R.R. Donnelley & Sons Company
(Nasdaq:RRD) today reported financial results for the fourth
quarter of 2013:
Highlights:
- Company achieved or exceeded its previous guidance on revenue,
non-GAAP adjusted EBITDA margin and cash flow as
follows:
|
|
|
|
Full-year 2013
Guidance |
Full-year 2013
Actual |
Net Sales |
$10.35 to $10.45 billion |
$10.48 billion |
Non-GAAP Adjusted EBITDA margin |
11.0% to 11.2% |
11.0% |
Free Cash Flow(1) |
$400 to $500 million |
$478.2 million |
(1) Defined as
Operating Cash Flow less Capital Expenditures: 2013 Actual
Operating Cash Flow of $694.8 million and Capital Expenditures of
$216.6 million |
- Fourth-quarter net sales of $2.8 billion grew 3.6% from the
fourth quarter of 2012; organic sales grew 2.3% in the quarter
- Fourth-quarter GAAP net earnings attributable to common
shareholders of $104.0 million, or $0.56 per diluted share,
compared to a net loss attributable to common shareholders in the
fourth quarter of 2012 of $849.0 million, or $4.70 per diluted
share
- Fourth-quarter non-GAAP net earnings attributable to common
shareholders of $89.8 million, or $0.49 per diluted share, compared
to non-GAAP net earnings attributable to common shareholders in the
fourth quarter of 2012 of $78.1 million, or $0.43 per diluted
share
- Non-GAAP adjusted EBITDA in the quarter of $293.6 million, or
10.7% of net sales, compared to $292.2 million, or 11.0% of net
sales, in the fourth quarter of 2012
- Company realigns into four new operating segments
- Company to celebrate 150-year anniversary in October 2014
"We are pleased with the fourth-quarter organic revenue growth
of 2.3%, driven by strong revenue performance across many of our
offerings. For the year, we realized reported revenue growth
of 2.5% and organic growth of 0.6%, our best organic revenue
growth performance since 2010, and continued to deliver strong
free cash flow, at the upper end of our guidance for the year,"
said Thomas J. Quinlan III, R.R. Donnelley's President and Chief
Executive Officer. "The continuing development of our market
segment solutions, combined with our recent acquisition of
Consolidated Graphics, will allow us to build upon the positive
trend realized in 2013. We continue to target gross leverage
on a long-term sustainable basis to be in the range of 2.25x to
2.75x."
Net Sales
Net sales in the quarter were $2.8 billion, up $95.7 million, or
3.6%, from the fourth quarter of 2012. After adjusting for the
impact of acquisitions, changes in foreign exchange rates and
pass-through paper sales, organic sales grew by 2.3% from the
fourth quarter of 2012, driven by volume growth in many offerings
and an increase in pass-through postage revenue.
GAAP Earnings
Fourth-quarter 2013 net earnings attributable to common
shareholders were $104.0 million, or $0.56 per diluted share,
compared to a net loss attributable to common shareholders of
$849.0 million in the fourth quarter of 2012. Fourth-quarter
net earnings attributable to common shareholders included pre-tax
charges and expenses, detailed on the attached schedules, of $74.5
million and $1.0 billion in 2013 and 2012, respectively, as well as
income tax adjustments in both years, all of which were excluded
from the presentation of non-GAAP net earnings attributable to
common shareholders. Additional details regarding the amount
and nature of these and other items are included in the attached
schedules.
Non-GAAP Earnings
Fourth-quarter 2013 non-GAAP adjusted EBITDA was $293.6 million
or 10.7% of net sales, compared to non-GAAP adjusted EBITDA of
$292.2 million, or 11.0% of net sales, in the fourth quarter of
2012. Unfavorable changes in foreign exchange rates
contributed nearly 20 basis points of the quarter-over-quarter
margin decline, while higher pass-through postage revenue accounted
for an additional 20 basis points of the decline. Higher
volume and a favorable product mix offset price pressure, higher
benefits-related expenses and wage and other cost inflation.
Non-GAAP net earnings attributable to common shareholders
totaled $89.8 million, or $0.49 per diluted share, in the fourth
quarter of 2013 compared to $78.1 million, or $0.43 per diluted
share, in the fourth quarter of 2012. Fourth-quarter non-GAAP
net earnings attributable to common shareholders exclude pre-tax
charges and expenses of $74.5 million and $1.0 billion in 2013 and
2012, respectively, as well as income tax adjustments in both
years. A reconciliation of net earnings attributable to common
shareholders to non-GAAP adjusted EBITDA and non-GAAP net earnings
attributable to common shareholders is presented in the attached
schedules.
2014 Guidance
The Company provides the following full-year guidance for 2014,
which includes eleven months of performance from the acquisition of
Consolidated Graphics that closed on January 31, 2014:
|
|
|
|
2014 Guidance |
2013 Actual |
Net sales |
$11.5 to $11.7 billion |
$10.5 billion |
Non-GAAP adjusted EBITDA margin |
10.5% to 11.0% |
11.0% |
Depreciation and amortization |
$500 to $510 million |
$435.8 million |
Interest expense |
$275 to $285 million |
$261.4 million |
Non-GAAP effective tax rate |
33% to 35% |
30.5% |
Diluted share count |
Approximately 199 million |
183.5 million |
Capital expenditures |
$225 to $250 million |
$216.6 million |
Free cash flow(1) |
$400 to $500 million |
$478.2 million |
(1) Defined as
operating cash flow less capital expenditures |
New Operating Segments
During the fourth quarter of 2013, the Company changed its
reportable segments to reflect changes in the management reporting
structure of the organization. The revised reporting structure
includes four operating segments: Publishing and Retail
Services, Variable Print, Strategic Services, and International, as
well as unallocated Corporate expenses.
The schedules that follow provide quarterly segment-level
financial data for 2011, 2012 and 2013. Listed below are the
reporting units that comprise each segment:
|
|
|
|
Publishing and Retail
Services |
Variable Print |
Strategic
Services |
International |
Magazines, Catalogs, and Retail
Inserts |
Commercial and Digital Print |
Logistics |
Asia |
Books |
Direct Mail |
Financial |
Latin America |
Directories |
Labels |
Digital and Creative Solutions |
Business Process Outsourcing |
|
Statement Printing |
Sourcing |
Europe |
|
Forms |
|
Global Turnkey Solutions |
|
Office Products |
|
Canada |
Conference Call
RR Donnelley will host a conference call and simultaneous
webcast to discuss its fourth-quarter results tomorrow, Wednesday,
February 26, at 9:00 a.m. Eastern Time (8:00 a.m. Central
Time). The live webcast will be accessible on RR Donnelley's
web site: www.rrdonnelley.com. Individuals wishing to
participate must register in advance at
http://www.meetme.net/rrd. After registering, participants will
receive dial-in numbers, a passcode, and a personal identification
number (PIN) that is used to uniquely identify their presence and
automatically join them into the audio conference. A webcast
replay will be archived on the Company's web site for 30 days after
the call. In addition, a telephonic replay of the call will be
available for seven days at 630.652.3042, passcode 9850121#.
Investor Meeting
In addition to the conference call, an investor meeting and live
webcast will be held tomorrow, Wednesday, February 26,
from 12:00 p.m. to 3:30 p.m. Eastern Time,
with check-in beginning at 11:00 a.m Eastern Time. A
management presentation, including a discussion of the Company's
strategy and financial outlook, will be followed by a question and
answer session. The live webcast will be accessible on RR
Donnelley's web site: www.rrdonnelley.com. A copy of the
presentation will be available on the Company's web site in advance
of the webcast.
About RR Donnelley
RR Donnelley (Nasdaq:RRD) helps organizations communicate more
effectively by working to create, manage, produce, distribute and
process content on behalf of our customers. The company assists
customers in developing and executing multichannel communication
strategies that engage audiences, reduce costs, drive revenues and
increase compliance. RR Donnelley's innovative technologies enhance
digital and print communications to deliver integrated messages
across multiple media to highly targeted audiences at optimal times
for clients in virtually every private and public sector.
Strategically located operations provide local service and
responsiveness while leveraging the economic, geographic and
technological advantages of a global organization.
For more information, and for RR Donnelley's Global Social
Responsibility Report, visit the company's web site
at http://www.rrdonnelley.com.
Use of non-GAAP Information
This news release contains certain non-GAAP measures. The
Company believes that these non-GAAP measures, when presented in
conjunction with comparable GAAP measures, are useful because that
information is an appropriate measure for evaluating the Company's
operating performance. Internally, the Company uses this
non-GAAP information as an indicator of business performance, and
evaluates management's effectiveness with specific reference to
these indicators. These measures should be considered in
addition to, not a substitute for, or superior to, measures of
financial performance prepared in accordance with GAAP.
Use of Forward-Looking Statements
This news release includes certain "forward-looking statements"
within the meaning of, and subject to the safe harbor created by,
Section 21E of the Securities Exchange Act of 1934, as amended,
with respect to the business, strategy and plans of RR Donnelley
and its expectations relating to future financial condition and
performance. These statements include all of the items under the
column labeled "2014 Guidance" in the table included under the
"2014 Guidance" section. Statements that are not historical facts,
including statements about RR Donnelley management's beliefs and
expectations, are forward-looking statements. Words such as
"believes," "anticipates,""estimates," "expects," "intends,"
"aims," "potential," "will," "would," "could," "considered,"
"likely," "estimate" and variations of these words and similar
future or conditional expressions are intended to identify
forward-looking statements but are not the exclusive means of
identifying such statements. While RR Donnelley believes these
expectations, assumptions, estimates and projections are
reasonable, such forward-looking statements are only predictions
and involve known and unknown risks and uncertainties, many of
which are beyond RR Donnelley's control. By their nature,
forward-looking statements involve risk and uncertainty because
they relate to events and depend upon future circumstances that may
or may not occur. Actual results may differ materially from RR
Donnelley's current expectations depending upon a number of factors
affecting the business and risks associated with the performance of
the business. These factors include, among others, the ability to
implement plans for the integration of acquisitions, including the
Consolidated Graphics acquisition, including with respect to sales
forces, cost containment, asset rationalization and other key
strategies and the ability to recognize the anticipated synergies
and benefits of such acquisitions, and such other risks and
uncertainties detailed in RRD's periodic public filings with the
SEC, including but not limited to those discussed under "Risk
Factors" in RRD's Form 10-K and other filings with the SEC and in
other investor communications of RRD from time to time. RR
Donnelley does not undertake to and specifically declines any
obligation to publicly release the results of any revisions to
these forward-looking statements that may be made to reflect future
events or circumstances after the date of such statement or to
reflect the occurrence of anticipated or unanticipated events.
R. R. Donnelley &
Sons Company |
Condensed Consolidated Balance
Sheets |
As of December 31, 2013 and
December 31, 2012 |
(UNAUDITED) |
(in millions, except per share
data) |
|
|
|
|
December 31,
2013 |
December 31,
2012 |
Assets |
|
|
|
|
|
Cash and cash equivalents |
$ 1,028.4 |
$ 430.7 |
Receivables, less allowances for doubtful
accounts |
1,832.3 |
1,878.8 |
Inventories |
501.2 |
510.2 |
Prepaid expenses and other current
assets |
199.7 |
157.7 |
Total Current Assets |
3,561.6 |
2,977.4 |
Property, plant and equipment -
net |
1,430.1 |
1,616.6 |
Goodwill |
1,436.3 |
1,436.4 |
Other intangible assets - net |
315.9 |
382.9 |
Deferred income taxes |
118.8 |
445.1 |
Other noncurrent
assets |
375.5 |
404.3 |
Total
Assets |
$ 7,238.2 |
$ 7,262.7 |
|
|
|
Liabilities |
|
|
|
|
|
Accounts payable |
$ 1,143.0 |
$ 1,210.3 |
Accrued liabilities |
814.8 |
825.2 |
Short-term and current portion of
long-term debt |
270.9 |
18.4 |
Total Current Liabilities |
2,228.7 |
2,053.9 |
Long-term debt |
3,587.0 |
3,420.2 |
Pension liabilities |
245.2 |
1,150.5 |
Other postretirement benefits plan
liabilities |
174.1 |
241.7 |
Other noncurrent
liabilities |
349.5 |
327.7 |
Total
Liabilities |
6,584.5 |
7,194.0 |
|
|
|
Equity |
|
|
|
|
|
Common stock, $1.25 par value |
303.7 |
303.7 |
Authorized shares: 500.0 |
|
|
Issued shares: 243.0 in 2013 and
2012 |
|
|
Additional paid-in capital |
2,802.4 |
2,839.4 |
Accumulated deficit |
(473.4) |
(496.1) |
Accumulated other comprehensive
loss |
(488.1) |
(1,029.2) |
Treasury stock, at cost, 61.2 shares in
2013 (2012 - 62.6 shares) |
(1,512.8) |
(1,565.0) |
Total RR Donnelley shareholders'
equity |
631.8 |
52.8 |
Noncontrolling
interests |
21.9 |
15.9 |
Total
Equity |
653.7 |
68.7 |
Total Liabilities and
Equity |
$ 7,238.2 |
$ 7,262.7 |
|
|
R. R. Donnelley &
Sons Company |
Condensed Consolidated
Statements of Operations |
For the Three and Twelve
Months Ended December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions, except per share
data) |
|
|
|
|
For the Three Months Ended December
31, |
For the Twelve Months Ended December
31, |
|
2 0 1 3
GAAP |
ADJUSTMENTS TO
NON-GAAP |
2 0 1 3
NON-GAAP |
2 0 1 2
GAAP |
ADJUSTMENTS TO
NON-GAAP |
2 0 1 2
NON-GAAP |
2 0 1 3
GAAP |
ADJUSTMENTS TO
NON-GAAP |
2 0 1 3
NON-GAAP |
2 0 1 2
GAAP |
ADJUSTMENTS TO
NON-GAAP |
2 0 1 2
NON-GAAP |
Total net sales |
$ 2,755.3 |
$ -- |
$ 2,755.3 |
$ 2,659.6 |
$ -- |
$ 2,659.6 |
$ 10,480.3 |
$ -- |
$ 10,480.3 |
$ 10,221.9 |
$ -- |
$ 10,221.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cost of sales (1) |
2,151.7 |
-- |
2,151.7 |
2,074.3 |
2.9 |
2,077.2 |
8,149.8 |
-- |
8,149.8 |
7,889.0 |
2.9 |
7,891.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total gross profit
(1) |
603.6 |
-- |
603.6 |
585.3 |
(2.9) |
582.4 |
2,330.5 |
-- |
2,330.5 |
2,332.9 |
(2.9) |
2,330.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses
(SG&A) (1) |
313.7 |
(3.7) |
310.0 |
289.8 |
0.4 |
290.2 |
1,181.5 |
(5.9) |
1,175.6 |
1,102.6 |
(1.7) |
1,100.9 |
Restructuring, impairment and other charges -
net |
52.9 |
(52.9) |
-- |
1,020.6 |
(1,020.6) |
-- |
133.5 |
(133.5) |
-- |
1,118.5 |
(1,118.5) |
-- |
Depreciation and
amortization |
104.9 |
-- |
104.9 |
116.7 |
-- |
116.7 |
435.8 |
-- |
435.8 |
481.6 |
-- |
481.6 |
Income (loss) from
operations |
132.1 |
56.6 |
188.7 |
(841.8) |
1,017.3 |
175.5 |
579.7 |
139.4 |
719.1 |
(369.8) |
1,117.3 |
747.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense - net |
67.5 |
-- |
67.5 |
63.8 |
-- |
63.8 |
261.4 |
-- |
261.4 |
251.8 |
-- |
251.8 |
Investment and other expense (income) -
net |
18.2 |
(17.9) |
0.3 |
(0.9) |
-- |
(0.9) |
27.4 |
(26.6) |
0.8 |
2.3 |
(4.1) |
(1.8) |
Loss on debt extinguishment |
-- |
-- |
-- |
4.0 |
(4.0) |
-- |
81.9 |
(81.9) |
-- |
16.1 |
(16.1) |
-- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) before income
taxes |
46.4 |
74.5 |
120.9 |
(908.7) |
1,021.3 |
112.6 |
209.0 |
247.9 |
456.9 |
(640.0) |
1,137.5 |
497.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense (benefit) |
(62.0) |
88.7 |
26.7 |
(57.0) |
94.2 |
37.2 |
(9.2) |
148.4 |
139.2 |
13.6 |
147.8 |
161.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
(loss) |
108.4 |
(14.2) |
94.2 |
(851.7) |
927.1 |
75.4 |
218.2 |
99.5 |
317.7 |
(653.6) |
989.7 |
336.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Income (loss) attributable to
noncontrolling interests |
4.4 |
-- |
4.4 |
(2.7) |
-- |
(2.7) |
7.0 |
1.0 |
8.0 |
(2.2) |
-- |
(2.2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss)
attributable to RR Donnelley common
shareholders |
$ 104.0 |
$ (14.2) |
$ 89.8 |
$ (849.0) |
$ 927.1 |
$ 78.1 |
$ 211.2 |
$ 98.5 |
$ 309.7 |
$ (651.4) |
$ 989.7 |
$ 338.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) per
share attributable to RR Donnelley common
shareholders: |
|
|
|
|
|
|
|
|
|
|
Basic net earnings (loss) per
share |
$ 0.57 |
|
$ 0.49 |
$ (4.70) |
|
$ 0.43 |
$ 1.16 |
|
$ 1.70 |
$ (3.61) |
|
$ 1.88 |
Diluted net earnings (loss) per
share |
$ 0.56 |
|
$ 0.49 |
$ (4.70) |
|
$ 0.43 |
$ 1.15 |
|
$ 1.69 |
$ (3.61) |
|
$ 1.86 |
Weighted average common shares
outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
182.3 |
|
182.3 |
180.8 |
|
180.8 |
181.9 |
|
181.9 |
180.4 |
|
180.4 |
Diluted |
184.2 |
|
184.2 |
180.8 |
1.8 |
182.6 |
183.5 |
|
183.5 |
180.4 |
1.8 |
182.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
information: |
|
|
|
|
|
|
|
|
|
|
|
|
Gross margin (1) |
21.9% |
|
21.9% |
22.0% |
|
21.9% |
22.2% |
|
22.2% |
22.8% |
|
22.8% |
SG&A as a % of total net sales
(1) |
11.4% |
|
11.3% |
10.9% |
|
10.9% |
11.3% |
|
11.2% |
10.8% |
|
10.8% |
Operating margin |
4.8% |
|
6.8% |
nm |
|
6.6% |
5.5% |
|
6.9% |
nm |
|
7.3% |
Effective tax rate |
nm |
|
22.1% |
6.3% |
|
33.0% |
nm |
|
30.5% |
nm |
|
32.4% |
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Exclusive of
depreciation and amortization |
|
|
|
|
|
|
|
nm Not meaningful |
|
|
|
|
|
|
|
|
The Company believes that
certain non-GAAP measures, when presented in conjunction with
comparable GAAP measures, are useful because that information is an
appropriate measure for evaluating the Company's operating
performance. Internally, the Company uses this non-GAAP
information as an indicator of business performance, and evaluates
management's effectiveness with specific reference to this
indicator. These measures should be considered in addition to, not
a substitute for, or superior to, measures of financial performance
prepared in accordance with GAAP. |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of GAAP to
Non-GAAP Measures |
For the Three Months Ended
December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions, except per share
data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended December 31, 2013 |
For the Three Months
Ended December 31, 2012 |
|
SG&A |
Income from operations |
Operating margin |
Net earnings attributable to common
shareholders |
Net earnings attributable to common
shareholders per diluted share |
Gross profit |
SG&A |
Income (loss) from operations |
Operating margin |
Net earnings (loss) attributable to
common shareholders |
Net earnings (loss) attributable to
common shareholders per diluted share |
GAAP basis measures |
$ 313.7 |
$ 132.1 |
4.8% |
$ 104.0 |
$ 0.56 |
$ 585.3 |
$ 289.8 |
$ (841.8) |
(31.7%) |
$ (849.0) |
$ (4.70) |
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring charges - net (1) |
-- |
14.0 |
0.5% |
11.5 |
0.06 |
-- |
-- |
13.2 |
0.5% |
7.3 |
0.04 |
Impairment charges - net (2) |
-- |
5.2 |
0.2% |
3.4 |
0.02 |
-- |
-- |
1,007.4 |
37.9% |
909.4 |
5.04 |
Other charges (3) |
-- |
33.7 |
1.2% |
21.8 |
0.12 |
-- |
-- |
-- |
-- |
-- |
-- |
Acquisition-related expenses (4) |
(3.7) |
3.7 |
0.1% |
3.0 |
0.02 |
-- |
(0.4) |
0.4 |
0.0% |
0.2 |
0.00 |
Gain on pension curtailment (5) |
-- |
-- |
-- |
-- |
-- |
(2.9) |
0.8 |
(3.7) |
(0.1%) |
(2.8) |
(0.02) |
Loss on disposal of business (6) |
-- |
-- |
-- |
12.3 |
0.07 |
-- |
-- |
-- |
-- |
-- |
-- |
Loss on debt extinguishment (7) |
-- |
-- |
-- |
-- |
-- |
-- |
-- |
-- |
-- |
2.7 |
0.01 |
Income tax adjustments (8) |
-- |
-- |
-- |
(66.2) |
(0.36) |
-- |
-- |
-- |
-- |
10.3 |
0.06 |
Total Non-GAAP adjustments |
(3.7) |
56.6 |
2.0% |
(14.2) |
(0.07) |
(2.9) |
0.4 |
1,017.3 |
38.3% |
927.1 |
5.13 |
Non-GAAP measures |
$ 310.0 |
$ 188.7 |
6.8% |
$ 89.8 |
$ 0.49 |
$ 582.4 |
$ 290.2 |
$ 175.5 |
6.6% |
$ 78.1 |
$ 0.43 |
|
|
|
|
|
|
|
|
|
|
|
|
(1) Restructuring charges -
net: Operating results for the three months ended December 31, 2013
and 2012 were affected by the following pre-tax restructuring
charges: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
2012 |
|
|
|
|
|
|
|
|
Employee
termination costs (a) |
|
$ 6.4 |
$ 8.5 |
|
|
|
|
|
|
|
|
Other
restructuring charges (b) |
|
7.6 |
4.7 |
|
|
|
|
|
|
|
|
Total
restructuring charges - net |
|
$ 14.0 |
$ 13.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) For the three months
ended December 31, 2013 and 2012, employee termination costs
resulted from the reorganization of certain operations. |
(b) Includes lease
termination and other facility costs, including charges related to
multi-employer pension plan withdrawal obligations as a result of
facility closures. |
|
|
|
|
|
|
|
|
|
|
|
|
(2) Impairment charges -
net: Operating results for the three months ended December 31, 2013
and 2012 were affected by the following impairment charges: |
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
2012 |
|
|
|
|
|
|
|
|
Total intangible asset
impairment charges (a) |
$ 3.3 |
$ 158.0 |
|
|
|
|
|
|
|
|
Total goodwill impairment
charges (b) |
-- |
848.4 |
|
|
|
|
|
|
|
|
Total goodwill and intangible
asset impairment charges |
3.3 |
1,006.4 |
|
|
|
|
|
|
|
|
Other long-lived asset
impairment charges |
1.9 |
1.0 |
|
|
|
|
|
|
|
|
Total impairment
charges - net |
$ 5.2 |
$ 1,007.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Non-cash charges related
to the impairment of acquired customer relationships of $3.3
million in the financial reporting unit for the three months ended
December 31, 2013. During the three months ended December 31, 2012,
non-cash charges of $158.0 million were recognized for the
impairment of acquired customer relationship intangible assets
consisting of $150.1 million, $5.7 million, $1.4 million and $0.8
million within the Publishing and Retail Services, International,
Variable Print and Strategic Services segments,
respectively. |
(b) Non-cash charges related
to the impairment of goodwill for the three months ended December
31, 2012, consisting of $669.9 million, $129.9 million, $44.9
million and $3.7 million within the Publishing and Retail Services,
Strategic Services, International and Variable Print segments,
respectively. |
|
|
|
|
|
|
|
|
|
|
|
|
(3) Other charges:
Recognition of estimated charges related to the Company's decision
to partially withdraw from certain multi-employer pension
plans. |
|
|
|
|
|
|
|
|
|
|
|
|
(4) Acquisition-related
expenses: Legal, accounting and other expenses associated with
completed or contemplated acquisitions. |
|
|
|
|
|
|
|
|
|
|
|
|
(5) Gain on pension
curtailment: Pre-tax gain of $3.7 million ($2.8 million after-tax)
was recognized for the three months ended December 31, 2012,
related to the remeasurement of the U.K. pension plan's assets and
obligations required with the announced freeze on further benefit
accruals. |
|
|
|
|
|
|
|
|
|
|
|
|
(6) Loss on disposal of
business: Recognition of a pre-tax loss on the disposal of the R.R.
Donnelley SAS ("MRM France") direct mail business in the
International segment of $17.9 million ($12.3 million after-tax)
for the three months ended December 31, 2013. |
|
|
|
|
|
|
|
|
|
|
|
|
(7) Loss on debt
extinguishment: Recognition of a pre-tax loss of $4.0 million ($2.7
million after-tax) for the three months ended December 31, 2012
related to the termination of the Company's previous $1.75 billion
revolving credit facility (the "Previous Credit Agreement"). |
|
|
|
|
|
|
|
|
|
|
|
|
(8) Income tax
adjustments: Recognition of a $58.5 million benefit related to
the decline in value and reorganization of certain entities within
the Publishing and Retail Services segment, a $7.2 million benefit
for previously unrecognized tax benefits related to the expected
resolution of certain federal tax matters as well as tax
adjustments as a result of changes to previous tax estimates
for items recorded in previous quarters including a benefit of $1.2
million for the Venezuela currency devaluation and expense of $0.7
million for the loss on debt extinguishment for the three months
ended December 31, 2013. For the three months ended December 31,
2012, income tax adjustments included the recognition of a $22.4
million benefit related to the decline in value and reorganization
of certain entities within the International segment, partially
offset by a valuation allowance provision of $32.7 million on
certain deferred tax assets in Latin America. |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of GAAP to
Non-GAAP Measures |
For the Twelve Months Ended
December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions, except per share
data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Twelve Months
Ended December 31, 2013 |
For the Twelve Months
Ended December 31, 2012 |
|
SG&A |
Income from operations |
Operating margin |
Net earnings attributable to common
shareholders |
Net earnings attributable to common
shareholders per diluted share |
Gross profit |
SG&A |
Income (loss) from operations |
Operating margin |
Net earnings (loss) attributable to
common shareholders |
Net earnings (loss) attributable to
common shareholders per diluted share |
GAAP basis measures |
$ 1,181.5 |
$ 579.7 |
5.5% |
$ 211.2 |
$ 1.15 |
$ 2,332.9 |
$ 1,102.6 |
$ (369.8) |
(3.6%) |
$ (651.4) |
$ (3.61) |
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
Restructuring charges - net (1) |
-- |
74.2 |
0.7% |
50.0 |
0.28 |
-- |
-- |
91.9 |
0.9% |
59.7 |
0.33 |
Impairment charges - net (2) |
-- |
20.9 |
0.2% |
13.5 |
0.07 |
-- |
-- |
1,026.6 |
10.0% |
922.2 |
5.11 |
Other charges (3) |
-- |
38.4 |
0.4% |
24.7 |
0.13 |
-- |
-- |
-- |
-- |
-- |
-- |
Acquisition-related expenses (4) |
(5.9) |
5.9 |
0.1% |
5.2 |
0.03 |
-- |
(2.5) |
2.5 |
0.0% |
2.2 |
0.01 |
Gain on pension curtailment (5) |
-- |
-- |
-- |
-- |
-- |
(2.9) |
0.8 |
(3.7) |
0.0% |
(2.8) |
(0.02) |
Loss on disposal of business (6) |
-- |
-- |
-- |
12.3 |
0.07 |
-- |
-- |
-- |
-- |
-- |
-- |
Loss on investments (7) |
-- |
-- |
-- |
3.6 |
0.02 |
-- |
-- |
-- |
-- |
2.6 |
0.01 |
Venezuela devaluation (8) |
-- |
-- |
-- |
1.0 |
0.01 |
-- |
-- |
-- |
-- |
-- |
-- |
Loss on debt extinguishment (9) |
-- |
-- |
-- |
53.9 |
0.29 |
-- |
-- |
-- |
-- |
10.6 |
0.06 |
Income tax adjustments (10) |
-- |
-- |
-- |
(65.7) |
(0.36) |
-- |
-- |
-- |
-- |
(4.8) |
(0.03) |
Total Non-GAAP adjustments |
(5.9) |
139.4 |
1.4% |
98.5 |
0.54 |
(2.9) |
(1.7) |
1,117.3 |
10.9% |
989.7 |
5.47 |
Non-GAAP measures |
$ 1,175.6 |
$ 719.1 |
6.9% |
$ 309.7 |
$ 1.69 |
$ 2,330.0 |
$ 1,100.9 |
$ 747.5 |
7.3% |
$ 338.3 |
$ 1.86 |
|
|
|
|
|
|
|
|
|
|
|
|
(1) Restructuring charges -
net: Operating results for the year ended December 31, 2013 and
2012 were affected by the following pre-tax restructuring
charges: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
2012 |
|
|
|
|
|
|
|
|
Employee
termination costs (a) |
|
$ 40.4 |
$ 66.6 |
|
|
|
|
|
|
|
|
Other
restructuring charges (b) |
|
33.8 |
25.3 |
|
|
|
|
|
|
|
|
Total
restructuring charges - net |
|
$ 74.2 |
$ 91.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) For the year ended
December 31, 2013, employee termination costs resulted from the
closing of two manufacturing facilities within the Publishing and
Retail Services segment and one manufacturing facility within the
Variable Print segment and the reorganization of certain
operations. For the year ended December 31, 2012, employee
termination costs resulted from the reorganization of sales and
administrative functions across all segments, the closing of three
manufacturing facilities within the Variable Print segment, two
manufacturing facilities within the Publishing and Retail Services
segment and one manufacturing facility within the International
segment and the reorganization of certain operations. |
(b) Includes lease
termination and other facility costs, including charges related to
multi-employer pension plan withdrawal obligations related to
facility closures. |
|
|
|
|
|
|
|
|
|
|
|
|
(2) Impairment charges -
net: Operating results for the year ended December 31, 2013 and
2012 were affected by the following impairment charges: |
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
2012 |
|
|
|
|
|
|
|
|
Total intangible asset
impairment charges (a) |
$ 3.3 |
$ 158.0 |
|
|
|
|
|
|
|
|
Total goodwill impairment
charges (b) |
-- |
848.4 |
|
|
|
|
|
|
|
|
Total goodwill and intangible
asset impairment charges |
3.3 |
1,006.4 |
|
|
|
|
|
|
|
|
Other long-lived asset
impairment charges |
17.6 |
20.2 |
|
|
|
|
|
|
|
|
Total impairment
charges - net |
$ 20.9 |
$ 1,026.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Non-cash charges related
to the impairment of acquired customer relationships of $3.3
million in the financial reporting unit for the year ended December
31, 2013. During the year ended December 31, 2012, non-cash charges
of $158.0 million were recognized for the impairment of acquired
customer relationship intangible assets consisting of $150.1
million, $5.7 million, $1.4 million and $0.8 million within the
Publishing and Retail Services, International, Variable Print and
Strategic Services segments, respectively. |
(b) Non-cash charges related
to the impairment of goodwill for the year ended December 31, 2012,
consisting of $669.9 million, $129.9 million, $44.9 million and
$3.7 million within the Publishing and Retail Services, Strategic
Services, International and Variable Print segments,
respectively. |
|
|
|
|
|
|
|
|
|
|
|
|
(3) Other charges:
Recognition of estimated charges related to the Company's decision
to partially withdraw from certain multi-employer pension
plans. |
|
|
|
|
|
|
|
|
|
|
|
|
(4) Acquisition-related
expenses: Legal, accounting and other expenses associated with
completed or contemplated acquisitions. |
|
|
|
|
|
|
|
|
|
|
|
|
(5) Gain on pension
curtailment: Pre-tax gain of $3.7 million ($2.8 million after-tax)
was recognized for the year ended December 31, 2012, related to the
remeasurement of the U.K. pension plan's assets and obligations
required with the announced freeze on further benefit
accruals. |
|
|
|
|
|
|
|
|
|
|
|
|
(6) Loss on disposal of
business: Recognition of a pre-tax loss on the disposal of the MRM
France direct mail business in the International segment of $17.9
million ($12.3 million after-tax) for the year ended December 31,
2013. |
|
|
|
|
|
|
|
|
|
|
|
|
(7) Loss on investments:
Pre-tax impairment losses on equity investments of $5.5 million
($3.6 million after-tax) and $4.1 million ($2.6 million after-tax)
for the year ended December 31, 2013 and 2012,
respectively. |
|
|
|
|
|
|
|
|
|
|
|
|
(8) Venezuela devaluation:
Currency devaluation in Venezuela resulted in a pre-tax loss of
$3.2 million ($2.0 million after-tax), of which $1.0 million was
included in income attributable to noncontrolling interests. |
|
|
|
|
|
|
|
|
|
|
|
|
(9) Loss on debt
extinguishment: Pre-tax loss of $81.9 million ($53.9 million
after-tax) was recognized for the year ended December 31, 2013
related to the repurchase of $273.5 million of the 6.125% senior
notes due January 15, 2017, $250.0 million of the 7.25% senior
notes due May 15, 2018, $130.2 million of the 8.60% senior notes
due August 15, 2016 and $100.0 million of the 5.50% senior notes
due May 15, 2015. During the year ended December 31, 2012, a
pre-tax loss of $16.1 million ($10.6 million after-tax) was
recognized related to the repurchase of $341.8 million of 4.95%
senior notes due April 1, 2014 and $100.0 million of 5.50% senior
notes due May 15, 2015 as well as the termination of the Previous
Credit Agreement. |
|
|
|
|
|
|
|
|
|
|
|
|
(10) Income tax adjustments:
Recognition of a $58.5 million benefit related to the decline in
value and reorganization of certain entities within the Publishing
and Retail Services segment and a $7.2 million benefit for
previously unrecognized tax benefits related to the expected
resolution of certain federal tax matters for the year ended
December 31, 2013. For the year ended December 31, 2012, income tax
adjustments included the recognition of $26.1 million of previously
unrecognized tax benefits due to the resolution of certain U.S.
federal uncertain tax positions and a $22.4 million benefit related
to the decline in value and reorganization of certain entities
within the International segment, partially offset by a valuation
allowance provision of $32.7 million on certain deferred tax assets
in Latin America and a provision of $11.0 million related to
certain foreign earnings no longer considered to be permanently
reinvested. |
|
|
R. R. Donnelley &
Sons Company |
Segment GAAP to Non-GAAP
Operating Income and Non-GAAP Adjusted EBITDA and Margin
Reconciliation |
For the Three Months Ended
December 31, 2013, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
|
Publishing and Retail
Services |
Variable Print |
Strategic Services |
International |
Corporate |
Consolidated |
|
|
|
|
|
|
|
For the Three Months Ended December
31, 2013 |
|
|
|
|
|
|
Net sales |
$ 746.1 |
$ 674.4 |
$ 618.6 |
$ 716.2 |
$ -- |
$ 2,755.3 |
Income (loss) from operations |
15.8 |
55.2 |
50.7 |
47.8 |
(37.4) |
132.1 |
Operating margin % |
2.1% |
8.2% |
8.2% |
6.7% |
nm |
4.8% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
3.2 |
2.9 |
0.6 |
6.4 |
0.9 |
14.0 |
Impairment charges - net |
1.6 |
(0.1) |
3.6 |
0.1 |
-- |
5.2 |
Other charges |
30.3 |
-- |
3.4 |
-- |
-- |
33.7 |
Acquisition-related expenses |
-- |
-- |
-- |
0.2 |
3.5 |
3.7 |
Total Non-GAAP adjustments |
35.1 |
2.8 |
7.6 |
6.7 |
4.4 |
56.6 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 50.9 |
$ 58.0 |
$ 58.3 |
$ 54.5 |
$ (33.0) |
$ 188.7 |
Non-GAAP operating margin % |
6.8% |
8.6% |
9.4% |
7.6% |
nm |
6.8% |
|
|
|
|
|
|
|
Depreciation and amortization |
39.4 |
24.2 |
14.2 |
25.8 |
1.3 |
104.9 |
Non-GAAP Adjusted EBITDA |
$ 90.3 |
$ 82.2 |
$ 72.5 |
$ 80.3 |
$ (31.7) |
$ 293.6 |
Non-GAAP Adjusted EBITDA margin % |
12.1% |
12.2% |
11.7% |
11.2% |
nm |
10.7% |
|
|
|
|
|
|
|
Capital expenditures |
$ 18.7 |
$ 22.6 |
$ 11.4 |
$ 20.8 |
$ 3.5 |
$ 77.0 |
|
|
|
|
|
|
|
For the Three Months Ended December
31, 2012 |
|
|
|
|
|
|
Net sales |
$ 754.7 |
$ 686.5 |
$ 516.8 |
$ 701.6 |
$ -- |
$ 2,659.6 |
Income (loss) from operations |
(770.9) |
54.6 |
(92.9) |
(3.3) |
(29.3) |
(841.8) |
Operating margin % |
nm |
8.0% |
nm |
nm |
nm |
nm |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
1.5 |
1.0 |
1.0 |
3.1 |
6.6 |
13.2 |
Impairment charges - net |
821.9 |
5.3 |
130.8 |
49.9 |
(0.5) |
1,007.4 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.4 |
0.4 |
Gain on pension curtailment |
-- |
-- |
(1.0) |
(2.7) |
-- |
(3.7) |
Total Non-GAAP adjustments |
823.4 |
6.3 |
130.8 |
50.3 |
6.5 |
1,017.3 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 52.5 |
$ 60.9 |
$ 37.9 |
$ 47.0 |
$ (22.8) |
$ 175.5 |
Non-GAAP operating margin % |
7.0% |
8.9% |
7.3% |
6.7% |
nm |
6.6% |
|
|
|
|
|
|
|
Depreciation and amortization |
47.9 |
25.3 |
14.2 |
26.7 |
2.6 |
116.7 |
Non-GAAP Adjusted EBITDA |
$ 100.4 |
$ 86.2 |
$ 52.1 |
$ 73.7 |
$ (20.2) |
$ 292.2 |
Non-GAAP Adjusted EBITDA margin % |
13.3% |
12.6% |
10.1% |
10.5% |
nm |
11.0% |
|
|
|
|
|
|
|
Capital expenditures |
$ 13.0 |
$ 17.6 |
$ 1.5 |
$ 12.4 |
$ 1.5 |
$ 46.0 |
|
|
|
|
|
|
|
For the Three Months Ended December
31, 2011 |
|
|
|
|
|
|
Net sales |
$ 827.6 |
$ 721.8 |
$ 483.2 |
$ 688.2 |
$ -- |
$ 2,720.8 |
Income (loss) from operations |
66.5 |
(307.8) |
20.1 |
(83.1) |
(12.8) |
(317.1) |
Operating margin % |
8.0% |
nm |
4.2% |
nm |
nm |
nm |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
(0.1) |
3.3 |
9.1 |
5.9 |
0.4 |
18.6 |
Impairment charges - net |
1.1 |
357.7 |
9.8 |
118.9 |
1.0 |
488.5 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.2 |
0.2 |
Gain on pension curtailment |
-- |
-- |
-- |
-- |
(38.7) |
(38.7) |
Acquisition contingent
compensation |
-- |
-- |
-- |
-- |
15.3 |
15.3 |
Total Non-GAAP adjustments |
1.0 |
361.0 |
18.9 |
124.8 |
(21.8) |
483.9 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 67.5 |
$ 53.2 |
$ 39.0 |
$ 41.7 |
$ (34.6) |
$ 166.8 |
Non-GAAP operating margin % |
8.2% |
7.4% |
8.1% |
6.1% |
nm |
6.1% |
|
|
|
|
|
|
|
Depreciation and amortization |
58.4 |
32.6 |
11.4 |
27.3 |
0.2 |
129.9 |
Non-GAAP Adjusted EBITDA |
$ 125.9 |
$ 85.8 |
$ 50.4 |
$ 69.0 |
$ (34.4) |
$ 296.7 |
Non-GAAP Adjusted EBITDA margin % |
15.2% |
11.9% |
10.4% |
10.0% |
nm |
10.9% |
|
|
|
|
|
|
|
Capital expenditures |
$ 17.2 |
$ 9.5 |
$ 11.0 |
$ 17.8 |
$ 1.6 |
$ 57.1 |
|
R. R. Donnelley &
Sons Company |
Segment GAAP to Non-GAAP
Operating Income and Non-GAAP Adjusted EBITDA and Margin
Reconciliation |
For the Twelve Months Ended
December 31, 2013, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
|
Publishing and Retail
Services |
Variable Print |
Strategic Services |
International |
Corporate |
Consolidated |
|
|
|
|
|
|
|
For the Twelve Months Ended December
31, 2013 |
|
|
|
|
|
|
Net sales |
$ 2,774.8 |
$ 2,592.8 |
$ 2,453.0 |
$ 2,659.7 |
$ -- |
$ 10,480.3 |
Income (loss) from operations |
109.6 |
197.9 |
232.8 |
147.3 |
(107.9) |
579.7 |
Operating margin % |
3.9% |
7.6% |
9.5% |
5.5% |
nm |
5.5% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
31.1 |
14.7 |
4.8 |
17.9 |
5.7 |
74.2 |
Impairment charges - net |
12.3 |
0.9 |
6.3 |
1.0 |
0.4 |
20.9 |
Other charges |
30.3 |
-- |
8.1 |
-- |
-- |
38.4 |
Acquisition-related expenses |
-- |
-- |
-- |
0.2 |
5.7 |
5.9 |
Total Non-GAAP adjustments |
73.7 |
15.6 |
19.2 |
19.1 |
11.8 |
139.4 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 183.3 |
$ 213.5 |
$ 252.0 |
$ 166.4 |
$ (96.1) |
$ 719.1 |
Non-GAAP operating margin % |
6.6% |
8.2% |
10.3% |
6.3% |
nm |
6.9% |
|
|
|
|
|
|
|
Depreciation and amortization |
166.0 |
103.4 |
58.4 |
102.5 |
5.5 |
435.8 |
Non-GAAP Adjusted EBITDA |
$ 349.3 |
$ 316.9 |
$ 310.4 |
$ 268.9 |
$ (90.6) |
$ 1,154.9 |
Non-GAAP Adjusted EBITDA margin % |
12.6% |
12.2% |
12.7% |
10.1% |
nm |
11.0% |
|
|
|
|
|
|
|
Capital expenditures |
$ 57.7 |
$ 63.4 |
$ 34.9 |
$ 50.8 |
$ 9.8 |
$ 216.6 |
|
|
|
|
|
|
|
For the Twelve Months Ended December
31, 2012 |
|
|
|
|
|
|
Net sales |
$ 2,919.5 |
$ 2,637.2 |
$ 2,065.4 |
$ 2,599.8 |
$ -- |
$ 10,221.9 |
Income (loss) from operations |
(659.4) |
202.1 |
59.0 |
91.6 |
(63.1) |
(369.8) |
Operating margin % |
nm |
7.7% |
2.9% |
3.5% |
nm |
nm |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
18.5 |
19.8 |
13.7 |
15.0 |
24.9 |
91.9 |
Impairment charges - net |
827.7 |
9.8 |
132.9 |
50.7 |
5.5 |
1,026.6 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
2.5 |
2.5 |
Gain on pension curtailment |
-- |
-- |
(1.0) |
(2.7) |
-- |
(3.7) |
Total Non-GAAP adjustments |
846.2 |
29.6 |
145.6 |
63.0 |
32.9 |
1,117.3 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 186.8 |
$ 231.7 |
$ 204.6 |
$ 154.6 |
$ (30.2) |
$ 747.5 |
Non-GAAP operating margin % |
6.4% |
8.8% |
9.9% |
5.9% |
nm |
7.3% |
|
|
|
|
|
|
|
Depreciation and amortization |
213.5 |
103.8 |
52.3 |
105.8 |
6.2 |
481.6 |
Non-GAAP Adjusted EBITDA |
$ 400.3 |
$ 335.5 |
$ 256.9 |
$ 260.4 |
$ (24.0) |
$ 1,229.1 |
Non-GAAP Adjusted EBITDA margin % |
13.7% |
12.7% |
12.4% |
10.0% |
nm |
12.0% |
|
|
|
|
|
|
|
Capital expenditures |
$ 57.8 |
$ 42.7 |
$ 39.9 |
$ 43.9 |
$ 21.6 |
$ 205.9 |
|
|
|
|
|
|
|
For the Twelve Months Ended December
31, 2011 |
|
|
|
|
|
|
Net sales |
$ 3,175.1 |
$ 2,764.0 |
$ 2,058.8 |
$ 2,613.1 |
$ -- |
$ 10,611.0 |
Income (loss) from operations |
227.6 |
(204.7) |
180.6 |
23.6 |
(161.9) |
65.2 |
Operating margin % |
7.2% |
nm |
8.8% |
0.9% |
nm |
0.6% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
34.1 |
21.9 |
47.3 |
23.4 |
9.6 |
136.3 |
Impairment charges - net |
18.7 |
365.8 |
24.6 |
119.7 |
2.7 |
531.5 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
2.2 |
2.2 |
Gain on pension curtailment |
-- |
-- |
-- |
-- |
(38.7) |
(38.7) |
Acquisition contingent
compensation |
-- |
-- |
-- |
-- |
15.3 |
15.3 |
Total Non-GAAP adjustments |
52.8 |
387.7 |
71.9 |
143.1 |
(8.9) |
646.6 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 280.4 |
$ 183.0 |
$ 252.5 |
$ 166.7 |
$ (170.8) |
$ 711.8 |
Non-GAAP operating margin % |
8.8% |
6.6% |
12.3% |
6.4% |
nm |
6.7% |
|
|
|
|
|
|
|
Depreciation and amortization |
240.2 |
135.7 |
48.2 |
116.2 |
9.6 |
549.9 |
Non-GAAP Adjusted EBITDA |
$ 520.6 |
$ 318.7 |
$ 300.7 |
$ 282.9 |
$ (161.2) |
$ 1,261.7 |
Non-GAAP Adjusted EBITDA margin % |
16.4% |
11.5% |
14.6% |
10.8% |
nm |
11.9% |
|
|
|
|
|
|
|
Capital expenditures |
$ 51.7 |
$ 54.2 |
$ 34.6 |
$ 91.1 |
$ 19.3 |
$ 250.9 |
|
|
R. R. Donnelley &
Sons Company |
Segment GAAP to Non-GAAP
Operating Income and Non-GAAP Adjusted EBITDA and Margin
Reconciliation |
For the Three Months Ended
September 30, 2013, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
|
Publishing and Retail
Services |
Variable Print |
Strategic Services |
International |
Corporate |
Consolidated |
|
|
|
|
|
|
|
For the Three Months Ended September
30, 2013 |
|
|
|
|
|
|
Net sales |
$ 715.0 |
$ 643.8 |
$ 581.7 |
$ 674.4 |
$ -- |
$ 2,614.9 |
Income (loss) from operations |
34.3 |
46.8 |
43.0 |
42.3 |
(31.8) |
134.6 |
Operating margin % |
4.8% |
7.3% |
7.4% |
6.3% |
nm |
5.1% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
16.6 |
2.8 |
1.3 |
4.6 |
0.2 |
25.5 |
Impairment charges - net |
6.2 |
0.6 |
0.9 |
0.2 |
-- |
7.9 |
Other charges |
-- |
-- |
4.7 |
-- |
-- |
4.7 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
1.1 |
1.1 |
Total Non-GAAP adjustments |
22.8 |
3.4 |
6.9 |
4.8 |
1.3 |
39.2 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 57.1 |
$ 50.2 |
$ 49.9 |
$ 47.1 |
$ (30.5) |
$ 173.8 |
Non-GAAP operating margin % |
8.0% |
7.8% |
8.6% |
7.0% |
nm |
6.6% |
|
|
|
|
|
|
|
Depreciation and amortization |
40.9 |
24.9 |
14.5 |
24.8 |
1.2 |
106.3 |
Non-GAAP Adjusted EBITDA |
$ 98.0 |
$ 75.1 |
$ 64.4 |
$ 71.9 |
$ (29.3) |
$ 280.1 |
Non-GAAP Adjusted EBITDA margin % |
13.7% |
11.7% |
11.1% |
10.7% |
nm |
10.7% |
|
|
|
|
|
|
|
Capital expenditures |
$ 14.8 |
$ 16.0 |
$ 10.3 |
$ 11.8 |
$ 2.4 |
$ 55.3 |
|
|
|
|
|
|
|
For the Three Months Ended September
30, 2012 |
|
|
|
|
|
|
Net sales |
$ 753.7 |
$ 640.2 |
$ 480.2 |
$ 634.7 |
$ -- |
$ 2,508.8 |
Income (loss) from operations |
59.4 |
48.8 |
35.8 |
29.3 |
13.4 |
186.7 |
Operating margin % |
7.9% |
7.6% |
7.5% |
4.6% |
nm |
7.4% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
2.7 |
2.2 |
1.3 |
4.3 |
1.8 |
12.3 |
Impairment charges - net |
1.4 |
(0.2) |
0.4 |
-- |
-- |
1.6 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
1.3 |
1.3 |
Total Non-GAAP adjustments |
4.1 |
2.0 |
1.7 |
4.3 |
3.1 |
15.2 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 63.5 |
$ 50.8 |
$ 37.5 |
$ 33.6 |
$ 16.5 |
$ 201.9 |
Non-GAAP operating margin % |
8.4% |
7.9% |
7.8% |
5.3% |
nm |
8.0% |
|
|
|
|
|
|
|
Depreciation and amortization |
53.1 |
25.3 |
13.1 |
25.8 |
1.7 |
119.0 |
Non-GAAP Adjusted EBITDA |
$ 116.6 |
$ 76.1 |
$ 50.6 |
$ 59.4 |
$ 18.2 |
$ 320.9 |
Non-GAAP Adjusted EBITDA margin % |
15.5% |
11.9% |
10.5% |
9.4% |
nm |
12.8% |
|
|
|
|
|
|
|
Capital expenditures |
$ 10.7 |
$ 15.5 |
$ 11.6 |
$ 12.9 |
$ 15.5 |
$ 66.2 |
|
|
|
|
|
|
|
For the Three Months Ended September
30, 2011 |
|
|
|
|
|
|
Net sales |
$ 821.4 |
$ 698.0 |
$ 488.5 |
$ 675.4 |
$ -- |
$ 2,683.3 |
Income (loss) from operations |
65.9 |
37.5 |
44.3 |
37.6 |
(28.5) |
156.8 |
Operating margin % |
8.0% |
5.4% |
9.1% |
5.6% |
nm |
5.8% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
9.7 |
(0.6) |
8.5 |
3.1 |
2.9 |
23.6 |
Impairment charges - net |
8.1 |
3.0 |
(1.3) |
-- |
0.8 |
10.6 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.7 |
0.7 |
Total Non-GAAP adjustments |
17.8 |
2.4 |
7.2 |
3.1 |
4.4 |
34.9 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 83.7 |
$ 39.9 |
$ 51.5 |
$ 40.7 |
$ (24.1) |
$ 191.7 |
Non-GAAP operating margin % |
10.2% |
5.7% |
10.5% |
6.0% |
nm |
7.1% |
|
|
|
|
|
|
|
Depreciation and amortization |
59.4 |
34.0 |
11.6 |
29.6 |
4.5 |
139.1 |
Non-GAAP Adjusted EBITDA |
$ 143.1 |
$ 73.9 |
$ 63.1 |
$ 70.3 |
$ (19.6) |
$ 330.8 |
Non-GAAP Adjusted EBITDA margin % |
17.4% |
10.6% |
12.9% |
10.4% |
nm |
12.3% |
|
|
|
|
|
|
|
Capital expenditures |
$ 12.2 |
$ 14.3 |
$ 11.8 |
$ 26.2 |
$ 1.1 |
$ 65.6 |
|
R. R. Donnelley &
Sons Company |
Segment GAAP to Non-GAAP
Operating Income and Non-GAAP Adjusted EBITDA and Margin
Reconciliation |
For the Three Months Ended June
30, 2013, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
|
Publishing and Retail
Services |
Variable Print |
Strategic Services |
International |
Corporate |
Consolidated |
|
|
|
|
|
|
|
For the Three Months
Ended June 30, 2013 |
|
|
|
|
|
Net sales |
$ 649.3 |
$ 626.2 |
$ 660.7 |
$ 635.4 |
$ -- |
$ 2,571.6 |
Income (loss) from operations |
37.7 |
38.5 |
81.1 |
29.3 |
(13.4) |
173.2 |
Operating margin % |
5.8% |
6.1% |
12.3% |
4.6% |
nm |
6.7% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
1.2 |
6.6 |
2.2 |
4.7 |
1.4 |
16.1 |
Impairment charges - net |
1.3 |
0.1 |
1.4 |
0.9 |
-- |
3.7 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.1 |
0.1 |
Total Non-GAAP adjustments |
2.5 |
6.7 |
3.6 |
5.6 |
1.5 |
19.9 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 40.2 |
$ 45.2 |
$ 84.7 |
$ 34.9 |
$ (11.9) |
$ 193.1 |
Non-GAAP operating margin % |
6.2% |
7.2% |
12.8% |
5.5% |
nm |
7.5% |
|
|
|
|
|
|
|
Depreciation and amortization |
42.3 |
26.4 |
14.9 |
26.0 |
1.4 |
111.0 |
Non-GAAP Adjusted EBITDA |
$ 82.5 |
$ 71.6 |
$ 99.6 |
$ 60.9 |
$ (10.5) |
$ 304.1 |
Non-GAAP Adjusted EBITDA margin % |
12.7% |
11.4% |
15.1% |
9.6% |
nm |
11.8% |
|
|
|
|
|
|
|
Capital expenditures |
$ 11.7 |
$ 13.9 |
$ 12.6 |
$ 7.2 |
$ 1.0 |
$ 46.4 |
|
|
|
|
|
|
|
For the Three Months
Ended June 30, 2012 |
|
|
|
|
|
Net sales |
$ 695.4 |
$ 628.8 |
$ 559.4 |
$ 645.0 |
$ -- |
$ 2,528.6 |
Income (loss) from operations |
36.1 |
31.0 |
78.8 |
34.8 |
(16.8) |
163.9 |
Operating margin % |
5.2% |
4.9% |
14.1% |
5.4% |
nm |
6.5% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
1.4 |
9.1 |
6.4 |
3.3 |
5.5 |
25.7 |
Impairment charges - net |
(1.2) |
2.4 |
1.3 |
-- |
5.8 |
8.3 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.5 |
0.5 |
Total Non-GAAP adjustments |
0.2 |
11.5 |
7.7 |
3.3 |
11.8 |
34.5 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 36.3 |
$ 42.5 |
$ 86.5 |
$ 38.1 |
$ (5.0) |
$ 198.4 |
Non-GAAP operating margin % |
5.2% |
6.8% |
15.5% |
5.9% |
nm |
7.8% |
|
|
|
|
|
|
|
Depreciation and amortization |
55.4 |
25.4 |
12.5 |
26.4 |
1.2 |
120.9 |
Non-GAAP Adjusted EBITDA |
$ 91.7 |
$ 67.9 |
$ 99.0 |
$ 64.5 |
$ (3.8) |
$ 319.3 |
Non-GAAP Adjusted EBITDA margin % |
13.2% |
10.8% |
17.7% |
10.0% |
nm |
12.6% |
|
|
|
|
|
|
|
Capital expenditures |
$ 19.0 |
$ 5.2 |
$ 13.6 |
$ 7.3 |
$ 3.3 |
$ 48.4 |
|
|
|
|
|
|
|
For the Three Months
Ended June 30, 2011 |
|
|
|
|
|
Net sales |
$ 749.6 |
$ 653.7 |
$ 577.0 |
$ 643.1 |
$ -- |
$ 2,623.4 |
Income (loss) from operations |
41.9 |
14.2 |
76.8 |
31.9 |
(48.7) |
116.1 |
Operating margin % |
5.6% |
2.2% |
13.3% |
5.0% |
nm |
4.4% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
17.2 |
15.9 |
9.9 |
7.0 |
1.4 |
51.4 |
Impairment charges - net |
6.6 |
4.8 |
12.5 |
0.2 |
0.2 |
24.3 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.9 |
0.9 |
Total Non-GAAP adjustments |
23.8 |
20.7 |
22.4 |
7.2 |
2.5 |
76.6 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 65.7 |
$ 34.9 |
$ 99.2 |
$ 39.1 |
$ (46.2) |
$ 192.7 |
Non-GAAP operating margin % |
8.8% |
5.3% |
17.2% |
6.1% |
nm |
7.3% |
|
|
|
|
|
|
|
Depreciation and amortization |
60.8 |
34.5 |
12.5 |
30.1 |
2.8 |
140.7 |
Non-GAAP Adjusted EBITDA |
$ 126.5 |
$ 69.4 |
$ 111.7 |
$ 69.2 |
$ (43.4) |
$ 333.4 |
Non-GAAP Adjusted EBITDA margin % |
16.9% |
10.6% |
19.4% |
10.8% |
nm |
12.7% |
|
|
|
|
|
|
|
Capital expenditures |
$ 12.6 |
$ 21.0 |
$ 10.7 |
$ 21.2 |
$ 15.6 |
$ 81.1 |
|
R. R. Donnelley &
Sons Company |
Segment GAAP to Non-GAAP
Operating Income and Non-GAAP Adjusted EBITDA and Margin
Reconciliation |
For the Three Months Ended
March 31, 2013, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
|
Publishing and Retail
Services |
Variable Print |
Strategic Services |
International |
Corporate |
Consolidated |
|
|
|
|
|
|
|
For the Three Months Ended March 31,
2013 |
|
|
|
|
|
|
Net sales |
$ 664.4 |
$ 648.4 |
$ 592.0 |
$ 633.7 |
$ -- |
$ 2,538.5 |
Income (loss) from operations |
21.8 |
57.4 |
58.0 |
27.9 |
(25.3) |
139.8 |
Operating margin % |
3.3% |
8.9% |
9.8% |
4.4% |
nm |
5.5% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
10.1 |
2.4 |
0.7 |
2.2 |
3.2 |
18.6 |
Impairment charges - net |
3.2 |
0.3 |
0.4 |
(0.2) |
0.4 |
4.1 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
1.0 |
1.0 |
Total Non-GAAP adjustments |
13.3 |
2.7 |
1.1 |
2.0 |
4.6 |
23.7 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 35.1 |
$ 60.1 |
$ 59.1 |
$ 29.9 |
$ (20.7) |
$ 163.5 |
Non-GAAP operating margin % |
5.3% |
9.3% |
10.0% |
4.7% |
nm |
6.4% |
|
|
|
|
|
|
|
Depreciation and amortization |
43.4 |
27.9 |
14.8 |
25.9 |
1.6 |
113.6 |
Non-GAAP Adjusted EBITDA |
$ 78.5 |
$ 88.0 |
$ 73.9 |
$ 55.8 |
$ (19.1) |
$ 277.1 |
Non-GAAP Adjusted EBITDA margin % |
11.8% |
13.6% |
12.5% |
8.8% |
nm |
10.9% |
|
|
|
|
|
|
|
Capital expenditures |
$ 12.5 |
$ 10.9 |
$ 0.6 |
$ 11.0 |
$ 2.9 |
$ 37.9 |
|
|
|
|
|
|
|
For the Three Months Ended March 31,
2012 |
|
|
|
|
|
|
Net sales |
$ 715.7 |
$ 681.7 |
$ 509.0 |
$ 618.5 |
$ -- |
$ 2,524.9 |
Income (loss) from operations |
16.0 |
67.7 |
37.3 |
30.8 |
(30.4) |
121.4 |
Operating margin % |
2.2% |
9.9% |
7.3% |
5.0% |
nm |
4.8% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
12.9 |
7.5 |
5.0 |
4.3 |
11.0 |
40.7 |
Impairment charges - net |
5.6 |
2.3 |
0.4 |
0.8 |
0.2 |
9.3 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.3 |
0.3 |
Total Non-GAAP adjustments |
18.5 |
9.8 |
5.4 |
5.1 |
11.5 |
50.3 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 34.5 |
$ 77.5 |
$ 42.7 |
$ 35.9 |
$ (18.9) |
$ 171.7 |
Non-GAAP operating margin % |
4.8% |
11.4% |
8.4% |
5.8% |
nm |
6.8% |
|
|
|
|
|
|
|
Depreciation and amortization |
57.1 |
27.8 |
12.5 |
26.9 |
0.7 |
125.0 |
Non-GAAP Adjusted EBITDA |
$ 91.6 |
$ 105.3 |
$ 55.2 |
$ 62.8 |
$ (18.2) |
$ 296.7 |
Non-GAAP Adjusted EBITDA margin % |
12.8% |
15.4% |
10.8% |
10.2% |
nm |
11.8% |
|
|
|
|
|
|
|
Capital expenditures |
$ 15.1 |
$ 4.4 |
$ 13.2 |
$ 11.3 |
$ 1.3 |
$ 45.3 |
|
|
|
|
|
|
|
For the Three Months Ended March 31,
2011 |
|
|
|
|
|
|
Net sales |
$ 776.5 |
$ 690.5 |
$ 510.1 |
$ 606.4 |
$ -- |
$ 2,583.5 |
Income (loss) from operations |
53.3 |
51.4 |
39.4 |
37.2 |
(71.9) |
109.4 |
Operating margin % |
6.9% |
7.4% |
7.7% |
6.1% |
nm |
4.2% |
|
|
|
|
|
|
|
Non-GAAP Adjustments |
|
|
|
|
|
|
Restructuring charges - net |
7.3 |
3.3 |
19.8 |
7.4 |
4.9 |
42.7 |
Impairment charges - net |
2.9 |
0.3 |
3.6 |
0.6 |
0.7 |
8.1 |
Acquisition-related expenses |
-- |
-- |
-- |
-- |
0.4 |
0.4 |
Total Non-GAAP adjustments |
10.2 |
3.6 |
23.4 |
8.0 |
6.0 |
51.2 |
|
|
|
|
|
|
|
Non-GAAP income (loss) from
operations |
$ 63.5 |
$ 55.0 |
$ 62.8 |
$ 45.2 |
$ (65.9) |
$ 160.6 |
Non-GAAP operating margin % |
8.2% |
8.0% |
12.3% |
7.5% |
nm |
6.2% |
|
|
|
|
|
|
|
Depreciation and amortization |
61.6 |
34.6 |
12.7 |
29.2 |
2.1 |
140.2 |
Non-GAAP Adjusted EBITDA |
$ 125.1 |
$ 89.6 |
$ 75.5 |
$ 74.4 |
$ (63.8) |
$ 300.8 |
Non-GAAP Adjusted EBITDA margin % |
16.1% |
13.0% |
14.8% |
12.3% |
nm |
11.6% |
|
|
|
|
|
|
|
Capital expenditures |
$ 9.7 |
$ 9.4 |
$ 1.1 |
$ 25.9 |
$ 1.0 |
$ 47.1 |
|
|
R. R. Donnelley &
Sons Company |
Condensed Consolidated
Statements of Cash Flows |
For the Twelve Months Ended
December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
2013 |
2012 |
|
|
|
Net earnings (loss) |
$ 218.2 |
$ (653.6) |
Adjustment to reconcile net earnings
(loss) to net cash provided by operating activities |
518.9 |
1,475.1 |
Changes in operating assets and
liabilities |
(12.7) |
19.1 |
Pension and other
postretirement benefits plan contributions |
(29.6) |
(148.7) |
Net cash provided by operating
activities |
$ 694.8 |
$ 691.9 |
|
|
|
Capital expenditures |
(216.6) |
(205.9) |
All other cash provided
by (used in) investing activities |
4.2 |
(78.9) |
Net cash used in investing
activities |
$ (212.4) |
$ (284.8) |
|
|
|
Net cash provided by (used in)
financing activities |
$ 122.8 |
$ (438.0) |
|
|
|
Effect of exchange rate on cash and cash
equivalents |
(7.5) |
11.9 |
|
|
|
Net increase (decrease) in cash
and cash equivalents |
$ 597.7 |
$ (19.0) |
|
|
|
Cash and cash equivalents at beginning of
period |
430.7 |
449.7 |
|
|
|
Cash and cash equivalents at
end of period |
$ 1,028.4 |
$ 430.7 |
|
|
|
|
|
|
Additional Information: |
|
|
|
2013 |
2012 |
For the Twelve Months Ended December
31: |
|
|
Net cash provided by operating
activities |
$ 694.8 |
$ 691.9 |
Less: capital expenditures |
216.6 |
205.9 |
Free cash flow |
$ 478.2 |
$ 486.0 |
|
|
|
For the Nine Months Ended September
30: |
|
|
Net cash provided by operating
activities |
$ 307.1 |
$ 169.4 |
Less: capital expenditures |
139.6 |
159.9 |
Free cash flow |
$ 167.5 |
$ 9.5 |
|
|
|
For the Three Months Ended December
31: |
|
|
Net cash provided by operating
activities |
$ 387.7 |
$ 522.5 |
Less: capital expenditures |
77.0 |
46.0 |
Free cash flow |
$ 310.7 |
$ 476.5 |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended December
31, 2013 |
|
|
|
Publishing and Retail Services |
$ 746.1 |
$ -- |
$ 746.1 |
Variable Print |
674.4 |
-- |
674.4 |
Strategic Services |
618.6 |
-- |
618.6 |
International |
716.2 |
-- |
716.2 |
Consolidated |
$ 2,755.3 |
$ -- |
$ 2,755.3 |
|
|
|
|
For the Three Months Ended December
31, 2012 |
|
|
|
Publishing and Retail Services |
$ 754.7 |
$ -- |
$ 754.7 |
Variable Print |
686.5 |
4.4 |
690.9 |
Strategic Services |
516.8 |
41.3 |
558.1 |
International |
701.6 |
-- |
701.6 |
Consolidated |
$ 2,659.6 |
$ 45.7 |
$ 2,705.3 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(1.1%) |
|
(1.1%) |
Variable Print |
(1.8%) |
|
(2.4%) |
Strategic Services |
19.7% |
|
10.8% |
International |
2.1% |
|
2.1% |
Consolidated |
3.6% |
|
1.8% |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.2%) |
International |
|
|
(0.8%) |
Consolidated |
|
|
(0.2%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(1.1%) |
International |
|
|
0.5% |
Consolidated |
|
|
(0.3%) |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
0.0% |
Variable Print |
|
|
(2.4%) |
Strategic Services |
|
|
11.0% |
International |
|
|
2.4% |
Consolidated |
|
|
2.3% |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
December 31, 2013 and 2012 to pro forma net sales as if the 2012
acquisitions took place as of January 1, 2012 for the purposes of
this schedule. |
|
There were no acquisitions during
the three months ended December 31, 2013. |
|
For the three months ended
December 31, 2012, the adjustment for net sales of acquired
businesses reflects the net sales of Meisel Photographic
Corporation (acquired December 17, 2012) and Presort Solutions
(acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Meisel
Photographic Corporation and Strategic Services included net sales
of Presort Solutions |
(2) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Twelve Months Ended
December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Twelve Months Ended December
31, 2013 |
|
|
|
Publishing and Retail Services |
$ 2,774.8 |
$ -- |
$ 2,774.8 |
Variable Print |
2,592.8 |
-- |
2,592.8 |
Strategic Services |
2,453.0 |
-- |
2,453.0 |
International |
2,659.7 |
-- |
2,659.7 |
Consolidated |
$ 10,480.3 |
$ -- |
$ 10,480.3 |
|
|
|
|
For the Twelve Months Ended December
31, 2012 |
|
|
|
Publishing and Retail Services |
$ 2,919.5 |
$ -- |
$ 2,919.5 |
Variable Print |
2,637.2 |
24.9 |
2,662.1 |
Strategic Services |
2,065.4 |
214.3 |
2,279.7 |
International |
2,599.8 |
-- |
2,599.8 |
Consolidated |
$ 10,221.9 |
$ 239.2 |
$ 10,461.1 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(5.0%) |
|
(5.0%) |
Variable Print |
(1.7%) |
|
(2.6%) |
Strategic Services |
18.8% |
|
7.6% |
International |
2.3% |
|
2.3% |
Consolidated |
2.5% |
|
0.2% |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.1%) |
International |
|
|
(0.5%) |
Consolidated |
|
|
(0.2%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(1.6%) |
International |
|
|
1.4% |
Consolidated |
|
|
0.0% |
|
|
|
|
Year-over-year impact of the 2012
rebate adjustment (2) |
|
|
|
Variable Print |
|
|
(0.9%) |
Consolidated |
|
|
(0.2%) |
|
Net organic sales change
(3) |
|
|
|
Publishing and Retail Services |
|
|
(3.4%) |
Variable Print |
|
|
(1.7%) |
Strategic Services |
|
|
7.7% |
International |
|
|
1.4% |
Consolidated |
|
|
0.6% |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the twelve months
ended December 31, 2013 and 2012 to pro forma net sales as if the
2012 acquisitions took place as of January 1, 2012 for the purposes
of this schedule. |
|
There were no acquisitions during
the twelve months ended December 31, 2013. |
|
For the twelve months ended
December 31, 2012, the adjustment for net sales of acquired
businesses reflects the net sales of EDGAR Online (acquired August
14, 2012), Express Postal Options International (acquired September
6, 2012), Meisel Photographic Corporation (acquired December 17,
2012) and Presort Solutions (acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Meisel
Photographic Corporation and Strategic Services included net sales
of EDGAR Online, Express Postal Options International and Presort
Solutions |
(2) The twelve months ended
December 31, 2012 included adjustments for over-accruals of rebates
owed to certain customers in prior periods that favorably impacted
net sales by $22.7 million |
(3) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales and the 2012 rebate adjustments to correct
an over-accrual of rebates owed to certain customers |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
September 30, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended September
30, 2013 |
|
|
|
Publishing and Retail Services |
$ 715.0 |
$ -- |
$ 715.0 |
Variable Print |
643.8 |
-- |
643.8 |
Strategic Services |
581.7 |
-- |
581.7 |
International |
674.4 |
-- |
674.4 |
Consolidated |
$ 2,614.9 |
$ -- |
$ 2,614.9 |
|
|
|
|
For the Three Months Ended September
30, 2012 |
|
|
|
Publishing and Retail Services |
$ 753.7 |
$ -- |
$ 753.7 |
Variable Print |
640.2 |
8.3 |
648.5 |
Strategic Services |
480.2 |
51.0 |
531.2 |
International |
634.7 |
-- |
634.7 |
Consolidated |
$ 2,508.8 |
$ 59.3 |
$ 2,568.1 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(5.1%) |
|
(5.1%) |
Variable Print |
0.6% |
|
(0.7%) |
Strategic Services |
21.1% |
|
9.5% |
International |
6.3% |
|
6.3% |
Consolidated |
4.2% |
|
1.8% |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.2%) |
International |
|
|
(0.9%) |
Consolidated |
|
|
(0.3%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(1.4%) |
International |
|
|
1.6% |
Consolidated |
|
|
0.0% |
|
|
|
|
Year-over-year impact of the 2012
rebate adjustment (2) |
|
|
|
Variable Print |
|
|
(0.4%) |
Consolidated |
|
|
(0.1%) |
|
Net organic sales change
(3) |
|
|
|
Publishing and Retail Services |
|
|
(3.7%) |
Variable Print |
|
|
(0.3%) |
Strategic Services |
|
|
9.7% |
International |
|
|
5.6% |
Consolidated |
|
|
2.2% |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
September 30, 2013 and 2012 to pro forma net sales as if the 2012
acquisitions took place as of January 1, 2012 for the purposes of
this schedule. |
|
There were no acquisitions during
the three months ended September 30, 2013. |
|
For the three months ended
September 30, 2012, the adjustment for net sales of acquired
businesses reflects the net sales of EDGAR Online (acquired August
14, 2012), Express Postal Options International (acquired September
6, 2012), Meisel Photographic Corporation (acquired December 17,
2012) and Presort Solutions (acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Meisel
Photographic Corporation and Strategic Services included net sales
of EDGAR Online, Express Postal Options International and Presort
Solutions |
(2) The three months ended
September 30, 2012 included an adjustment for over-accruals of
rebates owed to certain customers in prior periods that favorably
impacted net sales by $2.9 million |
(3) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales and the 2012 rebate adjustment to correct
an over-accrual of rebates owed to certain customers |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended June
30, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended June 30,
2013 |
|
|
|
Publishing and Retail Services |
$ 649.3 |
$ -- |
$ 649.3 |
Variable Print |
626.2 |
-- |
626.2 |
Strategic Services |
660.7 |
-- |
660.7 |
International |
635.4 |
-- |
635.4 |
Consolidated |
$ 2,571.6 |
$ -- |
$ 2,571.6 |
|
|
|
|
For the Three Months Ended June 30,
2012 |
|
|
|
Publishing and Retail Services |
$ 695.4 |
$ -- |
$ 695.4 |
Variable Print |
628.8 |
6.6 |
635.4 |
Strategic Services |
559.4 |
60.8 |
620.2 |
International |
645.0 |
-- |
645.0 |
Consolidated |
$ 2,528.6 |
$ 67.4 |
$ 2,596.0 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(6.6%) |
|
(6.6%) |
Variable Print |
(0.4%) |
|
(1.4%) |
Strategic Services |
18.1% |
|
6.5% |
International |
(1.5%) |
|
(1.5%) |
Consolidated |
1.7% |
|
(0.9%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.1%) |
International |
|
|
(0.1%) |
Consolidated |
|
|
0.0% |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(2.2%) |
International |
|
|
2.0% |
Consolidated |
|
|
(0.1%) |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(4.4%) |
Variable Print |
|
|
(1.4%) |
Strategic Services |
|
|
6.6% |
International |
|
|
(3.4%) |
Consolidated |
|
|
(0.8%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
June 30, 2013 and 2012 to pro forma net sales as if the 2012
acquisitions took place as of January 1, 2012 for the purposes of
this schedule. |
|
There were no acquisitions during
the three months ended June 30, 2013. |
|
For the three months ended
June 30, 2012, the adjustment for net sales of acquired businesses
reflects the net sales of EDGAR Online (acquired August 14, 2012),
Express Postal Options International (acquired September 6, 2012),
Meisel Photographic Corporation (acquired December 17, 2012) and
Presort Solutions (acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Meisel
Photographic Corporation and Strategic Services included net sales
of EDGAR Online, Express Postal Options International and Presort
Solutions |
(2) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
March 31, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended March 31,
2013 |
|
|
|
Publishing and Retail Services |
$ 664.4 |
$ -- |
$ 664.4 |
Variable Print |
648.4 |
-- |
648.4 |
Strategic Services |
592.0 |
-- |
592.0 |
International |
633.7 |
-- |
633.7 |
Consolidated |
$ 2,538.5 |
$ -- |
$ 2,538.5 |
|
|
|
|
For the Three Months Ended March 31,
2012 |
|
|
|
Publishing and Retail Services |
$ 715.7 |
$ -- |
$ 715.7 |
Variable Print |
681.7 |
5.7 |
687.4 |
Strategic Services |
509.0 |
61.1 |
570.1 |
International |
618.5 |
-- |
618.5 |
Consolidated |
$ 2,524.9 |
$ 66.8 |
$ 2,591.7 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(7.2%) |
|
(7.2%) |
Variable Print |
(4.9%) |
|
(5.7%) |
Strategic Services |
16.3% |
|
3.8% |
International |
2.5% |
|
2.5% |
Consolidated |
0.5% |
|
(2.1%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.2%) |
International |
|
|
(0.3%) |
Consolidated |
|
|
(0.1%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(1.7%) |
International |
|
|
1.8% |
Consolidated |
|
|
0.0% |
|
|
|
|
Year-over-year impact of the 2012
rebate adjustment (2) |
|
|
|
Variable Print |
|
|
(2.9%) |
Consolidated |
|
|
(0.8%) |
|
Net organic sales change
(3) |
|
|
|
Publishing and Retail Services |
|
|
(5.5%) |
Variable Print |
|
|
(2.8%) |
Strategic Services |
|
|
4.0% |
International |
|
|
1.0% |
Consolidated |
|
|
(1.2%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
March 31, 2013 and 2012 to pro forma net sales as if the 2012
acquisitions took place as of January 1, 2012 for the purposes of
this schedule. |
|
There were no acquisitions during
the three months ended March 31, 2013. |
|
For the three months ended
March 31, 2012, the adjustment for net sales of acquired businesses
reflects the net sales of EDGAR Online (acquired August 14, 2012),
Express Postal Options International (acquired September 6, 2012),
Meisel Photographic Corporation (acquired December 17, 2012) and
Presort Solutions (acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Meisel
Photographic Corporation and Strategic Services included net sales
of EDGAR Online, Express Postal Options International and Presort
Solutions |
(2) The three months ended March
31, 2012 included an adjustment for over-accruals of rebates owed
to certain customers in prior periods that favorably impacted net
sales by $19.8 million |
(3) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales and the 2012 rebate adjustment to correct
an over-accrual of rebates owed to certain customers |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
December 31, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended December
31, 2012 |
|
|
|
Publishing and Retail Services |
$ 754.7 |
$ -- |
$ 754.7 |
Variable Print |
686.5 |
4.4 |
690.9 |
Strategic Services |
516.8 |
41.3 |
558.1 |
International |
701.6 |
-- |
701.6 |
Consolidated |
$ 2,659.6 |
$ 45.7 |
$ 2,705.3 |
|
|
|
|
For the Three Months Ended December
31, 2011 |
|
|
|
Publishing and Retail Services |
$ 827.6 |
$ -- |
$ 827.6 |
Variable Print |
721.8 |
6.8 |
728.6 |
Strategic Services |
483.2 |
47.4 |
530.6 |
International |
688.2 |
-- |
688.2 |
Consolidated |
$ 2,720.8 |
$ 54.2 |
$ 2,775.0 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(8.8%) |
|
(8.8%) |
Variable Print |
(4.9%) |
|
(5.2%) |
Strategic Services |
7.0% |
|
5.2% |
International |
1.9% |
|
1.9% |
Consolidated |
(2.2%) |
|
(2.5%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.0% |
International |
|
|
0.3% |
Consolidated |
|
|
0.1% |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(2.8%) |
International |
|
|
1.2% |
Consolidated |
|
|
(0.5%) |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(6.0%) |
Variable Print |
|
|
(5.2%) |
Strategic Services |
|
|
5.2% |
International |
|
|
0.4% |
Consolidated |
|
|
(2.1%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
December 31, 2012 and 2011 to pro forma net sales as if the 2012
and 2011 acquisitions took place as of January 1, 2011, for the
purposes of this schedule. |
|
For the three months ended
December 31, 2012, the adjustment for net sales of acquired
businesses reflects the net sales of Meisel Photographic
Corporation (acquired December 17, 2012) and Presort Solutions
(acquired December 28, 2012). |
|
For the three months ended
December 31, 2011, the adjustment for net sales of acquired
businesses reflects the net sales of StratusGroup, Inc. (acquired
November 21, 2011), EDGAR Online (acquired August 14, 2012),
Express Postal Options International (acquired September 6, 2012),
Meisel Photographic Corporation (acquired December 17, 2012) and
Presort Solutions (acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of
StratusGroup, Inc. and Meisel Photographic Corporation and
Strategic Services included net sales of EDGAR Online, Express
Postal Options International and Presort Solutions |
(2) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Twelve Months Ended
December 31, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Twelve Months Ended December
31, 2012 |
|
|
|
Publishing and Retail Services |
$ 2,919.5 |
$ -- |
$ 2,919.5 |
Variable Print |
2,637.2 |
24.9 |
2,662.1 |
Strategic Services |
2,065.4 |
214.3 |
2,279.7 |
International |
2,599.8 |
-- |
2,599.8 |
Consolidated |
$ 10,221.9 |
$ 239.2 |
$ 10,461.1 |
|
|
|
|
For the Twelve Months Ended December
31, 2011 |
|
|
|
Publishing and Retail Services |
$ 3,175.1 |
$ -- |
$ 3,175.1 |
Variable Print |
2,764.0 |
40.9 |
2,804.9 |
Strategic Services |
2,058.8 |
185.2 |
2,244.0 |
International |
2,613.1 |
-- |
2,613.1 |
Consolidated |
$ 10,611.0 |
$ 226.1 |
$ 10,837.1 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(8.1%) |
|
(8.1%) |
Variable Print |
(4.6%) |
|
(5.1%) |
Strategic Services |
0.3% |
|
1.6% |
International |
(0.5%) |
|
(0.5%) |
Consolidated |
(3.7%) |
|
(3.5%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.1%) |
International |
|
|
(3.5%) |
Consolidated |
|
|
(0.9%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(2.6%) |
International |
|
|
1.2% |
Consolidated |
|
|
(0.4%) |
|
|
|
|
Year-over-year impact of the 2012
rebate adjustment (2) |
|
|
|
Variable Print |
|
|
0.8% |
Consolidated |
|
|
0.2% |
|
|
|
|
|
Net organic sales change
(3) |
|
|
|
Publishing and Retail
Services |
|
|
(5.5%) |
Variable Print |
|
|
(5.9%) |
Strategic Services |
|
|
1.7% |
International |
|
|
1.8% |
Consolidated |
|
|
(2.4%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the twelve months
ended December 31, 2012 and 2011 to pro forma net sales as if the
2012 and 2011 acquisitions took place as of January 1, 2011, for
the purposes of this schedule. |
|
For the twelve months ended
December 31, 2012, the adjustment for net sales of acquired
businesses reflects the net sales of EDGAR Online (acquired August
14, 2012), Express Postal Options International (acquired September
6, 2012), Meisel Photographic Corporation (acquired December 17,
2012) and Presort Solutions (acquired December 28, 2012). |
|
For the twelve months ended
December 31, 2011, the adjustment for net sales of acquired
businesses reflects the net sales of Journalism Online (acquired
March 24, 2011), Helium, Inc. (acquired June 21, 2011), Sequence
Personal LLC (acquired August 15, 2011), LibreDigital, Inc.
(acquired August 16, 2011), Genesis Packaging & Design, Inc.
(acquired September 6, 2011), StratusGroup, Inc. (acquired November
21, 2011), EDGAR Online (acquired August 14, 2012), Express Postal
Options International (acquired September 6, 2012), Meisel
Photographic Corporation (acquired December 17, 2012) and Presort
Solutions (acquired December 28, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Genesis
Packaging & Design, Inc., StratusGroup, Inc. and Meisel
Photographic Corporation and Strategic Services included net sales
of Journalism Online, Helium, Inc., Sequence Personal LLC,
LibreDigital, Inc., EDGAR Online, Express Postal Options
International and Presort Solutions |
(2) The twelve months ended
December 31, 2012 included adjustments for over-accruals of rebates
owed to certain customers in prior periods that favorably impacted
net sales by $22.7 million |
(3) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales and the 2012 rebate adjustments to correct
an over-accrual of rebates owed to certain customers |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
September 30, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended September
30, 2012 |
|
|
|
Publishing and Retail Services |
$ 753.7 |
$ -- |
$ 753.7 |
Variable Print |
640.2 |
-- |
640.2 |
Strategic Services |
480.2 |
12.7 |
492.9 |
International |
634.7 |
-- |
634.7 |
Consolidated |
$ 2,508.8 |
$ 12.7 |
$ 2,521.5 |
|
|
|
|
For the Three Months Ended September
30, 2011 |
|
|
|
Publishing and Retail Services |
$ 821.4 |
$ -- |
$ 821.4 |
Variable Print |
698.0 |
7.8 |
705.8 |
Strategic Services |
488.5 |
16.6 |
505.1 |
International |
675.4 |
-- |
675.4 |
Consolidated |
$ 2,683.3 |
$ 24.4 |
$ 2,707.7 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(8.2%) |
|
(8.2%) |
Variable Print |
(8.3%) |
|
(9.3%) |
Strategic Services |
(1.7%) |
|
(2.4%) |
International |
(6.0%) |
|
(6.0%) |
Consolidated |
(6.5%) |
|
(6.9%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.1%) |
International |
|
|
(4.6%) |
Consolidated |
|
|
(1.2%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(2.2%) |
International |
|
|
0.9% |
Consolidated |
|
|
(0.5%) |
|
|
|
|
Year-over-year impact of the 2012
rebate adjustment (2) |
|
|
|
Variable Print |
|
|
0.4% |
Consolidated |
|
|
0.1% |
|
Net organic sales change
(3) |
|
|
|
Publishing and Retail Services |
|
|
(6.0%) |
Variable Print |
|
|
(9.7%) |
Strategic Services |
|
|
(2.3%) |
International |
|
|
(2.3%) |
Consolidated |
|
|
(5.3%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
September 30, 2012 and 2011 to pro forma net sales as if the 2012
and 2011 acquisitions took place as of January 1, 2011, for the
purposes of this schedule. |
|
For the three months ended
September 30, 2012, the adjustment for net sales of acquired
businesses reflects the net sales of EDGAR Online (acquired August
14, 2012) and Express Postal Options International (acquired
September 6, 2012). |
|
For the three months ended
September 30, 2011, the adjustment for net sales of acquired
businesses reflects the net sales of Sequence Personal LLC
(acquired August 15, 2011), LibreDigital, Inc. (acquired August 16,
2011), Genesis Packaging & Design, Inc. (acquired September 6,
2011), StratusGroup, Inc. (acquired November 21, 2011), EDGAR
Online (acquired August 14, 2012) and Express Postal Options
International (acquired September 6, 2012). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Genesis
Packaging & Design, Inc. and StratusGroup, Inc. and Strategic
Services included net sales of Sequence Personal LLC, LibreDigital,
Inc., EDGAR Online and Express Postal Options International |
(2) The three months ended
September 30, 2012 included an adjustment for over-accruals of
rebates owed to certain customers in prior periods that favorably
impacted net sales by $2.9 million |
(3) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales and the 2012 rebate adjustment to correct
an over-accrual of rebates owed to certain customers |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended June
30, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended June 30,
2012 |
|
|
|
Publishing and Retail Services |
$ 695.4 |
$ -- |
$ 695.4 |
Variable Print |
628.8 |
-- |
628.8 |
Strategic Services |
559.4 |
-- |
559.4 |
International |
645.0 |
-- |
645.0 |
Consolidated |
$ 2,528.6 |
$ -- |
$ 2,528.6 |
|
|
|
|
For the Three Months Ended June 30,
2011 |
|
|
|
Publishing and Retail Services |
$ 749.6 |
$ -- |
$ 749.6 |
Variable Print |
653.7 |
8.7 |
662.4 |
Strategic Services |
577.0 |
3.1 |
580.1 |
International |
643.1 |
-- |
643.1 |
Consolidated |
$ 2,623.4 |
$ 11.8 |
$ 2,635.2 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(7.2%) |
|
(7.2%) |
Variable Print |
(3.8%) |
|
(5.1%) |
Strategic Services |
(3.1%) |
|
(3.6%) |
International |
0.3% |
|
0.3% |
Consolidated |
(3.6%) |
|
(4.0%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
(0.3%) |
International |
|
|
(6.5%) |
Consolidated |
|
|
(1.6%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(2.9%) |
International |
|
|
1.2% |
Consolidated |
|
|
(0.5%) |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(4.3%) |
Variable Print |
|
|
(5.1%) |
Strategic Services |
|
|
(3.3%) |
International |
|
|
5.6% |
Consolidated |
|
|
(1.9%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
June 30, 2012 and 2011 to pro forma net sales as if the 2011
acquisitions took place as of January 1, 2011 for the purposes of
this schedule. |
|
There were no acquisitions during
the three months ended June 30, 2012. |
|
For the three months ended
June 30, 2011, the adjustment for net sales of acquired businesses
reflects the net sales of Helium, Inc. (acquired June 21, 2011),
Sequence Personal LLC (acquired August 15, 2011), LibreDigital,
Inc. (acquired August 16, 2011), Genesis Packaging & Design,
Inc. (acquired September 6, 2011) and StratusGroup, Inc. (acquired
November 21, 2011). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Genesis
Packaging & Design, Inc. and StratusGroup, Inc. and Strategic
Services included net sales of Helium, Inc., Sequence Personal LLC
and LibreDigital, Inc. |
(2) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
March 31, 2012 and 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended March 31,
2012 |
|
|
|
Publishing and Retail Services |
$ 715.7 |
$ -- |
$ 715.7 |
Variable Print |
681.7 |
-- |
681.7 |
Strategic Services |
509.0 |
-- |
509.0 |
International |
618.5 |
-- |
618.5 |
Consolidated |
$ 2,524.9 |
$ -- |
$ 2,524.9 |
|
|
|
|
For the Three Months Ended March 31,
2011 |
|
|
|
Publishing and Retail Services |
$ 776.5 |
$ -- |
$ 776.5 |
Variable Print |
690.5 |
8.1 |
698.6 |
Strategic Services |
510.1 |
3.2 |
513.3 |
International |
606.4 |
-- |
606.4 |
Consolidated |
$ 2,583.5 |
$ 11.3 |
$ 2,594.8 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(7.8%) |
|
(7.8%) |
Variable Print |
(1.3%) |
|
(2.4%) |
Strategic Services |
(0.2%) |
|
(0.8%) |
International |
2.0% |
|
2.0% |
Consolidated |
(2.3%) |
|
(2.7%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.0% |
International |
|
|
(3.2%) |
Consolidated |
|
|
(0.8%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(2.2%) |
International |
|
|
1.3% |
Consolidated |
|
|
(0.4%) |
|
|
|
|
Year-over-year impact of the 2012
rebate adjustment (2) |
|
|
|
Variable Print |
|
|
2.9% |
Consolidated |
|
|
0.8% |
|
Net organic sales change
(3) |
|
|
|
Publishing and Retail Services |
|
|
(5.6%) |
Variable Print |
|
|
(5.3%) |
Strategic Services |
|
|
(0.8%) |
International |
|
|
3.9% |
Consolidated |
|
|
(2.3%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
March 31, 2012 and 2011 to pro forma net sales as if the 2011
acquisitions took place as of January 1, 2011 for the purposes of
this schedule. |
|
There were no acquisitions during
the three months ended March 31, 2012. |
|
For the three months ended
March 31, 2011, the adjustment for net sales of acquired businesses
reflects the net sales of Journalism Online (acquired March 24,
2011), Helium, Inc. (acquired June 21, 2011), Sequence
Personal LLC (acquired August 15, 2011), LibreDigital, Inc.
(acquired August 16, 2011), Genesis Packaging & Design, Inc.
(acquired September 6, 2011) and StratusGroup, Inc. (acquired
November 21, 2011). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Genesis
Packaging & Design, Inc. and StratusGroup, Inc. and Strategic
Services included net sales of Journalism Online, Helium, Inc.,
Sequence Personal LLC and LibreDigital, Inc. |
(2) The three months ended March
31, 2012 included an adjustment for over-accruals of rebates owed
to certain customers in prior periods that favorably impacted net
sales by $19.8 million |
(3) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales and the 2012 rebate adjustment to
correct an over-accrual of rebates owed to certain
customers |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
December 31, 2011 and 2010 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended December
31, 2011 |
|
|
|
Publishing and Retail Services |
$ 827.6 |
$ -- |
$ 827.6 |
Variable Print |
721.8 |
3.2 |
725.0 |
Strategic Services |
483.2 |
-- |
483.2 |
International |
688.2 |
-- |
688.2 |
Consolidated |
$ 2,720.8 |
$ 3.2 |
$ 2,724.0 |
|
|
|
|
For the Three Months Ended December
31, 2010 |
|
|
|
Publishing and Retail Services |
$ 903.6 |
$ -- |
$ 903.6 |
Variable Print |
709.9 |
26.4 |
736.3 |
Strategic Services |
447.8 |
89.2 |
537.0 |
International |
645.8 |
5.2 |
651.0 |
Consolidated |
$ 2,707.1 |
$ 120.8 |
$ 2,827.9 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(8.4%) |
|
(8.4%) |
Variable Print |
1.7% |
|
(1.5%) |
Strategic Services |
7.9% |
|
(10.0%) |
International |
6.6% |
|
5.7% |
Consolidated |
0.5% |
|
(3.7%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.0% |
International |
|
|
(3.2%) |
Consolidated |
|
|
(0.7%) |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
(1.5%) |
International |
|
|
3.1% |
Consolidated |
|
|
0.2% |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(6.9%) |
Variable Print |
|
|
(1.5%) |
Strategic Services |
|
|
(10.0%) |
International |
|
|
5.8% |
Consolidated |
|
|
(3.2%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
December 31, 2011 and 2010 to pro forma net sales as if the 2011
and 2010 acquisitions took place as of January 1, 2010, for the
purposes of this schedule. |
|
For the three months ended
December 31, 2011, the adjustment for net sales of acquired
businesses reflects the net sales of StratusGroup, Inc. (acquired
November 21, 2011). |
|
For the three months ended
December 31, 2010, the adjustment for net sales of acquired
businesses reflects the net sales of Bowne & Co., Inc.
(acquired November 24, 2010), Nimblefish Technologies (acquired
December 14, 2010), 8touches (acquired December 31, 2010),
Journalism Online (acquired March 24, 2011), Helium, Inc. (acquired
June 21, 2011), Sequence Personal LLC (acquired August 15, 2011),
LibreDigital, Inc. (acquired August 16, 2011), Genesis Packaging
& Design, Inc. (acquired September 6, 2011) and StratusGroup,
Inc. (acquired November 21, 2011). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Bowne
& Co., Inc., Genesis Packaging & Design, Inc. and
StratusGroup, Inc.; Strategic Services included net sales of Bowne
& Co., Inc., Nimblefish Technologies, 8touches, Journalism
Online, Helium, Inc., Sequence Personal LLC and LibreDigital, Inc.
and International included net sales of Bowne & Co., Inc. |
(2) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Twelve Months Ended
December 31, 2011 and 2010 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Twelve Months Ended December
31, 2011 |
|
|
|
Publishing and Retail Services |
$ 3,175.1 |
$ -- |
$ 3,175.1 |
Variable Print |
2,764.0 |
28.2 |
2,792.2 |
Strategic Services |
2,058.8 |
7.3 |
2,066.1 |
International |
2,613.1 |
-- |
2,613.1 |
Consolidated |
$ 10,611.0 |
$ 35.5 |
$ 10,646.5 |
|
|
|
|
For the Twelve Months Ended December
31, 2010 |
|
|
|
Publishing and Retail Services |
$ 3,369.5 |
$ -- |
$ 3,369.5 |
Variable Print |
2,723.8 |
140.5 |
2,864.3 |
Strategic Services |
1,529.9 |
521.3 |
2,051.2 |
International |
2,395.7 |
30.8 |
2,426.5 |
Consolidated |
$ 10,018.9 |
$ 692.6 |
$ 10,711.5 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(5.8%) |
|
(5.8%) |
Variable Print |
1.5% |
|
(2.5%) |
Strategic Services |
34.6% |
|
0.7% |
International |
9.1% |
|
7.7% |
Consolidated |
5.9% |
|
(0.6%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.2% |
International |
|
|
2.6% |
Consolidated |
|
|
0.6% |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
0.3% |
International |
|
|
1.7% |
Consolidated |
|
|
0.5% |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(6.1%) |
Variable Print |
|
|
(2.5%) |
Strategic Services |
|
|
0.5% |
International |
|
|
3.4% |
Consolidated |
|
|
(1.7%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the twelve months
ended December 31, 2011 and 2010 to pro forma net sales as if the
2011 and 2010 acquisitions took place as of January 1, 2010, for
the purposes of this schedule. |
|
For the twelve months ended
December 31, 2011, the adjustment for net sales of acquired
businesses reflects the net sales of Journalism Online (acquired
March 24, 2011), Helium, Inc. (acquired June 21, 2011), Sequence
Personal LLC (acquired August 15, 2011), LibreDigital, Inc.
(acquired August 16, 2011), Genesis Packaging & Design, Inc.
(acquired September 6, 2011) and StratusGroup, Inc. (acquired
November 21, 2011). |
|
For the twelve months ended
December 31, 2010, the adjustment for net sales of acquired
businesses reflects the net sales of Bowne & Co., Inc.
(acquired November 24, 2010), Nimblefish Technologies (acquired
December 14, 2010), 8touches (acquired December 31, 2010),
Journalism Online (acquired March 24, 2011), Helium, Inc. (acquired
June 21, 2011), Sequence Personal LLC (acquired August 15, 2011),
LibreDigital, Inc. (acquired August 16, 2011), Genesis Packaging
& Design, Inc. (acquired September 6, 2011) and StratusGroup,
Inc. (acquired November 21, 2011). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Bowne
& Co., Inc., Genesis Packaging & Design, Inc. and
StratusGroup, Inc.; Strategic Services included net sales of Bowne
& Co., Inc., Nimblefish Technologies, 8touches, Journalism
Online, Helium, Inc., Sequence Personal LLC and LibreDigital, Inc.
and International included net sales of Bowne & Co., Inc. |
(2) Adjusted for net sales of
acquired businesses and the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
September 30, 2011 and 2010 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended September
30, 2011 |
|
|
|
Publishing and Retail Services |
$ 821.4 |
$ -- |
$ 821.4 |
Variable Print |
698.0 |
2.3 |
700.3 |
Strategic Services |
488.5 |
0.9 |
489.4 |
International |
675.4 |
-- |
675.4 |
Consolidated |
$ 2,683.3 |
$ 3.2 |
$ 2,686.5 |
|
|
|
|
For the Three Months Ended September
30, 2010 |
|
|
|
Publishing and Retail Services |
$ 866.3 |
$ -- |
$ 866.3 |
Variable Print |
658.9 |
28.1 |
687.0 |
Strategic Services |
356.4 |
122.4 |
478.8 |
International |
606.5 |
7.2 |
613.7 |
Consolidated |
$ 2,488.1 |
$ 157.7 |
$ 2,645.8 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(5.2%) |
|
(5.2%) |
Variable Print |
5.9% |
|
1.9% |
Strategic Services |
37.1% |
|
2.2% |
International |
11.4% |
|
10.1% |
Consolidated |
7.8% |
|
1.5% |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.2% |
International |
|
|
4.2% |
Consolidated |
|
|
1.0% |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
1.4% |
International |
|
|
2.0% |
Consolidated |
|
|
0.9% |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(6.6%) |
Variable Print |
|
|
1.9% |
Strategic Services |
|
|
2.0% |
International |
|
|
3.9% |
Consolidated |
|
|
(0.4%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
September 30, 2011 and 2010 to pro forma net sales as if the 2011
and 2010 acquisitions took place as of January 1, 2010, for the
purposes of this schedule. |
|
For the three months ended
September 30, 2011, the adjustment for net sales of acquired
businesses reflects the net sales of Sequence Personal LLC
(acquired August 15, 2011), LibreDigital, Inc. (acquired August 16,
2011) and Genesis Packaging & Design, Inc. (acquired September
6, 2011). |
|
For the three months ended
September 30, 2010, the adjustment for net sales of acquired
businesses reflects the net sales of Bowne & Co., Inc.
(acquired November 24, 2010), Nimblefish Technologies (acquired
December 14, 2010), 8touches (acquired December 31, 2010),
Journalism Online (acquired March 24, 2011), Helium, Inc. (acquired
June 21, 2011), Sequence Personal LLC (acquired August 15, 2011),
LibreDigital, Inc. (acquired August 16, 2011) and Genesis Packaging
& Design, Inc. (acquired September 6, 2011). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Bowne
& Co., Inc. and Genesis Packaging & Design, Inc.; Strategic
Services included net sales of Bowne & Co., Inc., Nimblefish
Technologies, 8touches, Journalism Online, Helium, Inc., Sequence
Personal LLC and LibreDigital, Inc. and International included net
sales of Bowne & Co., Inc. |
(2) Adjusted for net sales of
acquired businesses and the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended June
30, 2011 and 2010 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended June 30,
2011 |
|
|
|
Publishing and Retail Services |
$ 749.6 |
$ -- |
$ 749.6 |
Variable Print |
653.7 |
-- |
653.7 |
Strategic Services |
577.0 |
0.8 |
577.8 |
International |
643.1 |
-- |
643.1 |
Consolidated |
$ 2,623.4 |
$ 0.8 |
$ 2,624.2 |
|
|
|
|
For the Three Months Ended June 30,
2010 |
|
|
|
Publishing and Retail Services |
$ 809.6 |
$ -- |
$ 809.6 |
Variable Print |
636.8 |
34.8 |
671.6 |
Strategic Services |
384.1 |
163.1 |
547.2 |
International |
578.1 |
9.9 |
588.0 |
Consolidated |
$ 2,408.6 |
$ 207.8 |
$ 2,616.4 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(7.4%) |
|
(7.4%) |
Variable Print |
2.7% |
|
(2.7%) |
Strategic Services |
50.2% |
|
5.6% |
International |
11.2% |
|
9.4% |
Consolidated |
8.9% |
|
0.3% |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.5% |
International |
|
|
7.3% |
Consolidated |
|
|
1.8% |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
1.4% |
International |
|
|
1.8% |
Consolidated |
|
|
0.8% |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(8.8%) |
Variable Print |
|
|
(2.7%) |
Strategic Services |
|
|
5.1% |
International |
|
|
0.3% |
Consolidated |
|
|
(2.3%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
June 30, 2011 and 2010 to pro forma net sales as if the 2011 and
2010 acquisitions took place as of January 1, 2010, for the
purposes of this schedule. |
|
For the three months ended June
30, 2011, the adjustment for net sales of acquired businesses
reflects the net sales of Journalism Online (acquired March 24,
2011) and Helium, Inc. (acquired June 21, 2011). |
|
For the three months ended
June 30, 2010, the adjustment for net sales of acquired businesses
reflects the net sales of Bowne & Co., Inc. (acquired November
24, 2010), Nimblefish Technologies (acquired December 14, 2010),
8touches (acquired December 31, 2010), Journalism Online (acquired
March 24, 2011) and Helium, Inc. (acquired June 21, 2011). |
|
|
|
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Bowne
& Co., Inc.; Strategic Services included net sales of Bowne
& Co., Inc., Nimblefish Technologies, 8touches, Journalism
Online and Helium, Inc. and International included net sales of
Bowne & Co., Inc. |
(2) Adjusted for net sales of
acquired businesses, the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of Reported to
Pro Forma Net Sales |
For the Three Months Ended
March 31, 2011 and 2010 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
Reported net sales |
Adjustments (1) |
Pro forma net sales |
For the Three Months Ended March 31,
2011 |
|
|
|
Publishing and Retail Services |
$ 776.5 |
$ -- |
$ 776.5 |
Variable Print |
690.5 |
-- |
690.5 |
Strategic Services |
510.1 |
0.1 |
510.2 |
International |
606.4 |
-- |
606.4 |
Consolidated |
$ 2,583.5 |
$ 0.1 |
$ 2,583.6 |
|
|
|
|
For the Three Months Ended March 31,
2010 |
|
|
|
Publishing and Retail Services |
$ 790.0 |
$ -- |
$ 790.0 |
Variable Print |
718.2 |
29.9 |
748.1 |
Strategic Services |
341.6 |
140.0 |
481.6 |
International |
565.3 |
8.5 |
573.8 |
Consolidated |
$ 2,415.1 |
$ 178.4 |
$ 2,593.5 |
|
Net sales change |
|
|
|
Publishing and Retail Services |
(1.7%) |
|
(1.7%) |
Variable Print |
(3.9%) |
|
(7.7%) |
Strategic Services |
49.3% |
|
5.9% |
International |
7.3% |
|
5.7% |
Consolidated |
7.0% |
|
(0.4%) |
|
|
|
|
Supplementary non-GAAP
information: |
|
|
|
|
|
|
|
Year-over-year impact of changes in
foreign exchange (FX) rates |
|
|
|
Strategic Services |
|
|
0.2% |
International |
|
|
2.5% |
Consolidated |
|
|
0.6% |
|
|
|
|
Approximate year-over-year impact of
changes in pass-through paper sales |
|
|
|
Publishing and Retail Services |
|
|
0.1% |
International |
|
|
(0.1%) |
Consolidated |
|
|
0.0% |
|
Net organic sales change
(2) |
|
|
|
Publishing and Retail Services |
|
|
(1.8%) |
Variable Print |
|
|
(7.7%) |
Strategic Services |
|
|
5.7% |
International |
|
|
3.3% |
Consolidated |
|
|
(1.0%) |
|
The reported results of the
Company include the results of acquired businesses from the
acquisition date forward. The Company has provided this
schedule to reconcile reported net sales for the three months ended
March 31, 2011 and 2010 to pro forma net sales as if the 2011 and
2010 acquisitions took place as of January 1, 2010, for the
purposes of this schedule. |
|
For the three months ended March
31, 2011, the adjustment for net sales of acquired businesses
reflects the net sales of Journalism Online (acquired March 24,
2011). |
|
For the three months ended
March 31, 2010, the adjustment for net sales of acquired businesses
reflects the net sales of Bowne & Co., Inc. (acquired November
24, 2010), Nimblefish Technologies (acquired December 14, 2010),
8touches (acquired December 31, 2010) and Journalism Online
(acquired March 24, 2011). |
|
(1) Adjusted for net sales of
acquired businesses: Variable Print included net sales of Bowne
& Co., Inc.; Strategic Services included net sales of Bowne
& Co., Inc., Nimblefish Technologies, 8touches and Journalism
Online and International included net sales of Bowne & Co.,
Inc. |
(2) Adjusted for net sales of
acquired businesses and the impact of changes in FX rates and
pass-through paper sales |
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of GAAP Net
Earnings (Loss) to Non-GAAP Adjusted EBITDA |
For the Three and Twelve Months
Ended December 31, 2013 and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
|
For the Twelve |
|
|
|
|
|
|
Months
Ended |
For the Three Months
Ended |
|
|
December 31,
2013 |
December 31,
2013 |
September 30,
2013 |
June 30, 2013 |
March 31, 2013 |
|
|
|
|
|
|
|
|
GAAP net earnings attributable to RR
Donnelley common shareholders |
$ 211.2 |
$ 104.0 |
$ 14.7 |
$ 65.4 |
$ 27.1 |
|
|
|
|
|
|
|
|
Adjustments |
|
|
|
|
|
|
Income (loss) attributable to noncontrolling
interests |
7.0 |
4.4 |
3.3 |
1.1 |
(1.8) |
|
Income tax expense (benefit) |
(9.2) |
(62.0) |
5.0 |
35.2 |
12.6 |
|
Interest expense - net |
261.4 |
67.5 |
65.6 |
65.5 |
62.8 |
|
Investment and other expense (income) -
net |
27.4 |
18.2 |
(0.3) |
6.0 |
3.5 |
|
Loss on debt extinguishment (1) |
81.9 |
-- |
46.3 |
-- |
35.6 |
|
Depreciation and amortization |
435.8 |
104.9 |
106.3 |
111.0 |
113.6 |
|
Restructuring, impairment and other charges -
net (2) |
133.5 |
52.9 |
38.1 |
19.8 |
22.7 |
|
Acquisition-related expenses (3) |
5.9 |
3.7 |
1.1 |
0.1 |
1.0 |
|
Total Non-GAAP adjustments |
943.7 |
189.6 |
265.4 |
238.7 |
250.0 |
|
|
|
|
|
|
|
|
Non-GAAP adjusted
EBITDA |
$ 1,154.9 |
$ 293.6 |
$ 280.1 |
$ 304.1 |
$ 277.1 |
|
|
|
|
|
|
|
|
Net sales |
$ 10,480.3 |
$ 2,755.3 |
$ 2,614.9 |
$ 2,571.6 |
$ 2,538.5 |
|
Non-GAAP adjusted EBITDA margin % |
11.0% |
10.7% |
10.7% |
11.8% |
10.9% |
|
|
|
|
|
|
|
|
|
For the Twelve |
|
|
|
|
|
|
Months
Ended |
For the Three Months
Ended |
|
|
December 31,
2012 |
December 31,
2012 |
September 30,
2012 |
June 30, 2012 |
March 31, 2012 |
|
|
|
|
|
|
|
|
GAAP net earnings (loss) attributable
to RR Donnelley common shareholders |
$ (651.4) |
$ (849.0) |
$ 71.4 |
$ 88.8 |
$ 37.4 |
|
|
|
|
|
|
|
|
Adjustments |
|
|
|
|
|
|
Income (loss) attributable to noncontrolling
interests |
(2.2) |
(2.7) |
(0.2) |
0.2 |
0.5 |
|
Income tax expense (benefit) |
13.6 |
(57.0) |
52.2 |
6.5 |
11.9 |
|
Interest expense - net |
251.8 |
63.8 |
63.7 |
63.6 |
60.7 |
|
Investment and other expense (income) -
net |
2.3 |
(0.9) |
(0.4) |
4.8 |
(1.2) |
|
Loss on debt extinguishment (1) |
16.1 |
4.0 |
-- |
-- |
12.1 |
|
Depreciation and amortization |
481.6 |
116.7 |
119.0 |
120.9 |
125.0 |
|
Restructuring, impairment and other charges -
net (2) |
1,118.5 |
1,020.6 |
13.9 |
34.0 |
50.0 |
|
Acquisition-related expenses (3) |
2.5 |
0.4 |
1.3 |
0.5 |
0.3 |
|
Gain on pension curtailment (4) |
(3.7) |
(3.7) |
-- |
-- |
-- |
|
Total Non-GAAP adjustments |
1,880.5 |
1,141.2 |
249.5 |
230.5 |
259.3 |
|
|
|
|
|
|
|
|
Non-GAAP adjusted
EBITDA |
$ 1,229.1 |
$ 292.2 |
$ 320.9 |
$ 319.3 |
$ 296.7 |
|
|
|
|
|
|
|
|
Net sales |
$ 10,221.9 |
$ 2,659.6 |
$ 2,508.8 |
$ 2,528.6 |
$ 2,524.9 |
|
Non-GAAP adjusted EBITDA margin % |
12.0% |
11.0% |
12.8% |
12.6% |
11.8% |
|
|
|
|
|
|
|
|
(1) Loss on debt extinguishment:
Pre-tax losses were recognized related to the repurchases of senior
notes prior to maturity, as well as the termination of the Previous
Credit Agreement. |
|
|
|
|
|
|
|
|
(2) Restructuring, impairment and
other charges - net: Pre-tax charges for employee termination
costs, lease termination and other costs, including charges related
to multi-employer pension plan withdrawal obligations as a result
of facility closures, and impairment of other long-lived assets.
The three months ended December 31, 2013 and September 31, 2013
included pre-tax charges for the recognition of estimated charges
related to the Company's decision to partially withdraw from
certain multi-employer pension plans. The three months ended
December 31, 2013 and 2012 included pre-tax charges for the
impairment of other intangible assets. The three months ended
December 31, 2012 included pre-tax charges for the impairment of
goodwill. |
|
|
|
|
|
|
|
|
(3) Acquisition-related expenses:
Legal, accounting and other expenses associated with completed or
contemplated acquisitions. |
|
|
|
|
|
|
|
|
(4) Gain on pension curtailment:
A pre-tax gain on pension curtailment was recognized related to the
remeasurement of the U.K. pension plan's assets and obligations
that was required with the announced freeze on further benefit
accruals as of December 31, 2012. |
|
|
|
R.R. Donnelley &
Sons Company |
Reconciliation of GAAP Net
Earnings (Loss) to Non-GAAP Adjusted EBITDA |
For the Three and Twelve Months
Ended December 31, 2011 |
(UNAUDITED) |
(in millions) |
|
|
|
|
|
|
|
For the Twelve |
|
|
|
|
|
Months
Ended |
For the Three Months
Ended |
|
December 31,
2011 |
December 31,
2011 |
September 30,
2011 |
June 30, 2011 |
March 31, 2011 |
|
|
|
|
|
|
GAAP net earnings (loss) attributable
to RR Donnelley common shareholders |
$ (122.6) |
$ (326.7) |
$ 158.0 |
$ 12.2 |
$ 33.9 |
|
|
|
|
|
|
Adjustments |
|
|
|
|
|
Income attributable to noncontrolling
interests |
1.5 |
0.1 |
0.7 |
0.3 |
0.4 |
Income tax expense (benefit) |
(116.3) |
(52.2) |
(64.8) |
(16.3) |
17.0 |
Interest expense - net |
243.3 |
61.2 |
62.9 |
61.3 |
57.9 |
Investment and other expense (income) -
net |
(10.6) |
0.5 |
(1.3) |
(10.0) |
0.2 |
Loss on debt extinguishment (1) |
69.9 |
-- |
1.3 |
68.6 |
-- |
Depreciation and amortization |
549.9 |
129.9 |
139.1 |
140.7 |
140.2 |
Restructuring, impairment and other charges -
net (2) |
667.8 |
507.1 |
34.2 |
75.7 |
50.8 |
Acquisition-related expenses (3) |
2.2 |
0.2 |
0.7 |
0.9 |
0.4 |
Gain on pension curtailment (4) |
(38.7) |
(38.7) |
-- |
-- |
-- |
Acquisition contingent compensation (5) |
15.3 |
15.3 |
-- |
-- |
-- |
Total Non-GAAP adjustments |
1,384.3 |
623.4 |
172.8 |
321.2 |
266.9 |
|
|
|
|
|
|
Non-GAAP adjusted
EBITDA |
$ 1,261.7 |
$ 296.7 |
$ 330.8 |
$ 333.4 |
$ 300.8 |
|
|
|
|
|
|
Net sales |
$ 10,611.0 |
$ 2,720.8 |
$ 2,683.3 |
$ 2,623.4 |
$ 2,583.5 |
Non-GAAP adjusted EBITDA margin % |
11.9% |
10.9% |
12.3% |
12.7% |
11.6% |
|
|
|
|
|
|
(1) Loss on debt extinguishment:
Pre-tax losses were recognized related to the repurchases of senior
notes prior to maturity. |
|
|
|
|
|
|
(2) Restructuring, impairment and
other charges - net: Pre-tax charges for employee termination
costs, lease termination and other costs, including charges related
to multi-employer pension plan withdrawal obligations as a result
of facility closures, and impairment of other long-lived assets.
The three months ended December 31, 2011 included pre-tax charges
for the impairment of goodwill and other intangible assets. |
|
|
|
|
|
|
(3) Acquisition-related expenses:
Legal, accounting and other expenses associated with completed or
contemplated acquisitions. |
|
|
|
|
|
|
(4) Gain on pension curtailment:
A pre-tax gain was recognized related to the remeasurement of the
plans' assets and obligations that was required with the announced
freeze on further benefit accruals under all of the Company's U.S.
pension plans. |
|
|
|
|
|
|
(5) Acquisition contingent
compensation: Contingent compensation earned by prior owners, based
on achieving certain volume milestones for the business following
its acquisition by the Company. |
|
R.R. Donnelley
& Sons Company |
Debt and Liquidity
Summary |
As of December 31, 2013
and 2012 |
(UNAUDITED) |
(in millions) |
|
|
|
Total Liquidity (1) |
December 31, 2013 |
December 31, 2012 |
Cash (2) |
$ 1,028.4 |
$ 430.7 |
Committed credit agreement (3) |
387.5 |
1,150.0 |
|
1,415.9 |
1,580.7 |
Usage |
|
|
Borrowings under credit agreement (3) |
-- |
-- |
Impact on availability related to outstanding
letters of credit |
-- |
38.9 |
|
|
|
Net Available Liquidity |
$ 1,415.9 |
$ 1,541.8 |
|
|
|
|
Short-term and current portion of long-term
debt |
$ 270.9 |
$ 18.4 |
Long-term debt |
3,587.0 |
3,420.2 |
Total debt |
$ 3,857.9 |
$ 3,438.6 |
|
|
|
Non-GAAP adjusted EBITDA for the twelve
months ended December 31, 2013 and 2012 |
$ 1,154.9 |
$ 1,229.1 |
|
|
|
Non-GAAP Gross Leverage
(defined as total debt divided by non-GAAP adjusted
EBITDA) |
3.3x |
2.8x |
|
|
|
(1) Liquidity does not include
uncommitted credit facilities, located primarily outside of the
U.S. |
|
(2) Approximately 39% and 85% of
cash as of December 31, 2013 and 2012, respectively, was located
outside of the U.S. The increase in U.S. cash and cash equivalents
reflected proceeds from the issuance of senior notes in
anticipation of the acquisition of Consolidated Graphics. During
2014, the Company's foreign subsidiaries are expected to make
intercompany payments to the U.S. of approximately $40 million from
foreign cash balances available at December 31, 2013. These
payments, and additional payments up to approximately $210 million
expected to be made in 2014 and in future years, will be made in
satisfaction of intercompany obligations. Cash held by foreign
subsidiaries may be subject to U.S. or local country taxes if
repatriated to the U.S. In addition, repatriation of some foreign
cash balances is further restricted by local laws. |
|
|
|
(3) The Company has a $1.15
billion senior secured revolving credit agreement (the "Credit
Agreement") which expires October 15, 2017. The Credit Agreement is
subject to a number of covenants, including a minimum Interest
Coverage Ratio and a maximum Leverage Ratio, both as defined and
calculated in the Credit Agreement. There were no borrowings under
the Credit Agreement as of December 31, 2013. Based on the
Company's results of operations for the twelve months ended
December 31, 2013 and existing debt, the Company would have had the
ability to utilize $0.4 billion of the $1.15 billion Credit
Agreement and not have been in violation of the terms of the
agreement. The current availability as of December 31, 2013 under
the Credit Agreement reflected the increase in long-term debt as a
result of the issuance of $350.0 million of 6.50% senior notes due
November 15, 2023 in anticipation of the acquisition of
Consolidated Graphics. The availability under the Credit Agreement
is expected to increase beginning in the first quarter of 2014 due
to an expected increase in the Company's pro forma earnings from
the acquisition of Consolidated Graphics. |
|
|
|
|
December 31, 2013 |
December 31, 2012 |
Stated amount of the credit agreement |
$ 1,150.0 |
$ 1,150.0 |
Less: availability reduction from
covenants |
762.5 |
-- |
Total amount available |
387.5 |
1,150.0 |
|
|
|
Less: borrowings under the credit
agreement |
-- |
-- |
Impact on availability related to outstanding
letters of credit |
-- |
38.9 |
Availability under the credit agreement |
$ 387.5 |
$ 1,111.1 |
CONTACT: Media:
Phyllis Burgee
Director, Communications
630.322.6093
phyllis.burgee@rrd.com
Investors:
Dave Gardella
SVP, Investor Relations
312.326.8155
david.a.gardella@rrd.com
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