Document



 


 
                                        
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): August 3, 2017

 
PRESTIGE BRANDS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-32433
 
20-1297589
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

 
660 White Plains Road, Tarrytown, New York 10591
(Address of principal executive offices) (Zip Code)
 
(914) 524-6800
(Registrant's telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). 
Emerging Growth Company
o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

                                                    
 






Item 2.02 Results of Operations and Financial Condition.
 
On August 3, 2017, Prestige Brands Holdings, Inc. (the “Company”) announced financial results for the fiscal quarter ended June 30, 2017. A copy of the press release announcing the Company's earnings results for the fiscal quarter ended June 30, 2017 is attached hereto as Exhibit 99.1 and incorporated herein by reference.
 

Item 7.01 Regulation FD Disclosure.

On August 3, 2017, representatives of the Company began making presentations to investors regarding the Company's financial results for the quarter ended June 30, 2017 using slides attached to this Current Report on Form 8-K as Exhibit 99.2 (the “Investor Presentation”) and incorporated herein by reference.  The Company expects to use the Investor Presentation, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others during the fiscal year ended March 31, 2018.
 
By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.
 
The information contained in the Investor Presentation is summary information that is intended to be considered in the context of the Company's Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise, from time to time.  The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted.  Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

The information presented in Items 2.02 and 7.01 of this Current Report on Form 8-K and Exhibits 99.1 and 99.2 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.



Item 9.01 Financial Statements and Exhibits.
 
(d)    Exhibits.
 
See Exhibit Index immediately following the signature page.

 






SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Dated: August 3, 2017
PRESTIGE BRANDS HOLDINGS, INC.
 
 
 
 
 
 
By:
/s/ Christine Sacco
 
 
 
Christine Sacco
 
 
 
Chief Financial Officer
 
 
 
 
 
 
 
 
 






 
EXHIBIT INDEX
 
Exhibit
 
Description
 
 
 
99.1
 
Press Release dated August 3, 2017 announcing the Company's financial results for the fiscal quarter ended June 30, 2017 (furnished only).
99.2
 
Investor Presentation in use beginning August 3, 2017 (furnished only).


 



Exhibit


Exhibit 99.1
        
Prestige Brands Holdings, Inc. Reports Fiscal 2018 First Quarter Results; Reaffirms Fiscal 2018 Outlook
Revenue Increased 22.4% to $256.6 Million in Q1 Fiscal 2018; Revenue Growth of 3.0% Pro-forma for Fleet
Adjusted EPS Increased 12% to $0.66; GAAP Q1 Diluted EPS of $0.63
Cash Flow From Operations Increased to $54.1 Million in Q1; Adjusted Free Cash Flow of $56.5 Million
Reaffirms Full Year FY’18 Revenue, Adjusted Cash Flow and Adjusted EPS Outlook

TARRYTOWN, N.Y.--(BUSINESS WIRE)--August 3, 2017-- Prestige Brands Holdings, Inc. (NYSE:PBH) today reported financial results for its first quarter ended June 30, 2017.
“Our first quarter financial and operating performance delivered a strong start to the year, and we are pleased with our 3% adjusted revenue growth driven by solid consumption trends across the portfolio. Strong top-line, cash flow and profit results combined with our outlook for the remainder of fiscal 2018 position us well to achieve our guidance objectives for the full fiscal year,” said Ron Lombardi, Chief Executive Officer of Prestige Brands.
First Fiscal Quarter Ended June 30, 2017
Reported revenues in the first quarter of fiscal 2018 increased 22.4% to $256.6 million, compared to $209.6 million in the first quarter of fiscal 2017. Revenues for the quarter were driven by continued strong consumption levels across the Company’s legacy core brands and incremental revenue from the Fleet acquisition, which was partially offset by the divestitures of several non-core brands during fiscal 2017. The Fleet transaction contributed $54.9 million in revenues to first quarter performance and added approximately 100 basis points of pro-forma revenue growth to the legacy organic growth level of 2.0% for the quarter versus the prior year.
Reported gross profit margin in the first quarter fiscal 2018 was 55.9%, with adjusted gross profit margin of 56.9% excluding adjustments related to the Fleet transition and integration, compared to 58.0% for the first quarter of fiscal 2017. The gross profit margin year-over-year decline was primarily attributable to the addition of the high growth Fleet portfolio.
Advertising & promotion expense for the first quarter 2018 was $36.9 million, or 14.4% of sales, compared to $27.6 million or 13.2% of sales in the prior year. Higher advertising and promotion expense as a percentage of sales was attributable to ongoing investments behind the Company’s long-term brand building strategy.
Reported net income for the first quarter of fiscal 2018 totaled $33.8 million versus the prior year comparable quarter’s net loss of $5.5 million, which included a non-cash after-tax charge of $35.5 million (net of a tax benefit of $19.9 million) related to the divestiture of three non-core brands. Diluted earnings per share of $0.63 for the first quarter of fiscal 2018 compared to a $0.10 loss per share in the prior year comparable period. Non-GAAP adjusted net income for the first quarter of fiscal 2018 was $35.5 million, an increase of 13.1% over the prior year period’s adjusted net income of $31.4 million. Non-GAAP adjusted earnings per share were $0.66 per share for the first quarter of fiscal 2018 compared to $0.59 per share in the prior year comparable period.





Adjustments to net income in the first quarter of fiscal 2018 and fiscal 2017 include integration, transition, purchase accounting, legal and various other costs associated with acquisitions and divestitures, and the related income tax effects of the adjustments.
Free Cash Flow and Balance Sheet
The Company's net cash provided by operating activities for the first fiscal quarter of 2018 increased to $54.1 million from $51.3 million during the same period a year earlier due to continued growth in the legacy business and incremental cash flow related to the Fleet acquisition, partially offset by the loss of cash flow from divested brands. Non-GAAP adjusted free cash flow for the first fiscal quarter of 2018 was $56.5 million, up from $50.7 million in the prior year comparable quarter.
The Company's net debt position as of June 30, 2017 was approximately $2.1 billion, which increased versus the prior year driven by the acquisition of Fleet. At June 30, 2017 the Company's covenant-defined leverage ratio was approximately 5.6x, supported by the Company’s consistent and industry-leading free cash flow.
Segment Review
North American OTC Healthcare: Segment revenues totaled $215.8 million for the first quarter of fiscal 2018, 25.4% higher than the prior year comparable quarter's revenues of $172.1 million. The first quarter fiscal 2018 result was favorably impacted by increased consumption among the majority of core OTC brands as well as revenues from the acquisition of Fleet, partially offset by divestitures of non-core OTC brands.
International OTC Healthcare: Segment fiscal Q1 2018 revenues totaled $20.9 million, 32.2% higher than the $15.8 million reported in the prior year comparable period. First quarter revenues included an incremental benefit associated with revenues from the Fleet transaction, partially offset by a foreign currency headwind.
Household Cleaning: Segment revenues totaled $19.9 million for the first quarter of fiscal 2018 compared with first quarter fiscal 2017 revenues of $21.7 million, a decrease of 8.4%. Household segment revenues were unfavorably impacted by the loss of revenues associated with divestitures and the effects of currency.
Commentary and Outlook for Fiscal 2018
Ron Lombardi, CEO, stated, “We are pleased with the year-to-date trends in both our legacy Prestige portfolio, which grew 2%, and the Fleet acquisition. Fleet was a key cornerstone to our portfolio evolution in fiscal 2017 and allowed us to achieve our long-term target portfolio mix of 85% invest-for-growth and 15% manage-for-cash brands. In our first full quarter of ownership Fleet has exhibited strong revenue growth consistent with our expectations and the integration into our business is largely complete. When added to the solid performance of our legacy business, Fleet enabled us to achieve revenue growth at the high-end of our long-term target of 2% to 3%.”
“Our solid quarterly results and consumer takeaway, in a challenging retail environment, gives us increased conviction in our ability to achieve our fiscal 2018 guidance. Accordingly, we are reaffirming our fiscal 2018 expectation for total reported top-line growth of 18% to 20% and pro-forma revenue growth including Fleet of 2.0% to 2.5%. We are also reaffirming our fiscal 2018 adjusted earnings per share guidance in the range of $2.58 to $2.68 and projected adjusted free cash flow of $205 million or more. As has been our practice, we plan to continue using our industry-leading free cash flow to pay down debt and build





M&A capacity,” Mr. Lombardi added. “We look forward to executing against our three pillar strategy as the year progresses and continuing to create long-term value for our stakeholders,” he concluded.
 
Fiscal 2018 Full-Year Outlook
Revenue Growth
18% to 20%
Adjusted E.P.S.*
$2.58 to $2.68
Adjusted Free Cash Flow*
$205 million or more

Fiscal Q1 Conference Call, Accompanying Slide Presentation and Replay
The Company will host a conference call to review its first quarter results today, August 3, 2017 at 8:30 a.m. ET. The toll-free dial-in numbers are 844-233-9440 within North America and 574-990-1016 outside of North America. The conference ID number is 48231229. The Company provides a live Internet webcast, a slide presentation to accompany the call, as well as an archived replay, all of which can be accessed from the Investor Relations page of the Company's website at www.prestigebrands.com. The slide presentation can be accessed just before the call from the Investor Relations page of the website by clicking on Webcasts and Presentations.
Telephonic replays will be available for two weeks following the completion of the call and can be accessed at 855-859-2056 within North America and at 404-537-3406 from outside North America. The conference ID is 48231229.
Non-GAAP Financial Information
In addition to financial results reported in accordance with generally accepted accounting principles (GAAP), we have provided certain non-GAAP financial information in this release to aid investors in understanding the Company's performance. Each non-GAAP financial measure is defined and reconciled to its most closely related GAAP financial measure in the “About Non-GAAP Financial Measures” section at the end of this earnings release.
Note Regarding Forward-Looking Statements
This news release contains "forward-looking statements" within the meaning of the federal securities laws that are intended to qualify for the Safe Harbor from liability established by the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" generally can be identified by the use of forward-looking terminology such as "assumptions," "target," "guidance," “strategy,” "outlook," "plans," "projection," "may," "will," "would," "expect," "intend," "estimate," "anticipate," "believe”, "potential," or "continue" (or the negative or other derivatives of each of these terms) or similar terminology. The "forward-looking statements" include, without limitation, statements regarding the Company's expectations regarding future operating results including revenues, adjusted earnings per share and adjusted free cash flow, the Company’s ability to meet organic growth targets, the Company’s use of free cash flow to pay down debt and build M&A capacity, and the success of the Company’s acquisition of Fleet and its brand building efforts. These statements are based on management's estimates and assumptions with respect to future events and financial performance and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results could differ materially from those expected as a result of a variety of factors, including the impact of the Company’s advertising and promotional and new product development initiatives, customer inventory management initiatives, the failure to successfully integrate the Fleet brands, general economic and business conditions, fluctuating foreign exchange rates, consumer trends, competitive pressures, and the ability of the Company’s third party manufacturers and suppliers to meet demand for its products. A discussion of other factors that could cause results to vary





is included in the Company's Annual Report on Form 10-K for the year ended March 31, 2017, Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, and other periodic reports filed with the Securities and Exchange Commission.
About Prestige Brands Holdings, Inc.
The Company markets and distributes brand name over-the-counter and household cleaning products throughout the U.S. and Canada, Australia, and in certain other international markets. The Company's brands include Monistat® and Summer’s Eve® women's health products, BC® and Goody's® pain relievers, Clear Eyes® eye care products, DenTek® specialty oral care products, Dramamine® motion sickness treatments, Fleet® enemas and glycerin suppositories, Chloraseptic® sore throat treatments, Compound W® wart treatments, Little Remedies® pediatric over-the-counter products, The Doctor's® NightGuard® dental protector, Efferdent® denture care products, Luden's® throat drops, Beano® gas prevention, Debrox® earwax remover, Gaviscon® antacid in Canada, and Hydralyte® rehydration products and the Fess® line of nasal and sinus care products in Australia. Visit the Company's website at www.prestigebrands.com.

* See the “About Non-GAAP Financial Measures” section of this report for further presentation information.






Prestige Brands Holdings, Inc.
Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
(Unaudited)
 
Three Months Ended June 30,
(In thousands, except per share data)
2017
 
2016
Revenues
 
 
 
Net sales
$
256,487

 
$
208,770

Other revenues
86

 
805

Total revenues
256,573


209,575

 
 
 
 
Cost of Sales
 
 
 
Cost of sales excluding depreciation
111,757

 
87,984

Cost of sales depreciation
1,340



Cost of sales
113,097


87,984

Gross profit
143,476

 
121,591

 
 
 
 
Operating Expenses
 
 
 
Advertising and promotion
36,944

 
27,635

General and administrative
20,336

 
19,457

Depreciation and amortization
7,167

 
6,832

Loss on divestitures

 
55,453

Total operating expenses
64,447

 
109,377

Operating income
79,029

 
12,214

 
 
 
 
Other (income) expense
 
 
 
Interest income
(69
)
 
(57
)
Interest expense
26,410

 
21,184

Total other expense
26,341

 
21,127

Income (loss) before income taxes
52,688

 
(8,913
)
Provision (benefit) for income taxes
18,929

 
(3,382
)
Net income (loss)
$
33,759

 
$
(5,531
)
 
 
 
 
Earnings (loss) per share:
 
 
 
Basic
$
0.64

 
$
(0.10
)
Diluted
$
0.63

 
$
(0.10
)
 
 
 
 
Weighted average shares outstanding:
 
 
 
Basic
53,038

 
52,881

Diluted
53,509

 
52,881

 
 
 
 
Comprehensive income (loss), net of tax:
 
 
 
Currency translation adjustments
1,119

 
(5,824
)
Unrecognized net gain on pension plans
1



Total other comprehensive (loss) income
1,120

 
(5,824
)
Comprehensive income (loss)
$
34,879

 
$
(11,355
)







Prestige Brands Holdings, Inc.
Condensed Consolidated Balance Sheets

(In thousands)
Assets
June 30,
2017
 
March 31,
2017
 
(Unaudited)
 
 
Current assets
 
 
 
Cash and cash equivalents
$
44,135

 
$
41,855

Accounts receivable, net of allowance of $13,556 and $13,010, respectively
134,725

 
136,742

Inventories
118,707

 
115,609

Prepaid expenses and other current assets
30,658

 
40,228

Total current assets
328,225

 
334,434

 
 
 
 
Property, plant and equipment, net
50,469

 
50,595

Goodwill
615,451

 
615,252

Intangible assets, net
2,898,273

 
2,903,613

Other long-term assets
7,143

 
7,454

Total Assets
$
3,899,561

 
$
3,911,348

 
 
 
 
Liabilities and Stockholders' Equity
 

 
 

Current liabilities
 

 
 

Accounts payable
$
62,738

 
$
70,218

Accrued interest payable
8,414

 
8,130

Other accrued liabilities
82,465

 
83,661

Total current liabilities
153,617

 
162,009

 
 
 
 
Long-term debt
 
 
 
Principal amount
2,172,000

 
2,222,000

Less unamortized debt costs
(26,591
)
 
(28,268
)
Long-term debt, net
2,145,409

 
2,193,732

 
 
 
 
Deferred income tax liabilities
724,545

 
715,086

Other long-term liabilities
17,443

 
17,972

Total Liabilities
3,041,014

 
3,088,799

 
 
 
 
 
 
 
 
Stockholders' Equity
 

 
 

Preferred stock - $0.01 par value
 

 
 

Authorized - 5,000 shares
 

 
 

Issued and outstanding - None

 

Common stock - $0.01 par value
 

 
 

Authorized - 250,000 shares
 
 
 
Issued - 53,352 shares at June 30, 2017 and 53,287 shares at March 31, 2017
533

 
533

Additional paid-in capital
460,401

 
458,255

Treasury stock, at cost - 352 shares at June 30, 2017 and 332 shares at March 31, 2017
(7,621
)
 
(6,594
)
Accumulated other comprehensive loss, net of tax
(25,232
)
 
(26,352
)
Retained earnings
430,466

 
396,707

Total Stockholders' Equity
858,547

 
822,549

Total Liabilities and Stockholders' Equity
$
3,899,561

 
$
3,911,348












Prestige Brands Holdings, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
 
Three Months Ended June 30,
(In thousands)
2017
 
2016
Operating Activities
 
 
 
Net income (loss)
$
33,759

 
$
(5,531
)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
 
 
 
Depreciation and amortization
8,507

 
6,832

Loss on divestitures

 
55,453

Loss on disposals of property and equipment
490

 

Deferred income taxes
9,225

 
(9,660
)
Amortization of debt origination costs
1,746

 
2,231

Excess tax benefits from share-based awards
302

 
550

Stock-based compensation costs
1,713

 
1,940

Changes in operating assets and liabilities, net of effects from acquisitions:
 
 
 
Accounts receivable
1,543

 
5,151

Inventories
(2,899
)
 
(4,327
)
Prepaid expenses and other current assets
9,604

 
5,697

Accounts payable
(8,024
)
 
(3,401
)
Accrued liabilities
(1,558
)
 
(3,634
)
Noncurrent assets and liabilities
(287
)
 

Net cash provided by operating activities
54,121

 
51,301

 
 
 
 
Investing Activities
 

 
 

Purchases of property, plant and equipment
(2,554
)

(895
)
Acquisition of Fleet escrow payment
970

 

Net cash used in investing activities
(1,584
)
 
(895
)
 
 
 
 
Financing Activities
 

 
 

Term loan repayments
(50,000
)
 
(50,000
)
Payments of debt origination costs

 
(9
)
Proceeds from exercise of stock options
433

 
3,405

Fair value of shares surrendered as payment of tax withholding
(1,027
)
 
(1,395
)
Net cash used in financing activities
(50,594
)
 
(47,999
)
 
 
 
 
Effects of exchange rate changes on cash and cash equivalents
337

 
(760
)
Increase in cash and cash equivalents
2,280

 
1,647

Cash and cash equivalents - beginning of period
41,855

 
27,230

Cash and cash equivalents - end of period
$
44,135

 
$
28,877

 
 
 
 
Interest paid
$
24,298

 
$
18,337

Income taxes paid
$
2,230

 
$
1,357






Prestige Brands Holdings, Inc.
Condensed Consolidated Statements of Income
Business Segments
(Unaudited)

 
Three Months Ended June 30, 2017
(In thousands)
North American OTC Healthcare
 
International OTC Healthcare
 
Household
Cleaning
 
Consolidated
Total segment revenues*
$
215,815

 
$
20,898

 
$
19,860

 
$
256,573

Cost of sales
86,501

 
9,950

 
16,646

 
113,097

Gross profit
129,314

 
10,948

 
3,214

 
143,476

Advertising and promotion
32,808

 
3,690

 
446

 
36,944

Contribution margin
$
96,506

 
$
7,258

 
$
2,768

 
106,532

Other operating expenses
 

 
 
 
 

 
27,503

Operating income
 

 
 
 
 

 
79,029

Other expense
 

 
 
 
 

 
26,341

Income before income taxes
 
 
 
 
 
 
52,688

Provision for income taxes
 

 
 
 
 

 
18,929

Net income
 
 
 
 
 
 
$
33,759

*Intersegment revenues of $1.4 million were eliminated from the North American OTC Healthcare segment.
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2016
(In thousands)
North American OTC Healthcare
 
International OTC Healthcare
 
Household
Cleaning
 
Consolidated
Total segment revenues*
$
172,080

 
$
15,804

 
$
21,691

 
$
209,575

Cost of sales**
64,234

 
6,948

 
16,802

 
87,984

Gross profit
107,846

 
8,856

 
4,889

 
121,591

Advertising and promotion
25,040

 
2,124

 
471

 
27,635

Contribution margin
$
82,806

 
$
6,732

 
$
4,418

 
93,956

Other operating expenses***
 

 
 
 
 

 
81,742

Operating income
 

 
 
 
 

 
12,214

Other expense
 

 
 
 
 

 
21,127

Loss before income taxes
 
 
 
 
 
 
(8,913
)
Benefit for income taxes
 

 
 
 
 

 
(3,382
)
Net loss
 
 
 
 
 
 
$
(5,531
)
* Intersegment revenues of $1.2 million were eliminated from the North American OTC Healthcare segment.
**Certain immaterial amounts related to cost of sales were reclassified between the International OTC Healthcare segment and the North American OTC Healthcare segment. There were no changes to the condensed consolidated financial statements for any periods presented.
***Other operating expenses includes a pre-tax loss on sale of assets of $55.5 million recognized for assets held for sale related to Pediacare, New Skin and Fiber Choice. These assets and corresponding contribution margin are included within the North American OTC Healthcare segment.






About Non-GAAP Financial Measures
We have pursued various strategic initiatives and completed a number of acquisitions in recent years that have resulted in revenues that would not have otherwise been recognized. The frequency and the amount of such revenues vary significantly based on the size, timing and complexity of the transaction. In addition to financial results reported in accordance with GAAP, we disclose certain Non-GAAP financial measures ("NGFMs"), including, but not limited to, Non-GAAP Organic Revenues on a constant currency basis, Constant Currency Non-GAAP Organic Revenue Growth Percentage, Non-GAAP Proforma Revenues on a constant currency basis, Constant Currency Non-GAAP Proforma Revenue Growth Percentage, Non-GAAP Adjusted Gross Margin, Non-GAAP Adjusted Gross Margin Percentage, Non-GAAP Adjusted Advertising and Promotion Expense, Non-GAAP Adjusted Advertising and Promotion Expense Percentage, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense Percentage, Non-GAAP EBITDA, Non-GAAP EBITDA Margin, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, Non-GAAP Adjusted Free Cash Flow and Net Debt. We use these NGFMs internally, along with GAAP information, in evaluating our operating performance and in making financial and operational decisions. We believe that the presentation of these NGFMs provides investors with greater transparency, and provides a more complete understanding of our business than could be obtained absent these disclosures, because the supplemental data relating to our financial condition and results of operations provides additional ways to view our operation when considered with both our GAAP results and the reconciliations below. In addition, we believe that the presentation of each of these NGFMs is useful to investors for period-to-period comparisons of results in assessing shareholder value, and we use these NGFMs internally to evaluate the performance of our personnel and also to evaluate our operating performance and compare our performance to that of our competitors.
These NGFMs are not in accordance with GAAP, should not be considered as a measure of profitability or liquidity, and may not be directly comparable to similarly titled NGFMs reported by other companies. These NGFMs have limitations and they should not be considered in isolation from or as an alternative to their most closely related GAAP measures reconciled below. Investors should not rely on any single financial measure when evaluating our business. We recommend investors review the GAAP financial measures included in this earnings release. When viewed in conjunction with our GAAP results and the reconciliations below, we believe these NGFMs provide greater transparency and a more complete understanding of factors affecting our business than GAAP measures alone.

NGFMs Defined
We define our NGFMs presented herein as follows:
Non-GAAP Organic Revenues on a constant currency basis: GAAP Total Revenues excluding revenues associated with products acquired or divested in the periods presented and excluding the impact of foreign currency exchange rates.
Constant Currency Non-GAAP Organic Revenue Growth Percentage: Calculated as the change in Non-GAAP Organic Revenues on a constant currency basis from prior year divided by prior year Non-GAAP Organic Revenues on a constant currency basis.
Non-GAAP Proforma Revenues on a constant currency basis: Non-GAAP Organic Revenues on a constant currency basis plus revenues associated with acquisitions.
Constant Currency Non-GAAP Proforma Revenue Growth Percentage: Calculated as the change in Non-GAAP Proforma Revenues on a constant currency basis from prior year divided by prior year Non-GAAP Proforma Revenues on a constant currency basis.
Non-GAAP Adjusted Gross Margin: GAAP Gross Profit minus certain integration, transition and other acquisition related costs.
Non-GAAP Adjusted Gross Margin Percentage: Calculated as Non-GAAP Adjusted Gross Margin divided by GAAP Total Revenues.
Non-GAAP Adjusted Advertising and Promotion Expense: GAAP Advertising and Promotion expenses minus certain integration, transition and other acquisition related costs.
Non-GAAP Adjusted Advertising and Promotion Expense Percentage: Calculated as Non-GAAP Adjusted Advertising and Promotion expense divided by GAAP Total Revenues.
Non-GAAP Adjusted General and Administrative Expense: GAAP General and Administrative expenses minus certain other legal and professional fees, integration, transition and other acquisition related costs and divestiture costs.
Non-GAAP Adjusted General and Administrative Expense Percentage: Calculated as Non-GAAP Adjusted General and Administrative expense divided by GAAP Total Revenues.
Non-GAAP EBITDA: GAAP Net Income (Loss) less interest expense (income), income taxes provision (benefit), and depreciation and amortization.
Non-GAAP EBITDA Margin: Calculated as Non-GAAP EBITDA divided by GAAP Total Revenues.





Non-GAAP Adjusted EBITDA: Non-GAAP EBITDA less certain other legal and professional fees, integration, transition and other acquisition related costs, divestiture costs, and gain/loss on divestitures.
Non-GAAP Adjusted EBITDA Margin: Calculated as Non-GAAP Adjusted EBITDA divided by GAAP Total Revenues.
Non-GAAP Adjusted Net Income: GAAP Net Income (Loss) before certain other legal and professional fees, integration, transition and other acquisition related costs, divestiture costs, gain/loss on divestitures, applicable tax impact associated with these items and normalized tax rate adjustment.
Non-GAAP Adjusted EPS: Calculated as Non-GAAP Adjusted Net Income, divided by the weighted average number of common and potential common shares outstanding during the period.
Non-GAAP Free Cash Flow: GAAP Net cash provided by operating activities less cash paid for capital expenditures.
Non-GAAP Adjusted Free Cash Flow: Non-GAAP Free Cash Flow plus cash payments made for integration, transition, and other costs associated with acquisitions and divestitures.
Net Debt:   Calculated as total principal amount of debt outstanding of ($2,172,000 at June 30, 2017) less cash and cash equivalents ($44,135 at June 30, 2017).  Amounts in thousands.
The following tables set forth the reconciliations of each of our NGFMs to their most directly comparable financial measures presented in accordance with GAAP.

Reconciliation of GAAP Total Revenues to Non-GAAP Organic Revenues on a Constant Currency basis and Non-GAAP Proforma Revenues on a Constant Currency Basis and related growth percentages:
 
Three Months Ended June 30,
 
2017
 
2016
(In thousands)
 
 
 
GAAP Total Revenues
$
256,573

 
$
209,575

Revenue Growth
22.4
%
 
 
Adjustments:
 
 
 
Revenues associated with acquisitions (1)
(54,887
)
 

Revenues associated with divested brands(2)

 
(11,039
)
Impact of foreign currency exchange rates (3)

 
(752
)
Non-GAAP Organic Revenues on a constant currency basis
$
201,686

 
$
197,784

Constant Currency Non-GAAP Organic Revenue Growth
2.0
%
 
 
 
 
 
 
Non-GAAP Organic Revenues on a constant currency basis
$
201,686

 
$
197,784

Revenues associated with acquisitions (4)
54,887

 
51,201

Non-GAAP Proforma Revenues on a constant currency basis
$
256,573

 
$
248,985

Constant Currency Non-GAAP Proforma Revenue Growth
3.0
%
 
 
(1) Revenues of our Fleet acquisition are excluded for purposes of calculating Non-GAAP organic revenues on a constant currency basis. These revenue adjustments relate to our North American and International OTC Healthcare segments.
(2) Revenues of our divested brands have been excluded from the current year and the prior year for purposes of calculating Non-GAAP organic revenues on a constant currency basis. These revenue adjustments relate to our North American OTC Healthcare segment and our Household Cleaning segment.
(3) Foreign currency exchange rate adjustments relate to all segments.
(4) Revenues of our Fleet acquisition are included for purposes of calculating Non-GAAP proforma revenues on a constant currency basis. These revenue adjustments relate to our North American and International OTC Healthcare segments.









Reconciliation of GAAP Gross Profit to Non-GAAP Adjusted Gross Margin and related Non-GAAP Adjusted Gross Margin percentage:
 
Three Months Ended June 30,
 
2017
 
2016
(In thousands)
 
 
 
GAAP Total Revenues
$
256,573


$
209,575

 
 
 
 
GAAP Gross Profit
$
143,476

 
$
121,591

Adjustments:
 
 
 
Integration, transition and other costs associated with acquisitions (1)
2,576

 

Total adjustments
2,576

 

Non-GAAP Adjusted Gross Margin
$
146,052

 
$
121,591

Non-GAAP Adjusted Gross Margin as a Percentage of GAAP Total Revenues
56.9
%
 
58.0
%
(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.


Reconciliation of GAAP Advertising and Promotion Expense and related GAAP Advertising and Promotion Expense percentage to Non-GAAP Adjusted Advertising and Promotion Expense and related Non-GAAP Adjusted Advertising and Promotion Expense percentage:
 
Three Months Ended June 30,
 
2017
 
2016
(In thousands)
 
 
 
GAAP Advertising and Promotion Expense
$
36,944

 
$
27,635

GAAP Advertising and Promotion Expense as a Percentage of GAAP Total Revenue
14.4
%
 
13.2
%
Adjustments:
 
 
 
Integration, transition and other costs associated with acquisitions (1)
39

 

Total adjustments
39

 

Non-GAAP Adjusted Advertising and Promotion Expense
$
36,905

 
$
27,635

Non-GAAP Adjusted Advertising and Promotion Expense as a Percentage of GAAP Total Revenues
14.4
%
 
13.2
%
(1) Acquisition related items represent costs related to integrating the advertising agencies of the recently acquired businesses.






Reconciliation of GAAP General and Administrative Expense and related GAAP General and Administrative Expense percentage to Non-GAAP Adjusted General and Administrative Expense and related Non-GAAP Adjusted General and Administrative Expense percentage:
 
Three Months Ended June 30,
 
2017
 
2016
(In thousands)
 
 
 
GAAP General and Administrative Expense
$
20,336

 
$
19,457

GAAP General and Administrative Expense as a Percentage of GAAP Total Revenue
7.9
%
 
9.3
%
 
 
 
 
Adjustments:
 
 
 
Legal and professional fees associated with acquisitions and divestitures (1)
373

 
484

Integration, transition and other costs associated with acquisitions and divestitures (1)
211

 
1,641

Total adjustments
584

 
2,125

Non-GAAP Adjusted General and Administrative Expense
$
19,752

 
$
17,332

Non-GAAP Adjusted General and Administrative Expense Percentage as a Percentage of GAAP Total Revenues
7.7
%
 
8.3
%
(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.

Reconciliation of GAAP Net Income (Loss) to Non-GAAP EBITDA and related Non-GAAP EBITDA Margin, Non-GAAP Adjusted EBITDA and related Non-GAAP Adjusted EBITDA Margin:
 
Three Months Ended June 30,
 
2017
 
2016
(In thousands)
 
 
 
GAAP Net Income (Loss)
$
33,759

 
$
(5,531
)
Interest expense, net
26,341


21,127

Provision (benefit) for income taxes
18,929

 
(3,382
)
Depreciation and amortization
8,507


6,832

Non-GAAP EBITDA
87,536

 
19,046

Non-GAAP EBITDA Margin
34.1
%
 
9.1
%
Adjustments:
 
 
 
Integration, transition and other costs associated with acquisitions and divestitures in Cost of Goods Sold(1)
2,576

 

Integration, transition and other costs associated with acquisitions and divestitures in Advertising and Promotion Expense(1)
39

 

Integration, transition and other costs associated with acquisitions and divestitures in General and Administrative Expense(1)
211

 
1,641

Legal and professional fees associated with acquisitions and divestitures (1)
373

 
484

Loss on divestitures

 
55,453

Total adjustments
3,199

 
57,578

Non-GAAP Adjusted EBITDA
$
90,735

 
$
76,624

Non-GAAP Adjusted EBITDA Margin
35.4
%
 
36.6
%
(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.







Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income and related Non-GAAP Adjusted Earnings Per Share:
 
Three Months Ended June 30,
 
2017
2017 Adjusted EPS
 
2016
2016 Adjusted EPS
(In thousands)
 
 
 
 
 
GAAP Net Income (Loss)
$
33,759

$
0.63

 
$
(5,531
)
$
(0.10
)
Adjustments:
 
 
 
 
 
Integration, transition and other costs associated with acquisitions and divestitures in Cost of Goods Sold(1)
2,576

0.05

 


Integration, transition and other costs associated with acquisitions and divestitures in Advertising and Promotion Expense(1)
39


 


Integration, transition and other costs associated with acquisitions and divestitures in General and Administrative Expense(1)
211


 
1,641

0.03

Legal and professional fees associated with acquisitions and
divestitures (1)
373

0.01

 
484

0.01

Loss on divestitures


 
55,453

1.04

Tax impact of adjustments (2)
(1,167
)
(0.02
)
 
(20,658
)
(0.39
)
Normalized tax rate adjustment (3)
(302
)
(0.01
)
 


Total adjustments
1,730

0.03

 
36,920

0.69

Non-GAAP Adjusted Net Income
and Adjusted EPS
$
35,489

$
0.66

 
$
31,389

$
0.59

(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.
(2) The income tax adjustments are determined using applicable rates in the taxing jurisdictions in which the above adjustments relate and includes both current and deferred income tax expense (benefit) based on the specific nature of the specific Non-GAAP performance measure.
(3) Income tax adjustment to adjust for discrete income tax items.

Reconciliation of GAAP Net Income (Loss) to Non-GAAP Free Cash Flow and Non-GAAP Adjusted Free Cash Flow:
 
Three Months Ended June 30,
 
2017
 
2016
(In thousands)
 
 
 
GAAP Net Income (Loss)
$
33,759

 
$
(5,531
)
Adjustments:
 
 
 
Adjustments to reconcile net income (loss) to net cash provided by operating activities as shown in the Statement of Cash Flows
21,983

 
57,346

Changes in operating assets and liabilities, net of effects from acquisitions as shown in the Statement of Cash Flows
(1,621
)
 
(514
)
Total adjustments
20,362

 
56,832

GAAP Net cash provided by operating activities
54,121

 
51,301

Purchases of property and equipment
(2,554
)

(895
)
Non-GAAP Free Cash Flow
51,567

 
50,406

Integration, transition and other payments associated with acquisitions and divestitures(1)
4,948

 
331

Non-GAAP Adjusted Free Cash Flow
$
56,515

 
$
50,737

(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.







Outlook for Fiscal Year 2018:

Reconciliation of Projected GAAP EPS to Projected Non-GAAP Adjusted EPS:
 
2018 Projected EPS
 
Low
 
High
Projected FY'18 GAAP EPS
$
2.51

 
$
2.61

Adjustments:
 
 
 
Costs associated with Fleet integration(1)
0.07

 
0.07

Total Adjustments
0.07

 
0.07

Projected Non-GAAP Adjusted EPS
$
2.58

 
$
2.68

(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.

Reconciliation of Projected GAAP Net cash provided by operating activities to Projected Non-GAAP Adjusted Free Cash Flow:
 
2018 Projected Free Cash Flow
(In millions)
 
Projected FY'18 GAAP Net cash provided by operating activities
$
210

Additions to property and equipment for cash
(10
)
Projected Non-GAAP Free Cash Flow
200

Payments associated with acquisitions(1)
8

Tax effect of payments associated with acquisitions
(3
)
Projected Non-GAAP Adjusted Free Cash Flow
$
205

(1) Acquisition related items represent costs related to integrating recently acquired businesses including (but not limited to), costs to exit or convert contractual obligations, severance, information system conversion and consulting costs; and certain costs related to the consummation of the acquisition process such as insurance costs, legal and other acquisition related professional fees.



exhibit992pbhfy18q1
Exhibit 99.2


 
This presentation contains certain “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements regarding the Company’s expected financial performance, including revenue growth, adjusted EPS, and adjusted free cash flow; the Company’s expected leverage; the Company’s focus on brand-building, supply chain and product development initiatives; and the ability to achieve synergies from the Fleet acquisition. Words such as “trend,” “continue,” “will,” “expect,” “project,” “anticipate,” “likely,” “estimate,” “may,” “should,” “could,” “would,” and similar expressions identify forward-looking statements. Such forward-looking statements represent the Company’s expectations and beliefs and involve a number of known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include, among others, general economic and business conditions, regulatory matters, competitive pressures, difficulties successfully integrating the Fleet brands, manufacturing facility and R&D resources, supplier issues, unexpected costs or liabilities, and other risks set forth in Part I, Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the year ended March 31, 2017. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date this presentation. Except to the extent required by applicable law, the Company undertakes no obligation to update any forward-looking statement contained in this presentation, whether as a result of new information, future events, or otherwise. All adjusted GAAP numbers presented are footnoted and reconciled to their closest GAAP measurement in the attached reconciliation schedule or in our earnings release in the “About Non-GAAP Financial Measures” section.


 


 


 


 
 Q1 Revenue of $256.6 million, up 22.4% versus prior year Q1  Revenue growth of 3.0%(1) pro forma for the Fleet acquisition  Excluding Fleet, organic Revenue growth of 2.0%(1) (ex-Fx)  Gross margin slightly ahead of expectations  Adjusted EPS of $0.66(2), up 11.9% versus prior year Q1  Continued solid Adjusted Free Cash Flow of $56.5 million(2), resulting in leverage of 5.6x(3)  Fleet integration largely completed  Fleet business performance in-line with expectations  FY 18 priorities include brand building and supply chain opportunities


 
4.3% 1.8% FY18 YTD Prestige Brands Prestige Categories Source: IRI multi-outlet + C-Store retail dollar sales for the Fiscal YTD period ending 07/16/2017  Consumer insights and research drive what we do  Ongoing new product development pipeline  Digital and content marketing aimed at connecting with consumers  Channel development including Mass, Dollar, Drug, Convenience, Online


 
Source: IRI MULO through latest period  Connecting with a new generation of consumers  Target is sensory oriented consumer: Flavors, Colors, Music  Experiential, lifestyle, and entertainment focused  Collaborative flavor development  Mass  Dollar  Club  Drug  Convenience


 
 Fleet brand represents ~20% of acquired portfolio  Fleet delivers highly effective relief in a fraction of the time  Over 140 years of heritage  #1 Doctor recommended brand #1 #1 Other Health Care Professionals (“HCPs”) Currently Recommending Fleet Enemas 97% 100% 98%HCPs Brand Awareness:


 
 “Order-to-cash” integrated sales platform complete  Cross sharing of international resources  Successful Summer’s Eve “Simply” launch  Long-term NPD pipeline  Integrated Women’s Health sales efforts  Warehouse and freight consolidated into existing footprint  Fleet R&D lab expanding to new brands  Long-term “fill the factory” opportunities  Closed Fleet’s New Jersey executive office  Consolidated support into PBH structure; exits completed


 


 
 Strong overall financial performance in the quarter − Revenue of $256.6 million, an increase of 22.4% − Adjusted EPS of $0.66(2), up 11.9% − Adjusted Free Cash Flow increase of 11.4% to $56.5 million(2) $256.6 $90.7 $56.5 $209.6 $76.6 $50.7 Total Revenue Adjusted EBITDA Adjusted EPS Adjusted Free Cash Flow Q1 FY 17Q1 FY 18 22.4% 18.4% 11.9% 11.4% $0.59$0.66 (2) (2) (2) Dollar values in millions, except per share data.


 
 Revenue growth of +22.4% – Revenue growth of 3.0%(1) , pro forma for the Fleet acquisition – Organic growth of 2.0%(1) (ex-Fx) – Fleet contributed $54.9 million of Revenue during the quarter – Impact of divested brands of $11.0 million  Adjusted Gross Margin of 56.9%(2) slightly ahead of expectations  Adjusted A&P 14.4%(2) of Revenue, $9.3 million more than prior year period reflecting ongoing brand building investments  Adjusted EPS growth of ~12%(2)  Adjusted EBITDA growth of over ~18%(2) Dollar values in millions, except per share data. Q1 FY 18 Q1 FY 17 % Chg Total Revenue 256.6$ 209.6$ 22.4% Adjusted Gross Margin(2) 146.1 121.6 20.1% % Margin 56.9% 58.0% Adjusted A&P(2) 36.9 27.6 33.5% % Total Revenue 14.4% 13.2% Adjusted G&A(2) 19.8 17.3 14.0% % Total Revenue 7.7% 8.3% D&A (ex. COGS D&A) 7.2 6.8 4.9% % Total Revenue 2.8% 3.3% Adjusted Operating Income(2) 82.2$ 69.8$ 17.8% % Margin 32.0% 33.3% Adjusted Earnings Per Share(2) 0.66$ 0.59$ 11.9% Adjusted EBITDA(2) 90.7$ 76.6$ 18.4% % Margin 35.4% 36.6%


 
 Net Debt in June of $2,128 million comprised of: – Cash on hand of $44.1 million – $1,422 million of term loan and revolver – $750 million of bonds  Leverage ratio of 5.6x(3)  Leverage ratio of approximately 5.0x(3) expected at end of fiscal 2018  Q1 debt prepayment of $50 million $56.5 $50.7 Adjusted Free Cash Flow 11.4% Q1 FY 18 Q1 FY 17 Dollar values in millions. (2)


 


 
 Strong momentum in our largest brands and international business realized in Q1  Continue to gain share across portfolio  Prestige’s portfolio of need-based brands continues to be well positioned for long-term growth despite continued headwinds at retail  Revenue growth of +18% to +20% ($1,040 to $1,060 million)  Pro forma for the Fleet acquisition, Revenue growth of +2.0% to +2.5%  Adjusted EPS +9% to +13% ($2.58 to $2.68)(4)  Adjusted Free Cash Flow of $205 million or more(5)


 


 
(1) Organic Revenue Growth on a constant currency basis and Proforma Revenue Growth on a constant currency basis are Non- GAAP financial measures and are reconciled to the most closely related GAAP financial measure in the attached Reconciliation Schedules and / or our earnings release in the “About Non-GAAP Financial Measures” section. (2) Adjusted Gross Margin, Adjusted A&P, Adjusted G&A, Adjusted EBITDA, Adjusted Operating Income, Adjusted Net Income, Adjusted EPS, Adjusted Free Cash Flow and Net Debt are Non-GAAP financial measures and are reconciled to their most closely related GAAP financial measures in the attached Reconciliation Schedules and / or in our earnings release in the “About Non- GAAP Financial Measures” section. (3) Leverage ratio reflects net debt / covenant defined EBITDA. (4) Adjusted EPS for FY 18 is a projected Non-GAAP financial measure, is reconciled to projected GAAP EPS in the attached Reconciliation Schedules and / or in our earnings release in the “About Non-GAAP Financial Measures” section and is calculated based on projected GAAP EPS less costs associated with Fleet integration. (5) Adjusted Free Cash Flow for FY 18 is a projected Non-GAAP financial measure, is reconciled to projected GAAP Net Cash Provided by Operating Activities in the attached Reconciliation Schedules and / or in our earnings release in the “About Non- GAAP Financial Measures” section and is calculated based on projected Net Cash Provided by Operating Activities less projected capital expenditures plus payments associated with acquisitions less tax effect of payments associated with acquisitions.


 
Three Months Ended Jun. 30, 2017 2016 (In Thousands) GAAP Total Revenues 256,573$ 209,575$ Revenue Growth 22.4% Adjustments: Revenues associated with acquisitions (54,887) - Revenues associated with divested brands - (11,039) Impact of foregn currency exchange rates - (752) Non-GAAP Organic Revenues on a constant currency basis 201,686 197,784 Constant Currency Non-GAAP Organic Revenue Growth 2.0% Non-GAAP Organic Revenues on a constant currency basis 201,686 197,784 Revenues associated with acquisitions 54,887 51,201 Non-GAAP Proforma Revenues on a constant currency basis 256,573 248,985 Constant Currency Non-GAAP Proforma Revenue Growth 3.0%


 
Three Months Ended Jun. 30, 2017 2016 (In Thousands) GAAP Total Revenues 256,573$ 209,575$ GAAP Gross Profit 143,476$ 121,591$ Adjustments: Integration, transition and other costs associated with acquisitions 2,576 - Total adjustments 2,576 - Non-GAAP Adjusted Gross Margin 146,052$ 121,591$ Non-GAAP Adjusted Gross Margin as a Percentage of GAAP Total Revenues 56.9% 58.0% Three Months Ended Jun. 30, 7 2016 (In Thousands) GAAP Advertising and Promotion Expense 36,944 27,635$ GAAP Advertising and Promotion Expense as a Percentage of GAAP Total Revenue 14.4% 13.2% Adjustments: Integrati n, t ansi ion and other costs associated with acquisitions 39 - Total adjustments 39 - Non-GAAP Adjusted Advertising and Promotion Expense 36,905 27,635$ Non-GAAP Adjusted Adv rtising and Prom ion Expense as a Percentage of GAAP Total Revenues 14 4 13.2%


 
Three Months Ended Jun. 30, 2017 2016 (In Thousands) GAAP General and Administrative Expense 20,336$ 19,457$ GAAP General and Administrative Expense as a Percentage of GAAP Total Revenue 7.9% 9.3% Adjustments: Legal and professional fees associated with acquisitions and divestitures 373 484 Integration, transition and other costs associated with acquisitions and divestitures 211 1,641 Total adjustments 584 2,125 Non-GAAP Adjusted General and Administrative Expense 19,752$ 17,332$ Non-GAAP Adjusted General and Administrative Expense as a Percentage of GAAP Total Revenues 7.7% 8.3% Three Months Ended Jun. 30, 2017 2016 (In Thousands) GAAP Net Income (Loss) 33,759$ (5,531)$ Interest expense, net 26,341 21,127 Provision (benefit) for income taxes 18,929 (3,382) Depreciation and amortization 8,507 6,832 Non-GAAP EBITDA 87,536 19,046 Non-GAAP EBITDA Margin 34.1% 9.1% Adjustments: Integration, transition and other costs associated with acquisitions and divestitures in Cost of Goods Sold 2,576 - Integration, transition and other costs associated with acquisitions and divestitures in Advertising and Promotion Expense 39 - Integration, transition and other costs associated with acquisitions and divestitures in General and Administrative Expense 211 1,641 Legal and professional fees associated with acquisitions and divestitures 373 484 Loss on divestitures - 55,453 Total adjustments 3,199 57,578 Non-GAAP Adjusted EBITDA 90,735$ 76,624$ Non-GAAP Adjusted EBITDA Margin 35.4% 36.6%


 
Three Months Ended June 30, 2017 2017 Adjusted EPS 2016 2016 Adjusted EPS (In Thousands) GAAP Net Income (Loss) 33,759$ 0.63$ (5,531)$ (0.10)$ Adjustments: Integration, transition and other costs associated with acquisitions and divestitures in Cost of Goods Sold 2,576 0.05 - - Integration, transition and other costs associated with acquisitions and divestitures in Advertising and Promotion Expense 39 - - - Integration, transition and other costs associated with acquisitions and divestitures in General and Administrative Expense 211 - 1,641 0.03 Legal and professional fees associated with acquisitions and divestitures 373 0.01 484 0.01 Loss on divestitures - - 55,453 1.04 Tax impact of adjustments (1,167) (0.02) (20,658) (0.39) Normalized tax rate adjustment (302) (0.01) - - Total adjustments 1,730 0.03 36,920 0.69 Non-GAAP Adjusted Net Income and Adjusted EPS 35,489$ 0.66$ 31,389$ 0.59$ Three Months Ended Jun. 30, 2017 2016 (In Thousands) GAAP Net Income (Loss) 33,759$ (5,531)$ Adjustments: A justments to reconcile net income (loss) to net cash provided by operating activities as shown in the Statement of Cash Flows 21,983 57,346 Changes in operating assets and liabilities, net of effects from acquisitions as shown in the Statement of Cash Flows (1,621) (514) Total Adjustments 20,362 56,832 GAAP N t cash provided by operating activities 54,121 51,301 Purchase of property and equipment (2,554) (895) Non-GAAP Free Cash Flow 51,567 50,406 Integration, transition and other payments associated with acquisitions and divestitures 4,948 331 Non-GAAP Adjusted Free Cash Flow 56,515$ 50,737$


 
2018 Projected EPS Low High Projected FY'18 GAAP EPS 2.51$ 2.61$ Adjustments: Costs associated with Fleet integration 0.07 0.07 Total Adjustments 0.07 0.07 Projected Non-GAAP Adjusted EPS 2.58$ 2.68$ 2018 Projected Free Cash Flow (In millions) Projected FY'18 GAAP Net Cash provided by operating activities 210$ Additions to property and equipment for cash (10) Projected Non-GAAP Free Cash Flow 200 ayments associated with acquisitions 8 Tax ffect of payme ts associated with acquisitions (3) Projected Non-GAAP Adjusted Free Cash Flow 205$


 

Primary IR Contact

Irinquiries@prestigebrands.com
Prestige Consumer Healthcare Inc.
660 White Plains Road – Ste 250
Tarrytown, NY 10591
Telephone: 914-524-6819

Transfer Agent

AST
6201 15th Avenue
Brooklyn, NY 11219
Telephone: (800) 937-5449
help@astfinancial.com
https://www.astfinancial.com

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