Options Refresco Gerber launched

Rotterdam, the Netherlands – Refresco Gerber N.V., the leading European bottler of soft drinks and fruit juices for retailers and A-brand owners, today announces that options have been launched on Euronext Amsterdam, expanding the trading opportunities in Refresco Gerber shares. The options are included in the Spotlight Options segment, which is dedicated to the development of new option classes requested by market participants, on the Amsterdam and Brussels derivatives markets. The Spotlight Options have short-term maturities of 1, 2 and 3 months.

CEO Hans Roelofs: “Our shares have been listed on Euronext Amsterdam since last March and we are very pleased with the added liquidity for investors and the extra visibility for our company. It reconfirms the strength of our investment proposition, supporting us further in pursuing the organic and acquisitive growth opportunities that we see in Europe and beyond.”

Refresco Gerber shares have been listed on Euronext Amsterdam since March 27, 2015. The company realised full year 2014 volumes of 6.0 billion litres and revenues of € 2.0 billion.

For further information, please contact:

Claire Verhagen, tel. +31 10 440 5165
claire.verhagen@refrescogerber.com

First quarter highlights
  • In the first quarter a volume of 1,377.3 million litres was reported, an increase of 1.8% compared to the period under review last year; slightly outperforming the market.
  • Revenue at €458.2 million was in line with the same period last year (Q1 2014: €459.0 million).
  • Gross profit margin per litre increased to 14.2 euro cents (Q1 2014: 13.8 euro cents).
  • Recorded adjusted EBITDA of €37.1 million compared to €31.7 million in the same period last year.
  • Adjusted for the costs related to the IPO process, net profit amounted to €2.6 million (Q1 2014: adjusted net loss of €1.7 million); including these costs net loss amounted to €15.3 million (Q1 2014: net loss of €1.9 million).
  • Adjusted EPS amounted to 3.5 euro cents compared to a loss of 2.3 euro cents in the same quarter last year.
  • A strong cash position at the end of Q1 amounted to €201.9 million which includes the proceeds from issuing new shares in the Initial Public Offering in March 2015.
  • Refresco Gerber successfully listed on Euronext Amsterdam on March 27, 2015.
  • Subsequent to the review period, Refresco Gerber announced refinancing of its credit facilities which going forward will reduce annual interest costs by more than 50% compared to 2014.
Key figures (in millions of euro unless otherwise stated)
  Q1 2015
un-audited
Q1 2014
un-audited
Sales in litres (millions of litres) 1,377.3 1,352,8
Revenue 458.2 459.0
Gross profit margin per litre (euro cents) 14.2 13.8
Adjusted EBITDA1 37.1 31.7
IPO related and other one-time costs 20.0 1.2
Operating profit (loss) (3.3) 9.9
Net profit / (loss) (15.3) (1.9)
Adjusted net profit / (loss) 2.6 (1.7)
EPS (euro cents) – pro forma (20.1) (2.4)
Adjusted EPS2 (euro cents) – pro forma 3.5 (2.3)
Cash and cash equivalents at the end of the period 201.9 105.7

1 Adjusted EBITDA is not a measure of our financial performance under IFRS. We apply adjusted EBITDA to exclude the effects of certain exceptional charges that we believe are not indicative of our underlying operating performance. Such adjustments relate primarily to substantial one-off restructurings, costs relating to acquisitions or disposals, and refinancing and IPO relating costs.
2 Adjusted EPS has been calculated based upon adjusted net profit, which excludes the costs (in Q1) related to the IPO, discontinued business (2014) and relating tax effect. The number of issued shares has been determined on a pro forma basis of 74.2 million, excluding the newly issued (primary) shares in the IPO.

CEO Hans Roelofs:

“In the first quarter of 2015 we reported results in line with our expectations while we also concluded our search for a new capital structure and successfully listed Refresco Gerber on Euronext Amsterdam. At the beginning of our second year of integrating Refresco and Gerber Emig, progress is well underway, resulting in scale and efficiency synergies, cost advantages and commercial opportunities which for the most part will benefit our business throughout 2015.

In the period under review we realized a volume increase of 1.8% with total volume up to 1,377.3 litres, slightly outperforming the market trend. Revenue was in line with the same quarter last year, with the first effects of the pass-on of lower input costs to customers already showing at the end of the first quarter. Margin per litre, the key indicator in the development of our business, improved by 2.6%, driven by our maintained focus on higher margin products in combination with synergy effects resulting from the merger. We experienced some softening of margins due to the product mix effect and expect this to continue in the quarters ahead. For this reason we anticipate margin per litre for the full year to be slightly lower than in 2014.”

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Rotterdam, the Netherlands – Refresco Gerber N.V., the leading European bottler of soft drinks and fruit juices for retailers and A-brand owners, today announces the refinancing of its existing Senior Secured Notes and Revolving Credit Facility, following its listing on Euronext Amsterdam on March 27, 2015. The refinancing will, upon completion, lower overall finance costs to create headroom for continued execution of the Company’s growth strategy.

Redemption outstanding notes
On April 29, 2015 Refresco Gerber completed the partial redemption of its Floating Rate Notes totalling EUR 100 million, or 33.33%, of the aggregate principal amount of its Floating Rate Notes. The repayment was made from the net proceeds of the sale of new offer shares in the IPO and the Company’s cash reserves. Reference is made to press releases published on March 17 and March 27, 2015.

Redemption of all remaining outstanding Floating Rate Notes with an aggregate principal amount of EUR 200 million and all outstanding Fixed Rate Notes with an aggregate principal amount of EUR 360 million will be completed in the course of May 2015, subject to certain conditions. In accordance with the Indenture governing the Notes, the redemption price of the Floating Rate Notes consists of 100% of the aggregate principal amount of each outstanding Floating Rate Note, plus accrued and unpaid interest, and the redemption price of the Fixed Rate Notes consists of 100% of the aggregate principal amount of each outstanding Fixed Rate Notes, plus a redemption premium of 3.6875%, and accrued and unpaid interest. Refresco Gerber has today provided a Notice of Redemption to all currently registered note holders with more detailed information on the redemption terms and conditions.

New loans in place
To repay all outstanding notes, Refresco Gerber will use surplus cash and has entered into an agreement with an international bank syndicate comprising ABN Amro, BNP Paribas, HSBC, J.P. Morgan, Mizuho Bank, Rabobank and Société Générale on a new (unsecured) term loan totalling EUR 522.0 million. The syndicate loan agreement includes a Revolving Credit Facility of up to EUR 150 million to finance general corporate purposes, including capital expenditure investments and acquisitions, and working capital purposes.

One-time costs related to the refinancing are expected to be approximately EUR 24.0 million in 2015. Total cash outflow related to the refinancing is expected to be approximately EUR 62.0 million. With the refinancing of these facilities a large part of the Company’s variable interest rate instruments will be replaced by fixed rate instruments.

The Company’s total annual interest costs going forward are expected to amount to approximately EUR 20 million, a decrease of over 50% compared to 2014.

Upon completion, Refresco Gerber targets a leverage ratio of approximately 2.5. The refinancing will provide sufficient headroom for Refresco Gerber to continue to execute its growth strategy of providing a high quality bottling platform to meet customer needs in each of the countries they operate and a pro-active approach towards consolidation.

Next financial reporting:
First quarter 2015 results Thursday May 21, 2015

 

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Fourth quarter and full year highlights

  • We recorded an adjusted EBITDA of €48.3 million in Q4 2014, a significant improvement of 59.4% on the same period last year. Full year adjusted EBITDA was €208.2 million compared to €139.7 million in 2013.
  • Net profit for the quarter was €4.8 million compared to a net loss of €35.7 million in Q4 2013 and net profit for the full year was €38.7 million compared to a net loss of €28.9 million in 2013. Merger, restructuring and other one-time costs during the quarter totaled €3.8 million in Q4 2014 and €13.6 million in FY 2014.
  • Net cash flow from operating activities totaled €12.4 million in Q4 2014 compared to €23.1 million in Q4 2013. Full year net cash flow from operating activities amounted to €156.1 million compared to €70.1 million in 2013.
  • A strong cash position of €96.6 million at the end of the year (€85.6 million on December 31, 2013) despite €100.0 million repayment of debt (Revolving Credit Facility) in FY 2014.
  • We recorded a volume of 1,387.1 million litres and revenue of €498.0 million in Q4 2014, an increase of 14.2% and 21.2% respectively compared to the same period last year. The increase in volume and revenue is mainly related to the merger of Refresco and Gerber Emig, which was completed in November 2013. Underlying volume increased by 3.2% for the quarter and declined by 1.0% for the full year.
  • Gross profit margin per litre increased by 17.7% to 14.9 euro cents in Q4 2014 and by 16.8% to 14.2 euro cents for FY 2014. The improvement was realized by merger synergies, continued focus on more profitable volumes, the shift in product mix arising from the merger and slightly more favourable input costs.
Key figures (in millions of euros) Q4 2014 un-audited Q4 2013 un-audited FY 2014 FY 2013
Sales in litres (millions of litres) 1,387.1 1,214.2 5,968.9 5,054.0
Revenue 498.0 411.0 2,036.9 1,587.6
Gross profit margin per litre (euro cents) 14.9 12.7 14.2 12.2
Adjusted EBITDA1 48.3 30.3 208.2 139.7
Merger, restructuring and other one-time costs (3.8) (19.8) (13.6) (29.0)
Operating profit 20.7 (24.1) 106.8 24.4
Net profit / (loss) 4.8 (35.7) 38.7 (28.9)
Cash and cash equivalents at the end of the period 96.6 85.6 96.6 85.6
1  Adjusted EBITDA is not a measure of our financial performance under IFRS. We apply adjusted EBITDA to exclude the effects of certain exceptional charges that we believe are not indicative of our underlying operating performance. Such adjustments relate primarily to substantial one-off restructurings, refinancing costs and costs relating to acquisitions or disposals.

CEO Hans Roelofs

“2014 was a successful year for Refresco Gerber in many respects. We are pleased to report strong operating results and cash flow as well as significant synergies from the merger of Refresco and Gerber Emig which took place in November 2013.

We took a big leap forward in our operations and financial results. The merger expanded our manufacturing footprint and we now provide our customers access to more markets, products, packaging formats and innovations. At the same time the merger has enabled us to further professionalize our organisation and realize scale and efficiency synergies, cost advantages and commercial opportunities – all contributing to strong profits for the year. The merger also resulted in a significant increase in volume and revenue, although in certain markets and categories underlying private label volumes were slightly under pressure throughout the year.

We have today announced Refresco Gerber’s intention to launch an Initial Public Offering and listing on Euronext Amsterdam. Over the last few months we have been exploring the alternatives that will enable us to best capture the private label and contract manufacturing growth opportunities we see in our industry. Following a comprehensive review of all options, a stock exchange listing providing us full access to equity capital markets has proven to be the most logical step to support us in effectively implementing our strategy going forward. We are looking forward to the opportunities a listing on Euronext Amsterdam can bring.”

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