BARCLAYS GLOBAL CONSUMER STAPLES CONFERENCE - SEPTEMBER 2018 - Flowers Foods
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BARCLAYS GLOBAL CONSUMER
STAPLES CONFERENCE SEPTEMBER 2018
1
REGARDING FORWARD-LOOKING STATEMENTS
Statements contained in this press release that are not historical facts are forward-looking statements. Forward-looking statements relate to current expectations regarding
our future financial condition, performance and results of operations, planned capital expenditures, long-term objectives of management, supply and demand, pricing
trends and market forces, and integration plans and expected benefits of transactions and are often identified by the use of words and phrases such as "anticipate,"
"believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "predict," "project," "should," "will," "would," "is likely to," "is expected to" or "will continue," or
the negative of these terms or other comparable terminology. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ
from those projected. Other factors that may cause actual results to differ from the forward-looking statements contained in this release and that may affect the company's
prospects in general include, but are not limited to, (a) general economic and business conditions and the competitive conditions in the baked foods industry, including
promotional and price competition, (b) changes in consumer demand for our products, including changes in consumer behavior, trends and preferences, including health
and whole grain trends, and the movement toward more inexpensive store-branded products, (c) the success of productivity improvements and new product introductions,
(d) a significant reduction in business with any of our major customers including a reduction from adverse developments in any of our customer's business, including as a
result of product recalls or safety concerns related to our products, (e) fluctuations in commodity pricing, (f) energy and raw material costs and availability and hedging and
counterparty risk, (g) our ability to fully integrate recent acquisitions into our business, (h) our ability to achieve cash flow from capital expenditures and acquisitions and
the availability of new acquisitions that build shareholder value, (i) our ability to successfully implement our business strategies, including those strategies the company has
initiated under Project Centennial, which may involve, among other things, the integration of recent acquisitions or the acquisition or disposition of assets at presently
targeted values, the deployment of new systems and technology and an enhanced organizational structure, (j) consolidation within the baking industry and related
industries, (k) disruptions in our direct-store delivery system, including litigation or an adverse ruling from a court or regulatory or government body that could affect the
independent contractor classification of our independent distributors, (l) increasing legal complexity and legal proceedings that we are or may become subject to, (m)
product recalls or safety concerns related to our products, and (n) the failure of our information technology systems to perform adequately, including any interruptions,
intrusions or security breaches of such systems. The foregoing list of important factors does not include all such factors, nor necessarily present them in order of
importance. In addition, you should consult other public disclosures made by the company, including the risk factors included in our most recently filed Annual Report on
Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission ("SEC") and disclosures made in other filings with the SEC and company
press releases, for other factors that may cause actual results to differ materially from those projected by the company. We caution you not to place undue reliance on
forward-looking statements, as they speak only as of the date made and are inherently uncertain. The company undertakes no obligation to publicly revise or update such
statements, except as required by law.
2
PRESENTERS AND AGENDA
Allen L. Shiver R. Steve Kinsey
President & Chief Financial Officer &
Chief Executive Officer Chief Administrative Officer
• Business & Category Overview • Profit Initiatives Update
• Growth Initiatives Update • Financial Review & Outlook
3
LEADING FRESH BAKERY BRANDS DRIVE OUR BUSINESS
Sales Overview Brand Portfolio Highlights
TTM* Sales $3.9 billion
Branded #1 loaf bread brand
breads
49%
Store
branded
retail #1 organic bread brand
16%
Branded retail
59%
Non-retail &
other
24% 98% consumer awareness
Branded snack
cakes
11%
Iconic snack cakes since 1914
* 52 weeks ended Q2 2018
Source: SDW DSD + WD 52 Weeks Ending July 14, 2018 4
BROAD SCALE IS A PLATFORM FOR PROFITABLE GROWTH
47 Channels served
• Grocery / Mass / Club
Operating bakeries • Natural & Organic
• Discount / C-store
• Foodservice & Vending
Direct-store-distribution access to
• E-commerce
85% of the U.S.
5,500
9,800
population
Warehouse employees independent
distribution NATIONWIDE distributors
Information as of year-end fiscal 2017 5
MULTI-YEAR TRANSFORMATION UNDERWAY
PROJECT CENTENNIAL
STRATEGIC PRIORITIES FY17
• Attacked indirect spend
• Clarified brand roles
DRIVE • Reinvigorate the Core
GROWTH • Capitalize on Adjacencies FY18
• Streamlining organization
• Investing in capabilities and brands
IMPROVE • Generate Fuel for Growth FY19 and beyond
PROFITABILITY • Develop Leading Capabilities
• Optimize supply chain
• Grow sales with innovation,
adjacencies, and proactive M&A
• EBITDA margin goal: 13-14%
6
FRESH BAKERY MARKET IS LARGE AND GROWING
US Fresh Bakery - Retail Outlets(1)
Retail Outlets = $24.1 billion(1)
Billions
$23.7 $23.9 $24.1
$25 .0
$22.5 $23.1
• Fresh packaged breads $20 .0
• Commercial cake
Tortillas
$15 .0
•
$10 .0
Foodservice = $7.4 billion(2) $5. 0
Fresh and frozen breads, buns, rolls
$0. 0
• 2013 2014 2015 2016 2017
(1) Data for Retail Outlets sourced from IRI. FY 2017.
(2) Data for Foodservice sourced from Techonomic 2017 7
STRONG COMPETITIVE POSITION
Flowers is growing share with differentiated products
Fresh Packaged Bread Dollar Share Flowers Dollar Share
Fresh Packaged Breads
FLOWERS, 15.9
15.9
STORE BRAND,
24.5 15.4
15.1 15.1
BBU, 29.6
INDEPENDENT 14.7
BAKERS, 24.2
PEPPERIDGE Q2 2014 Q2 2015 Q2 2016 Q2 2017 Q2 2018
FARM, 5.8
IRI Flowers custom data base Total US Multi Outlet + Convenience – 12 weeks ending July 15, 2018 8
POSITIVE UNDERLYING CONSUMER TRENDS
Strong demand for differentiated products
Organic Fresh Packaged Bread Market
Store Brand Fresh Packaged Breads Share Organic Fresh Packaged Bread Market
$566.1
26.9%
Flowers organic $490.4
26.5%
bread share:
26.0%
58.5 $357.8
$275.5
24.9%
24.6% $220.9
24.4% $179.8
13 FY 14 FY 15 FY 16 FY 17 FY 52 WE 13 FY 14 FY 15 FY 16 FY 17 FY 52 WE 07/15/18
07/15/18
Source: IRI Custom Database Total US Multi Outlet + Convenience. 9
TODAY’S CONSUMER
The market is changing as consumers expect more from their food
MORE RELEVANT MORE INNOVATIVE MORE CHANNELS
Fitting lifestyle, values Seeking the different Increasing accessibility
10STRATEGIC PRIORITIES TO CREATE VALUE
DRIVE GROWTH IMPROVE PROFITABILITY
• Reinvigorate the Core • Generate Fuel for Growth
• Capitalize on Adjacencies • Develop Leading Capabilities
11REINVIGORATING THE CORE BUSINESS
New Nature’s Own
Perfectly Crafted reflects
investments in brand
growth and innovation The Wonder/USO
partnership drove
in-store displays
12DKB GROWTH CONTINUES
Product launch in 17Q2 more than doubled share in Breakfast Segment
Total DKB Retail Sales
(in millions)
$83.0
+45.8%
$56.9
17Q2 18Q2
Source: IRI Custom Database Total US Multi Outlet + Convenience, 12 weeks ended July 15, 2018 13MARKET SHARE OPPORTUNITIES BEYOND LOAF BREADS
#1 in
Traditional Loaf Brand extensions and M&A in adjacent segments
$4.0
$4. 5
Billions
$4. 0
$3. 5
$3.4
$3. 0
$2. 5
$1.9 $1.9
$1.6
$2. 0
$1. 5
$1. 0
$0.3 $0.3
$0.1
$0. 5
$0. 0
Traditional Loaf Specialty/Premium Loaf Sandwich Bun/Roll Breakfast/Dinner/Other
Total Branded FLO
IRI Flowers custom data base Total US Multi Outlet + Convenience – 52 weeks ending July 15, 2018 14UNDERDEVELOPED GEOGRAPHIES ALSO A STRATEGIC FOCUS
Bolt-on acquisitions are a key part of our growth strategy
California & West Great Lakes & Plains 7.2
4.7
13.7 37.8
32.3
24.5 27.1
41.8
37.0 22.7
24.8
26.4
Northeast
22.1 FLOWERS
28.2
Mid South, South Central, BBU
& Southeast STORE BRAND
24.1 25.6 OTHER BRAND
IRI Flowers custom data base Total US Multi Outlet + Convenience – 12 weeks ending July 15, 2018 15CAPITALIZE ON PRODUCT ADJACENCIES
Build on leading foodservice position
• Expanding share of growing specialty products
o Moving beyond loaf and bun
o Breakfast items, dinner rolls are opportunities to increase share
Expand position and
diversify in high-growth
Grow in-store bakery/deli bakery categories
• Grow specialty brands on the store perimeter
Grow in baked snacks
• Evolve cake strategy to leverage dual-brand capabilities
• Further diversify into snacking occasions
16STRATEGIC PRIORITIES TO CREATE VALUE
DRIVE GROWTH IMPROVE PROFITABILITY
• Reinvigorate the Core • Generate Fuel for Growth
• Capitalize on Adjacencies • Develop Leading Capabilities
17FOCUSED ON REDUCING COSTS AND BUILDING CAPABILITIES
PG&S ORGANIZATION SCO2
$45m+ of gross Headcount Launched initiatives to
savings realized reduced ~9%1 achieve margin goals
1. Employee count per form 10-K, FY 17 compared to FY 16 18
2. Supply chain optimizationPROGRESS ON SAVINGS INITIATIVES
PG&S, SCO, and Org cost savings initiatives are on track
Gross Savings from Tracked Initiatives • Anticipating 2018 input cost inflation
of ~$40 million
$38M-$48M
• Incremental brand investments
$32M
• Inflationary pressures in
commodities, wages, and freight
• Taking action to address inflationary
pressures
17FY-Act 18FY-Est
19WORKING CAPITAL IMPROVEMENT ENHANCING CASH FLOW
Trade Working Capital Operating Cash Flow Details
$ 357.7 *
$45M YOY $ 322.2 40.0
$ 200 decrease 27.2
17.5
*Excludes the following:
$ 155
Pension Contributions
VSIP (1)
MEPP (2)
273.0 Operating Cash Flow
17Q2 18Q2 17Q2-TTM 18Q2-TTM
Trade Working Capital = Accounts receivable plus Inventories less Accounts Payable
(1) VSIP = Voluntary Separation Incentive Program 20
(2) MEPP = Multi-Employer Pension PlanSECOND QUARTER 2018 SUMMARY:
• Sales grew 1.6% – achieved record second quarter sales
• Increased investments to drive consumer trial of new products
• Experienced inflationary cost pressures from commodities, labor, and transportation
• Addressed operational disruptions caused by inferior yeast
• Appointed COO to better align operations and enhance execution and accountability
21FY 2018 OUTLOOK
Revenue Change Flat to +1.6%
Risk Factors Impacting Back-Half:
GAAP EPS $0.91 to $0.97
• Sales comparisons in quarter could be affected
by significant weather activity last year.
Adjusted EPS(1) $1.00 to $1.07
• Inferior yeast received in 18Q2 may result in
Other softer-than-expected sales volumes.
$145 to $150 million • Labor markets remain tight with higher wages.
Depreciation & Amortization
Net interest expense $11 to $12 million • Higher bakery workforce turnover is driving
reduced manufacturing efficiencies.
Effective tax rate 25.0% to 26.0%
• Freight and commodity inflation continues.
Diluted shares outstanding ~211.0 million
Capital expenditures $95 to $105 million
(1) Adjusted for matters affecting comparability. See non-GAAP reconciliations at the end of this slide presentation. 22LONG-TERM TRENDS & COST COMPONENTS
Components of Adj EBITDA**
Stable sales and margin profile % of 17FY Sales
Sales Adj EBITDA Mgn**
Adj.
4.5 14.0% EBITDA**
Billions
11.5%
4.0 Ing & Pkg
12.0%
28.7%
EBITDA % of Sales
3.5 SG&A and
10.0% Other
3.0
14.6%
2.5 8.0%
2.0 6.0%
Shipping/
1.5 Conversion***
4.0% Distribution
1.0 22.7% 22.5%
2.0%
0.5
- 0.0%
04FY 05FY 06FY 07FY 08FY* 09FY 10FY 11FY 12FY 13FY 14FY* 15FY 16FY 17FY
* 53-week year;
** Adjusted for items affecting comparability. See non-GAAP reconciliations at the end of the slide presentation. 23
*** Includes direct labor and indirect manufacturing expenses.BALANCED CAPITAL ALLOCATION
Focused on consistent, prudent use of capital
Dividends Share Repurchases Cash for Acquisitions
Capital Allocation Principles:
$416 $395 • Drive core business growth
$318 • Strong dividend
• Investment grade credit rating
$3 • Accretive acquisitions
$7 $126
$19 $9 $39
$131 $141
• Opportunistic share repurchases
$86 $93 $102 $120
12FY 13FY 14FY* 15FY 16FY 17FY
(Amounts in millions)
*53-week year 24INVESTMENT-GRADE FINANCIAL POSITION
Maintaining flexibility to capitalize on value-creating opportunities
Total Debt & Capital Leases Aggregate Maturities at 18Q2
$402 $406
$1,005 Total Debt & Capital Leases
$919 $958
$832 $826
$759 At 18Q2,
leverage ratio of 1.8X,
~$677M available liquidity
on undrawn borrowing
Since end of fiscal 2015,
arrangements
Reduced total debt and
capital lease obligations by
$179M
$5 $11 $5 $4
13FY 14FY 15FY 16FY 17FY 18Q2 18FY 19FY 20FY 21FY 22FY 23FY+
(Amounts in millions)
25OBJECTIVES FOR 2019 & BEYOND
Well-positioned to deliver solid returns over the long-term
• Deliver organic sales growth above categories
• Pursue accretive M&A opportunities
• Target long-term sales growth of 3% to 4%
• Execute on initiatives to realize 250bps of EBITDA margin expansion by fiscal 2021
• Achieve long-term EPS CAGR of 8%-10%
• Dividend yield of 2%-3%
26FLOWERS LONG-TERM OPPORTUNITY
Well-positioned to deliver top-tier shareholder returns
Leader in a huge category that is relevant
to consumers and profitable for retailers
Has strong competitive advantages Clear strategic
and a robust platform for continued growth priorities to create
shareholder value
Adapting to an ever-changing marketplace
to drive shareholder value
27REGARDING NON-GAAP FINANCIAL MEASURES
The company prepares its consolidated financial statements in accordance with U.S. Generally Accepted Accounting Principles (GAAP). However, from time to time, the company may
present in its public statements, press releases and SEC filings, non-GAAP financial measures such as, EBITDA, adjusted EBITDA, adjusted EBIT, EBITDA margin, adjusted EBITDA margin,
adjusted net income, adjusted operating income, adjusted operating income by segment, adjusted EBIT by segment, adjusted EPS, adjusted income tax expense, adjusted selling,
distribution and administrative expenses (SD&A), gross margin excluding depreciation and amortization and the ratio of net debt to adjusted EBITDA. The reconciliations attached provide
reconciliations of the non-GAAP measures used in this presentation or release to the most comparable GAAP financial measure. The company’s definitions of these non-GAAP measures
may differ from similarly titled measures used by others. These non-GAAP measures should be considered supplemental to, and not a substitute for, financial information prepared in
accordance with GAAP. The company defines EBITDA as earnings from continuing operations before interest, income taxes, depreciation, amortization and income attributable to non-
controlling interest. The company believes that EBITDA is a useful tool for managing the operations of its business and is an indicator of the company's ability to incur and service
indebtedness and generate free cash flow. EBITDA is used as the primary performance measure in the company's 2014 Omnibus Equity and Incentive Compensation Plan. Furthermore,
pursuant to the terms of our credit facility, EBITDA is used to determine the company's compliance with certain financial covenants. The company also believes 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 EBITDA measures
assist in comparing performance on a consistent basis without regard to depreciation or amortization, which can vary significantly depending upon accounting methods and non-operating
factors (such as historical cost). EBITDA is also a widely-accepted financial indicator of a company's ability to incur and service indebtedness. EBITDA should not be considered an
alternative to (a) income from operations or net income (loss) as a measure of operating performance; (b) cash flows provided by operating, investing and financing activities (as
determined in accordance with GAAP) as a measure of the company's ability to meet its cash needs; or (c) any other indicator of performance or liquidity that has been determined in
accordance with GAAP. The company defines adjusted EBITDA, adjusted EBIT, EBITDA margin, adjusted EBITDA margin, adjusted net income, adjusted operating income, adjusted
operating income by segment, adjusted EBIT by segment, adjusted EPS, adjusted income tax expense, adjusted selling, distribution and administrative expenses (SD&A), respectively,
excluding the impact of asset impairment charges, Project Centennial consulting costs, lease terminations and legal settlements, acquisition-related costs, and pension plan settlements.
Adjusted income tax expense also excludes the impact of tax reform. The company believes that these measures, when considered together with its GAAP financial results, provides
management and investors with a more complete understanding of its business operating results, including underlying trends, by excluding the effects of certain charges. Net debt to
EBITDA is used as a measure of financial leverage employed by the company. Gross margin excluding depreciation and amortization is used as a performance measure to provide additional
transparent information regarding our results of operations on a consolidated and segment basis. Changes in depreciation and amortization are separately discussed and include
depreciation and amortization for materials, supplies, labor and other production costs and operating activities. Presentation of gross margin includes depreciation and amortization in the
materials, supplies, labor and other production costs according to GAAP. Our method of presenting gross margin excludes the depreciation and amortization components, as discussed
above. The reconciliations attached provide reconciliations of the non-GAAP measures used in this presentation or release to the most comparable GAAP financial measure.
28RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
Flowers Foods
Reconciliation of Net Income to Adjusted EBITDA
(000's omitted)
17FY 16FY 15FY 14FY 13FY 12FY 11FY 10FY 09FY 08FY 07FY 06FY 05FY 04FY
Net Income attributable to Flowers Foods, Inc. $ 150,120 $ 163,776 $ 189,191 $ 175,739 $ 230,894 $ 136,121 $ 123,428 $ 137,047 $ 130,297 $ 119,233 $ 94,615 $ 81,043 $ 61,231 $ 50,774
(Income)/loss from discontinued operations, net of tax - - - - - - - - - - - (6,731) 1,627 3,486
Cumulative effect of a change in accounting principle - - - - - - - - - - - 568 - -
Net income attributable to noncontrolling interest - - - - - - - - 3,415 3,074 3,500 3,255 2,904 1,769
Income tax expense (benefit) (827) 85,761 103,840 92,315 91,479 72,651 68,538 73,333 74,047 67,744 54,970 45,304 39,861 35,071
Interest income, net 13,619 14,353 4,848 7,341 12,860 9,739 (2,940) (4,518) (1,426) (7,349) (8,404) (4,946) (6,337) (8,826)
Depreciation and amortization 146,719 140,869 132,175 128,961 118,491 102,690 94,638 85,118 80,928 73,312 66,094 64,250 59,344 56,702
EBITDA from Continuing Operations 309,631 404,759 430,054 404,356 453,724 321,201 283,664 290,980 287,261 256,014 210,775 182,743 158,630 138,976
Asset impairment and facility closure costs/divestiture - 24,877 4,507 9,301 - - 4,414 - - - - - - -
Lease termination depreciation impact (1,844) - - - - - - - - - - - - -
Multi-employer pension plan withdrawal costs 18,268 - - - - - - - - - - - - -
Pension plan settlement loss 4,649 6,646 - 15,387 - - - - - - - - - -
Legal settlement 6,543 10,500 - - - - - - - - - - - -
Project Centennial consulting costs 37,306 6,324 - - - - - - - - - - - -
Restructuring and related impairment charges 104,130 - - - - - - - - - - - - -
Acquisition-related costs - - 6,187 - 17,776 9,560 6,240 - - - - - - -
Divestiture/Bargain purchase gain (28,875) - - - (50,071) - - - - - - - - -
Adjusted EBITDA $ 449,808 $ 453,106 $ 440,748 $ 429,044 $ 421,429 $ 330,761 $ 294,318 $ 290,980 $ 287,261 $ 256,014 $ 210,775 $ 182,743 $ 158,630 $ 138,976
Net Sales $ 3,920,733 $ 3,926,885 $ 3,778,505 $ 3,748,973 $ 3,732,616 $ 3,031,124 $ 2,759,367 $ 2,560,787 $ 2,600,849 $ 2,414,892 $ 2,036,674 $ 1,888,654 $ 1,715,869 $ 1,551,308
Adjusted EBITDA Margin 11.5% 11.5% 11.7% 11.4% 11.3% 10.9% 10.7% 11.4% 11.0% 10.6% 10.3% 9.7% 9.2% 9.0%
29RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
Flowers Foods, Inc.
Reconciliation of GAAP to Non-GAAP Measures
(000's omitted)
Reconciliation of Net Income (Loss) to Adjusted EBITDA
For the 12 Week For the 12 Week For the 16 Week For the 12 Week Trailing 52 Week
Period Ended Period Ended Period Ended Period Ended Period Ended
October 7, 2017 December 30, 2017 April 21, 2018 July 14, 2018 July 14, 2018
Net income (loss) $ (33,571) $ 78,533 $ 51,247 $ 45,442 $ 141,651
Income tax expense (benefit) (22,925) (34,709) 18,534 4,337 (34,763)
Interest expense, net 2,730 2,563 2,901 1,748 9,942
Depreciation and amortization 32,972 32,431 44,189 35,098 144,690
EBITDA (loss) (20,794) 78,818 116,871 86,625 261,520
Project Centennial consulting costs 7,050 5,461 6,432 2,215 21,158
Restructuring and related impairment charges 100,549 3,581 1,259 801 106,190
Multi-employer pension plan withdrawal costs 18,268 - 2,322 - 20,590
Pension plan settlement loss 3,030 1,619 4,668 1,035 10,352
Legal settlement 4,253 1,475 1,350 8,345 15,423
Loss on inferior ingredients - - - 3,884 3,884
Adjusted EBITDA $ 112,356 $ 90,954 $ 132,902 $ 102,905 $ 439,117
30RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
Flowers Foods, Inc.
Reconciliation of GAAP to Non-GAAP Measures
(000's omitted)
Reconciliation of Debt to Net Debt and Calculation of Net
Debt to Trailing Twelve Month Adjusted EBITDA Ratio
As of
July 14, 2018
Current maturities of long-term debt and capital lease obligations $ 9,706
Long-term debt and capital lease obligations 816,126
Total debt and capital lease obligations 825,832
Less: Cash and cash equivalents 29,554
Net Debt $ 796,278
Adjusted EBITDA for the Trailing Twelve Months Ended July 14, 2018 $ 439,117
Ratio of Net Debt to Trailing Twelve Month EBITDA 1.8
31RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
Flowers Foods, Inc.
Reconciliation of GAAP to Non-GAAP Measures
Reconciliation of Earnings per Share - Full Year Fiscal
2018 Guidance
Range Estimate
Net income per diluted common share $ 0.91 to $ 0.97
Project Centennial reorganization and consulting costs 0.04 0.05
Loss on inferior ingredients 0.02 0.02
Legal settlements 0.03 0.03
Pension plan settlement loss 0.02 0.02
Multi-employer pension plan withdrawal costs 0.01 0.01
Adjustment to prior year provisional tax reform benefit (0.03) (0.03)
Adjusted net income per diluted common share $ 1.00 to $ 1.07
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