Cott Reports Second Quarter 2018 Results, Declares Dividend and Announces Senior Leadership Changes

• Revenue increased 4% (4% excluding the impact of foreign exchange and adjusting for the change in average cost of coffee) to $604 million compared to $581 million.
  
  
• Reiterated targeted full year 2018 consolidated revenue of over $2.35 billion and full year 2018 cash flow provided by operations of approximately $235 million with capital expenditures in the range of $115 to $120 million, resulting in adjusted free cash flow of $115 to $120 million (when excluding acquisition, integration, tariffs and other working capital adjustments).
  
  
• Reported net income and net income per diluted share were $12 million and $0.09, respectively, compared to reported net loss and net loss per diluted share of $5 million and $0.03, respectively. Adjusted EBITDA increased 2% to $83 million.
  
  
• Returned approximately $24 million to shareowners through $8 million in quarterly dividends and $16 million of share repurchases.

"I am especially pleased with the performance of our Route Based Services segment during the quarter as we continued to see top and bottom line growth even with inflation in areas such as freight and other general SG&A costs. To counter expected inflation, management will be implementing pricing initiatives that are specifically designed to offset these cost increases within our Route Based Services segment," commented Jerry Fowden, Cott's Chief Executive Officer.   "With the significant reductions in green coffee commodity costs, the revenues of our Coffee, Tea and Extract Solutions segment were reduced as such coffee price changes are passed through, up or down, as a part of our service agreements. With that said, our Coffee, Tea and Extract Solutions segment bottom line and cash flow continue to track in line with our current year expectations as well as our original acquisition model," continued Mr. Fowden. 

SENIOR LEADERSHIP CHANGES   

Cott today announced the following senior leadership changes which are the culmination of the Board's thorough leadership succession plan that capitalized on the strength of the Cott Corporation management team:

• David Gibbons will retire from his position as director and Chairman of the Company's Board of Directors (the "Board"), effective as of the last day of fiscal 2018.
  
  
• Effective as of the beginning of fiscal 2019, Jerry Fowden will transition from his role as Chief Executive Officer to the newly created position of Executive Chairman of the Board.
  
  
• Thomas J. Harrington will be promoted to serve as the Company's Chief Executive Officer and will be appointed to serve on the Board, effective as of the beginning of fiscal 2019.

Mr. Fowden commented, "On behalf of the Board, I want to thank Dave for his leadership and tremendous service to Cott and his contributions to the Board, which have created significant long-term value for all of Cott's stakeholders.  Under Dave's leadership, we have successfully transitioned from a mature, low margin, private label soft drink business with high big-box retail customer concentration to a growth oriented, higher margin business with much lower customer, product, and channel concentration."

Mr. Fowden continued, "After a thorough and thoughtful succession planning process, Tom is the clear choice to lead Cott into the future as CEO. He is an accomplished, results-oriented leader, with significant industry knowledge and operational experience. He brings the vision and qualities needed for Cott to continue to execute on its strategic priorities. I fully expect that Tom's transition to his new role as Chief Executive Officer will be seamless and positive for the Company."

Commenting on his appointment to Chief Executive Officer, Mr. Harrington said, "I welcome the opportunity and appreciate the trust that Jerry and the Board have placed in me to continue to build upon the success already achieved. I am excited about continuing to work with Jerry and Cott's senior leadership team to further build our leadership position as the preeminent international route based direct to consumer water and coffee solutions service provider."

Eric Rosenfeld, who will continue to serve as the Lead Independent Director of the Board, commented, "We are pleased to announce the appointment of Tom, a highly capable leader, as CEO, while also leveraging Jerry's tremendous experience in his new role as Executive Chairman of the Board."  Mr. Rosenfeld continued, "I would also like to thank Dave for his 11 years of service to the Board and his leadership during a transformative period for Cott."

Mr. Gibbons said: "It has been a tremendous privilege to lead the Board over the past 11 years. I am proud of the achievements of the Board and management during that time, specifically the recent transformation of the Company into a growth-oriented water and coffee service provider, which I believe positions the Company for long-term success. Our Chief Executive Officer, Jerry Fowden, is the one who, with his team, deserves credit. I am pleased that Jerry will succeed me in his new role as Executive Chairman and will continue to work with Tom and the rest of the Cott management group to build long-term shareholder value."

SECOND QUARTER 2018 GLOBAL PERFORMANCE FROM CONTINUING OPERATIONS

• Revenue increased 4% to $604 million (4% excluding the impact of foreign exchange and adjusting for the change in average cost of coffee) as the continued growth within the Route Based Services segment was offset in part by the previously communicated reduction in revenues of the Coffee, Tea and Extract Solutions segment which was driven by passing through the reduced green coffee commodity cost as well as the lapping of the outsized volume growth from the second quarter of last year as we increased market share and on-boarded new customers. Revenue drivers in the quarter are tabulated below:

• Gross profit increased 5% to $301 million, driven primarily by revenue growth, offset in part by market inflation such as increases in previously disclosed freight costs within our Route Based Services segment alongside the lapping of a large pipeline fill for new customers in the prior year within our Coffee, Tea and Extract Solutions segment. Management will be implementing pricing initiatives during the third quarter of 2018 that are specifically designed to mitigate the freight and general inflation increases within the Route Based Services segment.
  
  
• Interest expense was $19 million compared to $24 million.
  
  
• Reported net income and net income per diluted share were $12 million and $0.09, respectively, compared to reported net loss and net loss per diluted share of $5 million and $0.03, respectively. 
  
  
• Reported EBITDA was $82 million compared to $66 million in the prior year.  Adjusted EBITDA increased 2% to $83 million driven primarily by revenue growth, offset in part by market inflation.  
  
  
• Net cash provided by operating activities of $35 million less $29 million of capital expenditures resulted in reported free cash flow of $6 million and adjusted free cash flow of $12 million (adjusted for acquisition, integration, and other working capital adjustments) compared to adjusted free cash flow of $37 million in the prior year. In addition to the timing of working capital activities which are expected to moderate by the end of fiscal 2018, interest payments were made on both of the senior notes in the second quarter of 2018 which accounted for over $19 million of additional cash usage relative to the prior year. 

SECOND QUARTER 2018 REPORTING SEGMENT PERFORMANCE        

Route Based Services

• Revenue increased 7% (6% excluding the impact of foreign exchange) to $413 million. A detailed breakdown is tabulated below.

• Gross profit increased 7% to $258 million, driven primarily by increased revenue, offset in part by general market inflation including freight costs.
  
  
• Operating income increased 21% to $28 million, due primarily to an increase in gross profit, offset in part by increased headcount associated with expanding our U.S. based commercial customer growth initiatives as well as general inflation including freight costs. Management is implementing pricing initiatives during the third quarter that are specifically designed to mitigate the freight and general inflation increases within the Route Based Services operating segment.

Coffee, Tea and Extract Solutions

• Revenue decreased 5% (3% adjusting for the change in average cost of coffee) driven by the pass-through of the reduction in green coffee commodity costs, change in customer mix and the lapping of the outsized volume growth from the second quarter of last year as we increased our market share and saw one-time benefits from new customer pipeline fills, offset in part by growth in liquid coffee extracts and tea.

• Gross profit was $37 million compared to $39 million and operating income was $3 million compared to $4 million as the segment was lapping a large pipeline fill for new customers in the prior year. 

2018 FULL YEAR REVENUE, FREE CASH FLOW, COFFEE COMMODITY COSTS AND FOREIGN EXCHANGE OUTLOOK FROM CONTINUING OPERATIONS

Cott reiterated its targeted full year 2018 consolidated revenue of over $2.35 billion and full year 2018 cash flow provided by operations of approximately $235 million with capital expenditures in the range of $115 to $120 million, resulting in adjusted free cash flow of $115 to $120 million (when excluding acquisition, integration, tariffs and other working capital adjustments).

Green coffee commodity market costs have been declining since the end of 2016.  At current rates, in conjunction with the timing of various pricing agreements, management would expect to see an approximately 1% lowering of consolidated revenues with a corresponding reduction to cost of goods sold in each of the third and fourth quarters of 2018.  In addition, with the strengthening of the U.S. Dollar in the second quarter, using exchange rates as of the end of the second quarter, management would expect to see an approximately 0.5% lowering of consolidated revenues in each of the third and fourth quarters of 2018. 

DECLARATION OF DIVIDEND

Cott's Board of Directors has declared a dividend of $0.06 per share on common shares, payable in cash on September 5, 2018 to shareowners of record at the close of business on August 22, 2018.

SHARE REPURCHASE PROGRAM  

Cott repurchased approximately 1 million shares at an average price of $16.02 totaling approximately $16 million during the second quarter under its previously announced share repurchase program. Cott intends to manage this program opportunistically.

The repurchase program is capped at $50 million, commenced on May 7, 2018 and ends on May 6, 2019.

There can be no assurance as to the precise number of shares, if any, that will be repurchased under the share repurchase program in the future, or the aggregate dollar amount of the shares to be purchased in future periods. Cott may discontinue purchases at any time, subject to compliance with applicable regulatory requirements. Shares purchased pursuant to the share repurchase program were cancelled.

SECOND QUARTER 2018 RESULTS CONFERENCE CALL

Cott Corporation will host a conference call today, August 2, 2018, at 10:00 a.m. ET, to discuss second quarter results, which can be accessed as follows:

North America: (888) 231-8191
International: (647) 427-7450
Conference ID: 6475508

A live audio webcast will be available through Cott's website at http://www.cott.com. The earnings conference call will be recorded and archived for playback on the investor relations section of the website for a period of two weeks following the event.

ABOUT COTT CORPORATION

Cott is a water, coffee, tea, extracts and filtration service company with a leading volume-based national presence in the North American and European home and office delivery industry for bottled water and a leader in custom coffee roasting, blending of iced tea, and extract solutions for the U.S. foodservice industry.  Our platform reaches over 2.4 million customers or delivery points across North America and Europe supported by strategically located sales and distribution facilities and fleets, as well as wholesalers and distributors. This enables us to efficiently service residences, businesses, restaurant chains, hotels and motels, small and large retailers, and healthcare facilities.

Non-GAAP Measures

To supplement its reporting of financial measures determined in accordance with GAAP, Cott utilizes certain non-GAAP financial measures.  Cott excludes from GAAP revenue the impact of foreign exchange, change in average costs of coffee and the impact of additional trading days in the prior period to separate the impact of these factors from Cott's results of operations. Cott utilizes EBITDA and adjusted EBITDA on a global basis to separate the impact of certain items from the underlying business.  Because Cott uses these adjusted financial results in the management of its business, management believes this supplemental information is useful to investors for their independent evaluation and understanding of Cott's underlying business performance and the performance of its management.  Additionally, Cott supplements its reporting of net cash provided by (used in) operating activities from continuing operations determined in accordance with GAAP by excluding additions to property, plant and equipment to present free cash flow, and by excluding acquisition and integration cash costs as well as a working capital adjustment related to the Concentrate Supply Agreement with Refresco to present adjusted free cash flow, which management believes provides useful information to investors about the amount of cash generated by the business that, after the acquisition of property and equipment, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, paying dividends, repurchasing common shares, and strengthening the balance sheet. The non-GAAP financial measures described above are in addition to, and not meant to be considered superior to, or a substitute for, Cott's financial statements prepared in accordance with GAAP. In addition, the non-GAAP financial measures included in this earnings announcement reflect management's judgment of particular items, and may be different from, and therefore may not be comparable to, similarly titled measures reported by other companies.

Safe Harbor Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 conveying management's expectations as to the future based on plans, estimates and projections at the time Cott makes the statements. Forward-looking statements involve inherent risks and uncertainties and Cott cautions you that a number of important factors could cause actual results to differ materially from those contained in any such forward-looking statement. The forward-looking statements contained in this press release include, but are not limited to, statements related to the amount of shares that may be repurchased under the share repurchase program, the execution of our strategic priorities, future financial and operating trends and results (including Cott's outlook on 2018 revenue and free cash flow) and related matters. The forward-looking statements are based on assumptions regarding management's current plans and estimates. Management believes these assumptions to be reasonable but there is no assurance that they will prove to be accurate.

Factors that could cause actual results to differ materially from those described in this press release include, among others: our ability to compete successfully in the markets in which we operate; fluctuations in commodity prices and our ability to pass on increased costs to our customers or hedge against such rising costs and the impact of those increased prices on our volumes; our ability to manage our operations successfully; our ability to fully realize the potential benefit of acquisitions or other strategic opportunities that we pursue; potential liabilities associated with the Refresco transaction; our ability to realize the revenue and cost synergies of recent acquisitions because of integration difficulties and other challenges; the limited nature of our indemnification rights under our recent acquisition agreements; our exposure to intangible asset risk; currency fluctuations that adversely affect the exchange between the U.S. dollar and the British pound sterling, the Euro, the Canadian dollar, and other currencies, and the exchange between the British pound sterling and the Euro; our ability to maintain favorable arrangements and relationships with our suppliers; our ability to meet our obligations under our debt agreements, and risks of further increases to our indebtedness; our ability to maintain compliance with the covenants and conditions under our debt agreements; fluctuations in interest rates, which could increase our borrowing costs; the incurrence of substantial indebtedness to finance our recent acquisitions; the impact of global financial events on our financial results; credit rating changes; our ability to fully realize the expected cost savings and/or operating efficiencies from our restructuring activities; any disruption to production at our manufacturing facilities; our ability to maintain access to our water sources; our ability to protect our intellectual property; compliance with product health and safety standards; liability for injury or illness caused by the consumption of contaminated products; liability and damage to our reputation as a result of litigation or legal proceedings; changes in the legal and regulatory environment in which we operate; the seasonal nature of our business and the effect of adverse weather conditions;  the impact of national, regional and global events, including those of a political, economic, business and competitive nature; our ability to recruit, retain, and integrate new management; our ability to renew our collective bargaining agreements on satisfactory terms; disruptions in our information systems; our ability to securely maintain our customers' confidential or credit card information, or other private data relating to our employees or our company; our ability to maintain our quarterly dividend; our ability to adequately address the challenges and risks associated with our international operations and address difficulties in complying with laws and regulations including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act of 2010; increased tax liabilities in the various jurisdictions in which we operate; our ability to utilize tax attributes to offset future taxable income; and the impact of the 2017 Tax Cuts and Jobs Act on our tax obligations and effective tax rate.

The foregoing list of factors is not exhaustive. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date hereof. Readers are urged to carefully review and consider the various disclosures, including but not limited to risk factors contained in Cott's Annual Report on Form 10-K and its quarterly reports on Form 10-Q, as well as other filings with the securities commissions. Cott does not undertake to update or revise any of these statements in light of new information or future events, except as expressly required by applicable law. 

Website: www.cott.com