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Maple Leaf Foods Reports Results for the Third Quarter 2014

TORONTO, Oct. 30, 2014 /PRNewswire/ – Maple Leaf Foods Inc. (TSX: MFI) today reported its financial
results for the third quarter, September 30, 2014.

  • Adjusted Operating Earnings(1)(3) for the third quarter was a loss of $19.8 million (loss of $20.3
    million last year) and $61.8 million for the nine months (loss of $80.4
    million last year)
  • Adjusted Earnings per Share(3)(4) for the quarter was a loss of $0.13 (loss of $0.19 last year) and $0.49
    for the nine months (loss of $0.66 last year)
  • Net loss from continuing operations for the third quarter was $26.7
    million (loss of $24.5 million last year) and $190.8 million for the
    nine months (loss of $93.5 million last year)
  • The Company ended production at its plant in Moncton, leaving three
    remaining plants to close to complete its supply chain transformation

“We continue to make important advances towards our strategic goals,”
said Michael H. McCain, President and CEO. “We have benefited from
improved margins during a period of unprecedented volatility and high
costs in the raw materials market. We are managing the related impact
on demand and see the volume decline as short term. While the ongoing
cost of duplicate supply chains and start-ups continues to be material,
we are achieving milestones every quarter. Product transfers into the
new Heritage facility in Hamilton continue, facilitating one more plant
closure in the quarter. Once fully commissioned, our Heritage plant
will be one of the most advanced, efficient facilities of its type in
North America.”

Financial Overview

Maple Leaf Foods Inc. (“the Company”) sales from continuing operations
of $820.1 million for the third quarter was an increase of 8.2% from
last year, or 7.6% after adjusting for the impact of foreign exchange,
due to higher pricing in the Meat Products Group. Sales from continuing
operations of $2,363.2 million for the first nine months increased
7.1%, or 6.1% after adjusting for foreign exchange, due to the same
factor.

Adjusted Operating Earnings for the third quarter was a loss of $19.8
million compared to a loss of $20.3 million last year. The Meat
Products Group benefited from improved pork processing margins and
price increases, while impacted by ongoing transitional costs and lower
volumes. For the first nine months, Adjusted Operating Earnings was a
loss of $61.8 million compared to a loss of $80.4 million last year,
with improved processing margins and price increases more than
offsetting the ongoing transitional costs in the period.

Adjusted Earnings per Share was a loss of $0.13 in the third quarter of
2014 compared to a loss of $0.19 last year. For the first nine months,
Adjusted Earnings per Share was a loss of $0.49 compared to a loss of
$0.66 last year.

Net loss from continuing operations for the third quarter was $26.7
million (loss of $0.19 per basic share attributable to common
shareholders(6)) compared to a loss of $24.5 million (loss of $0.18 per share) last
year. This included $14.3 million ($0.07 per share) of pre-tax expenses
related to restructuring and other related costs (2013: $11.4 million,
or $0.06 per share).

For the first nine months, net loss from continuing operations was
$190.8 million (loss of $1.35 per share) compared to a net loss of
$93.5 million (loss of $0.67 per share) last year. This amount included
$56.0 million ($0.30 per share) of pre-tax expenses related to
restructuring and other related costs (2013: $62.7 million or $0.33 per
share), as well as financing costs of $98.6 million related to the
repayment of the Company’s long-term notes payable in April 2014.

Several items are excluded from the discussions of underlying earnings
performance as they are not representative of ongoing operational
activities. Refer to the section entitled Reconciliation of Non-IFRS
Financial Measures at the end of this news release for a description
and reconciliation of all non-IFRS financial measures.

Business Segment Review

Following is a summary of sales by business segment:

(Unaudited) Third Quarter Year-to-Date
($ thousands) 2014 2013 2014 2013
Meat Products Group $ 814,699 $ 751,509 $ 2,345,651 $ 2,182,046
Agribusiness Group(5) 5,398 6,339 17,583 24,420
Total Sales(3) $ 820,097 $ 757,848 $ 2,363,234 $ 2,206,466

The following table summarizes Adjusted Operating Earnings by business
segment:

(Unaudited) Third Quarter Year-to-Date
($ thousands) 2014 2013 2014 2013
Meat Products Group $ (18,220) $ (21,624) $ (61,312) $ (43,568)
Agribusiness Group (1,610) 1,559 3,252 (28,255)
Protein Group $ (19,830) $ (20,065) $ (58,060) $ (71,823)
Non-Allocated Costs in Adjusted Operating Earnings(i) (233) (3,748) (8,604)
Adjusted Operating Earnings(3) $ (19,830) $ (20,298) $ (61,808) $ (80,427)
(i) Non-allocated costs are comprised of expenses not separately
identifiable to business segment groups, and do not form part of the
measures used by the Company when assessing the segments’ operating
results. Non-allocated costs for 2013 have been re-stated on a
comparable basis.

Meat Products Group

Includes value-added prepared meats, lunch kits and snacks, and fresh
pork, poultry and turkey products sold under leading Canadian brands
such as Maple Leaf®, Schneiders® and many leading sub-brands.

Sales in the Meat Products Group for the third quarter increased 8.4% to
$814.7 million, or 7.8% after adjusting for the weaker Canadian dollar
that benefited pork exports. The increase was driven by higher values
for fresh pork as well as price increases implemented in the prepared
meats business during the second quarter of 2014 in response to higher
raw material costs. As expected, the business is experiencing a period
of lower demand and volume in response to this pricing action. This is
being actively managed and volumes are expected to recover in the next
one to two quarters.

For the first nine months, sales increased 7.5% to $2,345.7 million, or
6.5% after adjusting for the impact of foreign exchange, largely due to
the same factors noted above.

Adjusted Operating Earnings for the third quarter improved to a loss of
$18.2 million compared to a loss of $21.6 million last year, as a
result of increased margins in the Meat Products Group, which benefited
from price increases in the prepared meats business and higher earnings
in the fresh pork business, reflecting increased pork processing
margins which more than offset a decline in volume resulting from lower
hog supply in Western Canada. Earnings in the poultry business
increased slightly as a result of improved poultry processing margins.

The prepared meats business incurred transitional costs of approximately
$25.2 million during the third quarter of 2014, consistent with the
second quarter of 2014 and an increase from $14.6 million in the third
quarter last year. These costs largely related to commissioning
activities at the new prepared meats facility in Hamilton, the largest
in the Company’s network, and duplicative overhead costs from legacy
plants scheduled to be closed.

For the first nine months, Adjusted Operating Earnings was a loss of
$61.3 million compared to a loss of $43.6 million last year. The
decline in earnings was due to the same factors noted above, including
higher transitional costs and increased raw material costs, which had
not been fully offset by price increases implemented in the second
quarter. Raw material prices continued to remain higher than last year
due to the outbreak of disease in hog production herds in the U.S.

Agribusiness Group

Includes Canadian hog production operations that primarily supply the
Meat Products Group with livestock as well as toll feed sales.

Agribusiness Group sales for the third quarter declined to $5.4 million
compared to $6.3 million last year, due to lower pricing on toll feed
sales. Sales for the first nine months declined to $17.6 million from
$24.4 million.

Adjusted Operating Earnings in the third quarter declined to a loss of
$1.6 million compared to a gain of $1.6 million last year as the hog
production operations experienced additional costs related to
prevention of the PED virus. In addition, there was a nonrecurring gain
in the third quarter last year related to a reversal of a provision for
a hog supply arrangement no longer required. For the first nine months,
Adjusted Operating Earnings increased to $3.3 million from a loss of
$28.3 million last year, as the higher market prices for hogs, net of
hedging activities, exceeded higher hog production costs.

Other Matters

On October 29, 2014, the Company declared a dividend of $0.04 per share
payable December 31, 2014, to shareholders of record at the close of
business on December 5, 2014. Unless indicated otherwise by the Company
in writing on or before the time the dividend is paid, the dividend
will be considered an Eligible Dividend for the purposes of the
“Enhanced Dividend Tax Credit System”.

An investor presentation related to the Company’s third quarter
financial results is available at www.mapleleaffoods.com and can be found under Investor Material on the Investors page. A conference call will be held at 2:30 p.m. EDT on October 30,
2014, to review Maple Leaf Foods’ third quarter financial results. To
participate in the call, please dial 416-340-9432 or 800-952-4972. For
those unable to participate, playback will be made available an hour
after the event at 905-694-9451 / 800-408-3053 (Passcode 2199324).

A webcast presentation of the third quarter financial results will also
be available at:
http://www.media-server.com/m/p/ppaigon

The Company’s full financial statements and related Management’s
Discussion and Analysis are available on the Company’s website.

Reconciliation of Non-IFRS Financial Measures
The Company uses the following non-IFRS measures: Adjusted Operating
Earnings, Adjusted Earnings per Share, Adjusted EBITDA, and Net Debt.
Management believes that these non-IFRS measures provide useful
information to investors in measuring the financial performance of the
Company for the reasons outlined below. These measures do not have a
standardized meaning prescribed by IFRS and therefore they may not be
comparable to similarly titled measures presented by other publicly
traded companies and should not be construed as an alternative to other
financial measures determined in accordance with IFRS.

Adjusted Operating Earnings
Adjusted Operating Earnings, a non-IFRS measure, is used by Management
to evaluate financial operating results. It is defined as earnings
before income taxes from continuing operations adjusted for items that
are not considered representative of ongoing operational activities of
the business and items where the economic impact of the transactions
will be reflected in earnings in future periods when the underlying
asset is sold or transferred. The table below provides a reconciliation
of net earnings as reported under IFRS in the unaudited consolidated
interim statements of earnings to Adjusted Operating Earnings for the
three and nine months ended, as indicated below. Management believes
that this basis is the most appropriate on which to evaluate operating
results, as they are representative of the ongoing operations of the
Company.

Three months ended September 30, 2014
($ thousands)
(Unaudited)
Meat
Products
Group
Agribusiness
Group
Unallocated
costs
Consolidated
Net earnings (loss) from continuing operations $ (26,671)
Income taxes (8,011)
Earnings (loss) before income taxes from continuing operations $ (34,682)
Interest expense and other financing costs 2,500
Change in the fair value of non-designated interest rate swaps (1,620)
Other (income) expense 458 (621) 5,617 5,454
Restructuring and other related costs 7,016 7,271 14,287
Earnings (loss) from Continuing Operations $ (18,220) $ (1,610) $ 5,769 $ (14,061)
Decrease (increase) in fair value of biological assets(2) 15,363 15,363
Realized (gain) loss on commodity futures contracts(2) (16,100) (16,100)
Unrealized (gain) loss on commodity futures contracts(2) (5,032) (5,032)
Adjusted Operating Earnings(3) $ (18,220) $ (1,610) $ $ (19,830)
Three months ended September 30, 2013
($ thousands)
(Unaudited)
Meat
Products
Group
Agribusiness
Group
Unallocated
costs
Consolidated
Net earnings (loss) from continuing operations $ (24,474)
Income taxes (8,935)
Earnings (loss) before income taxes from continuing operations $ (33,409)
Interest expense 18,746
Change in the fair value of non-designated interest rate swaps (655)
Other (income) expense (2,030) (141) (17,029) (19,200)
Restructuring and other related costs 11,379 11,379
Earnings (loss) from Continuing Operations $ (21,624) $ 1,559 $ (3,074) $ (23,139)
Decrease (increase) in fair value of biological assets(2) (894) (894)
Unrealized (gain) loss on commodity futures contracts(2) 3,735 3,735
Adjusted Operating Earnings(3) $ (21,624) $ 1,559 $ (233) $ (20,298)
Nine months ended September 30, 2014
($ thousands)
(Unaudited)
Meat
Products
Group
Agribusiness
Group
Unallocated
costs
Consolidated
Net earnings (loss) from continuing operations $ (190,821)
Income taxes (66,067)
Earnings (loss) before income taxes from continuing operations $ (256,888)
Interest expense and other financing costs 128,243
Change in the fair value of non-designated interest rate swaps (4,725)
Other (income) expense 985 (1,075) 8,184 8,094
Restructuring and other related costs 29,562 26,487 56,049
Earnings (loss) from Continuing Operations $ (61,312) $ 3,252 $ (11,167) $ (69,227)
Decrease (increase) in fair value of biological assets(2) (6,059) (6,059)
Unrealized (gain) loss on commodity futures contracts(2) 4,744 4,744
Modification impact to long-term incentive plan(2) 8,734 8,734
Adjusted Operating Earnings(3) $ (61,312) $ 3,252 $ (3,748) $ (61,808)
Nine months ended September 30, 2013
($ thousands)
(Unaudited)
Meat
Products
Group
Agribusiness
Group
Unallocated
costs
Consolidated
Net earnings (loss) from continuing operations $ (93,483)
Income taxes (38,868)
Earnings (loss) before income taxes from continuing operations $ (132,351)
Interest expense and other financing costs 51,394
Change in the fair value of non-designated interest rate swaps (1,930)
Other (income) expense (46,913) (709) (20,951) (68,573)
Restructuring and other related costs 60,976 1,745 62,721
Earnings (loss) from Continuing Operations $ (43,568) $ (28,255) $ (16,916) $ (88,739)
Decrease (increase) in fair value of biological assets(2) 4,569 4,569
Unrealized (gain) loss on commodity futures contracts(2) 3,743 3,743
Adjusted Operating Earnings(3) $ (43,568) $ (28,255) $ (8,604) $ (80,427)

Adjusted Earnings per Share

Adjusted Earnings per Share, a non-IFRS measure, is used by Management
to evaluate ongoing financial operating results. It is defined as basic
earnings per share from continuing operations attributable to common
shareholders, and is adjusted for items that are not considered
representative of ongoing operational activities of the business, and
items where the economic impact of the transactions will be reflected
in earnings in future periods when the underlying asset is sold or
transferred. The table below provides a reconciliation of basic
earnings per share from continuing operations as reported under IFRS in
the unaudited consolidated interim statements of earnings to Adjusted
Earnings per Share for the three and nine months ended, as indicated
below. Management believes this basis is the most appropriate on which
to evaluate financial results as they are representative of the ongoing
operations of the Company.

($ per Share)
(Unaudited)
Three months ended
September 30,
Nine months ended
September 30,
2014 2013(i) 2014 2013(i)
Basic earnings (loss) per share from continuing operations $ (0.19) $ (0.18) $ (1.35) $ (0.67)
Restructuring and other related costs(ii) 0.07 0.06 0.30 0.33
Items included in other income not considered representative of on-going
operations(iii)
0.02 (0.08) 0.04 (0.35)
Change in the fair value of non-designated interest rate swaps(iv) (0.01) (0.02) (0.01)
Change in the fair value of unrealized (gains) losses on commodity
futures contracts(iv)
(0.03) 0.02 0.02 0.02
Change in the fair value of realized (gains) losses on commodity futures
contracts(iv)
(0.08)
Change in the fair value of biological assets(iv) 0.08 (0.01) (0.03) 0.02
Other financing costs(v) 0.51
Modification impact to long-term incentive plan(vi) 0.05
Adjusted Earnings per Share(vii) $ (0.13) $ (0.19) $ (0.49) $ (0.66)

(i) 2013 figures have been restated for the classification of the Rothsay
business and the Bakery Products Group as discontinued operations.
Refer to Note 22 of the Company’s 2014 third quarter unaudited
condensed consolidated interim financial statements.

(ii) Includes per share impact of restructuring and other related costs, net
of tax and non-controlling interest.

(iii) Includes gains/losses associated with non-operational activities,
including gains/losses related to restructuring activities, business
combinations, discontinued operations, assets held for sale, and hedge
ineffectiveness recognized in earnings, all net of tax.

(iv) Includes per share impact of the change in fair value of non-designated
interest rate swaps, unrealized and realized (gains) losses on
commodity futures contracts and the change in fair value of biological
assets, net of tax.

(v) Includes a $76.3 million early repayment premium to lenders, $12.7
million in financing costs, and a $9.6 million loss transferred from
accumulated other comprehensive income into earnings related to the
settlement of interest rate swaps that are no longer designated as
hedging instruments

(vi) Relates to a $8.7 million modification and mark to market changes of
long-term incentive compensation plan as a result of the costs been
fixed and payments accelerated, which was a decision made conditional
on the sale of Canada Bread, and is therefore not considered
representative of ongoing operational activities of the business.

(vii) May not add due to rounding.

Forward-Looking Statements

This document contains, and the Company’s oral and written public
communications often contain, “forward-looking information” within the
meaning of applicable securities law. These statements are based on
current expectations, estimates, forecasts, and projections about the
industries in which the Company operates, as well as beliefs and
assumptions made by the Management of the Company. Such statements
include, but are not limited to, statements with respect to objectives
and goals, in addition to statements with respect to beliefs, plans,
objectives, expectations, anticipations, estimates, and intentions.
Specific forward-looking information in this document includes, but is
not limited to, statements with respect to: the anticipated benefits,
timing, actions, costs, and investments associated with the Value
Creation Plan; expectations regarding the use of derivatives, futures
and options; expectations regarding improving efficiencies; the
expected use of cash balances; source of funds for ongoing business
requirements; capital investments and debt repayment; expectations
regarding acquisitions and divestitures; the timing of new plant
openings; old plant closures and job losses; LEED certification;
expectations regarding the adoption of new accounting standards and the
impact of such adoption on financial position; expectations regarding
sufficiency of the allowance for uncollectible accounts; and
expectations regarding pension plan performance and future pension plan
liabilities and contributions. Words such as “expect”, “anticipate”,
“intend”, “may”, “will”, “plan”, “believe”, “seek”, “estimate”, and
variations of such words and similar expressions are intended to
identify such forward-looking information. These statements are not
guarantees of future performance and involve assumptions and risks and
uncertainties that are difficult to predict.

In addition, these statements and expectations concerning the
performance of the Company’s business in general are based on a number
of factors and assumptions including, but not limited to: the condition
of the Canadian, U.S., and Japanese economies; the rate of exchange of
the Canadian dollar to the U.S. dollar, and the Japanese yen; the
availability and prices of raw materials, energy and supplies; product
pricing; the availability of insurance; the competitive environment and
related market conditions; improvement of operating efficiencies
whether as a result of the Value Creation Plan or otherwise; continued
access to capital; the cost of compliance with environmental and health
standards; no adverse results from ongoing litigation; no unexpected
actions of domestic and foreign governments; and the general assumption
that none of the risks identified below or elsewhere in this document
will materialize. All of these assumptions have been derived from
information currently available to the Company, including information
obtained by the Company from third-party sources. These assumptions may
prove to be incorrect in whole or in part. In addition, actual results
may differ materially from those expressed, implied, or forecasted in
such forward-looking information, which reflect the Company’s
expectations only as of the date hereof.

Factors that could cause actual results or outcomes to differ materially
from the results expressed, implied, or forecasted by forward-looking
information include, among other things:

  • risks associated with the Company’s Transition Services Agreement with
    Grupo Bimbo, S.A.B. de C.V. of Mexico
  • risks associated with implementing and executing the Value Creation
    Plan;
  • risks associated with the availability of capital;
  • risks associated with changes in the Company’s systems and processes;
  • risks posed by food contamination, consumer liability, and product
    recalls;
  • risks associated with acquisitions, divestitures, and capital expansion
    projects;
  • impact on pension expense and funding requirements of fluctuations in
    the market prices of fixed income and equity securities and changes in
    interest rates;
  • cyclical nature of the cost and supply of hogs and the competitive
    nature of the pork market generally;
  • risks related to the health status of livestock;
  • impact of a pandemic on the Company’s operations;
  • the Company’s exposure to currency exchange risks;
  • ability of the Company to hedge against the effect of commodity price
    changes through the use of commodity futures and options;
  • impact of changes in the market value of the biological assets and
    hedging instruments;
  • impact of international events on commodity prices and the free flow of
    goods;
  • risks posed by compliance with extensive government regulation;
  • risks posed by litigation;
  • impact of changes in consumer tastes and buying patterns;
  • impact of extensive environmental regulation and potential environmental
    liabilities;
  • risks associated with a consolidating retail environment;
  • risks posed by competition;
  • risks associated with complying with differing employment laws and
    practices, the potential for work stoppages due to non-renewal of
    collective agreements, and recruiting and retaining qualified
    personnel;
  • risks associated with pricing the Company’s products;
  • risks associated with managing the Company’s supply chain; and
  • risks associated with failing to identify and manage the strategic risks
    facing the Company.

The Company cautions the reader that the foregoing list of factors is
not exhaustive. These factors are discussed in more detail under the
heading “Risk Factors” presented previously in the 2013 Annual Report.
The reader should review such section in detail. Some of the
forward-looking information may be considered to be financial outlooks
for purposes of applicable securities legislation including, but not
limited to, statements concerning future EBITDA margins; capital
expenditures; cash costs; and non-cash restructuring charges. These
financial outlooks are presented to allow the Company to benchmark the
results of the Value Creation Plan. These financial outlooks may not be
appropriate for other purposes and readers should not assume they will
be achieved. The Company does not intend to, and the Company disclaims
any obligation to, update any forward-looking information, whether
written or oral, or whether as a result of new information, future
events or otherwise, except as required by law. Additional information
concerning the Company, including the Company’s Annual Information
Form, is available on SEDAR at www.sedar.com. Maple Leaf Foods Inc. is
a focused consumer packaged meats company. Headquartered in Toronto,
Canada, the Company employs approximately 12,000 people at its
operations in Canada, the U.S., and Asia.

Footnote Legend

  1. Adjusted Operating Earnings, a non-IFRS measure, is used by Management
    to evaluate financial operating results. It is defined as earnings
    from continuing operations adjusted for items that are not considered
    representative of ongoing operational activities of the business, and
    items where the economic impact of the transactions will be reflected
    in earnings in future periods when the underlying asset is sold or
    transferred. Please refer to the section entitled Reconciliation of
    Non-IFRS Financial Measures in this news release.
  2. Regarding biological assets, please refer to Note 7 of the Company’s
    2014 third quarter unaudited condensed consolidated interim financial
    statements. Realized and unrealized gains/losses on commodity futures
    contracts and settlement of long-term incentive plan are reported
    within cost of sales and selling, general and administrative
    respectively in the Company’s 2014 third quarter unaudited condensed
    consolidated interim financial statements.
  3. Figures exclude the results of the Rothsay business and the Bakery
    Products Group, which are reported as discontinued operations. Refer to
    Note 22 of the Company’s 2014 third quarter unaudited condensed
    consolidated interim financial statements.
  4. Adjusted Earnings per Share, a non-IFRS measure, is used by Management
    to evaluate on-going financial operating results. It is defined as
    basic earnings per share from continuing operations attributable to
    common shareholders, and is adjusted for all items that are not
    considered representative of ongoing operational activities of the
    business, and items where the economic impact of the transactions will
    be reflected in earnings in future periods when the underlying asset is
    sold or transferred. Please refer to the section entitled
    Reconciliation of Non-IFRS Financial Measures in this news release.
  5. 2013 figures exclude the results of the Rothsay business, which are
    reported as discontinued operations. Refer to Note 22 of the Company’s
    2014 third quarter unaudited condensed consolidated interim financial
    statements.
  6. Unless otherwise stated, all per share amounts are basic attributable to
    common shareholders.
Condensed Consolidated Interim Financial Statements
(Expressed in Canadian dollars)
(Unaudited)
MAPLE LEAF FOODS INC.
Nine months ended September 30, 2014 and 2013
Consolidated Balance Sheets
(In thousands of Canadian dollars) As at September 30,
2014
As at September 30,
2013
As at December 31,
2013
(Unaudited) (Unaudited)
ASSETS
Current assets
Cash and cash equivalents $ 510,238 $ 400,306 $ 506,670
Accounts receivable 52,591 107,436 111,034
Notes receivable 120,818 124,005 115,514
Inventories 296,229 323,766 287,786
Biological assets 111,773 80,590 95,740
Income and other taxes recoverable 35,293 38,317 43,300
Prepaid expenses and other assets 14,396 21,808 17,921
Assets held for sale 634 110,838 5,206
$ 1,141,972 $ 1,207,066 $ 1,183,171
Property and equipment 1,044,959 1,273,264 1,323,318
Investment property 3,191 13,011 12,865
Employee benefits 104,260 126,813 117,615
Other long-term assets 10,301 16,634 16,628
Deferred tax asset 701 113,958 26,119
Goodwill 428,236 725,545 720,798
Intangible assets 176,203 199,576 198,578
Total assets $ 2,909,823 $ 3,675,867 $ 3,599,092
LIABILITIES AND EQUITY
Current liabilities
Bank indebtedness $ $ $ 4,408
Accounts payable and accruals 313,652 597,101 649,554
Provisions 57,533 36,993 54,853
Current portion of long-term debt 330 641,306 209,780
Other current liabilities 20,103 15,999 47,927
Liabilities associated with assets held for sale 18,511
$ 391,618 $ 1,309,910 $ 966,522
Long-term debt 9,948 892,433 744,212
Employee benefits 148,263 264,924 174,503
Provisions 19,051 37,226 19,603
Other long-term liabilities 21,942 57,632 28,744
Deferred tax liability 7,501 13,750 23,516
Total liabilities $ 598,323 $ 2,575,875 $ 1,957,100
Shareholders’ equity
Share capital $ 927,012 $ 902,986 $ 905,216
Retained earnings 1,307,453 47,148 602,717
Contributed surplus 89,244 91,172 79,139
Accumulated other comprehensive income (loss)
associated with continuing operations
141 (10,472) (4,593)
Treasury stock (12,350) (1,350) (1,350)
Total shareholders’ equity $ 2,311,500 $ 1,029,484 $ 1,581,129
Non-controlling interest 70,508 60,863
Total equity $ 2,311,500 $ 1,099,992 $ 1,641,992
Total liabilities and equity $ 2,909,823 $ 3,675,867 $ 3,599,092
Consolidated Statements of Net Earnings (Loss)
(In thousands of Canadian dollars, except share amounts) Three months ended September 30, Nine months ended September 30,
(Unaudited) 2014 2013 2014 2013
(Restated) (Restated)
Sales $ 820,097 $ 757,848 $ 2,363,234 $ 2,206,466
Cost of goods sold 759,972 707,347 2,195,850 2,067,910
Gross margin $ 60,125 $ 50,501 $ 167,384 $ 138,556
Selling, general and administrative expenses 74,186 73,640 236,611 227,295
Loss from continuing operations before the following: $ (14,061) $ (23,139) $ (69,227) $ (88,739)
Restructuring and other related costs (14,287) (11,379) (56,049) (62,721)
Change in fair value of non-designated interest rate swaps 1,620 655 4,725 1,930
Other (expense) income (5,454) 19,200 (8,094) 68,573
(Loss) earnings before interest and income taxes from
continuing operations
$ (32,182) $ (14,663) $ (128,645) $ (80,957)
Interest expense and other financing costs 2,500 18,746 128,243 51,394
Loss before income taxes from continuing operations $ (34,682) $ (33,409) $ (256,888) $ (132,351)
Income taxes (8,011) (8,935) (66,067) (38,868)
Loss from continuing operations $ (26,671) $ (24,474) $ (190,821) $ (93,483)
(Loss) earnings from discontinued operations (96) 39,995 930,915 94,272
Net (loss) earnings $ (26,767) $ 15,521 $ 740,094 $ 789
Attributed to:
Common shareholders $ (26,767) $ 12,955 $ 738,119 $ (4,436)
Non-controlling interest 2,566 1,975 5,225
$ (26,767) $ 15,521 $ 740,094 $ 789
Earnings (loss) per share attributable to common
shareholders:
Basic and diluted earnings (loss) per share $ (0.19) $ 0.09 $ 5.25 $ (0.03)
Basic and diluted loss per share from continuing
operations
$ (0.19) $ (0.18) $ (1.35) $ (0.67)
Weighted average number of shares (millions) 141.8 139.9 140.9 139.9
Consolidated Statements of Other Comprehensive Income
(In thousands of Canadian dollars) Three months ended September 30, Nine months ended September 30,
(Unaudited) 2014 2013 2014 2013
(Restated) (Restated)
Net (loss) earnings $ (26,767) $ 15,521 $ 740,094 $ 789
Other comprehensive income (loss)
Items that will not be reclassified to profit or loss:
Change in actuarial gains and losses (Net of tax of $1.6 million
and $2.6 million; 2013: $8.5 million and $44.6 million)
$ (4,443) $ 24,365 $ (7,274) $ 128,706
Total items that will not be reclassified to profit or loss $ (4,443) $ 24,365 $ (7,274) $ 128,706
Items that are or may be reclassified subsequently to profit or loss:
Change in accumulated foreign currency translation adjustment
(Net of tax of nil)
$ (37) $ 65 $ (252) $ (154)
Change in unrealized gains and losses on cash flow hedges
(Net of tax of $1.5 million and $1.5 million; 2013: $0.3 million
and $0.4 million)
(4,049) (980) 4,187 (1,127)
Total items that are or may be reclassified subsequently to
profit or loss
$ (4,086) $ (915) $ 3,935 $ (1,281)
Other comprehensive income from continuing operations $ (8,529) $ 23,450 $ (3,339) $ 127,425
Other comprehensive income from discontinued operations(i)
(Net of tax of $nil and $1.3 million; 2013: $0.1 million and
$4.8 million)
(104) (569) 18,476
Total other comprehensive income (loss) $ (8,529) $ 23,346 $ (3,908) $ 145,901
Comprehensive (loss) income $ (35,296) $ 38,867 $ 736,186 $ 146,690
Attributed to:
Common shareholders $ (35,296) $ 36,288 $ 734,455 $ 139,454
Non-controlling interest $ $ 2,579 $ 1,731 $ 7,236
(i) The above amount includes $0.0 million for the three months ended
September 30, 2014 (2013: $0.9 million) and $4.4 million for the nine
months ended September 30, 2014 (2013: $13.8 million) relating to
actuarial gains and losses that will not subsequently be re-classified
to profit or loss.
Consolidated Statements of Changes in Total Equity
Attributable to Common Shareholders
(In thousands of Canadian dollars)
(Unaudited)
Share
capital
Retained
earnings
Contributed
surplus
Total
accumulated
other
comprehensive
income (loss)
associated with
continuing
operations
Total
accumulated
other
comprehensive
income
associated with
assets
held for sale
Treasury
stock
Non-
controlling
interest
Total
equity
Balance at December 31, 2013 $ 905,216 $ 602,717 $ 79,139 $ (4,593) $ $ (1,350) $ 60,863 $ 1,641,992
Net earnings 738,119 1,975 740,094
Re-classification to assets held for sale 799 (799)
Other comprehensive income (loss) (10,488) 3,935 2,889 (244) (3,908)
Dividends declared ($0.12 per share) (16,951) (3,017) (19,968)
Stock-based compensation expense 26,117 26,117
Disposal of business (2,090) (59,577) (61,667)
Exercise of stock options 21,796 21,796
Shares purchased by RSU trust (11,000) (11,000)
Modification of stock compensation plan (5,944) (16,012) (21,956)
Balance at September 30, 2014 $ 927,012 $ 1,307,453 $ 89,244 $ 141 $ $ (12,350) $ $ 2,311,500
Attributable to Common Shareholders
(In thousands of Canadian dollars)
(Unaudited)
Share
capital
Retained
deficit
Contributed
surplus
Total
accumulated
other
comprehensive
loss
associated with
continuing
operations
Total
accumulated
other
comprehensive
income
associated with
assets
held for sale
Treasury
stock
Non-
controlling
interest
Total
equity
Balance at December 31, 2012 $ 902,810 $ (72,701) $ 75,913 $ (13,263) $ $ (1,845) $ 67,085 $ 957,999
Net earnings (loss) (4,436) 5,225 789
Other comprehensive income (loss) 141,099 2,791 2,011 145,901
Dividends declared ($0.12 per share) (16,814) (3,813) (20,627)
Stock-based compensation expense 10,246 10,246
Exercise of stock options 176 176
Issuance of treasury stock (495) 495
Modification of stock compensation plan 3,508 3,508
Other 2,000 2,000
Balance at September 30, 2013 $ 902,986 $ 47,148 $ 91,172 $ (10,472) $ $ (1,350) $ 70,508 $ 1,099,992
Consolidated Statements of Cash Flow
(In thousands of Canadian dollars) Three months ended September 30, Nine months ended September 30,
(Unaudited) 2014 2013 2014 2013
CASH (USED IN) PROVIDED BY:
Operating activities
Net (loss) earnings $ (26,767) $ 15,521 $ 740,094 $ 789
Add (deduct) items not affecting cash:
Change in fair value of biological assets 15,363 (894) (6,059) 4,569
Depreciation and amortization 29,776 35,867 80,069 105,136
Stock-based compensation 6,250 (515) 26,117 10,246
Deferred income taxes (9,152) (1,275) 31,287 (23,457)
Income tax current 1,126 7,725 11,069 19,696
Interest expense and other financing costs 2,500 18,715 129,029 52,051
Loss (gain) on sale of long-term assets 222 (1,452) 384 (3,256)
Loss (gain) on sale of business 111 (1,007,465)
Gain on sale of assets held for sale (11,520) (1,736) (57,076)
Change in fair value of non-designated interest rate swaps (1,620) (655) (4,725) (1,930)
Change in fair value of derivative financial instruments (7,953) 2,353 2,656 3,863
Impairment of assets (net of reversals) 889 115 1,674 5,924
Increase in pension liability 6,265 2,081 12,646 14,710
Net income taxes paid (112) (8,941) (8,727) (20,978)
Net settlement of financial instruments (23,631)
Early repayment premium (76,311)
Interest paid (2,399) (17,656) (41,362) (49,470)
Change in provision for restructuring and other related costs 1,012 5,955 31,269 47,906
Other (4,841) (9,191) (32,810) (19,391)
Change in non-cash operating working capital 20,759 82,145 (241,251) 123,719
Cash (used in) provided by operating activities $ 31,429 $ 118,378 $ (377,783) $ 213,051
Financing activities
Dividends paid $ (5,680) $ (5,620) $ (16,951) $ (16,814)
Dividends paid to non-controlling interest (1,271) (24,621) (3,813)
Net increase (decrease) in long-term debt (125) 1,418 (699,139) 910
Net drawings (payments) on the credit facility 198,000 (255,000) 312,000
Exercise of stock options 4,124 21,796 176
Payment of financing fees (3,769)
Other (293)
Cash (used in) provided by financing activities $ (1,681) $ 192,234 $ (977,684) $ 292,459
Investing activities
Additions to long-term assets $ (48,015) $ (108,076) $ (223,946) $ (273,508)
Acquisition of business (922)
Capitalization of interest expense (3,931) (5,504) (11,126)
Adjustment to sale of business (468)
Proceeds from sale of business 1,647,015
Transaction costs (111) (29,012)
Cash associated with divested business (23,011)
Proceeds from sale of long-term assets 6 2,030 3,261 8,496
Proceeds from sale of assets held for sale 61,748 6,108 129,685
Purchase of treasury stock (11,000) (11,000)
Cash provided by (used in) investing activities $ (59,120) $ (48,229) $ 1,363,443 $ (147,375)
Increase (decrease) in cash and cash equivalents $ (29,372) $ 262,383 $ 7,976 $ 358,135
Net cash and cash equivalents, beginning of period 539,610 137,923 502,262 42,171
Net cash and cash equivalents, end of period $ 510,238 $ 400,306 $ 510,238 $ 400,306
Segmented Financial Information
Three months ended September 30, Nine months ended September 30,
2014 2013 2014 2013
(Restated) (Restated)
Sales
Meat Products Group $ 814,699 $ 751,509 $ 2,345,651 $ 2,182,046
Agribusiness Group(i) 5,398 75,687 17,583 212,896
Bakery Products Group(i) 392,593 567,861 1,159,188
Total sales $ 820,097 $ 1,219,789 $ 2,931,095 $ 3,554,130
Sales from discontinued operations (461,941) (567,861) (1,347,664)
Sales from continuing operations $ 820,097 $ 757,848 $ 2,363,234 $ 2,206,466
Earnings before restructuring and other related costs
and other income
Meat Products Group $ (18,220) $ (21,624) $ (61,312) $ (43,568)
Agribusiness Group(i) (1,610) 22,562 3,252 29,668
Bakery Products Group(i) 38,900 47,829 92,460
Non-allocated costs 5,769 (3,074) (11,167) (16,916)
Total earnings before restructuring and other related costs
and other income
$ (14,061) $ 36,764 $ (21,398) $ 61,644
Earnings before restructuring and other related costs and
other income from discontinued operations
(59,903) (47,829) (150,383)
Earnings before restructuring and other related costs
and other income from continuing operations
$ (14,061) $ (23,139) $ (69,227) $ (88,739)
Capital expenditures
Meat Products Group $ 38,865 $ 92,257 $ 179,488 $ 231,463
Agribusiness Group(i) 2,813 3,591 4,782 11,436
Bakery Products Group(i) 12,228 17,789 30,609
$ 41,678 $ 108,076 $ 202,059 $ 273,508
Depreciation and amortization
Meat Products Group $ 22,774 $ 17,428 $ 60,961 $ 49,847
Agribusiness Group(i) 1,693 4,043 4,117 12,295
Unallocated(ii) 5,309 9,849
Bakery Products Group(i) 14,396 5,142 42,994
$ 29,776 $ 35,867 $ 80,069 $ 105,136
(i) The prior year results of the animal by-product recycling operations,
Fresh Pasta and Sauces businesses and Canada Bread are included in the
comparative results of the Agribusiness Group and Bakery Products Group
respectively.
(ii) Includes depreciation on assets used to service divested business.
As at September 30, 2014 As at September 30, 2013 As at December 31, 2013
Total assets
Meat Products Group $ 2,031,004 $ 1,798,777 $ 1,823,866
Agribusiness Group(i) 205,083 282,061 195,537
Bakery Products Group(i) 1,014,807 1,169,669
Non-allocated assets 673,736 580,222 410,020
$ 2,909,823 $ 3,675,867 $ 3,599,092
Goodwill
Meat Products Group $ 428,236 $ 428,235 $ 428,236
Bakery Products Group(i) 297,310 292,562
$ 428,236 $ 725,545 $ 720,798
(i) The prior year results as at September 30, 2013 of the Agribusiness
Group and Bakery Products Group include assets and goodwill from the
animal by-product recycling operations, Fresh Pasta and Sauces, and
Canada Bread businesses, respectively.

SOURCE Maple Leaf Foods Inc.

Investor Contact: Nick Boland
VP Investor Relations: 416-926-2005
Media Contact: 416-926-2020