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Q4 and YTD 2018 ResultsFebruary 22, 2019
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Safe Harbor StatementsForward Looking Statements: This presentation contains forward-looking statements within the meaning of Section27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and applicable Canadiansecurities laws conveying management's expectations as to the future based on plans, estimates and projections atthe time the Company makes the statements. Forward-looking statements involve inherent risks and uncertaintiesand the Company cautions you that a number of important factors could cause actual results to differ materially fromthose contained in any such forward-looking statement. The forward looking statements in this presentation includebut are not limited to statements regarding estimated revenues and free cash flows. The forward-looking statementsare based on assumptions regarding management’s current plans and estimates. Factors that could cause actualresults to differ materially from those described in this presentation include, among others: risks relating to anyunforeseen changes to or effects on liabilities, future capital expenditures, revenues, expenses, earnings, synergies,indebtedness, financial condition, losses and future prospects; and the effect of economic, competitive, legal,governmental and technological factors on Cott’s business. The foregoing list of factors is not exhaustive. Readersare cautioned not to place undue reliance on these forward-looking statements, which speak only as of the datehereof. Readers are urged to carefully review and consider the various disclosures, including but not limited to riskfactors contained in the Company's Annual Report in the Form 10-K and its quarterly reports on Form 10-Q, as wellas other periodic reports filed with the securities commissions. The Company does not, except as expressly requiredby applicable law, undertake to update or revise any of these statements in light of new information or future events.
Non-GAAP Measures: The Company routinely supplements its reporting of GAAP measures by utilizing certain non-GAAP measures to separate the impact of certain items from its underlying business results. Since the Companyuses these non-GAAP measures in the management of its business, management believes this supplementalinformation, including on a pro forma basis, is useful to investors for their independent evaluation and understandingof Cott’s business. The non-GAAP financial measures described above are in addition to, and not meant to beconsidered superior to, or a substitute for, the Company's financial statements prepared in accordance with GAAP.In addition, the non-GAAP financial measures included in this presentation reflect management's judgment ofparticular items, and may be different from, and therefore may not be comparable to, similarly titled measuresreported by other companies. A copy of this presentation may be found on www.cott.com. Please see Appendix tothis presentation and the exhibits to the earnings release for the fourth quarter and year ended December 29, 2018for reconciliations to the most directly comparable GAAP measures.
Key Focus Areas 2019
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Agenda
2018 Operating Segment Results
2018 Financial Results
Key takeaways and 2018 highlights
2019 Expectations
Revenues up 2018 Financial Highlights
Cott 2018 Highlights
$2,373M
Revenue
+5%
Adj. EBITDA
+6%
Normalized Adj. FCF*
+60%
$312M$125M
4*See Slide 10 for details
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2018 Capital Deployment Highlights
- $1 billion plus debt reduction
- $100 million plus returned to shareholders through share buybacks and dividends
- Exceeded our goal of $40 to $60 million of annual tuck-ins
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$1,900
$2,000
$2,100
$2,200
$2,300
$2,400
$2,500
2016 2017 2018 2019E
PF Revenue
2016 – 2019 Pro Forma Revenue CAGR
CAGR: ~4.5%
(1) 2016 revenue excludes RCI/Concentrate division and includes pro forma for full year of operations for Eden Springs and S&D Coffee and Tea(2) 2017 revenue excludes RCI/Concentrate division (3) 2018 revenue excludes RCI/Concentrate division (4) 2019E estimated revenue excludes RCI/Concentrate division
(1) (2) (3) (4)
In millions of U.S. dollars
Fourth Quarter and Fiscal Year Consolidated Financial Performance
Source: Cott Management
*See appendix for NON-GAAP reconciliation schedules7
FOURTH QUARTERQ4 2018 Q4 2017 ∆%
NET REVENUE(in Millions) $599 $571 +5%
NET REVENUE, ADJUSTED*(In Millions) $611 $571 +7%
OPERATING INCOME(In Millions) $4 ($0) n/a
ADJUSTED EBITDA*(In Millions) $72 $70 +2%
ADJUSTED FREE CASH FLOW*(In Millions) $65 $20 +226%
FULL YEAR
2018 2017 ∆%NET REVENUE(in Millions) $2,373 $2,270 +5%
NET REVENUE, ADJUSTED*(In Millions) $2,383 $2,270 +5%
OPERATING INCOME(In Millions) $59 $44 +34%
ADJUSTED EBITDA*(In Millions) $312 $296 +6%
ADJUSTED FREE CASH FLOW*(In Millions) $150 $78 +91%
Net Returns to Shareholders
Share Buybacks $29 million
$37 million +264%
Dividends $8 million
Net Returns to Shareholders
Share Buybacks $75 million
$108 million +191%
Dividends $33 million
Route Based Services - Fourth Quarter and Fiscal Year Financial Performance
Source: Cott Management(1) Ending customer base(2) 5-gallon and 3-gallon (5G/3G) returnable water volume(3) 5G/3G average selling price (A.S.P.) calculated as a function of 5G/3G HOD revenue and 5G/3G returnable volume*See appendix for NON-GAAP reconciliations
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Q4 2018 Q4 2017 ∆%NET REVENUE(in Millions) $393 $367 +7%
NET REVENUE, ADJUSTED*(In Millions) $397 $367 +8%
OPERATING INCOME(In Millions) $7 $12 -41%
2018 2017 ∆%NET REVENUE(in Millions) $1,600 $1,502 +7%
NET REVENUE, ADJUSTED*(In Millions) $1,592 $1,502 +6%
OPERATING INCOME(In Millions) $85 $74 +14%
FOURTH QUARTER
FULL YEAR
+5% +4% +3%
Customers(1) Volume(2) A.S.P(3)
+5% +4% +2%
Customers(1) Volume(2) A.S.P(3)
Coffee, Tea and Extract Solutions - Fourth Quarter and Fiscal Year Financial Performance
Source: Cott Management(1) 2017 coffee and tea volume adjusted to exclude estimated impact of additional trading days*See appendix for NON-GAAP reconciliations, including change in average cost of green coffee and trading days impact
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FULL YEAR
Q4 2018 Q4 2017 ∆%NET REVENUE(in Millions) $156 $162 -4%
NET REVENUE, ADJUSTED*(In Millions) $162 $162 -%
OPERATING INCOME(In Millions) $4 $3 +36%
2018 2017 ∆%NET REVENUE(in Millions) $588 $602 -2%
NET REVENUE, ADJUSTED*(In Millions) $608 $602 +1%
OPERATING INCOME(In Millions) $16 $16 +1%
FOURTH QUARTER
Flat
Coffee and TeaVolume
Liquid ExtractsVolume
+4%
Flat
Coffee and TeaVolume(1)
Liquid ExtractsVolume
+30%
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2019 Revenue Expectations
2019 Adj. Free Cash Flow Expectations Bridge
2019E 2018 ∆%NET REVENUE(In Billions) $2.4 $2.4
LESS: RCI/CONCENTRATE DIVISION(In Millions) ($10) ($81)
PRO FORMA REVENUE(In Billions) $2.4 $2.3 4% - 5%
2018 ADJUSTED FREE CASH FLOW* $150
LESS: WORKING CAPITAL BENEFIT ($25)
NORMALIZED ADJUSTED FREE CASH FLOW $125
GROWTH, INTEREST AND SYNERGIES $20
TUCK-IN BENEFITS $5 - $10
2019E ADJUSTED FREE CASH FLOW $150+
(1)
Source: Cott Management(1) Net of RCI/Concentrate division*See appendix for NON-GAAP reconciliations
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2019 Key Focus Areas
VALUATION GAP
2019 ONGOING INITIATIVES• Customers• Pricing• Channel Penetration and Expansion
ENVIRONMENTAL, SOCIAL AND GOVERNANCE - ESG
The investments and service focus have delivered results but opportunity remains…
Route Based Service U.S. - Improved Customer Retention (1)
Route Based Services U.S. - Retention Over Time
Adjusted Cooler Retention
Avg. Tenure per Water Delivery Services Customer in Years
75.0%
77.4%79.1%
81.7%80.8%
81.7%80.8%
81.8% 82.2% 83.0%
70.0%
75.0%
80.0%
85.0%
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
3.7 3.8 3.9 4.1 4.2 4.3 4.4 4.4 4.6 4.7
0.0
1.0
2.0
3.0
4.0
5.0
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
Source: Cott Management.(1) Adjusted year-over-year cooler retention rates exclude the impact of customers that terminated service in the same year they started the service.
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Appendix
Cott Consolidated2017 and 2018 Revenue and Adjusted EBITDA Seasonality and 2019E Interest Payments Phasing
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Fiscal Year 2017 and 2018 Revenue Seasonality* Fiscal Year 2017 and 2018 Adj. EBITDA Seasonality* 2019E Interest Cash Payments – Senior Notes
0%
5%
10%
15%
20%
25%
30%
Q1 Q2 Q3 Q4
2017 2018
0%
5%
10%
15%
20%
25%
30%
35%
Q1 Q2 Q3 Q4
2017 2018
0%
10%
20%
30%
40%
50%
60%
Q1 Q2 Q3 Q4
2019E
*Source: Quarterly Form 10-Q and annual Form 10-K, continuing operations.
2018 Pro Forma Quarterly Revenue and Adjusted EBITDAUnaudited
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2018PF Cott 2018PF Route Based Services 2018 Coffee, Tea, and Extract Solutions
Source: Cott Management(1) Cott 2018 pro forma excludes RCI/Concentrate division (2) Route Based Services 2018 pro forma includes UK/Aimia division. Intercompany sales have been eliminated within pro forma figures.(3) See slide 18 for Non-GAAP reconciliations(4) See slide 19 for Non-GAAP reconciliations(5) See slide 20 for Non-GAAP reconciliations(6)Reporting segment adjusted EBITDA calculated before allocation of corporate expenses
$543
$582 $589 $579
Q1 Q2 Q3 Q4
Revenue
$398
$438 $450
$425
Q1 Q2 Q3 Q4
Revenue
$146 $146 $140
$156
Q1 Q2 Q3 Q4
Revenue
$64 $81 $92
$70
Q1 Q2 Q3 Q4
Adj. EBITDA
(1)
(1)(3)
$60 $78
$88
$64
Q1 Q2 Q3 Q4
Adj. EBITDA
(2)
(2)(4)(6)
$11 $9 $8 $12
Q1 Q2 Q3 Q4
Adj. EBITDA(5)(6)
Cott CorporationAdjusted Revenue - NON-GAAP ReconciliationUnaudited
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(In millions of U.S. dollars)For the Three Months Ended December 29, 2018
Route Based Services
Coffee, Tea and Extract Solutions All Other Eliminations Cott (a)
Net Revenue, AS REPORTED $ 392.5 $ 155.8 $ 52.8 $ (1.9) $ 599.2 Impact of foreign exchange (b) $ 4.5 $ - $ 1.2 $ - $ 5.7 Impact of change in average cost of green coffee (c) $ - $ 5.9 $ - $ - $ 5.9 Adjusted revenue, net $ 397.0 $ 161.7 $ 54.0 $ (1.9) $ 610.8
For the Year Ended December 29, 2018Route Based
ServicesCoffee, Tea and
Extract Solutions All Other Eliminations Cott (a)
Net Revenue, AS REPORTED $ 1,599.9 $ 587.6 $ 191.6 $ (6.2) $ 2,372.9 Impact of foreign exchange (b) $ (9.5) $ - $ (2.3) $ - $ (11.8)Impact of change in average cost of green coffee (c) $ - $ 15.2 $ - $ - $ 15.2 Impact of fewer trading days (d) $ 1.3 $ 4.9 $ 0.2 $ - $ 6.4 Adjusted revenue, net $ 1,591.7 $ 607.7 $ 189.5 $ (6.2) $ 2,382.7
(a) Cott operates through the following reporting segments: Route Based Services, Coffee, Tea and Extract Solutions and All Other.
(b) Impact of foreign exchange is the difference between the current period revenue translated utilizing the current period average foreign exchange rates less the current period revenue translated utilizing the prior period average foreign exchange rates.
(c) Impact of change in average cost of green coffee represents the difference between the average cost per pound of green coffee in the current period compared to the average cost per pound of green coffee in the prior period multiplied by the pounds of coffee sold in the current period.
(d) Our Eden business had two fewer trading days, our S&D business had three fewer trading days, and our Aimia business had one fewer trading day for the year ended December 29, 2018 as compared to the prior year.
Cott CorporationAdjusted EBITDA - NON-GAAP ReconciliationUnaudited
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For the Three Months Ended For the Year Ended(In millions of U.S. dollars) December 29, 2018 December 30, 2017 December 29, 2018 December 30, 2017
Net income (loss) from continuing operations $ 3.6 $ 9.5 $ 28.9 $ (3.6)Interest expense, net 19.3 23.4 77.6 85.5 Income tax benefit (8.8) (31.0) (4.8) (30.0)Depreciation and amortization 48.9 46.8 194.6 188.6 EBITDA $ 63.0 $ 48.7 $ 296.3 $ 240.5
Acquisition and integration costs(a)(b)( c) 4.5 8.7 15.3 30.4 Share-based compensation costs(d) 2.2 5.3 18.4 14.0 Commodity hedging loss (gain), net(e) - 1.6 0.3 (0.3)Foreign exchange and other losses (gains), net(f) 0.1 (0.9) (10.7) (2.0)Loss on disposal of property, plant and equipment, net(g) 5.6 5.4 9.4 11.1 Gain on extinguishment of long-term debt(h) - - (7.1) (1.5)Gain on sale(i) - - (6.0) -Other adjustments, net(b)(j) (3.5) 1.6 (3.9) 3.4 Adjusted EBITDA $ 71.9 $ 70.4 $ 312.0 $ 295.6
For the Three Months Ended For the Year Ended
Location in Consolidated Statements of Operations December 29, 2018
December 30, 2017
December 29, 2018
December 30, 2017
(Unaudited) (Unaudited) (c) Acquisition and integration costs Acquisition and integration expense $ 4.5 $ 8.7 $ 15.3 $ 30.4 (d) Share-based compensation costs Selling, general and administrative expenses 2.2 5.3 18.4 14.0 (e) Commodity hedging loss (gain), net Cost of sales - 1.6 0.3 (0.3)(f) Foreign exchange and other losses (gains), net Other income, net 0.1 (0.9) (10.7) (2.0)(g) Loss on disposal of property, plant and equipment, net Loss on disposal of property, plant and equipment, net 5.6 5.4 9.4 11.1 (h) Gain on extinguisment of long-term debt Other income, net - - (7.1) (1.5)(i) Gain on sale Other income, net - - (6.0) -(j) Other adjustments, net Other income, net (8.3) - (14.9) (3.0)
Selling, general and administrative expenses 3.9 1.6 8.8 6.4 Cost of sales 0.9 - 2.2 -
(a) Includes an increase of $0.5 million and a reduction of $1.1 million of share-based compensation costs for the three months and year ended December 29, 2018, respectively, related to awards granted in connection with the acquisition of our S&D and Eden businesses and an increase of $1.1 million and $3.5 million of share-based compensation costs for the three months and year ended December 30, 2017, respectively, related to awards granted in connection with the acquisition of our S&D and Eden businesses.
(b) With the adoption of Accounting Standards Update 2017-07, “Compensation-Retirement Benefits (Topic 715),” the gain on pension curtailment of $4.5 million that was previously recorded to acquisition and integration costs was reclassified to other adjustments, net for the year ended December 30, 2017. This reclassification had no effect on Adjusted EBITDA for the year ended December 30, 2017.
Cott Corporation - 2018 Pro Forma Adjusted EBITDANON-GAAP ReconciliationUnaudited
18Source: Cott Management* RCI/Concentrate division Adjusted EBITDA calculated before applying corporate allocations
(in millions of U.S. dollars) For the Three Months Ended For the Year Ended
March 31, 2018 June 30, 2018 September 29, 2018
December 29, 2018 December 29, 2018
Operating income $ 6.1 $ 20.7 $ 27.8 $ 4.2 $ 58.8 Other income 20.2 12.2 0.6 9.9 42.9 Depreciation and amortization 47.4 48.7 49.6 48.9 194.6 Acquisition and integration costs 5.0 4.2 1.6 4.5 15.3 Share-based compensation costs 2.4 3.6 10.2 2.2 18.4 Commodity hedging loss (gain), net 0.3 - - - 0.3 Foreign exchange and other losses (gains), net (8.2) (3.0) 0.4 0.1 (10.7)Loss on disposal of property, plant and equipment, net 1.3 1.3 1.2 5.6 9.4 Gain on extinguishment of long-term debt (7.1) - - - (7.1)Gain on sale - (6.0) - - (6.0)Other adjustments, net (2.9) 1.1 1.4 (3.5) (3.9)Adjusted EBITDA $ 64.5 $ 82.8 $ 92.8 $ 71.9 $ 312.0
Less: RCI/Concentrate division Adjusted EBITDA* (0.4) (1.4) (1.2) (2.1) (5.1)
Pro Forma Adjusted EBITDA $ 64.1 $ 81.4 $ 91.6 $ 69.8 $ 306.9
Route Based Services Reporting Segment2018 Pro Forma* Adjusted EBITDA**NON-GAAP Reconciliation - UnauditedUnaudited
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Source: Cott Management* Route Based Services 2018 pro forma includes UK/Aimia division** Reporting segment adjusted EBITDA calculated before allocation of corporate expenses
(in millions of U.S. dollars) For the Three Months Ended For the Year Ended
March 31, 2018
June 30, 2018
September 29, 2018
December 29, 2018
December 29, 2018
Operating income $ 14.2 $ 27.9 $ 38.6 $ 9.3 $ 90.0 Other income 8.6 8.5 0.5 (1.5) 16.1 Depreciation and amortization 41.4 42.9 43.5 42.9 170.7 Acquisition and integration costs 2.3 2.9 2.4 3.0 10.6 Share-based compensation costs 0.6 0.9 1.1 0.7 3.3 Commodity hedging loss (gain), net - - - - -Foreign exchange and other losses (gains), net (1.3) - (0.5) 2.0 0.2 Loss on disposal of property, plant and equipment, net 1.3 1.3 1.3 4.8 8.7 Gain on extinguishment of long-term debt (7.1) - - - (7.1)Gain on sale - (6.0) - - (6.0)Other adjustments, net 0.4 (0.2) 1.0 3.0 4.2 Adjusted EBITDA $ 60.4 $ 78.2 $ 87.9 $ 64.2 $ 290.7
Coffee, Tea, and Extract Solutions Reporting Segment2018 Adjusted EBITDA*NON-GAAP Reconciliation - Unaudited
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(in millions of U.S. dollars)For the Three Months Ended For the Year
Ended
March 31, 2018 June 30, 2018 September 29, 2018
December 29, 2018
December 29, 2018
Operating income $ 4.1 $ 3.2 $ 5.0 $ 3.8 $ 16.1 Other income 0.1 0.1 0.3 0.4 0.9 Depreciation and amortization 5.7 5.7 5.8 5.7 22.9 Acquisition and integration costs 0.3 0.3 (2.6) 0.1 (1.9)Share-based compensation costs - - - 0.1 0.1 Commodity hedging loss (gain), net 0.3 - - - 0.3 Foreign exchange and other losses (gains), net - - - - -Loss on disposal of property, plant and equipment, net - - (0.1) 0.8 0.7 Gain on extinguishment of long-term debt - - - - -Gain on sale - - - - -Other adjustments, net - - - 0.7 0.7 Adjusted EBITDA $ 10.5 $ 9.3 $ 8.4 $ 11.6 $ 39.8
Source: Cott Management* Reporting segment adjusted EBITDA calculated before allocation of corporate expenses
Cott Corporation - Free Cash Flow and Adjusted Free Cash FlowNON-GAAP ReconciliationUnaudited
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For the Three Months Ended For the Year Ended
December 29, 2018 December 30, 2017 December 29, 2018 December 30, 2017
Net cash provided by operating activities from continuing operations $ 98.2 $ 37.3 $ 244.3 $ 176.0
Less: Additions to property, plant, and equipment (35.8) (24.2) (130.8) (121.3)Free Cash Flow $ 62.4 $ 13.1 $ 113.5 $ 54.7
Plus:
Acquisition and integration cash costs 4.8 6.7 17.3 23.6
Working capital adjustment - Refresco concentrate supply agreement (a) (2.6) - 11.1 -
Additional cash proceeds from Primo operating agreement (b) - - 7.9 -Adjusted Free Cash Flow $ 64.6 $ 19.8 $ 149.8 $ 78.3
(a) Increase in working capital related to the Concentrate Supply Agreement with Refresco in connection with the Transaction(b) The Company received warrants in connection with our 2014 operating agreement with Primo Water Corporation
thank you