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TRANSCRIPT
Performance Food Group Investor Presentation
January 2020
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Disclaimer
This presentation has been prepared by Performance Food Group Company (“us” or the “Company”) solely for information purposes . This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. These statements include, but are not limited to, statements related to our expectations regarding the performance of our business, our financial results, our liquidity and capital resources, completion and subsequent integration of our acquisition (the “Reinhart Transaction”) of Reinhart Foodservice, L.L.C. ( “Reinhart”) and other non-historical statements. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “might,” “will,” “should,” “could,” “seeks,” “projects,” “targets,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” “fu ture,” “budget,” “goals,” or the negative version of these words or other comparable words. The forward-looking statements are not historical facts, and are based upon the Company’s current expectations, beliefs, estimates, and projections, and various assumptions, many of which, by their nature, are inherently uncertain and beyond the Company’s control. The Company’s expectations, beliefs and projections are expressed in good faith and the Company believes there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs, estimates, and project ions will result or be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements. Such forward-looking statements are subject to various risks and uncertainties. The following factors, in addition to those discussed under the section entitled Item 1A Risk Factors in the Company’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019 filed with the Securities and Exchange Commission (the “SEC”) on August 16, 2019, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov, could cause actual future results to differ materially from those expressed in any forward-looking statements: competition in our industry is intense, and we may not be able to compete successfully; we operate in a low margin industry, which could increase the volatility of our results of operations; we may not realize anticipated benefits from our operating cost reduction and productivity improvement efforts; our profitability is directly affected by cost inflation and deflation and other factors; we do not have long-term contracts with certain of our customers; group purchasing organizations may become more active in our industry and increase their efforts to add our customers as members of these organizations; changes in eating habits of consumers; extreme weather conditions; our reliance on third-party suppliers; labor relations and cost risks and availability of qualified labor; volatility of fuel and other transportation costs; inability to adjust cost structure where one or more of our competitors successfully implement lower costs; we may be unable to increase our sales in the highest margin portion of our business; changes in pricing practices of our suppliers; our growth strategy may not achieve the anticipated results; risks relating to acquisitions, including the risks that we are not able to realize benefits of acquisitions or successfully integrate the businesses we acquire; environmental, health, and safety costs; the risk that we fail to comply with requirements imposed by applicable law or government regulations; our reliance on technology and risks associated with disruption or delay in implementation of new technology; costs and risks associated with a potential cybersecurity incident or other technology disruption; product liabil ity claims relating to the products we distribute and other litigation; adverse judgments or settlements; negative media exposure and other events that damage our reputation; anticipated multiemployer pension related liabilities and contributions to our multiemployer pension plan; decreases in earnings from amortization charges associated with acquisitions; impact of uncollectability of accounts receivable; difficult economic conditions affecting consumer confidence; departure of key members of senior management; risks relating to federal, state, and local tax rules; the cost and adequacy of insurance coverage; risks relating to our outstanding indebtedness; our ability to maintain an effective system of disclosure controls and internal control over financial reporting; and the following risks related to the Reinhart Transaction: (i) uncertainty as to the expected financial performance of the combined company; (ii) the possibility that the expected synergies and value creation from the Reinhart Transaction will not be realized or will not be realized within the expected time period; (iii) the risk that unexpected costs will be incurred in connection with the integration of the Reinhart Transaction or that the integration of Reinhart will be more difficult or time consuming than expected; (iv) a downgrade of the credit rating of the Company’s indebtedness, which could give rise to an obligation to redeem existing indebtedness; (v) unexpected costs, charges or expenses resulting from the Reinhart Transaction; (vi) the inability to retain key personnel; (vii) disruption from the Reinhart Transaction, including potential adverse reactions or changes to business relationships with customers, employees, suppliers or regulators, making it more difficult to procure and maintain business and operational relationships; and (viii) the risk that the combined company may not be able to effectively manage its expanded operations. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this presentation and in our filings with the SEC. Any forward-looking statement, including any contained herein, speaks only as of the time of this presentation and we do not undertake any obligation to update or revise them as more information becomes available or to disclose any facts, events, or circumstances after the date of this presentation that may affect the accuracy of any forward-looking statement, except as required by law. This presentation includes certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow, Free Cash Flow Conversion and Adjusted Diluted EPS. These metrics have important limitations and should not be considered in isolation or as a substitute for measures of the Company’s financial performance or liquidity prepared in accordance with GAAP. In addition, these metrics, as presented by the Company may not be comparable to similarly titled measures of other companies due to varying methods of calculations. Please refer to the Appendix of this presentation for a reconciliation of the non-GAAP financial measures included in this presentation to the most directly comparable financial measures prepared in accordance with GAAP. The Company owns or has rights to use a number of registered and common law trademarks, service marks and trade names in connection with its business, including Performance Foodservice, PFG Customized, Vistar, West Creek, Silver Source, Braveheart 100% Black Angus, Empire’s Treasure, Brilliance, Heritage Ovens, Village Garden, Guest House, Piancone, Lu igi’s, Ultimo, Corazo, and Assoluti. Solely for convenience, the trademarks, service marks and trade names referred to in this presentation are without the ® and ™ symbols, but such references are not intended to indicate, in any way, that the Company will not assert, to the fullest extent under applicable law, its rights or the rights of the applicable licensors to these trademarks, service marks, and trade names. This presentation contains additional trademarks, service marks, and trade names of others, which are the property of their respective owners. All trademarks, service marks, and trade names appearing in this presentation are, to our knowledge, the property of their respective owners. Before you invest, you should read the Company’s registration statement on Form S-3 and the related prospectus supplement (and the documents incorporated by reference in the foregoing) and other documents the Company has filed with the SEC for more complete information about the Company and this offering. These documents are available to the public on the SEC ’s website at http://www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement if you request it by contacting: Credit Suisse Securities (USA) LLC, Attention: Aaron Weisbrod, telephone: +1 212 325 0920, or email: [email protected], or Wells Fargo Securities, Attention: Equity Syndicate Department, telephone: +1 800 326 5897, or e-mail: [email protected]. This presentation and related discussion shall not constitute an offer, or an invitation on behalf of the Company or the underwriters, to subscribe for and purchase the Company’s common stock, and may not be used for or in connection with an offer or solicitation by anyone, in any jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or solicitation.
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Performance Food Group at a glance
One of the leading foodservice distributors in the U.S. by revenue
Participates in the growing $299 billion foodservice distribution industry(1)
Serves a diverse mix of customers across a broad variety of food away from home concepts
Locations Serviced Key Company Metrics
(1) Technomic 2019. (2) PFG’s workforce is non-unionized with the exception of approximately 1,000 employees represented by unions. (3) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix.
Suppliers
5,500+
Products
200,000+
Employees(2)
~25,000
Distribution Centers
Vehicles
Customer Locations
Restaurants
Hospitality
Schools
Hospitals
Theaters
Retailers
Business and industry locations
Convenience stores
$21.4 billion
$508 million
LTM Q1 FY2020 Net Sales
LTM Q1 FY2020 Adj. EBITDA(3)
109 5,300+ 200,000+
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PFG segment overview
One of the largest broadline distributors by net sales in the U.S.
A leading distributor to independent pizzerias in the U.S.
Around $3 billion sales of proprietary Performance Brands
Also includes the PFG Customized division, which services casual dining chains
Business mix PFG Operating Segments
(1) Represents LTM Q1 FY2020 and excludes Corporate & All Other and Intersegment Eliminations.
A leading distributor with ~30,000 SKUs of candy, snacks, beverages, and other items:
− Vending distributors
− Office coffee service distributors
− Theaters, stadium and arenas
− Retail impulse
− Hospitality
− College bookstores
− Convenience stores
− Corrections
Vistar 28%
Foodservice 72%
Vistar 30%
Foodservice 70%
Net Sales(1)
EBITDA(1)
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$12 $13 $14
$15 $16 $17
$18 $20
$26
2012 2013 2014 2015 2016 2017 2018 2019 2019PF
5
PFG has a long standing track record of delivering consistent growth
Track record of net sales growth
Strong Adj. EBITDA(2) growth and consistent margin profile
($ in billions)
($ in millions)
Category leader in an attractive industry
Customer-centric business model with local decision making
−Driving consistent market share gains, new customer wins and further channel expansion
Operation excellence and size benefits enable strong profit growth
Substantial runway to sustain strong organic growth
+12.1% Y/Y
(1) Based on FY2019 pro forma financials. (2) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix.
Reinhart PFG
(1)
$241 $271
$286 $329
$367 $391 $427
$476
$640
2.1% 2.1% 2.1% 2.2% 2.3% 2.3% 2.4% 2.4% 2.5%
2012 2013 2014 2015 2016 2017 2018 2019 2019PF
+11.4% Y/Y
(1)
Reinhart PFG
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PFG has continued its consistent track record of growth in reported Q1 2020
Double-digit sales and Adjusted EBITDA growth driven by:
Continued momentum in Vistar with improved sales mix of customer channels and products
Strong independent case growth
Acquisition of Eby-Brown
Commentary
Net Revenues
Adj. EBITDA(1)
Adj. EPS(2)
FY2019
$19.7bn
% growth Q1 2020 % growth
$475.5m
$1.85
$6.2bn
$127.7m
$0.50
12.1%
11.4%
20.1%
37.5%
33.7%
47.1%
Source: Company information. (1) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix. (2) For reconciliation of Diluted Earnings per Share to Adjusted Diluted Earnings per Share, please refer to page 31 in the Appendix.
Reinhart Overview
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Complementary customer-centric operating models
Enhances PFG’s distribution platform and market density
Combined pro forma net sales of ~$30 billion for FY2019(1)
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Acquisition of Reinhart offers a compelling strategic rationale
Diverse customer base includes independent restaurants, healthcare, education and other attractive segments
Combined portfolio of proprietary brands broadens PFG’s offering
Identified significant cost synergies primarily in procurement, operations and logistics
The purchase price reflects a LTM Jun-19 Adjusted EBITDA multiple of 8.1x, net of tax benefits and potential
synergies
Expands geographic reach and overall scale
Enhances attractive customer base and product offerings
Significant synergy opportunities
Attractive valuation with compelling financial impact
Consistent go-to-market approaches and selling cultures focused on customer success
(1) Pro forma for Reinhart and includes pre-acquisition sales of Eby-Brown.
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Illustrative pro forma snapshot
Relative contribution of metric
Source: Public filings, company information, PFG estimates. Note: Based on FY2019 pro forma financials. The acquisition of Eby-Brown in the fourth quarter of FY2019 contributed $949.7m to net sales. (1) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix. (2) Includes $50m of estimated run-rate cost synergies. (3) Defined as Adj. EBITDA – capex. FCF conversion defined as (Adj. EBITDA – capex) / Adj. EBITDA. For reconciliation of net income to Adjusted EBITDA,
please refer to page 30 in the Appendix.
PF Combined = + $25,930
FCF(3)
% FCF conversion
Adj. EBITDA(1)
% margin
Gross Profit
% margin
Net sales
$3,360
13.0%
Su
mm
ary
fin
an
cia
ls
(US$ in millions)
$640 / $690(2)
2.5% / 2.7%
$19,744
$6,187
$476
2.4%
$165
2.7%
$2,513
12.7%
$847
13.7%
$336
70.7%
$98
59.5%
$434
67.9%
Strategic transaction expands geographic reach and enhances PFG’s market density
Enhances PFG’s diverse customer base, including a solid base of independent customers, and broadens its proprietary brands offering
Compelling margin profile
Strong deleveraging profile with what we believe to be a considerable amount of free cash flow generation
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National Accounts 47%
Independent 33%
Regional 11%
Others 9%
Center of Plate 37%
Dry (canned) 17%
Frozen 14%
Dairy 10%
Non-Food 9%
Produce 7%
Beverage 6%
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Reinhart snapshot
Business description
Second largest privately held foodservice distributor in the U.S. with over $6 billion in net sales and $165(1) million in Adj. EBITDA throughout the LTM 6/29/2019 period
One of the country’s leading private distributors serving independent restaurants, healthcare, education and other attractive segments
Offerings include fresh meat, seafood, produce, dairy, coffee, dry groceries, disposables and foodservice equipment
Operates 26 distribution centers across the U.S.
− 24 distribution centers are owned
Sales breakdown by segment Sales mix by product
(3)
(1) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix. (2) Non-Food products include paper products and cleaning supplies. (3) Others include schools, healthcare, exited customers and retail.
(2)
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Reinhart enhances PFG's presence in key geographies
Fills out Midwest
Strengthens Northeast
Enhances South
Increased density of sales representatives enables more face time with customers
Leverage combined portfolio to enhance offering to customers
Geographic benefits Customer benefits
Foodservice
Reinhart facilities
Performance Food Group
Vistar (incl. Eby-Brown)
Transaction improves network efficiency and increases overall scale by adding 26 distribution facilities
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Procurement Logistics Operations Others Total
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Significant synergy potential
Cost synergies by business area
PFG is a disciplined and proven acquirer with a history of successful integration
Business functions analyzed during the diligence process included: Procurement, Logistics, Operations and others
($ in millions)
Expected run-rate cost synergies of approximately ~$50 million
Estimated Cost Synergies
~$50 million
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$116 $105
69.0% 63.7%
FY2017 FY2018
Free Cash Flow conversion
$168 $165
2.8% 2.7%
FY2017 FY2018
EBITDA margin
13
Reinhart has benefited from strong & stable topline with focus on increasing margins
Note: Reinhart financials shown as per FY2017 and FY2018 audits. (1) Free Cash Flow defined as EBITDA – capex. (2) Free Cash Flow conversion defined as Free Cash Flow / EBITDA.
$6,025 $6,125
FY2017 FY2018
Net sales
($ in millions)
$820 $835
13.6% 13.6%
FY2017 FY2018
Gross profit margin
Gross profit
($ in millions)
EBITDA Free cash flow(1)
($ in millions) ($ in millions)
(2)
Key Investment Highlights
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Key Investment Highlights
Attractive Industry Fundamentals 1
Market Leader with Substantial Scale 2
Customer-Centric Business Model 3
Motivated Sales Force Expanding Customers and Channels 4
Track Record of Growing Most Profitable Customers and Brands 5
Disciplined and proven acquirer with further opportunities 6
Experienced and Invested Management Team 8
Strong free cash flow profile and track record of deleveraging 7
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$445 $473 $499 $513 $504 $520 $553 $586 $610 $646
$697 $734 $756
$792
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
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Attractive industry fundamentals
Source: U.S. Department of Commerce, Technomic. (1) Monthly sales of food, with taxes and tips, for all purchasers as of 4/1/2019. (2) Refers to Third-Party e-Sourcing category at Technomic.
Food away from home market size(1)
PFG operates in the $299 billion U.S. foodservice distribution industry
− Supplies the $792 billion food-away-from-home industry(1)
Demographic fundamentals are favorable
The U.S. foodservice distribution industry consists of four categories of distributors:
− Broadline distributors
− National distributors
− Specialized distributors
− Cash-and-carry centers where customers come to pick-up their orders
PFG is distinguished from most of its competitors by operating in each of the four categories
1
2018 foodservice distribution market
($ in billions)
Broadline 42%
Specialty 31%
Systems 16%
Club Stores 10%
Online 1%
U.S. market = $299 billion
Food away from home eclipsed food at home in 2016
(2)
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$23,399
$59,646
$29,524 $27,375
$10,400
$6,125 $3,700 $3,500 $3,400 $3,200 $2,300
FSA Reinhart
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Market leader enhanced by Reinhart acquisition
Source: Technomic and company information. (1) Represents December 2018 revenue. (2) Pro forma for acquisition of Reinhart and includes pre-acquisition sales of Eby-Brown. Eby-Brown FY2018 financials as reported on PFG press release as
of 03/19/2019. Reinhart financials based on FY2018 audit. (3) US Foods pro forma for acquisition of SGA Food Group (including Food Services of America). (4) As reported on US Foods press release as of 07/30/2018. (5) Excludes Reinhart and FSA that are accounted for in PFG and US Foods respectively.
Estimated revenues of top U.S. food distributors(1)
Ability to develop proprietary brands
Volume discounts with key national suppliers
In-bound and out-bound distribution network efficiency
Extensive geographic coverage to accommodate large customers
2
Benefits
($ in millions)
Top distributors’ growth continues to outpace the industry
4.4%
2.7%
Top 50 broadline distributors Other broadline distributors
1.7x
#4 U.S. distributor
#10 U.S. distributor
~3x ~15x
Company: (3) (2)
$299,000
Total Market
Size
$116,546
Top 3 players
$23,300
$159,154
Other Top 10
Rest of Industry (4)
(5)
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Customer-centric business model underpins sustainable growth
Locally-based decision making and customer service to remain nimble at the point of transaction
Salespeople understand customers’ business operations and economics
Product assortment determined locally to reflect local customer preference
Partnering with suppliers to develop high quality proprietary brands
Over 10,000 of our employees interact with customers daily
Our incentivized sales associates receive extensive, ongoing product training
3
186%
119%
142%
80%
100%
120%
140%
160%
180%
200%
FY12 FY13 FY14 FY15 FY16 FY17 FY18 LTMSep-19
PFG US Foods Sysco
211%
140% 151%
80%
100%
120%
140%
160%
180%
200%
220%
FY12 FY13 FY14 FY15 FY16 FY17 FY18 LTMSep-19
PFG US Foods Sysco
Net Revenue Growth
Adjusted EBITDA(1) Growth
Source: Company information. Note: Net Revenue and Adjusted EBITDA growth based on PFG Fiscal Year End. (1) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix.
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Motivated sales force expanding customers and channels
Increase in experienced sales personnel provides natural ramp-up
Focus on growth of independent business and Performance Brands
Expand chain customer base selectively
Diversify channel mix
Build on national platform
Nurture other emerging channels like hospitality and convenience store
4.9%
3.1% 3.8%
0%
1%
2%
3%
4%
5%
6%
PFG Sysco US Foods
Leading industry independent sales growth
Channel Expansion
4
Independent case growth last fiscal year
(1)
Source: Company information, (1) Refers to local case volume growth within U.S. Broadline operations. (2) Total sales includes $949.7 million for Eby-Brown, excludes $194.7 million in Eby-Brown excise taxes in depiction of channel volume distribution.
Vending, 31%
Convenience store, 17% Theater,
15%
OCS, 9%
Retail, 8%
Value, 7%
Office Supply, 4%
Hospitality/ Travel,
4%
All Other, 5%
Vending, 73%
Theater, 15%
All Other, 8%
Retail, 3%
Hospitality/ Travel,
1%
FY2019 FY2008 (2)
Total sales: $1.4 billion Total sales: $4.6 billion
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Track record of growing most profitable customers and brands
Sales strategy
Focus on selling to our most profitable customers (independent locations) and selling our most profitable brands (Performance Brands)
Higher Performance Brand sales drive higher independent sales and vice versa
Drive higher supplier rebates and better cost of goods
Drive higher commission and incentivized sales force
Performance brand mix of independent Customer and brand profitability comparison
5
Independent foodservice mix
Customer profitability Brand profitability
25.6%
33.8%
FY2013 FY2019
39.2%
47.3%
FY2013 FY2019
Acquisition of Reinhart enhances attractive customer base and product offerings
Multi-unitGM / case
IndependentGM / case
Multi-unitGM / case
IndependentGM / case
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Performance Brands are a key strategic advantage
Strategic Brands Umbrella Brands – Tiered Strategy
Proprietary brands are a key competitive advantage in the industry
− PFG generates around $3 billion in sales of proprietary Performance Brands
PFG launched or extended 242 branded items in FY2019
Chefs demand PFG’s Performance Brands and recognize the quality and specifications they bring to the table
Additional value creation potential from improving Reinhart’s proprietary brand penetration across all channels
Performance Brands include exclusive products offered across a wide variety of ~19,000 SKUs
Broadline Roma
5
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Disciplined and proven acquirer with further opportunities
Source: Technomic. (1) Represents December 2018 revenue. (2) Pro forma for acquisition of Reinhart and includes pre-acquisition sales of Eby-Brown. Eby-Brown FY2018 financials as reported on PFG press release as of 03/19/2019. Reinhart financials based on FY2018 audit. (3) Includes GFS, Keith, Shamrock Foods, Maines and Cheney Brothers. Excludes Sysco, US Foods, PFG, Reinhart and FSA. (4) Excludes top 10 players.
PFG has a strong track record of sourcing, executing and integrating accretive acquisitions
Over the past eleven years, PFG has completed 28 acquisitions
− Acquisitions have typically been completed at attractive valuation multiples and have been accretive to PFG’s Adjusted EBITDA margin on both a pre- and post-synergy basis
In Foodservice, acquisitions have expanded PFG’s footprint, increased scale and diversified its customer base
In Vistar, focus remains on companies in adjacent channels that benefit from PFG’s strength of inventory and delivery method variety or add capabilities or technologies to its portfolio
− In 2019, Vistar entered the fast-growing convenience store channel by acquiring Eby-Brown
Fragmented industry provides further opportunities for consolidation
Fragmented Industry(1)
~$30bn ~23bn
PFG Competitors 4 – 10 Rest of Industry(2) (3) (4)
6
~160bn
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2.6x
5.0x 5.3x 5.1x
4.4x
3.1x
3.3x 2.8x 2.9x
FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 LTMSep-19
3.5x at IPO
$172
$205 $196
$230 $247 $251
$287
$336 $371
71% 75% 68% 70% 67% 64% 67% 71% 73%
FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 LTMSep-19
Free Cash Flow conversion
23
Strong free cash flow profile and track record of deleveraging
…is driving significant deleveraging
7
Strong continued growth in Free Cash Flow(2)…
Free Cash Flow(1) ($ in millions)
(1) For reconciliation of net income to Adjusted EBITDA, please refer to page 30 in the Appendix. (2) Free Cash Flow defined as Adjusted EBITDA – capex. Free Cash Flow conversion defined as Free Cash Flow / Adjusted EBITDA. For reconciliation of net income to
Adjusted EBITDA, please refer to page 30 in the Appendix.
$69 $67
$91 $99
$120
$140 $140 $139 $137
0.6% 0.5% 0.7% 0.6% 0.7% 0.8% 0.8% 0.7% 0.6%
FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 LTMSep-19% of net sales
…while making significant investment to support growth
Capex ($ in millions)
(2)
Net leverage
Robust free cash flow profile developed through investment in accretive opportunities over time
Successful execution of strategic M&A
− Vistar
− Foodservice
− Specialty
− Broadline
Disciplined expansion of operating footprint
− 149,000 sq. ft. added in FY2016
− 426,000 sq. ft. added in FY2017
− 750,000 sq. ft. added in FY2018
Prudent cash flow management to de-lever
− Focused on debt repayment and working capital management
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Years
Name Industry PFG Title Prior experience
George Holm 41 17 Chief Executive Officer
Jim Hope 31 5 Chief Financial Officer
Pat Hagerty 38 25 EVP, CEO - Vistar
Craig Hoskins 29 29 EVP, CEO – PFG Foodservice
Brent King 4 4 SVP, General Counsel - PFG
Don Bulmer 6 6 SVP, Chief Information Officer
Erika Davis 1 1 SVP, Chief Human Resources Officer
Experienced and invested management team 8
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Key takeaways
PFG has a long standing track record of delivering consistent growth with strong momentum
Acquisition of Reinhart expands geographic reach and overall scale, enhancing PFG’s attractive
customer base and product offerings
Acquisition of Eby-Brown enables PFG to enter the fast-growing convenience store channel, further
enhancing PFG capabilities
Appendix
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Chain 66%
Independent 34%
Center of the plate 40%
Canned and dry groceries
15%
Refrigerated & dairy products
14%
Frozen Foods 13%
Paper products & cleaning supplies
9%
Beverage 5%
Others 4%
27
Foodservice segment
(1) Represents FY2019 financials. (2) Independent customers predominantly consist of independent restaurants with less than five locations. (3) Chain customers are multi-unit restaurants with five or more locations, which include fine dining, family and casual dining, fast
casual, and quick service restaurants, as well as hotels, healthcare facilities and other multi-unit institutional customers.
Customer Mix(1)
Product Mix(1)
Provides a “broadline” range of products serving restaurants and other away-from-home concepts
− Restaurants account for 84% of sales
− Educational institutions, health care facilities and other locations account for 16% of sales
Foodservice offers a portfolio of proprietary Performance Brands
− Approximately $3bn sales of proprietary Performance Brands
Channels served:
Focus on Independent Operations:
− Leading distributor in Pizza / Italian segment
− Family dining
− Bar and grill
− Fast casual
Local, regional and selected national chains
Independent healthcare
Hospitality
FY2019 Sales: $15.1bn
Customer Locations(2): 100,000+
(2)
(3)
181 18 27
238 85 93
166 165 169
53 112 109
223 179 62
201 200 203
Product Mix(1)
Vending 31%
Convenience store 17% Theater
15%
OCS 9%
Retail 8%
Value 7%
Office Supply
4%
Hospitality/ Travel
4%
All Other 5%
Beverage 20%
Candy 20%
Snacks 19%
Frozen Foods 11%
Cigarettes 11%
Theater/ Concession
5%
Refrigerated & Dairy products
4%
Others 8%
28
Vistar segment
(1) Represents FY2019 financials. Total sales includes $949.7 million for Eby-Brown, excludes $194.7 million in Eby-Brown excise taxes in depiction of channel volume distribution.
Customer Mix(1) A leading distributor to vending and office coffee service
distributors, theaters, retail impulse, and other channels
Broad ~30,000 SKUs in candy, snacks, beverages, and other items
Proven ability to build upon national platform to expand into new customer channels
Versatile national distribution network capable of tailored truck load deliveries to customer locations
Acquired Eby-Brown in April 2019 to strategically expand into the convenience channel
− Vistar now services more than 70,000 locations combined making it no. 1 in locations served
SKU growth continues to evolve as consumers evolve:
FY2019 Sales: $4.6bn
Customer Locations: 70,000+
More Customers
More SKUs
More Channels
181 18 27
238 85 93
166 165 169
53 112 109
223 179 62
201 200 203
29
Statement regarding non-GAAP financial measures
This presentation includes financial measures that are not calculated in accordance with GAAP, including Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow, Free Cash Flow Conversion and Adjusted Diluted EPS. Such measures are not recognized terms under GAAP, should not be considered in isolation or as a substitute for net income or diluted EPS prepared in accordance with GAAP, and are not indicative of amounts as determined under GAAP. Adjusted EBITDA, Adjusted Diluted EPS, Adjusted EBITDA Margin, Free Cash Flow, Free Cash Flow Conversion and other non-GAAP financial measures have limitations that should be considered before using these measures to evaluate the Company’s financial performance. Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow, Free Cash Flow Conversion and Adjusted Diluted EPS, as presented, may not be comparable to similarly titled measures of other companies because of varying methods of calculation.
Management uses Adjusted EBITDA, defined as net income before interest expense, interest income, income and franchise taxes, and depreciation and amortization, further adjusted to exclude certain items we do not consider part of our core operating results. Such adjustments include certain unusual, non-cash, non-recurring, cost reduction, and other adjustment items permitted in calculating covenant compliance under the Company’s credit agreement and indentures (other than certain pro forma adjustments permitted under our credit agreement and indentures relating to the Adjusted EBITDA contribution of acquired entities or businesses prior to the acquisition date). Under the Company’s credit agreement and indentures, the Company’s ability to engage in certain activities such as incurring certain additional indebtedness, making certain investments, and making restricted payments is tied to ratios based on Adjusted EBITDA (as defined in the credit agreement and indentures). The Company’s definition of Adjusted EBITDA may not be the same as similarly titled measures used by other companies.
PFG believes that the presentation of Adjusted EBITDA and Adjusted Diluted EPS is useful to investors because these metrics provide insight into underlying business trends and year-over-year results and are frequently used by securities analysts, investors, and other interested parties in their evaluation of the operating performance of companies in PFG’s industry.
The following tables include a reconciliation of non-GAAP financial measures to the applicable most comparable U.S. GAAP financial measures.
181 18 27
238 85 93
166 165 169
53 112 109
223 179 62
201 200 203
Historical
Pro Forma
As Adjusted
Fiscal year ended
Three months
ended
Fiscal year
ended
($ in millions)June 30,
2012
June 29,
2013
June 28,
2014
June 27,
2015
July 2,
2016
July 1,
2017
June 30,
2018
June 29,
2019
September 29,
2018
September 28,
2019
June 29,
2019
Net income (GAAP) 21.0$ 8.4$ 15.5$ 56.5$ 68.3$ 96.3$ 198.7$ 166.8$ 28.2$ 36.1$ 152.4$
Interest expense, net 76.3 93.9 86.1 85.7 83.9 54.9 60.4 65.4 15.6 17.3 145.8
Income tax (benefit) expense 12.9 11.1 14.7 40.1 46.2 61.4 (5.1) 51.5 7.0 10.1 19.7
Depreciation and amortization of intangible assets 102.3 120.1 132.7 121.3 118.6 126.1 130.1 155.0 35.5 42.7 285.4
EBITDA (Non-GAAP) 212.5 233.4 249.0 303.6 317.0 338.7 384.1 438.7 86.3 106.2 603.3
Non-cash items 3.8 1.8 4.8 2.5 18.2 18.8 23.2 19.8 4.9 7.0 19.2
Acquisition, integration and reorganization 13.0 22.9 11.3 0.4 9.4 17.3 5.0 11.8 2.7 11.6 10.4
Productivity initiatives and other adjustment items 11.7 13.2 21.0 22.1 22.0 15.9 14.4 5.2 1.6 2.9 7.4
Adjusted EBITDA (Non-GAAP) 240.9$ 271.3$ 286.1$ 328.6$ 366.6$ 390.7$ 426.7$ 475.5$ 95.5$ 127.7$ 640.3$
30
Non-GAAP financial measures Adjusted EBITDA reconciliation – PFG
A
Includes adjustments for non-cash charges arising from stock-based compensation, interest rate swap hedge ineffectiveness, changes in the last-in, first-out (“LIFO”) reserves and gain/loss on disposal of assets. Stock-based compensation cost was $4.4 million, $3.8 million, $15.7 million, $21.6 million, $17.3 million, $17.2 million, $1.2 million, $0.7 million, $1.1 million, and $1.1 million for the first quarter of fiscal 2020, the first quarter of fiscal 2019, fiscal 2019, fiscal 2018, fiscal 2017, fiscal 2016, fiscal 2015, fiscal 2014, fiscal 2013, and fiscal 2012, respectively.
Includes professional fees and other costs related to completed and abandoned acquisitions; in fiscal 2015, these fees are net of a $25.0 million termination fee related to the terminated agreement to acquire 11 US Foods facilities from Sysco and US Foods, costs of integrating certain of our facilities, facility closing costs, advisory fees paid to Blackstone and Wellspring, and offering fees. For fiscal 2013, this also includes $11.2 million for the impact of the initial fair value of inventory that was acquired as part of acquisitions.
Consists primarily of professional fees and related expenses associated with productivity initiatives, amounts related to fuel collar derivatives, certain financing transactions, lease amendments, legal settlements and franchise tax expense, and other adjustments permitted by our credit agreement. Fiscal 2018 includes $8.0 million of development costs related to certain productivity initiatives the Company is no longer pursuing.
Includes impact of $(0.6) million of non-cash items, $0.6 million of acquisition, integration and reorganization costs and $2.2 million of productivity initiatives attributable to Reinhart for the twelve-month period ended June 30, 2019.
B
C
A
B
C
D
D
181 18 27
238 85 93
166 165 169
53 112 109
223 179 62
201 200 203
Fiscal year ended Three months ended
($ in millions, except share and per share data) June 29, 2019 September 28, 2019
Diluted earnings per share (GAAP) 1.59$ 0.34$
Impact of non-cash items 0.19 0.06
Impact of acquisition, integration & reorganization charges 0.11 0.11
Impact of productivity initiatives and other adjustment items 0.04 0.03
Tax impact of above adjustments (0.08) (0.04)
Adjusted Diluted Earnings per Share (Non-GAAP) 1.85$ 0.50$
31
Non-GAAP financial measures Adjusted Diluted EPS reconciliation – PFG