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Dean Foods Announces Second Quarter 2016 Results

DALLAS, Aug. 8, 2016 /PRNewswire/ -- Dean Foods Company (NYSE: DF) today reported second quarter 2016 results.

Highlights

  • Q2 net income per diluted share was $0.36 and adjusted net income per diluted share was $0.38, toward the high end of previous provided guidance
  • Q2 operating income of $73 million demonstrates continued year-over-year improvement, driven by diligent cost focus and pricing discipline
  • Acquisition of Friendly's ice cream business completed June 20
  • Q3 2016 diluted earnings per share are expected to be $0.28 to $0.36; adjusted diluted earnings per share are expected to be $0.32 to $0.40

Chief Executive Officer Gregg Tanner said, "Our second quarter performance demonstrates our continued focus on driving strong operational and financial performance across all functions. We have a clear strategic vision for long-term growth, and our entire organization is focused on executing our agenda."

Second Quarter 2016 Operating Results

Financial Summary *


Three months ended
 June 30,


Six months ended
 June 30,

(In millions, except per share amounts)


2016


2015


2016


2015










Gross Profit









GAAP


$


493


$


496


$


997


$


974

Adjusted


$


490


$


496


$


995


$


973










Operating Income (Loss)









GAAP


$


73


$


57


$


151


$


(3)

Adjusted


$


70


$


67


$


153


$


119










Interest Expense









GAAP


$


17


$


17


$


34


$


34

Adjusted


$


17


$


17


$


33


$


33










Net Income (Loss)









GAAP


$


33


$


27


$


73


$


(47)

Adjusted


$


35


$


32


$


76


$


54










Diluted Earnings (Loss) Per Share (EPS)









GAAP


$


0.36


$


0.28


$


0.79


$


(0.50)

Adjusted


$


0.38


$


0.33


$


0.83


$


0.57


* Adjustments to GAAP due to the exclusion of expenses, gains or losses associated with certain transactions and other non-recurring items are described and reconciled to the comparable GAAP amounts in the attached tables.

The second quarter 2016 average Class I Mover, a measure of raw milk costs, was $13.53 per hundred-weight, an approximately 7% sequential decrease from the first quarter 2016 and a decrease of nearly 15% from the second quarter 2015. The third quarter 2016 average Class I Mover forecast of $15.00 per hundred-weight represents an approximately 11% increase sequentially but an approximately 8% decline year-over-year.

Total volume across all products was 632 million gallons for the second quarter 2016, a 3.2% decline compared to total volume of 653 million gallons in the second quarter 2015. For the third quarter 2016, as compared to the prior year period, the Company expects total volumes to decline in the low single digits, but improving versus recent trends.

Based on fluid milk sales data published by the USDA through May, fluid milk volumes improved sequentially from a 0.6% decline in the first quarter of 2016 to a 0.1% increase in the second quarter of 2016 on an unadjusted basis. On this same basis, Dean Foods' share of U.S. fluid milk volumes decreased by 10 basis points sequentially to 34.5% for the quarter-to-date through May.

Cash Flow

Net cash provided by continuing operations for the six months ended June 30, 2016 totaled $125 million. Free cash flow provided by continuing operations, which is defined as net cash provided by continuing operations less capital expenditures, was $80 million for the six months ended June 30, 2016, a $144 million decrease as compared to the prior year period. Year-to-date free cash flow is comparable to the prior year period after reconciling for higher incentive compensation payouts in the first quarter 2016 and the $56 million associated with the Company's 2014 Federal Tax refund received in the first quarter 2015. Capital expenditures totaled $29 million for the quarter. In the second quarter, the Company executed $25 million in share repurchases, successfully repurchasing 1.4 million shares, or 1.5% of total shares outstanding.

Debt

Total outstanding debt at June 30, 2016, net of $24 million cash on hand, was approximately $896 million. The Company's net debt to bank EBITDA ratio, on an all cash netted basis, increased sequentially to 2.00 times at the end of the second quarter 2016 with strong free cash flow, increased bank EBITDA, and the acquisition of the Friendly's ice cream business, which was completed in June.

Forward Outlook

"For the third quarter, with improving volume performance, continued pricing and cost discipline, and favorable year-over-year commodity costs, we expect diluted earnings of between $0.28 and $0.36 per share, and adjusted diluted earnings of between $0.32 and $0.40 per share," concluded Tanner.

Non-GAAP Financial Measures

In addition to the results prepared in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), we have presented certain non-GAAP financial measures, including Adjusted gross profit, Adjusted selling and distribution expenses, Adjusted general and administrative expenses, Adjusted total operating costs and expenses, Adjusted operating income, Adjusted interest expense, Adjusted net income (loss), Adjusted earnings per diluted share, Adjusted EBITDA, Free Cash Flow and total leverage ratio, each as described below.

This non-GAAP financial information is provided as supplemental information for investors and is not in accordance with, or an alternative to, GAAP. Additionally, these non-GAAP measures may be different than similar measures used by other companies.

We believe that the presentation of these non-GAAP financial measures, when considered together with our GAAP financial measures and the reconciliations to the corresponding GAAP financial measures, provides investors with a more complete understanding of the factors and trends affecting our business than could be obtained absent these disclosures.  Our management uses these non-GAAP financial measures when evaluating our performance, when making decisions regarding the allocation of resources, in determining incentive compensation for management, and in determining earnings estimates.

A full reconciliation of these non-GAAP financial measures to the most directly comparable GAAP measures for the three and six months ended June 30, 2016 and 2015 is set forth in the tables herein.

Adjusted Operating Results

We have supplemented the presentation of our reported GAAP gross profit, selling and distribution expenses, general and administrative expenses, total operating costs and expenses, operating income, interest expense, net income (loss) and earnings per diluted share, with non-GAAP measures that adjust the GAAP measures to exclude the impact of the following (as applicable):

  • asset impairment charges;
  • incremental non-cash trademark amortization triggered by the launch of a national fresh white milk brand;
  • gains or losses related to discontinued operations and divestitures;
  • facility closing, reorganization and realignment costs;
  • costs associated with the early retirement of long-term debt;
  • debt issuance costs;
  • gains (losses) on the mark-to-market of our derivative contracts;
  • closed deal costs;
  • interest accretion in connection with litigation settlements;
  • income tax impacts of the foregoing adjustments; and
  • adjustments to normalize our income tax expense at a rate of 38%.

We believe these non-GAAP measures provide useful information to investors by excluding expenses, gains or losses that are not indicative of the company's core operating performance. In addition, we cannot predict the timing and amount of gains or losses associated with such items. We believe these non-GAAP measures provide more accurate comparisons of our ongoing business operations and are better indicators of trends in our underlying business. In addition, these adjustments are consistent with how management views our business. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating the company's ongoing performance. Further, adjusted gross profit and adjusted operating income are used by management to evaluate key performance indicators of brand mix and low cost, respectively.

Adjusted EBITDA

Adjusted EBITDA is defined as net income before interest expense, income tax expense, depreciation and amortization, as further adjusted to exclude the impact of the adjustments discussed under "Adjusted Operating Results" above (other than the normalized income tax rate, as Adjusted EBITDA excludes the full amount of income tax expense). This information is provided to assist investors in making meaningful comparisons of our operating performance between periods and to view our business from the same perspective as our management.  We believe Adjusted EBITDA is a useful measure for analyzing the performance of our business and is a widely-accepted indicator of our ability to incur and service indebtedness and generate free cash flow. We also believe that EBITDA measures are commonly reported and widely used by investors and other interested parties as measures of a company's operating performance and debt servicing ability because such measures assist in comparing performance on a consistent basis without regard to capital structure, depreciation or amortization (which can vary significantly) and non-operating factors (such as historical cost).

Total Leverage Ratio

Our total leverage ratio is calculated as net debt divided by Bank EBITDA for the trailing four quarters. Net debt is calculated as consolidated funded indebtedness in accordance with our credit agreement, except on an all cash netted basis. Bank EBITDA is calculated as Adjusted EBITDA, as further adjusted to exclude certain non-cash and non-recurring or extraordinary expenses as permitted in calculating covenant compliance under our credit agreement. Management believes analysts and investors commonly use our total leverage ratio as indicators of our ability to service existing debt and our liquidity.

Free Cash Flow

We define Free Cash Flow as net cash provided by operating activities from continuing operations less cash payments for capital expenditures. We believe Free Cash Flow is a meaningful non-GAAP measure that offers supplemental information and insight regarding the liquidity of our operations and our ability to generate sufficient cash flow to, among other things, repay debt, invest in our business and repurchase shares of our common stock. A limitation of Free Cash Flow is that it does not represent the total increase or decrease in the cash balance for the period.

Conference Call/Webcast

A webcast to discuss the Company's financial results and outlook will be held at 9:00 a.m. ET today and may be heard live by visiting the "Webcast" section of the Company's website at http://www.deanfoods.com. A slide presentation will accompany the webcast.

About Dean Foods

Dean Foods® is a leading food and beverage company and the largest processor and direct-to-store distributor of fresh fluid milk and other dairy and dairy case products in the United States. Headquartered in Dallas, Texas, the Dean Foods portfolio includes DairyPure®, the country's first and largest fresh, white milk national brand, and TruMoo®, the leading national flavored milk brand, along with well-known regional dairy brands such as Alta Dena®, Berkeley Farms®, Country Fresh®, Dean's®, Friendly's®, Garelick Farms®, LAND O LAKES®* milk and cultured products*, Lehigh Valley Dairy Farms®, Mayfield®, McArthur®, Meadow Gold®, Oak Farms®, PET®**, T.G. Lee®, Tuscan® and more. In all, Dean Foods has more than 50 national, regional and local dairy brands as well as private labels. Dean Foods also makes and distributes ice cream, cultured products, juices, teas, and bottled water. Almost 17,000 employees across the country work every day to make Dean Foods the most admired and trusted provider of wholesome, great-tasting dairy products at every occasion. For more information about Dean Foods and its brands, visit www.deanfoods.com.

*The LAND O LAKES brand is owned by Land O'Lakes, Inc. and is used by license.

**PET is a trademark used by license.

Some of the statements made in this press release are "forward-looking" and are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995, including statements relating to: (1) our financial forecast, including projected sales (including specific product lines and the Company as a whole), price realization, profit margins, net income, earnings per share, free cash flow, our leverage ratio and debt covenant compliance, (2) the Company's regional and national branding and marketing initiatives, (3) the Company's innovation, research and development plans and its ability to successfully launch new products or brands, (4) commodity prices and other inputs and the Company's ability to forecast or predict commodity prices, milk production and milk exports, (5) the Company's cost-savings initiatives, including plant closures and route reductions, and its ability to achieve expected savings, (6) planned capital expenditures, (7) the status of the Company's litigation matters,  (8) the Company's plans related to its capital structure, (9) the Company's dividend policy, (10) possible repurchases of shares of the Company's common stock, and (11) potential acquisitions. These statements involve risks and uncertainties that may cause results to differ materially from those set forth in this press release, including the risks disclosed by the Company in its filings with the Securities and Exchange Commission. Financial projections are based on a number of assumptions.  Actual results could be materially different than projected if those assumptions are erroneous.  The cost and supply of commodities and other raw materials are determined by market forces over which the Company has limited or no control. Sales, operating income, net income, debt covenant compliance, financial performance and earnings per share can vary based on a variety of economic, governmental and competitive factors, which are identified in the Company's filings with the Securities and Exchange Commission. The Company's ability to profit from its branding and marketing initiatives depends on a number of factors including consumer acceptance of its products.  The declaration and payment of cash dividends under the Company's dividend policy remains at the sole discretion of the Board of Directors and will depend upon its financial results, cash requirements, future prospects, restrictions in its credit agreement and debt covenant compliance, applicable law and other factors that may be deemed relevant by the Board. All forward-looking statements in this press release speak only as of the date of this press release.  The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in its expectations with regard thereto or any changes in the events, conditions or circumstances on which any such statement is based except as required by law.

CONTACT: Corporate Communications, Jamaison Schuler, +1-214-721-7766; or Investor Relations, Sherri Baker, +1-214-303-3438

 

DEAN FOODS COMPANY

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share data)





Three months ended
 June 30,


Six months ended
 June 30,



2016


2015


2016


2015








 Net sales


$

1,848,788


$

2,014,706


$

3,727,616


$

4,065,468

 Cost of sales


1,355,535


1,519,065


2,730,295


3,091,518

   Gross profit


493,253


495,641


997,321


973,950

Operating costs and expenses:









  Selling and distribution


331,150


338,092


664,037


676,276

  General and administrative


86,614


87,243


171,765


174,719

  Amortization of intangibles


4,120


8,206


10,445


8,912

  Facility closing and reorganization costs, net


(1,400)


5,408


(234)


6,653

  Impairment of intangible assets





109,910

  Total operating costs and expenses


420,484


438,949


846,013


976,470

Operating income (loss)

72,769


56,692


151,308


(2,520)

  Other (income) expense:








  Interest expense

16,830


16,974


33,706


33,502

  Other income, net


(2,210)


(294)


(3,207)


(740)

  Loss on early retirement of long-term debt




43,609

Income (loss) from continuing operations before income taxes


58,149


40,012


120,809


(78,891)

Income tax expense (benefit)


24,778


13,493


48,237


(31,759)

Income (loss) from continuing operations


33,371


26,519


72,572


(47,132)

Loss on sale of discontinued operations, net of tax





(89)

  Net income (loss)


$

33,371


$

26,519


$

72,572


$

(47,221)










 Average common shares:









   Basic


91,245


94,386


91,407


94,308

   Diluted


91,680


94,900


91,995


94,308










 Basic earnings per common share:









   Income (loss) from continuing operations


$

0.37


$

0.28


$

0.79


$

(0.50)

   Loss from discontinued operations





   Net income (loss)

$

0.37


$

0.28


$

0.79


$

(0.50)










 Diluted earnings per common share:








   Income (loss) from continuing operations


$

0.36


$

0.28


$

0.79


$

(0.50)

   Loss from discontinued operations






   Net income (loss)

$

0.36


$

0.28


$

0.79


$

(0.50)

 

DEAN FOODS COMPANY

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands)



 ASSETS


June 30, 2016


December 31, 2015

 Cash and cash equivalents


$



23,810


$



60,734

 Other current assets


950,661


1,016,829

   Total current assets


974,471


1,077,563

 Property, plant and equipment, net


1,153,061


1,174,137

 Intangibles and other assets, net


409,814


268,463

 Total Assets


$



2,537,346


$



2,520,163











LIABILITIES AND STOCKHOLDERS' EQUITY





 Total current liabilities, excluding debt


$



642,208


$



760,402

 Total long-term debt, including current portion


908,754


834,573

 Other long-term liabilities


405,677


379,684

 Total stockholders' equity


580,707


545,504

 Total Liabilities and Stockholders' Equity


$



2,537,346


$



2,520,163

 

DEAN FOODS COMPANY

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)





Six months ended
 June 30,

Operating Activities


2016


2015

Net cash provided by operating activities


$

125,319


$

271,771






Investing Activities





Payments for property, plant and equipment


(45,752)


(48,051)

Payments for acquisitions, net of cash acquired


(157,321)


Proceeds from sale of fixed assets


10,711


12,815

  Net cash used in investing activities


(192,362)


(35,236)






 Financing Activities





 Net proceeds from debt


72,405


394,099

 Early retirement of long-term debt



(476,188)

 Premiums paid on early retirement of long-term debt



(37,309)

 Payments of financing costs



(15,091)

 Repurchase of common stock


(25,000)


 Cash dividends paid


(16,514)


(13,212)

 Issuance of common stock, net of share repurchases for withholding taxes


(646)


939

 Other


699


199

   Net cash provided by (used in) financing activities


30,944


(146,563)

   Effect of exchange rate changes on cash and cash equivalents


$

(825)


$

(644)

 Change in cash and cash equivalents


$

(36,924)


$

89,328

 Cash and cash equivalents, beginning of period


60,734


16,362

 Cash and cash equivalents, end of period


$

23,810


$

105,690

 

 

DEAN FOODS COMPANY

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

(In thousands, except per share data)



Three months ended
 June 30, 2016




Asset write-
downs
and (gain)
loss on
 sale of
assets


Closed deal
costs


Facility
closing
and
reorganization
costs, net


Loss on
early
 retirement
of debt


Mark-to-
market
on
derivative
contracts


Other
adjustments


Income
 tax




GAAP


(a)


(b)


(c)


(d)


(e)


(f)


(g)


Adjusted*



















 Gross profit

$


493,253


$



$



$



$



$


(3,120)


$



$



$


490,133



















 Selling and distribution

331,150






5,564




336,714



















 General and administrative

86,614



(4,083)







82,531



















 Total operating costs and 
     expenses

420,484


(3,384)


(4,083)


1,400



5,564




419,981



















 Operating income

72,769


3,384


4,083


(1,400)



(8,684)




70,152



















 Interest expense

16,830







(218)



16,612



















 Net income

33,371


3,384


4,083


(1,400)



(8,684)


218


3,592


34,564



















 Diluted earnings per share

$


0.36


$


0.04


$


0.05


$


(0.02)


$



$


(0.09)


$



$


0.04


$


0.38






Three months ended
 June 30, 2015






Asset write-
downs
and (gain)
loss on
 sale of
assets


Closed deal
costs


Facility
closing
and
reorganization
costs, net


Loss on
early
 retirement
of debt


Mark-to-
market
on
derivative
contracts


Other
adjustments


Income
 tax




GAAP


(a)


(b)


(c)


(d)


(e)


(f)


(g)


Adjusted*



















 Gross profit

$

495,641


$



$



$



$


$


140


$



$



$


495,781



















 Selling and distribution

338,092






2,196




340,288



















 General and administrative

87,243







(6)



87,237



















 Total operating costs and 
     expenses

438,949


(7,422)



(5,408)



2,196


(6)



428,309



















 Operating income

56,692


7,422



5,408



(2,056)


6



67,472



















 Interest expense

16,974







(426)



16,548



















 Net income

26,519


7,422



5,408



(2,056)


432


(5,971)


31,754



















 Diluted earnings per share

$

0.28


$


0.08


$



$


0.05


$


$


(0.02)


$



$


(0.06)


$


0.33


* See Notes to Earnings Release Tables

 

 

DEAN FOODS COMPANY

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

(In thousands, except per share data)




Six months ended
 June 30, 2016




Asset write-
downs
and (gain)
loss on
 sale of
assets


Closed
deal
costs


Facility
closing
and
reorganization
costs, net


Loss on
early
 retirement
of debt


Mark-to-
market
on
derivative
contracts


Other
adjustments


Income
 tax




GAAP


(a)


(b)


(c)


(d)


(e)


(f)


(g)


Adjusted*



















 Gross profit

$


997,321


$



$



$



$



$


(2,587)


$



$



$


994,734



















 Selling and distribution

664,037






8,242




672,279



















 General and administrative

171,765



(4,083)







167,682



















 Total operating costs and 
     expenses

846,013


(8,973)


(4,083)


234



8,242




841,433



















 Operating income

151,308


8,973


4,083


(234)



(10,829)




153,301



















 Interest expense

33,706







(436)



33,270



















 Net income

72,572


8,973


4,083


(234)



(10,829)


436


1,405


76,406



















 Diluted earnings per share

$


0.79


$


0.10


$


0.04


$



$



$


(0.12)


$



$


0.02


$


0.83




















Six months ended
 June 30, 2015






Asset write-
downs
and (gain)
loss on
 sale of
assets


Closed
deal
costs


Facility
closing
and
reorganization
costs, net


Loss on
early
 retirement
of debt


Mark-to-
market
on
derivative
contracts


Other
adjustments


Income
 tax




GAAP


(a)


(b)


(c)


(d)


(e)


(f)


(g)


Adjusted*



















 Gross profit

$


973,950


$



$



$



$



$


(1,141)


$



$


$


972,809



















 Selling and distribution

676,276






1,206




677,482



















 General and administrative

174,719







12



174,731



















 Total operating costs and 
     expenses

976,470


(117,332)



(6,653)



1,206


12



853,703



















 Operating income (loss)

(2,520)


117,332



6,653



(2,347)


(12)



119,106



















 Interest expense

33,502







(852)



32,650



















 Net income (loss)

(47,221)


117,332



6,653


43,609


(2,347)


929


(64,895)


54,060



















 Diluted earnings (loss) per share (h)

$


(0.50)


$


1.25


$



$


0.06


$

0.46


$


(0.02)


$


0.01


$


(0.69)


$


0.57


* See Notes to Earnings Release Tables

 

DEAN FOODS COMPANY

Reconciliation of Non-GAAP Financial Measures*

(Unaudited)

(In thousands, except ratio data)





Three months ended
 June 30,


Six months ended
 June 30,


Trailing twelve
months ended
 June 30,



2016


2015


2016


2015


2016

 Reconciliation of Net Income to Adjusted EBITDA and











 Bank EBITDA












 Net income (loss)


$

33,371


$

26,519


$

72,572


$

(47,221)


$

111,283

 Interest expense


16,830


16,974


33,706


33,502



67,017

 Income tax expense (benefit)


24,778


13,493


48,237


(31,759)



74,767

 Depreciation and amortization


41,403


46,405


85,029


84,302



172,058

 Asset write-downs and (gain) loss on sale of assets (a)





109,910



 Closed deal costs (b)


4,083



4,083




4,083

 Facility closing and reorganization costs, net (c)


(1,400)


5,408


(234)


6,653



12,957

 Loss on early retirement of debt (d)





43,609



 Mark-to-market on derivative contracts (e)


(8,684)


(2,056)


(10,829)


(2,347)



(2,513)

 Other adjustments (f)



6



77



344

 Adjusted EBITDA


$

110,381


$

106,749


$

232,564


$

196,726



439,996













 Non-cash share-based compensation expense











8,750

 Bank EBITDA










$

448,746

 






June 30, 2016

 Reconciliation of net debt and total leverage ratio



 Total long-term debt, including current portion


$

908,754

 Unamortized discounts and debt issuance costs


10,862

 Cash and cash equivalents


(23,810)

 Net debt


$

895,806

 Bank EBITDA


448,746

 Total leverage ratio


2.00




 







Six months ended
 June 30,







2016


2015

Reconciliation of Free Cash Flow provided by (used in) continuing operations





 Net cash provided by operating activities


$

125,319


$

271,771

 Payments for property, plant and equipment


(45,752)


(48,051)

  Free Cash Flow provided by continuing operations


$

79,567


$

223,720

* See Notes to Earnings Release Tables

 

DEAN FOODS COMPANY

Reconciliation of Non-GAAP Financial Measures*

(Unaudited)




Three months ended
 September 30, 
 2016

Reconciliation of Diluted Adjusted Earnings Per Share Guidance




Diluted GAAP Earnings per share guidance

$0.28 - $0.36

Trademark amortization (a)

0.03

Facility closing and reorganization costs, net (c)

0.01

Mark-to-market on commodity derivative contracts (e)

Diluted Adjusted Earnings per share guidance

$0.32 - $0.40

      * See Notes to Earnings Release Tables

 

Notes to Earnings Release Tables




For the three and six months ended June 30, 2016 and 2015, the adjusted results and certain other non-GAAP financial measures differ from the Company's results under GAAP due to the exclusion of expenses, gains or losses associated with certain transactions and other non-recurring items that we believe are not indicative of our core operating results. For additional information on our non-GAAP financial measures, see the section entitled "Non-GAAP Financial Measures" in this release.





(a)

In conjunction with our decision to launch DairyPure in the first quarter of 2015, we reclassified certain of our indefinite-lived trademarks to finite-lived, resulting in a triggering event for impairment testing purposes. The related adjustment reflects the elimination of the following:



i.

A non-cash charge of $109.9 million ($68.7 million net of tax) in the first quarter of 2015 related to the impairment of certain intangible assets, and $7.4 million of related amortization expense in the second quarter of 2015; and



ii.

Amortization expense recorded on these finite-lived trademarks of $3.4 million and $9.0 million for the three and six months ended June 30, 2016, respectively.



(b)  

The adjustment reflects the elimination of $4.1 million in expenses related to the acquisition of Friendly's Ice Cream Holdings Corp. completed on June 20, 2016.



(c) 

The adjustment reflects the elimination of severance charges and non-cash asset impairments, net of (gains) losses on related asset sales, for approved facility closings and restructuring plans.



(d) 

During the first quarter of 2015, we redeemed the remaining outstanding principal amount of $476.2 million of our 2016 senior notes.  The adjustment reflects the related elimination of the following:



i.

A $38.3 million pre-tax loss on the early extinguishment of debt in the first quarter of 2015, which consisted of debt redemption premiums of $37.3 million, a write-off of unamortized debt issue costs of $0.8 million, and a write-off of the remaining bond discount and interest rate swaps of $0.2 million; and



ii.

In conjunction with the execution of our current credit agreement and the amendment of our receivables-backed facility in the first quarter of 2015, the write-off of unamortized debt issue costs related to our previous credit facility of $5.3 million. 



(e)

The adjustment reflects the elimination of the (gain) loss on the mark-to-market of our commodity derivative contracts. All of our commodity derivative contracts are marked to market in our statement of operations during each reporting period with a corresponding derivative asset or liability on our balance sheet.



(f)

The adjustment reflects the elimination of the following:



 i.

Interest accretion in connection with the settlement of a previously disclosed dairy farmer class action lawsuit filed in the United States District Court for the Eastern District of Tennessee.  The Court granted final approval of the settlement agreement on June 15, 2012 and the final installment payment was made in June of 2016; and



ii.

A taxing authority settlement of certain contingent obligations that we retained in connection with prior discontinued operations.



(g) 

The adjustment reflects the income tax impact of adjustments (a) through (f) and an adjustment to our income tax expense (benefit) to reflect income tax at a tax rate of 38%, which we believe represents our normalized long-term effective tax rate as a U.S. domiciled business.



(h)

Includes an adjustment to diluted shares outstanding to reflect an add-back of approximately 454 thousand dilutive shares, which were anti-dilutive for GAAP purposes.


 

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SOURCE Dean Foods Company