined benefits
pension plans obligation as well as negative goodwill. It does not have
a standardized meaning prescribed by IFRS and therefore may not be
comparable to similar measures presented by other public corporations.
|
|
(9)
|
This ratio is presented for information purposes only and represents a
measure of performance used especially in financial circles. It
represents the following calculation: net earnings divided by average
equity for the corresponding period. It does not have a standardized
meaning prescribed by IFRS and therefore may not be comparable to
similar measures presented by other public corporations.
|
|
(10)
|
This ratio is presented for information purposes only and represents a
measure of performance used especially in financial circles. It
represents the following calculation: earnings before income taxes and
interests divided by average capital employed for the corresponding
period. Capital employed represents total assets less short-term
liabilities not bearing interests. It does not have a standardized
meaning prescribed by IFRS and therefore may not be comparable to
similar measures presented by other public corporations.
|
Revenues
Our revenues were $9.1 billion in the third quarter of fiscal 2015, down
$2.0 billion, a decrease of 17.9%, mainly attributable to lower road
transportation fuel average retail prices and to the negative net
impact from the translation of revenues of our Canadian and European
operations into US dollars. Those items contributing to the reduction
in total revenues were partly offset by the continued growth in
same-store merchandise revenues and road transportation fuel volume in
both North America and Europe as well as by the contribution from
acquisitions and from our new stores.
For the first three quarters of fiscal 2015, our revenues were down
$1.8 billion, a decrease of 6.1% compared to the first three quarters
of fiscal 2014 for the same reasons as the third quarter.
More specifically, the growth of merchandise and service revenues for
the third quarter of fiscal 2015 was $39.2 million. Excluding the
negative net impact from the translation of our European and Canadian
operations into US dollars, consolidated merchandise and service
revenues increased by $124.5 million or 5.4%. This increase is
attributable to the contribution from acquisitions amounting to
approximately $31.4 million as well as to strong organic growth
throughout our network. Same-store merchandise revenues increased by
4.5% in the United States, by 3.6% in Canada and by 1.7% in Europe. Our
performance is attributable to our dynamic merchandising strategies,
our competitive offer as well as to our expanded fresh food offer which
is attracting more customers in our stores.
For the first three quarters of fiscal 2015, the growth of merchandise
and service revenues was $99.5 million. Excluding the negative net
impact from the translation of our European and Canadian operations
into US dollars, consolidated merchandise and service revenues
increased by $233.0 million or 3.8%. This increase is mostly
attributable to the increase in same-store merchandise revenues of 3.4%
in the United States, of 3.3% in Canada and of 1.6% in Europe of as
well as to the contribution from acquisitions.
Road transportation fuel revenues decreased by $1.7 billion in the third
quarter of fiscal 2015. Excluding the negative net impact from the
translation of revenues of our Canadian and European operations into US
dollars, road transportation fuel revenues decreased by $1.3 billion or
16.9%. This decrease was mainly attributable to the overall lower road
transportation fuel average retail price, which had a negative impact
of approximately $1.4 billion as well as to the impact on our European
wholesale segment of the non-renewal of several low return fuel supply
contracts. These items contributing to the reduction in road
transportation fuel revenues were partly offset by the contribution
from acquisitions amounting to approximately $105.0 million, the
contribution from our recently opened stores as well as by organic
growth. Same-store road transportation fuel volume increased by 2.8% in
the United States and by 2.1% in Europe while it decreased by 0.5% in
Canada.
The following table shows the average retail price of road
transportation fuel in our markets, starting with the fourth quarter of
the fiscal year ended April 28, 2013:
|
Quarter
|
4th
|
1st
|
2nd
|
3rd
|
Weighted
average
|
|
52-week period ended February 1, 2015
|
|
|
|
|
|
|
|
United States (US dollars per gallon)
|
3.47
|
3.59
|
3.36
|
2.54
|
3.18
|
|
|
Europe (US cents per litre)
|
104.11
|
101.53
|
95.18
|
73.99
|
92.53
|
|
|
Canada (CA cents per litre)
|
118.74
|
121.64
|
117.00
|
96.27
|
112.11
|
|
52-week period ended February 2, 2014
|
|
|
|
|
|
|
|
United States (US dollars per gallon)
|
3.61
|
3.51
|
3.45
|
3.24
|
3.44
|
|
|
Europe (US cents per litre)
|
103.80
|
100.72
|
103.25
|
107.49
|
104.31
|
|
|
Canada (CA cents per litre)
|
115.65
|
114.53
|
117.05
|
113.11
|
114.94
|
For the first three quarters of fiscal 2015, road transportation fuel
revenues decreased by $1.5 billion. Excluding the negative net impact
from the translation of revenues of our Canadian and European
operations into US dollars, road transportation fuel revenues decreased
by $1.0 billion or 5.0%. This decrease was mainly attributable to the
lower average retail price of road transportation fuel which generated
a decrease in revenues of approximately $1.5 billion, partially offset
by acquisitions which contributed to an increase in revenues of
approximately $290.2 million as well as by organic growth. Same-store
road transportation fuel volume increased by 2.3% in the United States
and by 2.0% in Europe while it decreased by 0.5% in Canada.
Other revenues decreased by $309.3 million in the third quarter of
fiscal 2015 and by $327.8 million in the first three quarters of fiscal
2015. This decrease is mainly attributable to the negative net impact
from the translation of revenues of our European operations into US
dollars, the disposal of the aviation fuel business as well to the
decrease in marine fuel sales due to lower fuel price and volume.
Gross profit
In the third quarter of fiscal 2015, the consolidated merchandise and
service gross profit was $784.2 million, an increase of $3.5 million
compared with the corresponding quarter of fiscal 2014. Excluding the
negative net impact from the translation of our European and Canadian
operations into US dollars, consolidated merchandise and service gross
profit increased by $36.5 million or 4.7%. This increase is mainly
attributable to the contribution from acquisitions which amounted to
approximately $10.0 million and to organic growth. In the United
States, the gross margin increased by 0.1%, while it decreased by 2.2%
and 0.5%, in Europe and in Canada respectively. Overall, this
performance reflects changes in the product-mix, the improvements we
brought to our supply terms as well as our merchandising strategy in
line with market competitiveness and economic conditions within each
market. More specifically, in the United States, the gross margin was
positively impacted by the continuous growth in fresh food sales as
well as by diminished promotion activity compared to the previous year.
In Europe, the decrease in the gross margin is attributable to changes
in our product-mix associated with changing weather conditions
year-over-year. On a year-to-date basis, the margin in Europe was
comparable to last year. In Canada, the decrease is attributable to
changes in our product-mix in favor of lower margin categories,
including cigarettes and to higher promotional activities. This
decrease in margin in Canada was largely offset by the benefits from
increased sales.
During the first three quarters of fiscal 2015, the consolidated
merchandise and service gross profit was $2.1 billion, an increase of
$33.0 million compared with the corresponding period of fiscal 2014.
Excluding the negative net impact from the translation of our European
and Canadian operations into US dollars, consolidated merchandise and
service gross profit increased by $82.0 million or 3.9%. The gross
margin was 32.8% in the United States, an increase of 0.2%, it was
33.0% in Canada, down 0.3% while in Europe, it was 41.3%, a decrease of
0.1%.
In the third quarter of fiscal 2015, the road transportation fuel gross
margin for our company-operated stores in the United States increased
by 7.91¢ per gallon, from 17.02¢ per gallon last year to 24.93¢ per
gallon this year. For our company-operated stores in Canada, the gross
margin also increased to CA6.12¢ per litre compared with CA5.87¢ per
litre for the third quarter of fiscal 2014. In Europe, the total road
transportation fuel gross margin was 9.81¢ per litre for the third
quarter of fiscal 2015, a decrease of 1.63¢ per litre compared with
11.44¢ per litre for the third quarter of fiscal 2014. This decrease is
entirely attributable to the impact of the translation of our European
results into US dollars. In local currencies, the margin in Europe was
relatively stable. The road transportation fuel gross margin of our
company-operated stores in the United States as well as the impact of
expenses related to electronic payment modes for the last eight
quarters, starting with the fourth quarter of fiscal year ended
April 28, 2013, were as follows:
|
(US cents per gallon)
|
|
|
|
|
|
|
|
|
|
|
Quarter
|
4th
|
|
1st
|
|
2nd
|
|
3rd
|
|
Weighted
average
|
|
52-week period ended February 1, 2015
|
|
|
|
|
|
|
|
|
|
|
|
Before deduction of expenses related to electronic payment modes
|
14.85
|
|
23.08
|
|
24.17
|
|
24.93
|
|
22.05
|
|
|
Expenses related to electronic payment modes
|
4.98
|
|
5.27
|
|
5.03
|
|
4.33
|
|
4.85
|
|
|
After deduction of expenses related to electronic payment modes
|
9.87
|
|
17.81
|
|
19.14
|
|
20.60
|
|
17.20
|
|
52-week period ended February 2, 2014
|
|
|
|
|
|
|
|
|
|
|
|
Before deduction of expenses related to electronic payment modes
|
19.30
|
|
19.42
|
|
21.56
|
|
17.02
|
|
19.17
|
|
|
Expenses related to electronic payment modes
|
5.03
|
|
4.99
|
|
5.04
|
|
4.79
|
|
4.95
|
|
|
After deduction of expenses related to electronic payment modes
|
14.27
|
|
14.43
|
|
16.52
|
|
12.23
|
|
14.22
|
As demonstrated by the table above, road transportation fuel margin are
volatile from a quarter to another. Expenses related to electronic
payment modes and associated volatility are not as significant in
Europe and in Canada.
For the first three quarters of fiscal 2015, the road transportation
fuel gross margin for our company-operated stores in the United States
increased by 5.03¢ per gallon, from 19.12¢ per gallon last fiscal year
to 24.15¢ per gallon this fiscal year. In Canada, the margin also
increased, reaching CA6.39¢ per litre compared with CA6.01¢ per litre
for the comparable period of fiscal 2014. The total road transportation
fuel margin in Europe stood at 10.90¢ per litre, a decrease of 0.17¢
per litre, mainly attributable to the negative impact of the currency
translation.
Operating, selling, administrative and general expenses
For the third quarter and first three quarters of fiscal 2015,
operating, selling, administrative and general expenses decreased by
5.7% and by 2.1%, respectively, compared with corresponding periods of
fiscal 2014 but increased by 0.6% for both periods, if we exclude
certain items, as demonstrated by the following table:
|
|
16-week period ended
February 1, 2015
|
|
40-week period ended
February 1, 2015
|
|
Total variance as reported
|
(5.7%)
|
|
(2.1%)
|
|
Subtract:
|
|
|
|
|
|
Increase from incremental expenses related to acquisitions
|
1.3%
|
|
0.9%
|
|
|
Decrease from lower electronic payment fees, excluding acquisitions
|
(0.7%)
|
|
-
|
|
|
Decrease from the net impact of foreign exchange translation
|
(6.3%)
|
|
(3.4%)
|
|
|
Reduction of expenses following the sale of the aviation fuel business
|
(0.5%)
|
|
(0.2%)
|
|
|
Acquisition costs recognized to earnings of fiscal 2015
|
-
|
|
0.1%
|
|
|
Acquisition costs recognized to earnings of fiscal 2014
|
(0.1%)
|
|
(0.1%)
|
|
Remaining variance
|
0.6%
|
|
0.6%
|
The remaining variances are mainly due to normal inflation as well as to
higher expenses needed to support our organic growth partly offset by
continuous optimization of our processes as well as by benefits from
our synergies and cost reductions in Europe. We continue to favour a
tight control of our costs throughout the organization while making
sure to maintain the quality of service we offer our clients.
Earnings before interests, taxes, depreciation, amortization and
impairment (EBITDA) and adjusted EBITDA
During the third quarter of fiscal 2015, EBITDA increased by 28.1%
compared to the same quarter last year, reaching $544.5 million. Net of
acquisition costs recorded to earnings, acquisitions contributed
approximately $5.3 million to EBITDA, while the variation in exchange
rates had a negative net impact of approximately $25.0 million. As for
the first three quarters of fiscal 2015, EBITDA increased by 16.1%
compared to the same period of fiscal 2014, reaching $1,556.3 million.
Net of acquisition costs recorded to earnings, acquisitions contributed
approximately $15.7 million to EBITDA while the variation in exchange
rates had a net negative impact of approximately $38.0 million.
Excluding restructuring costs and the loss on disposal of the aviation
fuel business from the third quarter of fiscal 2015 as well as the
curtailment gain on pension plans obligation and the negative goodwill
from both comparable periods, the third quarter of fiscal 2015 adjusted
EBITDA increased by $142.2 million or 34.1% compared to the
corresponding period of the previous fiscal year, reaching
$559.8 million. For the first three quarters, excluding restructuring
costs and the loss on disposal of the aviation fuel business from the
first three quarters of fiscal 2015 as well as the curtailment gain on
pension plans obligation and the negative goodwill from both comparable
periods, adjusted EBITDA increased by $280.2 million or 21.7% compared
to the corresponding period of the previous fiscal year, reaching
$1,571.1 million.
It should be noted that EBITDA and adjusted EBITDA are not performance
measures defined by IFRS, but we, as well as investors and analysts,
use these measures to evaluate the Corporation's financial and
operating performance. Note that our definition of these measures may
differ from the one used by other public companies:
|
|
16-week period ended
|
|
40-week period ended
|
|
(in millions of US dollars)
|
February 1, 2015
|
|
February 2, 2014
|
|
February 1, 2015
|
|
February 2, 2014
|
|
Net earnings, as reported
|
248.1
|
|
182.3
|
|
804.0
|
|
667.1
|
|
Add:
|
|
|
|
|
|
|
|
|
|
Income taxes
|
102.8
|
|
35.0
|
|
260.7
|
|
148.0
|
|
|
Net financial expenses
|
41.2
|
|
21.8
|
|
89.8
|
|
83.7
|
|
|
Depreciation, amortization and impairment of property and equipment,
intangible and other assets
|
152.4
|
|
186.0
|
|
401.8
|
|
441.2
|
|
EBITDA
|
544.5
|
|
425.1
|
|
1,556.3
|
|
1,340.0
|
|
Remove:
|
|
|
|
|
|
|
|
|
|
Negative goodwill
|
(0.6)
|
|
(6.6)
|
|
(1.1)
|
|
(48.2)
|
|
|
Restructuring costs
|
8.1
|
|
-
|
|
8.1
|
|
-
|
|
|
Loss on disposal of the aviation fuel business
|
10.4
|
|
-
|
|
10.4
|
|
-
|
|
|
Curtailment gain on pension plan obligation
|
(2.6)
|
|
(0.9)
|
|
(2.6)
|
|
(0.9)
|
|
Adjusted EBITDA
|
559.8
|
|
417.6
|
|
1,571.1
|
|
1,290.9
|
Depreciation, amortization and impairment of property and equipment,
intangibles and other assets
For the third quarter and first three quarters of fiscal 2015,
depreciation, amortization and impairment expense decreased by
$33.6 million and $39.4 million respectively. Excluding from the third
quarter of fiscal 2014 the impairment charge of $6.8 million on a
non-operational lubricant production plant, depreciation, amortization
and impairment expense decreased by $26.8 million. This decrease is
mainly attributable to the translation of our European and Canadian
operations into US dollars, partially offset by the impact of
investments made in acquisitions, replacement of equipment, addition of
new stores and ongoing improvement of our network.
Net financial expenses
The third quarter of fiscal 2015 shows net financial expenses of
$41.2 million, an increase of $19.4 million compared to the third
quarter of fiscal 2014. Excluding the net foreign exchange loss of
$16.6 million and the net foreign exchange gain of $10.4 million
recorded respectively in the third quarter of fiscal 2015 and in the
third quarter of fiscal 2014, net financial expenses decreased by
$7.6 million. This decrease is mainly attributable to the reduction of
our long-term debt following repayments made on our revolving and
acquisition facilities. The net foreign exchange loss of $16.6 million
is mainly due to the impact of the exchange rate fluctuations on
certain inter-company balances as well as to the impact of exchange
rates fluctuations on US dollar denominated sales from our European
operations.
The first three quarters of fiscal 2015 show net financial expenses of
$89.8 million, an increase of $6.1 million compared to the first three
quarters of fiscal 2014. Excluding the net foreign exchange losses of
$26.2 million and $1.4 million recorded respectively in the first three
quarters of fiscal 2015 and in the first three quarters of fiscal 2014,
net financial expenses decreased by $18.7 million. The decrease is
mainly attributable to reasons similar to those of the third quarter
partly offset by the accelerated amortization of our financing fees
following the repayment of our acquisition facility ahead of its
maturity. The net foreign exchange loss of $26.2 million is mainly
composed of items similar to those of the third quarter as well as of
the net foreign exchange loss on our external long term debt
denominated in US dollars.
Income taxes
The third quarter of fiscal 2015 shows an income tax rate of 29.3%,
compared to an income tax rate of 16.1% for the corresponding quarter
of the previous year and of 23.4% for the second quarter of fiscal
2015. The increase is mainly attributable to the higher proportion of
our results coming from the United States, where the tax rates are
higher, and to an internal reorganization increasing the income tax
expense for an amount of $16.1 million. The impact of this
reorganization is temporary, and should not have negative impacts on
the next fiscal years. Had this reorganization not been implemented,
the income tax rate would have been 24.7%.
For the first three quarters of fiscal 2015, the income tax rate is
24.5% compared to a rate of 18.2% for the first three quarters of the
previous fiscal year for reasons similar to those for the quarter. The
first three quarters of fiscal 2015 were also affected by an additional
tax expense of $41.8 million due to an internal reorganization
mentioned previously. Had this reorganization not been implemented, the
income tax rate would have been approximately 21.0%.
Net earnings
We closed the third quarter of fiscal 2015 with net earnings of
$248.1 million, compared to $182.3 million for the third quarter of the
previous fiscal year. Diluted net earnings per share stood at $0.44,
compared to $0.32 for the previous year. The translation of revenues
and expenses from our Canadian and European operations into US dollars
had a negative net impact of approximately $5.2 million on net earnings
this quarter.
Excluding from the third quarter of fiscal 2015 net earnings the net
foreign exchange loss of $16.6 million, the $10.4 million loss on
disposal of the aviation fuel business, the curtailment gain on pension
plans obligation of $2.6 million, restructuring costs of $8.1 million,
the negative impact of $16.1 million on the tax expense related to an
internal reorganization, acquisition costs and negative goodwill and
excluding from the third quarter of fiscal 2014 the $6.8 million
impairment charge on a non-operational lubricant plant in Poland, the
curtailment gain on pension plans obligation, the net foreign exchange
gain, negative goodwill as well as acquisition costs, the third quarter
of fiscal 2015 net earnings would have been approximately
$289.0 million, compared to $175.0 million the previous year, an
increase of $114.0 million or 65.1%. Adjusted diluted net earnings per
share would have been $0.51 for the third quarter of fiscal 2015
compared to $0.31 for the corresponding period of fiscal 2014, an
increase of 64.5%.
For the first three quarters of fiscal 2015, net earnings were
$804.0 million, compared to $667.1 million for the comparable period of
the previous fiscal year, an increase of $136.9 million or 20.5%.
Diluted net earnings per share stood at $1.41 compared to $1.17 for the
previous year, an increase of 20.5%.
Excluding from net earnings of the first three quarters of fiscal 2015
the loss on disposal of the aviation fuel business, restructuring
costs, the negative impact of $41.8 million on the tax expense related
to an internal reorganization, the curtailment gain on pension plans
obligation, the negative goodwill, the net foreign exchange loss as
well as acquisition costs and excluding from net earnings of the first
three quarters of fiscal 2014 the impairment charge on a
non-operational lubricant plant in Poland, the curtailment gain on
pension plans obligation, the negative goodwill, the net foreign
exchange loss as well as acquisition costs, net earnings would have
been approximately $878.0 million, up $268.0 million or 43.9%, while
diluted earnings per share would have been approximately $1.54, an
increase of 43.9%.
Financial Position as at February 1, 2015
As shown by our indebtedness ratios included in the "Selected
Consolidated Financial Information" section and our net cash provided
by operating activities, our financial position is excellent.
Our total consolidated assets amounted to $8.9 billion as at February 1,
2015, a decrease of $1.7 billion over the balance as at April 27, 2014.
This decrease stems primarily from the negative net impact of the
exchange rates variation at the balance sheet date and the sale of the
aviation fuel business partly offset by the overall rise in assets
resulting from the acquisitions we made during the first three quarters
of fiscal 2015.
During the 52-week period ended on February 1, 2015, we recorded a
return on capital employed of 17.8%1.
Significant balance sheet variations are explained as follows:
___________________________________
|
1
|
This ratio is presented for information purposes only and represents a
measure of performance used especially in financial circles. It
represents the following calculation: earnings before income taxes and
interests divided by average capital employed. Capital employed
represents total assets less short-term liabilities not bearing
interests. It does not have a standardized meaning prescribed by IFRS
and therefore may not be comparable to similar measures presented by
other public corporations. It includes Couche-Tard's results for the
first three quarters of fiscal 2015 and for the last quarter of fiscal
2014.
|
Accounts receivable
Accounts receivable decreased by $629.5 million, from $1,726.4 million
as at April 27, 2014 to $1,096.9 million as at February 1, 2015. The
decrease mainly stems from the net negative impact of the exchange
rates variation at the balance sheet date, which was approximately
$240.0 million as well as from the sale of the aviation fuel business.
Inventories
Inventories decreased by $158.2 million, from $848.0 million as at
April 27, 2014 to $689.8 million as at February 1, 2015. The decrease
mainly stems from the negative net impact of the exchange rates
variation at the balance sheet date, which was approximately
$75.0 million, from the lower average cost of fuel as well as from the
sale of the aviation fuel business.
Property and equipment
Property and equipment decreased by $520.4 million, from
$5,131.0 million as at April 27, 2014 to $4,610.6 million as at
February 1, 2015, mainly as a result of the net negative impact of the
exchange rates variation at the balance sheet date, which was
approximately $593.0 million, the depreciation, amortization and
impairment expense as well as from the sale of the aviation fuel
business, partly offset by the increase from acquisitions we made
during the first three quarters of fiscal 2015.
Goodwill
Goodwill decreased by $114.7 million, from $1,088.7 million as at
April 27, 2014 to $974.0 million as at February 1, 2015, mainly as a
result of the negative net impact of the exchange rates variation at
the balance sheet date, which was approximately $139.0 million partly
offset by the increase from acquisitions we made during the first three
quarters of fiscal 2015.
Intangible assets
Intangible assets decreased by $190.8 million, from $823.5 million as at
April 27, 2014 to $632.7 million as at February 1, 2015, mainly as a
result of the negative net impact of the exchange rates variation at
the balance sheet date, which was approximately $121.0 million, the
sale of the aviation fuel business as well as a result of depreciation
expense.
Accounts payable and accrued liabilities
Accounts payable and accrued liabilities decreased by $763.6 million,
from $2,510.3 million as at April 27, 2014 to $1,746.7 million as at
February 1, 2015. The decrease mainly stems from the negative net
impact of the exchange rates variation at the balance sheet date, which
was approximately $304.0 million, from the lower average cost of fuel
as well as from the sale of the aviation fuel business.
Long-term debt and current portion of long-term debt
Long-term debt decreased by $928.3 million, from $2,606.4 million as at
April 27, 2014 to $1,678.1 million as at February 1, 2015, partly as a
result of the impact of the strengthening of the U.S. dollar against
the Canadian dollar at the balance sheet date. Excluding the foreign
exchange impact, our long-term debt decreased by approximately
$760.0 million from repayments made using available cash. As a result,
our debt, net of cash and cash equivalents, amounted to
$1,200.1 million as at February 1, 2015, a reduction of $895.2 million
compared to the balance as at April 27, 2014.
Following these repayments, we have fully reimbursed our $3.2 billion
acquisition facility used for the acquisition of Statoil Fuel & Retail
in June 2012.
Equity
Shareholders' equity amounted to $4.0 billion as at February 1, 2015,
down $4.1 million compared to April 27, 2014, mainly due to other
comprehensive loss associated with translation adjustments and to
dividends declared, partly offset by net earnings of the first three
quarters of fiscal 2015. For the 52-week period ended February 1, 2015,
we recorded a return on equity of 24.61%.
______________________________
|
1
|
This ratio is presented for information purposes only and represents a
measure of performance used especially in financial circles. It
represents the following calculation: net earnings divided by average
equity. It does not have a standardized meaning prescribed by IFRS and
therefore may not be comparable to similar measures presented by other
public corporations. It includes Couche-Tard's results for the first
three quarters of fiscal 2015 and for the last quarter of fiscal 2014.
|
Liquidity and Capital Resources
Our sources of liquidity remain unchanged compared with the fiscal year
ended April 27, 2014. For further information, please refer to our 2014
Annual Report. With respect to our capital expenditures, acquisitions
carried out and our dividends paid in the first three quarters of
fiscal 2015, they were financed using available cash. Except for the
financing of the acquisition of The Pantry, which is discussed at the
beginning of this report, we expect that cash generated from operations
together with borrowings available under our revolving unsecured credit
facilities will be adequate to meet our liquidity needs in the
foreseeable future.
Our revolving credit facilities are detailed as follow:
US dollar term revolving unsecured operating credit D, maturing in
December 2018
On May 16, 2014, we amended our term revolving unsecured operating
credit D to increase the maximum amount available from $1,275.0 million
to $1,525.0 million, an increase of $250.0 million. On
February 25, 2015, the Corporation amended this credit facility once
again in order to increase the maximum amount available from
$1,525.0 million to $2,525.0 million, to extend its maturity from
December 2017 to December 2018 and to include an accordion feature
allowing the Corporation to have access to an additional
$350.0 million, if required. No additional upfront fees were incurred
in line with those amendments. No other terms were changed
significantly.
As at February 1, 2015, $588.5 million of our revolving unsecured
operating credit D had been used. As at the same date, the weighted
average effective interest rate was 1.04% and standby letters of credit
in the amount of CA$2.2 million and $30.2 million were outstanding.
Term revolving unsecured operating credit E, maturing in December 2016
Credit agreement consisting of an initial maximum amount of
$50.0 million with an initial term of 50 months. The credit facility is
available in the form of a revolving unsecured operating credit,
available in US dollars. The amounts borrowed bear interest at variable
rates based on the US base rate or the LIBOR rate plus a variable
margin. As at February 1, 2015, term credit E was unused.
Available liquidities
As at February 1, 2015, a total of approximately $955.0 million were
available under our revolving unsecured credit facilities and we were
in compliance with the restrictive covenants and ratios imposed by the
credit agreements at that date. Thus, at the same date, we had access
to approximately $1.4 billion through our available cash and revolving
unsecured operating credit agreements before the modification made, on
February 25, 2015, to our revolving unsecured operating credit D.
Selected Consolidated Cash Flow Information
|
|
16-week periods ended
|
40-week periods ended
|
|
(In millions of US dollars)
|
February 1, 2015
|
February 2, 2014
|
Variation
|
February 1, 2015
|
February 2, 2014
|
Variation
|
|
Operating activities
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
350.2
|
301.3
|
48.9
|
1,242.9
|
1,105.3
|
137.6
|
|
Investing activities
|
|
|
|
|
|
|
|
|
Purchase of property and equipment, intangible and other assets, net of
proceeds from the disposal of property and equipment and other assets
|
(156.0)
|
(144.9)
|
(11.1)
|
(312.1)
|
(283.3)
|
(28.8)
|
|
|
Proceeds from sale of the aviation fuel business
|
94.6
|
-
|
94.6
|
94.6
|
|
94.6
|
|
|
Business acquisitions
|
(7.3)
|
(50.1)
|
42.8
|
(163.0)
|
(158.2)
|
(4.8)
|
|
|
Other
|
-
|
0.4
|
(0.4)
|
(0.3)
|
20.9
|
(21.2)
|
|
Net cash used in investing activities
|
(68.7)
|
(194.6)
|
125.9
|
(380.8)
|
(420.6)
|
39.8
|
|
Financing activities
|
|
|
|
|
|
|
|
|
Net (decrease) increase in other debt
|
(325.7)
|
194.3
|
(520.0)
|
(220.3)
|
335.2
|
(555.5)
|
|
|
Dividends
|
(22.4)
|
(17.7)
|
(4.7)
|
(66.5)
|
(47.2)
|
(19.3)
|
|
|
Repayment of the acquisition facility
|
-
|
(465.0)
|
465.0
|
(555.0)
|
(1,368.0)
|
813.0
|
|
|
Issuance of Canadian dollar denominated senior unsecured notes, net of
financing costs
|
-
|
-
|
-
|
-
|
285.6
|
(285.6)
|
|
Issuance of shares upon exercise of stock-options
|
-
|
0.1
|
(0.1)
|
-
|
9.4
|
(9.4)
|
|
Net cash used in financing activities
|
(348.1)
|
(288.3)
|
(59.8)
|
(841.8)
|
(785.0)
|
(56.8)
|
|
Credit ratings
|
|
|
|
|
|
|
|
|
Standard and Poor's - Corporate credit rating
|
|
|
|
BBB
|
BBB-
|
|
|
|
Moody's - Senior unsecured notes credit rating
|
|
|
|
Baa2
|
Baa3
|
|
Operating activities
During the third quarter of fiscal 2015, net cash from our operations
reached $350.2 million, up $48.9 million compared to the third quarter
of fiscal year 2014, mainly due to higher net earnings not taking into
account non-cash items, including depreciation, amortization and
impairment of property and equipment and other assets.
During the first three quarters of fiscal 2015, net cash from our
operations reached $1,242.9 million, up $137.6 million compared to the
corresponding period of fiscal year 2014 for reasons similar to those
of the third quarter.
Investing activities
During the third quarter of fiscal 2015, investing activities were
primarily for net investments in property and equipment and other
assets which amounted to $156.0 million and for acquisitions for an
amount of $7.3 million. These items were partly offset by the proceeds
from the sale of the aviation fuel business, which amounted to
$94.6 million.
Since the beginning of the fiscal year, investing activities were also
primarily for net investment in property and equipment and other
assets, which amounted to $312.1 million and for acquisitions for an
amount of $163.0 million, partially offset by the proceeds from the
sale of the aviation fuel business.
Net investments in property and equipment and other assets were
primarily for the replacement of equipment in some of our stores in
order to enhance our offering of products and services, the addition of
new stores, the ongoing improvement of our network as well as for
investments in information technology.
Financing activities
During the third quarter of fiscal 2015, we repaid a total amount of
$320.0 million on our revolving facilities using available cash.
During the first three quarter of fiscal 2015, we repaid a total amount
of $555.0 million on our acquisition facility, of which $360.0 million
was drawn from our revolving facilities and $195.0 million was from
available cash. During the same period, we also repaid a total amount
of $565.0 million on our revolving facilities using available cash.
Contractual Obligations and Commercial Commitments
There were no major changes during the 40-week period ended February 1,
2015, with respect to our contractual obligations and commercial
commitments. For more information, please refer to our 2014 Annual
Report.
Selected Quarterly Financial Information
The Corporation's 52-week reporting cycle is divided into quarters of
12 weeks each except for the third quarter, which comprises 16 weeks.
When a fiscal year, such as fiscal 2012, contains 53 weeks, the fourth
quarter comprises 13 weeks. The following is a summary of selected
consolidated financial information derived from the Corporation's
interim consolidated financial statements for each of the eight most
recently completed quarters.
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of US dollars except for per share data)
|
40-week period ended February 1, 2015
|
52-week period ended April 27, 2014
|
Extract from
the 52-week
period ended
April 28,
2013
|
|
Quarter
|
3rd
|
2nd
|
1st
|
4th
|
3rd
|
2nd
|
1st
|
4th
|
|
Weeks
|
16 weeks
|
12 weeks
|
12 weeks
|
12 weeks
|
16 weeks
|
12 weeks
|
12 weeks
|
12 weeks
|
|
Revenues
|
9,105.9
|
8,944.4
|
9,189.2
|
8,952.3
|
11,093.2
|
9,009.9
|
8,901.2
|
8,776.0
|
|
Operating income before depreciation, amortization and impairment of
property and equipment and other assets
|
536.8
|
510.0
|
492.0
|
296.3
|
420.5
|
457.3
|
443.4
|
292.7
|
|
Depreciation, amortization and impairment of property and equipment and
other assets
|
152.4
|
122.7
|
126.7
|
142.0
|
186.0
|
129.3
|
125.9
|
138.1
|
|
Operating income
|
384.4
|
387.3
|
365.3
|
154.3
|
234.5
|
328.0
|
317.5
|
154.6
|
|
Share of earnings of joint ventures and associated companies accounted
for using the equity method
|
7.7
|
5.1
|
4.7
|
3.9
|
4.6
|
5.5
|
8.7
|
3.0
|
|
Net financial expenses
|
41.2
|
18.6
|
30.0
|
26.9
|
21.8
|
50.2
|
11.7
|
20.7
|
|
Net earnings
|
248.1
|
286.4
|
269.5
|
145.1
|
182.3
|
229.8
|
255.0
|
146.4
|
|
Net earnings per share
|
|
|
|
|
|
|
|
|
|
|
Basic
|
$0.44
|
$0.51
|
$0.48
|
$0.26
|
$0.32
|
$0.41
|
$0.45
|
$0.26
|
|
|
Diluted
|
$0.44
|
$0.50
|
$0.47
|
$0.25
|
$0.32
|
$0.40
|
$0.45
|
$0.26
|
The volatility of road transportation fuel gross margin and seasonality
both have an impact on the variability of our quarterly net earnings.
Given acquisitions made in recent years and the volatility of retail
prices at the pump, road transportation fuel revenues have become a
more significant segment of our business and therefore our quarterly
results are more sensitive to the volatility of road transportation
fuel gross margins. However, road transportation fuel margins tend to
be less volatile when considered on an annual basis or a longer term.
With that said, the majority of our operating income is still derived
from merchandise and service sales.
Outlook
For the remainder of fiscal 2015, we are looking forward to work on the
integration of The Pantry into our network. Over the next quarters we
will work on formalizing our integration plan for these new stores and
on the realization of associated potential synergies. We will also
continue to work at improving and expanding our network, including the
construction of new stores. We also intend to maintain our ongoing
focus on sales, supply terms and operating expenses while keeping an
eye on growth opportunities that may be available in our various
markets.
Similar to prior years, we will pay special attention to the realization
of synergies related to the acquisition of Statoil Fuel & Retail and to
the reduction of our debt level in order to continue to improve our
financial flexibility and further improve the quality of our credit
rating.
Finally, in line with our business model, we intend to continue focusing
on the sale of fresh products and on innovation, including the
introduction of new products and services, in order to satisfy the
needs of our customers.
Profile
Couche-Tard is the leader in the Canadian convenience store industry. In
the United States, it is the largest independent convenience store
operator in terms of number of company-operated stores. In Europe,
Couche-Tard is a leader in convenience store and road transportation
fuel in Scandinavian and Baltic countries while it has a significant
presence in Poland.
As of February 1, 2015, Couche-Tard's network comprised
6,314 convenience stores throughout North America, including
4,870 stores with road transportation fuel dispensing. Its
North-American network consists of 13 business units, including nine in
the United States covering 40 states and four in Canada covering all
ten provinces. More than 60,000 people are employed throughout its
network and at the service offices in North America.
In Europe, Couche-Tard operates a broad retail network across
Scandinavia (Norway, Sweden, Denmark), Poland, the Baltics (Estonia,
Latvia, Lithuania) and Russia, which comprised 2,233 stores as at
February 1, 2015, the majority of which offer road transportation fuel
and convenience products while the others are unmanned automated
service-stations which offer road transportation fuel only. The
Corporation also offers other products, including stationary energy,
marine fuel, aviation fuel, lubricants and chemicals. Couche-Tard
operates key fuel terminals and fuel depots in eight countries.
Including employees at Statoil branded franchise stations, about
17,500 people work in its retail network, terminals and service offices
across Europe.
In addition, about 4,600 stores are operated by independent operators
under the Circle K banner in 12 other countries worldwide (China, Guam,
Honduras, Hong Kong, Indonesia, Japan, Macau, Malaysia, Mexico, the
Philippines, the United Arab Emirates and Vietnam) which brings to more
than 13,100 the number of sites in Couche-Tard's network.
The statements set forth in this press release, which describes
Couche-Tard's objectives, projections, estimates, expectations or
forecasts, may constitute forward-looking statements within the meaning
of securities legislation. Positive or negative verbs such as
"believe", "could", "should", "intend", "expect", "estimate", "assume"
and other related expressions are used to identify such statements.
Couche-Tard would like to point out that, by their very nature,
forward-looking statements involve risks and uncertainties such that
its results, or the measures it adopts, could differ materially from
those indicated or underlying these statements, or could have an impact
on the degree of realization of a particular projection. Major factors
that may lead to a material difference between Couche-Tard's actual
results and the projections or expectations set forth in the
forward-looking statements include the effects of the integration of
acquired businesses and the ability to achieve projected synergies,
fluctuations in margins on motor fuel sales, competition in the
convenience store and retail motor fuel industries, exchange rate
variations, and such other risks as described in detail from time to
time in the reports filed by Couche-Tard with securities authorities in
Canada and the United States. Unless otherwise required by applicable
securities laws, Couche-Tard disclaims any intention or obligation to
update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise. The forward-looking
information in this release is based on information available as of the
date of the release.
Webcast on March 17, 2015 at 2:30 P.M. (ET)
Couche-Tard invites analysts known to the Corporation to send their two
questions in advance to its management, before 11:00 A.M. (ET) on March
17, 2015.
Financial analysts and investors who wish to listen to the webcast on
Couche-Tard's results which will take place online on March 17, 2015 at
2:30 P.M. (ET) can do so by accessing the Corporation's website at http://corpo.couche-tard.com/ and by clicking on the corporate presentations link of the investor
relations section. For those who will not be able to listen to the live
presentation, the recording of the webcast will be available on the
Corporation's website for a period of 90 days.
Q3 2015
ALIMENTATION COUCHE-TARD INC.
UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
16 and 40-week periods ended February 1, 2015
CONSOLIDATED STATEMENTS OF EARNINGS
(in millions of US dollars, except per share amounts, unaudited)
|
|
16 weeks
|
40 weeks
|
|
For the periods ended
|
February 1,
|
February 2,
|
February 1,
|
February 2,
|
|
|
2015
|
2014
|
2015
|
2014
|
|
|
$
|
$
|
$
|
$
|
|
Revenues
|
9,105.9
|
11,093.2
|
27,239.5
|
29,004.3
|
|
Cost of sales
|
7,575.0
|
9,642.6
|
23,140.5
|
25,131.1
|
|
Gross profit
|
1,530.9
|
1,450.6
|
4,099.0
|
3,873.2
|
|
|
|
|
|
|
|
Operating, selling, administrative and general expenses
|
978.8
|
1,037.6
|
2,545.4
|
2,601.1
|
|
Loss on disposal of the aviation fuel business (Note 4)
|
10.4
|
-
|
10.4
|
-
|
|
Restructuring costs (Note 5)
|
8.1
|
-
|
8.1
|
-
|
|
Curtailment gain on defined benefits pension plans obligation (Note 4)
|
(2.6)
|
(0.9)
|
(2.6)
|
(0.9)
|
|
Negative goodwill (Note 3)
|
(0.6)
|
(6.6)
|
(1.1)
|
(48.2)
|
|
Depreciation, amortization and impairment of property and equipment,
intangibles and other assets
|
152.4
|
186.0
|
401.8
|
441.2
|
|
|
1,146.5
|
1,216.1
|
2,962.0
|
2,993.2
|
|
Operating income
|
384.4
|
234.5
|
1,137.0
|
880.0
|
|
|
|
|
|
|
|
Share of earnings of joint ventures and associated companies accounted
for using the equity method
|
7.7
|
4.6
|
17.5
|
18.8
|
|
|
|
|
|
|
|
Financial expenses
|
26.5
|
33.9
|
69.9
|
90.7
|
|
Financial revenues
|
(1.9)
|
(1.7)
|
(6.3)
|
(8.4)
|
|
Foreign exchange loss (gain) (Note 4)
|
16.6
|
(10.4)
|
26.2
|
1.4
|
|
Net financial expenses
|
41.2
|
21.8
|
89.8
|
83.7
|
|
Earnings before income taxes
|
350.9
|
217.3
|
1,064.7
|
815.1
|
|
Income taxes
|
102.8
|
35.0
|
260.7
|
148.0
|
|
Net earnings
|
248.1
|
182.3
|
804.0
|
667.1
|
|
|
|
|
|
|
|
Net earnings attributable to:
|
|
|
|
|
|
Shareholders of the Corporation
|
248.0
|
182.0
|
803.4
|
666.4
|
|
Non-controlling interest
|
0.1
|
0.3
|
0.6
|
0.7
|
|
Net earnings
|
248.1
|
182.3
|
804.0
|
667.1
|
|
|
|
|
|
|
|
Net earnings per share (Note 7)
|
|
|
|
|
|
|
Basic
|
0.44
|
0.32
|
1.42
|
1.18
|
|
|
Diluted
|
0.44
|
0.32
|
1.41
|
1.17
|
|
Weighted average number of shares - basic (in thousands)
|
565,923
|
565,637
|
565,835
|
564,148
|
|
Weighted average number of shares - diluted (in thousands)
|
568,761
|
568,420
|
568,640
|
568,002
|
|
Number of shares outstanding at end of period (in thousands)
|
565,988
|
565,710
|
565,988
|
565,710
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions of US dollars, unaudited)
|
|
16 weeks
|
40 weeks
|
|
For the periods ended
|
February 1,
|
February 2,
|
February 1,
|
February 2,
|
|
|
2015
|
2014
|
2015
|
2014
|
|
|
$
|
$
|
$
|
$
|
|
Net earnings
|
248.1
|
182.3
|
804.0
|
667.1
|
|
Other comprehensive income
|
|
|
|
|
|
|
Items that may be reclassified subsequently to earnings
|
|
|
|
|
|
|
|
Translation adjustments
|
|
|
|
|
|
|
|
|
Changes in cumulative translation adjustments (1)
|
(293.3)
|
(62.7)
|
(613.9)
|
(57.1)
|
|
|
|
|
Cumulative translation adjustments reclassified to earnings (Note 4)
|
1.9
|
-
|
1.9
|
-
|
|
|
|
|
Change in fair value of financial instruments designated as a hedge of
the Corporation's net investment in its US operations (2)
|
(80.2)
|
(41.8)
|
(100.4)
|
(55.0)
|
|
|
|
|
Net interest on financial instruments designated as a hedge of the
Corporation's net investment in its US operations (3)
|
(0.5)
|
0.4
|
0.2
|
2.0
|
|
|
|
Cash flow hedges
|
|
|
|
|
|
|
|
|
Change in fair value of financial instruments (4)
|
11.7
|
3.8
|
16.9
|
6.7
|
|
|
|
|
Gain realized on financial instruments reclassified to earnings (5)
|
(9.6)
|
(3.1)
|
(13.0)
|
(5.5)
|
|
|
Items that will never be reclassified to earnings
|
|
|
|
|
|
|
|
|
Net actuarial (loss) gain (6)
|
(20.4)
|
0.6
|
(35.1)
|
2.8
|
|
Other comprehensive loss
|
(390.4)
|
(102.8)
|
(743.4)
|
(106.1)
|
|
Comprehensive income
|
(142.3)
|
79.5
|
60.6
|
561.0
|
|
|
|
|
|
|
|
Comprehensive income attributable to:
|
|
|
|
|
|
Shareholders of the Corporation
|
(142.4)
|
79.2
|
60.0
|
560.3
|
|
Non-controlling interest
|
0.1
|
0.3
|
0.6
|
0.7
|
|
Comprehensive income
|
(142.3)
|
79.5
|
60.6
|
561.0
|
|
(1)
|
For the 16 and 40-week periods ended February 1, 2015, these amounts
include a loss of $74.9 (net of income taxes of $11.7) arising from the
translation of the US dollar denominated long-term debt designated as a
foreign exchange hedge of the Corporation's net investment in its US
operations (Note 2).
|
|
(2)
|
For the 16 and 40-week periods ended February 1, 2015, these amounts are
net of income taxes of $16.0 and $18.3, respectively. For the 16 and
40-week periods ended February 2, 2014, these amounts are net of income
taxes of $7.2 and $9.1, respectively.
|
|
(3)
|
For the 16 and 40-week periods ended February 1, 2015, these amounts are
net of income taxes of $0.2 and $0.1, respectively. For the 16 and
40-week periods ended February 2, 2014, these amounts are net of income
taxes of $0.1 and $0.7, respectively.
|
|
(4)
|
For the 16 and 40-week periods ended February 1, 2015, these amounts are
net of income taxes of $4.4 and $6.0, respectively. For the 16 and
40-week periods ended February 2, 2014, these amounts are net of income
taxes of $2.0 and $2.4, respectively.
|
|
(5)
|
For the 16 and 40-week periods ended February 1, 2015, these amounts are
net of income taxes of $3.6 and $4.9, respectively. For the 16 and
40-week periods ended February 2, 2014, these amounts are net of income
taxes of $1.6 and $2.0, respectively.
|
|
(6)
|
For the 16 and 40-week periods ended February 1, 2015, these amounts are
net of income taxes of $8.0 and $13.4, respectively. For the 16 and
40-week periods ended February 2, 2014, these amounts are net of income
taxes of $0.2 and $1.1, respectively.
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(in millions of US dollars, unaudited)
|
For the 40-week period ended
|
|
February 1, 2015
|
|
|
Attributable to the shareholders of the Corporation
|
|
|
|
Capital
stock
|
Contributed
surplus
|
Retained
earnings
|
Accumulated
other
comprehensive
income (Note 8)
|
Total
|
Non-
controlling
interest
|
Total
equity
|
|
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|
Balance, beginning of period
|
686.5
|
11.6
|
3,077.4
|
186.9
|
3,962.4
|
14.2
|
3,976.6
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
Net earnings
|
|
|
803.4
|
|
803.4
|
0.6
|
804.0
|
|
|
Other comprehensive loss
|
|
|
|
(743.4)
|
(743.4)
|
|
(743.4)
|
|
Comprehensive income
|
|
|
|
|
60.0
|
0.6
|
60.6
|
|
Reduction of non-controlling interest
|
|
|
|
|
-
|
(0.6)
|
(0.6)
|
|
Dividends
|
|
|
(66.5)
|
|
(66.5)
|
(0.4)
|
(66.9)
|
|
Stock option-based compensation expense
|
|
2.4
|
|
|
2.4
|
|
2.4
|
|
Initial fair value of stock options exercised
|
0.6
|
(0.6)
|
|
|
-
|
|
-
|
|
Balance, end of period
|
687.1
|
13.4
|
3,814.3
|
(556.5)
|
3,958.3
|
13.8
|
3,972.1
|
|
|
|
|
|
|
|
|
|
|
|
For the 40-week period ended
|
|
February 2, 2014
|
|
|
Attributable to the shareholders of the Corporation
|
|
|
|
Capital
stock
|
Contributed
surplus
|
Retained
earnings
|
Accumulated
other
comprehensive
income (Note 8)
|
Total
|
Non-
controlling
interest
|
Total
equity
|
|
|
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|
Balance, beginning of period
|
670.4
|
16.5
|
2,344.0
|
185.8
|
3,216.7
|
-
|
3,216.7
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
Net earnings
|
|
|
666.4
|
|
666.4
|
0.7
|
667.1
|
|
|
Other comprehensive loss
|
|
|
|
(106.1)
|
(106.1)
|
|
(106.1)
|
|
Comprehensive income
|
|
|
|
|
560.3
|
0.7
|
561.0
|
|
Dividends
|
|
|
(47.2)
|
|
(47.2)
|
|
(47.2)
|
|
Addition to non-controlling interest
|
|
|
|
|
-
|
13.2
|
13.2
|
|
Redemption liability
|
|
|
(13.2)
|
|
(13.2)
|
|
(13.2)
|
|
Stock option-based compensation expense
|
|
(0.3)
|
|
|
(0.3)
|
|
(0.3)
|
|
Initial fair value of stock options exercised
|
4.6
|
(4.6)
|
|
|
-
|
|
-
|
|
Cash received upon exercise of stock options
|
9.4
|
|
|
|
9.4
|
|
9.4
|
|
Balance, end of period
|
684.4
|
11.6
|
2,950.0
|
79.7
|
3,725.7
|
13.9
|
3,739.6
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions of US dollars, unaudited)
|
|
16 weeks
|
40 weeks
|
|
For the periods ended
|
February 1,
|
February 2,
|
February 1,
|
February 2,
|
|
|
2015
|
2014
|
2015
|
2014
|
|
|
$
|
$
|
$
|
$
|
|
Operating activities
|
|
|
|
|
|
Net earnings
|
248.1
|
182.3
|
804.0
|
667.1
|
|
Adjustments to reconcile net earnings to net cash provided by operating
activities
|
|
|
|
|
|
|
Depreciation, amortization and impairment of property and equipment,
intangible and other assets, net of amortization of deferred credits
|
125.7
|
179.0
|
353.5
|
418.8
|
|
|
Deferred income taxes
|
2.1
|
(33.0)
|
(65.8)
|
(63.5)
|
|
|
Loss on disposal of the aviation fuel business (Note 4)
|
10.4
|
-
|
10.4
|
-
|
|
|
Restructuring costs (Note 5)
|
8.1
|
-
|
8.1
|
-
|
|
|
Deferred credits
|
7.8
|
(0.3)
|
11.3
|
9.3
|
|
|
(Gain) loss on disposal of property and equipment and other assets
|
(3.9)
|
0.5
|
(4.9)
|
3.7
|
|
|
Share of earnings of joint ventures and associated companies accounted
for using the equity method, net of dividends received
|
(2.8)
|
17.5
|
(5.9)
|
11.8
|
|
|
Curtailment gain on defined benefits pension plans obligation (Note 4)
|
(2.6)
|
(0.9)
|
(2.6)
|
(0.9)
|
|
|
Negative goodwill (Note 3)
|
(0.6)
|
(6.6)
|
(1.1)
|
(48.2)
|
|
|
Other
|
(11.5)
|
10.5
|
(3.7)
|
30.9
|
|
|
Changes in non-cash working capital
|
(30.6)
|
(47.7)
|
139.6
|
76.3
|
|
Net cash provided by operating activities
|
350.2
|
301.3
|
1,242.9
|
1,105.3
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
Purchase of property and equipment and other assets
|
(187.8)
|
(163.8)
|
(375.5)
|
(342.8)
|
|
Proceeds from disposal of the aviation fuel business (Note 4)
|
94.6
|
-
|
94.6
|
-
|
|
Proceeds from disposal of property and equipment and other assets
|
31.8
|
18.9
|
63.4
|
59.5
|
|
Business acquisitions (Note 3)
|
(7.3)
|
(50.1)
|
(163.0)
|
(158.2)
|
|
Restricted cash
|
-
|
0.4
|
(0.3)
|
20.9
|
|
Net cash used in investing activities
|
(68.7)
|
(194.6)
|
(380.8)
|
(420.6)
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
Net (decrease) increase in other debt
|
(325.7)
|
194.3
|
(220.3)
|
335.2
|
|
Cash dividends paid
|
(22.4)
|
(17.7)
|
(66.5)
|
(47.2)
|
Repayment under the unsecured non-revolving acquisition credit
facility
|
-
|
(465.0)
|
(555.0)
|
(1,368.0)
|
|
Issuance of shares upon exercise of stock-options
|
-
|
0.1
|
-
|
9.4
|
|
Issuance of Canadian dollar denominated senior unsecured notes, net of
financing costs
|
-
|
-
|
-
|
285.6
|
|
Net cash used in financing activities
|
(348.1)
|
(288.3)
|
(841.8)
|
(785.0)
|
|
Effect of exchange rate fluctuations on cash and cash equivalents
|
(53.4)
|
(25.7)
|
(53.4)
|
(13.1)
|
|
Net decrease in cash and cash equivalents
|
(120.0)
|
(207.3)
|
(33.1)
|
(113.4)
|
|
Cash, cash equivalents and bank overdraft, beginning of period
|
598.0
|
752.2
|
511.1
|
658.3
|
|
Cash, cash equivalents and bank overdraft, end of period
|
478.0
|
544.9
|
478.0
|
544.9
|
|
Bank overdraft, end of period (1)
|
|
|
-
|
4.9
|
|
Cash and cash equivalents, end of period
|
|
|
478.0
|
549.8
|
|
|
|
|
|
|
|
Supplemental information:
|
|
|
|
|
|
|
Interest paid
|
18.5
|
21.7
|
48.3
|
64.4
|
|
|
Interest and dividends received
|
7.0
|
26.3
|
17.4
|
41.0
|
|
|
Income taxes paid
|
124.5
|
45.2
|
211.4
|
142.6
|
|
Cash and cash equivalents components:
|
|
|
|
|
|
|
Cash and demand deposits
|
|
|
478.0
|
486.4
|
|
|
Liquid investments
|
|
|
-
|
63.4
|
|
|
|
|
478.0
|
549.8
|
|
(1)
|
Bank overdraft is included in Bank loans and current portion of
long-term debt on the consolidated balance sheet
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
CONSOLIDATED BALANCE SHEETS
(in millions of US dollars, unaudited)
|
|
As at February 1,
|
As at April 27,
|
|
|
2015
|
2014
|
|
|
$
|
$
|
|
Assets
|
|
|
|
Current assets
|
|
|
|
|
Cash and cash equivalents
|
478.0
|
511.1
|
|
|
Restricted cash
|
1.3
|
1.0
|
|
|
Accounts receivable
|
1,096.9
|
1,726.4
|
|
|
Inventories
|
689.8
|
848.0
|
|
|
Prepaid expenses
|
51.4
|
60.0
|
|
|
Income taxes receivable
|
-
|
68.4
|
|
|
2,317.4
|
3,214.9
|
|
Property and equipment
|
4,610.6
|
5,131.0
|
|
Goodwill
|
974.0
|
1,088.7
|
|
Intangible assets
|
632.7
|
823.5
|
|
Other assets
|
155.0
|
159.8
|
|
Investment in joint ventures and associated companies
|
74.1
|
75.4
|
|
Deferred income taxes
|
118.0
|
51.7
|
|
|
8,881.8
|
10,545.0
|
|
|
|
|
|
Liabilities
|
|
|
|
Current liabilities
|
|
|
|
|
Accounts payable and accrued liabilities
|
1,746.7
|
2,510.3
|
|
|
Provisions
|
87.9
|
102.4
|
|
|
Income taxes payable
|
83.3
|
29.8
|
|
|
Bank loans and current portion of long-term debt (Note 6)
|
14.1
|
20.3
|
|
|
1,932.0
|
2,662.8
|
|
Long-term debt (Note 6)
|
1,664.0
|
2,586.1
|
|
Provisions
|
335.9
|
390.5
|
|
Pension benefit liability
|
137.0
|
119.8
|
|
Other financial liabilities
|
192.6
|
73.9
|
|
Deferred credits and other liabilities
|
176.3
|
169.5
|
|
Deferred income taxes
|
471.9
|
565.8
|
|
|
4,909.7
|
6,568.4
|
|
|
|
|
|
Equity
|
|
|
|
Capital stock (Note 9)
|
687.1
|
686.5
|
|
Contributed surplus
|
13.4
|
11.6
|
|
Retained earnings
|
3,814.3
|
3,077.4
|
|
Accumulated other comprehensive (loss) income (Note 8)
|
(556.5)
|
186.9
|
|
Equity attributable to shareholders of the Corporation
|
3,958.3
|
3,962.4
|
|
Non-controlling interest
|
13.8
|
14.2
|
|
|
3,972.1
|
3,976.6
|
|
|
8,881.8
|
10,545.0
|
The accompanying notes are an integral part of the interim condensed
consolidated financial statements.
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in millions of US dollars unless otherwise noted, except per share
amounts, unaudited)
1. CONSOLIDATED FINANCIAL STATEMENTS PRESENTATION
The unaudited interim condensed consolidated financial statements (the
"interim financial statements") have been prepared by the Corporation
in accordance with generally accepted accounting principles in Canada
as set out in Part I of the Chartered Professional Accountants of
Canada (CPA Canada) Handbook - Accounting, which incorporates
International Financial Reporting Standards ("IFRS"), as issued by the
International Accounting Standards Board ("IASB") applicable to the
preparation of interim financial statements, including International
Accounting Standard ("IAS") 34 "Interim Financial Reporting".
The interim financial statements were prepared in accordance with the
same accounting policies and methods as the audited annual consolidated
financial statements for the year ended April 27, 2014, except those
disclosed in Note 2. The interim financial statements do not include
all the information required for complete financial statements and
should be read in conjunction with the audited annual consolidated
financial statements and notes thereto in the Corporation's 2014 Annual
Report. The results of operations for the interim periods presented do
not necessarily reflect results expected for the full fiscal year. The
Corporation's business follows a seasonal pattern. The busiest period
is the first half-year of each fiscal year, which includes summer's
sales.
On March 17, 2015, the Corporation's interim financial statements were
approved by the board of directors who also approved their publication.
2. ACCOUNTING CHANGES
Accounting policies different from those used in the audited annual
consolidated financial statements for the year ended April 27, 2014
Hedge of the net investment in foreign operations
As of October 13, 2014, the Corporation designated its entire US dollar
denominated long-term debt as a foreign exchange hedge of its net
investment in its US operations. Accordingly, the gains or losses
arising from the translation of the US dollar denominated debt that are
determined to be an effective hedge are recognized in Other
comprehensive income, counterbalancing gains and losses arising from
translation of the Corporation's net investment in its US operations.
Should a portion of the hedging relationship become ineffective, the
ineffective portion would be recorded in the consolidated statement of
earnings under Operating, selling, administrative and general expenses.
New interpretation
On April 28, 2014, the Corporation adopted the new interpretation IFRIC
21, "Levies". The interpretation identifies the obligating event for
the recognition of a liability for a levy imposed by a government and
provides guidance on when to recognize the liability. The adoption of
this interpretation did not have a significant impact on the
Corporation's consolidated financial statements.
Recently issued but not yet implemented
Classification and measurement of financial assets and financial
liabilities
In July 2014, the IASB completed IFRS 9, "Financial Instruments" in its
three-part project to replace IAS 39, "Financial Instruments:
Recognition and Measurement" with a single approach to determine
whether a financial asset is measured at amortized cost or fair value.
The Standard includes requirements for recognition and measurement,
impairment, derecognition and general hedge accounting. The standard is
effective for fiscal years beginning on or after January 1, 2018 with
earlier adoption permitted. The Corporation will assess, in due course,
the impact of this standard on its consolidated financial statements.
Revenue from Contracts with Customers
In May 2014, the IASB issued IFRS 15, "Revenue from Contracts with
Customers", to specify how and when to recognize revenue as well as
requiring the provision of more informative and relevant disclosures.
IFRS 15 supersedes IAS 18, "Revenue", IAS 11, "Construction Contracts",
and other revenue related interpretations. This standard is effective
for annual reporting periods beginning on or after January 1, 2017 with
earlier adoption permitted. The Corporation will assess, in due course,
the impact of this standard on its consolidated financial statements.
Presentation of financial statements
In December 2014, the IASB issued amendments to IAS 1 "Presentation of
Financial Statements" to clarify materiality, aggregation and
disaggregation of items presented in the balance sheet, statement of
earnings and statement of comprehensive income as well as order of
notes to financial statements. These amendments shall be applied to
fiscal years beginning on or after January 1, 2016 with earlier
adoption permitted. The Corporation will assess, in due course, the
impact of this standard on its consolidated financial statements.
3. BUSINESS ACQUISITIONS
-
On June 23, 2014, the Corporation acquired 13 company-operated stores
and two non-operating stores in South Carolina, United States from
Garvin Oil Company. The Corporation owns the land and buildings for all
sites.
-
On October 8, 2014, the Corporation acquired 55 stores in Illinois and
Indiana, United States from Tri Star Marketing inc. Among these, 54 are
company-operated and one is operated by an independent operator. The
Corporation owns the land and buildings for 54 sites and leases the
land and owns the building for the remaining site. Through this
transaction, the Corporation also acquired three biodiesel blending
facilities.
-
During the 40-week period ended February 1, 2015, the Corporation also
acquired 21 other stores through distinct transactions. The Corporation
owns the land and buildings for 16 sites and leases these same assets
for the remaining five.
For the 40-week period ended February 1, 2015, acquisition costs of $1.5
in connection with these acquisitions and other unrealized acquisitions
are included in Operating, selling, administrative and general
expenses.
These acquisitions were settled for a total cash consideration of
$163.0. Since the Corporation has not completed its fair value
assessment of the assets acquired, the liabilities assumed and goodwill
for all transactions, the preliminary allocations of certain
acquisitions are subject to adjustments to the fair value of the
assets, liabilities and goodwill until the process is completed.
Purchase price allocations based on the estimated fair value on the date
of acquisition and available information as at the date of publication
of these consolidated financial statements is as follows:
|
|
$
|
|
Tangible assets acquired
|
|
|
|
Inventories
|
9.6
|
|
|
Property and equipment
|
136.5
|
|
Total tangible assets
|
146.1
|
|
Liabilities assumed
|
|
|
|
Accounts payable and accrued liabilities
|
2.1
|
|
|
Provisions
|
1.1
|
|
|
Deferred credits and other liabilities
|
5.0
|
|
Total liabilities
|
8.2
|
|
Net tangible assets acquired
|
137.9
|
|
Intangible assets
|
1.0
|
|
Goodwill
|
25.2
|
|
Negative goodwill recorded to earnings
|
(1.1)
|
|
Total cash consideration paid
|
163.0
|
The Corporation expects that $12.9 of the goodwill related to these
transactions will be deductible for tax purposes.
These acquisitions were concluded in order to expand the Corporation's
market share, to penetrate new markets and to increase its economies of
scale. These acquisitions generated goodwill mainly due to the
strategic location of certain acquired stores. Since the date of
acquisition, revenues and net earnings from these stores amounted to
$180.2 and $4.8, respectively. Considering the nature of these
acquisitions, the available financial information does not allow for
the accurate disclosure of pro-forma revenues and net earnings had the
Corporation concluded these acquisitions at the beginning of its fiscal
year.
4. DISPOSAL OF THE AVIATION FUEL BUSINESS
On December 31, 2014, the Corporation closed the sale of its aviation
fuel business through a share purchase agreement pursuant to which
BP Global Investments Ltd. acquired 100% of all issued and outstanding
shares of Statoil Fuel & Retail Aviation AS for total proceeds from
disposal of $107.8 of which $13.2 is receivable as at February 1, 2015.
The Corporation recognized a preliminary loss on disposal of $10.4 and
a preliminary curtailment gain on defined benefits pension plans
obligation of $2.6 in relation to this sale transaction. The disposal
also resulted in a $1.9 loss on cumulative translation adjustments
being reclassified to earnings and included on the foreign exchange
loss (gain) line in the consolidated statements of earnings. These
preliminary figures are subject to change until final closing
adjustments.
5. RESTRUCTURING COSTS
A restructuring provision of $8.1 was recorded to earnings for the 16
and 40-week periods ended February 1, 2015. As at February 1, 2015, a
total provision of $22.0 is recorded to the consolidated balance sheet
($30.6 as at April, 27, 2014). This provision is primarily composed of
redundancy costs which will result in the reduction of the
Corporation's workforce in several business units and departments
across Europe.
6. BANK LOANS AND LONG-TERM DEBT
|
|
As at February 1,
2015
|
|
As at April 27,
2014
|
|
|
$
|
|
$
|
|
Canadian dollar denominated senior unsecured notes maturing on various
dates from November 2017 to November 2022
|
1,018.7
|
|
1,172.7
|
|
US dollar denominated term revolving unsecured operating credit D,
maturing in December 2017 (Note 12)
|
588.5
|
|
793.5
|
|
NOK denominated floating rate bonds, maturing in February 2017
|
1.9
|
|
2.5
|
|
NOK denominated fixed rate bonds, maturing in February 2019
|
1.7
|
|
2.2
|
|
US dollar denominated unsecured non-revolving acquisition credit
facility, maturing in June 2015
|
-
|
|
552.3
|
|
Borrowings under bank overdraft facilities, maturing at various dates
|
-
|
|
1.8
|
|
Other debts, including finance leases, maturing at various dates
|
67.3
|
|
81.4
|
|
|
1,678.1
|
|
2,606.4
|
|
Bank loans and current portion of long-term debt
|
14.1
|
|
20.3
|
|
|
1,664.0
|
|
2,586.1
|
On May 16, 2014, the Corporation amended its term revolving unsecured
operating credit D to increase the maximum amount available from
$1,275.0 to $1,525.0. All other terms remain unchanged.
7. NET EARNINGS PER SHARE
The following table presents the information for the computation of
basic and diluted net earnings per share:
|
|
16-week period
ended February 1, 2015
|
|
16-week period
ended February 2, 2014
|
|
|
Net earnings
|
|
Weighted average
number of shares
(in thousands)
|
|
Net earnings
per share
|
|
Net earnings
|
|
Weighted average
number of shares
(in thousands)
|
|
Net earnings
per share
|
|
|
$
|
|
|
|
$
|
|
$
|
|
|
|
$
|
|
Basic net earnings attributable to Class A and B shareholders
|
248.0
|
|
565,923
|
|
0.44
|
|
182.0
|
|
565,637
|
|
0.32
|
|
Dilutive effect of stock options
|
|
|
2,838
|
|
-
|
|
|
|
2,783
|
|
-
|
|
Diluted net earnings available for Class A and B shareholders
|
248.0
|
|
568,761
|
|
0.44
|
|
182.0
|
|
568,420
|
|
0.32
|
|
|
|
|
40-week period
ended February 1, 2015
|
|
40-week period
ended February 2, 2014
|
|
|
Net earnings
|
|
Weighted average
number of shares
(in thousands)
|
|
Net earnings
per share
|
|
Net earnings
|
|
Weighted average
number of shares
(in thousands)
|
|
Net earnings
per share
|
|
|
$
|
|
|
|
$
|
|
$
|
|
|
|
$
|
|
Basic net earnings attributable to Class A and B shareholders
|
803.4
|
|
565,835
|
|
1.42
|
|
666.4
|
|
564,148
|
|
1.18
|
|
Dilutive effect of stock options
|
|
|
2,805
|
|
(0.01)
|
|
|
|
3,854
|
|
(0.01)
|
|
Diluted net earnings available for Class A and B shareholders
|
803.4
|
|
568,640
|
|
1.41
|
|
666.4
|
|
568,002
|
|
1.17
|
When they have an anti-dilutive effect, stock options must be excluded
from the calculation of the diluted net earnings per share. For the
40-week periods ended February 1, 2015, 651,274 stock options were
excluded but no stock options were excluded for the 16 and 40-week
periods ended February 2, 2014.
8. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
|
As at February 1, 2015
|
|
|
|
|
|
|
|
|
|
Attributable to shareholders of the Corporation
|
|
|
Items that may be reclassified to earnings
|
|
Will never be
reclassified to
earnings
|
|
|
|
Cumulative
translation
adjustments
|
Net investment
hedge
|
Net interest on
net investment
hedge
|
Cash flow
hedge
|
|
Cumulative net
actuarial loss
|
Accumulated other
comprehensive loss
|
|
|
$
|
$
|
$
|
$
|
|
$
|
$
|
|
Balance, before income taxes
|
(365.3)
|
(192.6)
|
6.4
|
9.4
|
|
(55.3)
|
(597.4)
|
|
Less: Income taxes
|
-
|
(29.6)
|
1.8
|
2.1
|
|
(15.2)
|
(40.9)
|
|
Balance, net of income taxes
|
(365.3)
|
(163.0)
|
4.6
|
7.3
|
|
(40.1)
|
(556.5)
|
|
|
|
|
|
|
|
|
|
|
As at February 2, 2014
|
|
|
|
|
|
|
|
|
|
Attributable to shareholders of the Corporation
|
|
|
Items that may be reclassified to earnings
|
|
Will never be
reclassified to
earnings
|
|
|
|
Cumulative
translation
adjustments
|
Net investment
hedge
|
Net interest on
net investment
hedge
|
Cash flow
hedge
|
|
Cumulative net
actuarial loss
|
Accumulated other
comprehensive income
|
|
|
$
|
$
|
$
|
$
|
|
$
|
$
|
|
Balance, before income taxes
|
147.2
|
(84.5)
|
5.3
|
3.7
|
|
(3.2)
|
68.5
|
|
Less: Income taxes
|
-
|
(12.6)
|
1.5
|
0.8
|
|
(0.9)
|
(11.2)
|
|
Balance, net of income taxes
|
147.2
|
(71.9)
|
3.8
|
2.9
|
|
(2.3)
|
79.7
|
9. CAPITAL STOCK
Stock options
On September 24, 2014, 651,274 stock options were granted under the
Corporation's stock option plan. A description of the Corporation's
stock-based compensation plan is included in Note 24 of the
consolidated financial statements presented in its 2014 Annual Report.
The fair value of stock options granted is estimated at the grant date
using the Black-Scholes option pricing model on the basis of the
following weighted average assumptions for the stock options granted
during the period:
-
risk-free interest rate of 1.68%;
-
expected life of 8 years;
-
expected volatility of 29.0%;
-
expected quarterly dividend of CA$0.045 per share.
The weighed average fair value of stock options granted during the
40-week period ended February 1, 2015 was CA$11.55.
For the 16-week period ended February 1, 2015, a total of 125,270 stock
options were exercised (240,210 for the 16-week period ended
February 2, 2014). For the 40-week period ended February 1, 2015, a
total of 275,540 stock options were exercised (3,127,230 for the
40-week period ended February 2, 2014).
Issued and outstanding shares
As at February 1, 2015, the Corporation has 148,101,840 (148,101,840 as
at April 27, 2014) issued and outstanding Class A multiple voting
shares each comprising ten votes per share and 417,885,677 (417,646,072
as at April 27, 2014) outstanding Class B subordinate voting shares
each comprising one vote per share.
10. SEGMENTED INFORMATION
The Corporation operates convenience stores in the United States, in
Europe and in Canada. It essentially operates in one reportable
segment, the sale of goods for immediate consumption, road
transportation fuel and other products mainly through corporate stores
and franchise operations. The Corporation operates its convenience
store chain under several banners, including Couche-Tard, Mac's, Circle
K and Statoil. Revenues from external customers mainly fall into three
categories: merchandise and services, road transportation fuel and
other.
Information on the principal revenue classes as well as geographic
information is as follows:
|
|
16-week period
ended February 1, 2015
|
16-week period
ended February 2, 2014
|
|
|
United
States
|
Europe
|
Canada
|
Total
|
United
States
|
Europe
|
Canada
|
Total
|
|
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|
External customer revenues (a)
|
|
|
|
|
|
|
|
|
|
Merchandise and services
|
1,494.5
|
282.5
|
553.0
|
2,330.0
|
1,399.0
|
305.9
|
585.9
|
2,290.8
|
|
Road transportation fuel
|
3,706.9
|
1,839.0
|
696.3
|
6,242.2
|
4,475.5
|
2,625.8
|
858.1
|
7,959.4
|
|
Other
|
5.0
|
528.6
|
0.1
|
533.7
|
5.1
|
837.8
|
0.1
|
843.0
|
|
|
5,206.4
|
2,650.1
|
1,249.4
|
9,105.9
|
5,879.6
|
3,769.5
|
1,444.1
|
11,093.2
|
|
Gross Profit
|
|
|
|
|
|
|
|
|
|
Merchandise and services
|
490.1
|
115.8
|
178.3
|
784.2
|
457.0
|
132.3
|
191.4
|
780.7
|
|
Road transportation fuel
|
365.7
|
240.9
|
47.4
|
654.0
|
226.5
|
278.9
|
48.5
|
553.9
|
|
Other
|
5.0
|
87.6
|
0.1
|
92.7
|
5.1
|
110.8
|
0.1
|
116.0
|
|
|
860.8
|
444.3
|
225.8
|
1,530.9
|
688.6
|
522.0
|
240.0
|
1,450.6
|
|
Total long-term assets (b)
|
3,023.0
|
2,852.2
|
519.1
|
6,394.3
|
2,826.8
|
3,681.2
|
567.6
|
7,075.6
|
|
|
|
|
|
|
|
|
|
|
|
|
40-week period
ended February 1, 2015
|
40-week period
ended February 2, 2014
|
|
|
United
States
|
Europe
|
Canada
|
Total
|
United
States
|
Europe
|
Canada
|
Total
|
|
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|
External customer revenues (a)
|
|
|
|
|
|
|
|
|
|
Merchandise and services
|
3,884.8
|
778.3
|
1,591.2
|
6,254.3
|
3,699.6
|
793.5
|
1,661.7
|
6,154.8
|
|
Road transportation fuel
|
11,346.2
|
5,756.1
|
2,115.1
|
19,217.4
|
11,743.9
|
6,739.6
|
2,270.4
|
20,753.9
|
|
Other
|
12.1
|
1,755.3
|
0.4
|
1,767.8
|
11.0
|
2,084.2
|
0.4
|
2,095.6
|
|
|
15,243.1
|
8,289.7
|
3,706.7
|
27,239.5
|
15,454.5
|
9,617.3
|
3,932.5
|
29,004.3
|
|
Gross Profit
|
|
|
|
|
|
|
|
|
|
Merchandise and services
|
1,272.7
|
321.8
|
525.0
|
2,119.5
|
1,204.8
|
328.7
|
553.0
|
2,086.5
|
|
Road transportation fuel
|
877.9
|
697.4
|
132.1
|
1,707.4
|
636.7
|
717.4
|
129.9
|
1,484.0
|
|
Other
|
12.1
|
259.6
|
0.4
|
272.1
|
11.0
|
291.3
|
0.4
|
302.7
|
|
|
2,162.7
|
1,278.8
|
657.5
|
4,099.0
|
1,852.5
|
1,337.4
|
683.3
|
3,873.2
|
|
(a)
|
Geographic areas are determined according to where the Corporation
generates operating income (where the sale takes place) and according
to the location of the long-term assets.
|
|
(b)
|
Excluding financial instruments, deferred tax assets and post-employment
benefit assets.
|
11. FAIR VALUES
The fair value of Trade accounts receivable and vendor rebates
receivable, Credit and debit cards receivable and Accounts payable and
accrued liabilities is comparable to their carrying amount given their
short maturity. The fair value of Obligations related to buildings and
equipment under finance leases is comparable to their carrying amount
given that rent is generally at market value. The carrying values of
the Term revolving unsecured operating credits and Unsecured
non-revolving acquisition credit (as at April 27, 2014) approximates
their fair values given that their credit spreads are similar to the
credit spreads the Corporation would obtain in similar conditions at
the reporting date.
The estimated fair value of each class of financial instruments, the
methods and assumptions that were used to determine it and their fair
value hierarchy are as follows:
-
The fair value of the investment contract including an embedded total
return swap, which is based on the fair market value of the
Corporation's Class B shares is $52.8 as at February 1, 2015 ($36.6 as
at April 27, 2014) (Level 2);
-
The fair value of the senior unsecured notes, which is based on
observable market data, is $1,088.8 as at February 1, 2015 ($1,191.5 as
at April 27, 2014) (Level 2);
-
The fair value of the cross-currency interest rate swaps, which is
determined based on market rates obtained from the Corporation's
financial institutions for similar financial instruments is $192.6 as
at February 1, 2015 ($73.9 as at April 27, 2014) (Level 2). They are
presented as other financial liabilities on the consolidated balance
sheet.
Fair value hierarchy
Fair value measurements are categorized in accordance with the following
levels:
Level 1: quoted prices (unadjusted) in active markets for identical
assets or liabilities;
Level 2: inputs other than quoted prices included in Level 1 but that
are observable for the asset or liability, either directly or
indirectly; and
Level 3: inputs for the asset or liability that are not based on
observable market data.
12. SUBSEQUENT EVENTS
Acquisitions
On March 16, 2015, the Corporation closed the acquisition of 100% of the
outstanding shares of The Pantry through an all-cash transaction valued
at US $36.75 per share, with a total enterprise value of approximately
$1.7 billion including debt assumed. The Corporation financed this
transaction with its existing credit facility, as modified on
February 25, 2015. The Pantry operates over 1,500 stores in 13 US
states. Since the Corporation has not started its assessment of the
assets acquired, the liabilities assumed and goodwill for this
transaction, its preliminary purchase price allocation is not
presented.
On March 17, 2015, the Corporation entered into an agreement with A/S
Dansk Shell, to acquire their retail business, comprising 315
service-stations, their commercial fuel business and their aviation
fuel business. The service-stations are located in Denmark and comprise
225 full-service stations, 75 automated fuel stations and 15 truck
stops. Of the 315 sites, 140 are owned by Shell, 115 are leased from
third parties and 60 are dealer-owned. This transaction is subject to
standard regulatory approvals and closing conditions and the
Corporation expects that it will close before the end of fiscal year
2016. The Corporation expects to finance this transaction with
available cash and existing credit facilities.
On March 16, 2015, the Corporation entered into an agreement with Cinco
J, Inc., Tiger Tote Food Stores, Inc., and their affiliates to acquire
21 company-operated stores in the US States of Texas, Mississippi and
Louisiana. Pursuant to this transaction, the Corporation would own the
land and buildings for 18 sites and would lease the land and own the
buildings for the remaining three sites. As part of this agreement the
Corporation would also acquire 151 dealer fuel supply agreements and
five development properties. This transaction is subject to standard
regulatory approvals and closing conditions and the Corporation expects
that it will close during the first quarter of fiscal 2016. The
Corporation expects to finance this transaction with available cash and
existing credit facilities.
Dividends
During its March 17, 2015 meeting, the Corporation's Board of Directors
declared a quarterly dividend of CA4.5¢ per share for the third quarter
of fiscal 2015 to shareholders on record as at March 26, 2015 and
approved its payment for April 9, 2015. This is an eligible dividend
within the meaning of the Income Tax Act of Canada.
Term revolving unsecured operating credit
On February 25, 2015, the Corporation amended its term revolving
unsecured operating credit D to increase the maximum amount available
from $1,525.0 to $2,525.0, to extend its maturity from December 2017 to
December 2018 and to include an accordion feature allowing the
Corporation to have access to an additional $350.0, if required. No
other terms were changed significantly.
SOURCE Alimentation Couche-Tard Inc.
