Central European Distribution Corporation Announces Full Year and Fourth Quarter 2011 Results

MT. LAUREL, N.J., Feb. 29, 2012 /PRNewswire/ -- Central European Distribution Corporation (NASDAQ: CEDC) today announced its results for the fiscal year 2011.  Net Sales for the twelve months ended December 31, 2011 were $877.6 million as compared to $711.5 million reported for the same period in 2010 and net sales for the fourth quarter of 2011 was $280.1 million as compared to $228.4 million for the same period in 2010.

CEDC announced a net loss from continuing operations on a U.S. GAAP basis (as hereinafter defined) for the year of $1,291.8 million or $17.90 per fully diluted share, as compared to net loss of $92.9 million or $1.32 per fully diluted share, for the same period in 2010.  Comparable net income for the year ending December 31, 2011, excludes the impact of a non-cash, impairment charge on goodwill and brands of $1,057  million, described in more detail below as well as other non-operational cost, including costs associated with restructuring and relicensing in Russia.  On a comparable basis, CEDC announced a net loss from continuing operations of $11.8 million, or $0.16 per fully diluted share, for the full year 2011, as compared to a net profit of $38.7 million, or $0.55 per fully diluted share, for the same period in 2010. In addition to the impairment charge noted above, the comparable net income excludes the unrealized non-cash foreign exchange loss of $139.9 million from the revaluation of liabilities recognized during the period.  The number of fully diluted shares used in computing the full year earnings per share was 72.2 million for 2011 and 70.3 million for 2010.

The net loss from continuing operations on a U.S. GAAP basis for the 4th quarter of 2011 was $456.1 million or $6.29 per fully diluted share, as compared to net loss of $103.2 million or $1.46 per fully diluted share, for the same period in 2010.  Comparable net income for the fourth quarter ending December 31, 2011, excludes the impact of a non-cash, impairment charge on goodwill of $383  million, described in more detail below as well as other cost associated with restructuring and relicensing in Russia.  On a comparable basis, CEDC announced net income of $8.0 million, or $0.11 per fully diluted share, for the 4th quarter 2011, as compared to $12.2 million, or $0.17 per fully diluted share, for the same period in 2010.  

For a complete reconciliation of comparable net income to net income reported under United States Generally Accepted Accounting Principles ("U.S. GAAP"), please see the section "Unaudited Reconciliation of Non-GAAP Measures."

Operating loss on a U.S. GAAP basis for the fourth quarter 2011 was $362.3 million and $1,250 million for the year as compared to an operating loss of $119.1 million and $23.5 million for the same period in 2010.  As noted above, the operating loss for the fourth quarter of 2011 was driven by an impairment charge for goodwill of $383 million in addition to the $674.5 of goodwill and trademark impairment charges that were already taken during the third quarter of 2011.  During the fourth quarter the Company experienced continued underperformance of its Russia domestic vodka business as compared to expectations, and as such the Company determined that an additional impairment charge was necessary as part of the Company's annual goodwill impairment testing for the fourth quarter of 2011.  Also as noted in the third quarter earnings release the Company experienced the underperformance of certain brands in Poland, primarily Bols Vodka and as such the company also took an impairment charge for certain Polish trademarks during the third quarter of 2011 of $128 million.

William Carey, President and CEO commented, "Although the fourth quarter of 2011 showed marked improvement as compared to the prior year in many of our business units, primarily Poland, RTD and the Ukraine, our largest market and business in Russia under-performed the market and our expectations.  We also experienced a large foreign exchange loss as local currencies experienced declines against the euro and U.S. dollar for the quarter.  The operating environment in Russia continues to be difficult especially with continued spirit price increases and heavy discounting going on in the market."

William Carey, President and CEO continued,  "In Poland, we achieved our sales volume target of plus 10% and value target of plus 12% in local currency and are making substantial progress on our goals of growing profitable market share with pricing, sales and mix as well as improvements in distribution coverage.  We believe we are well positioned from a management and product stand point to continue to grow off of our 2011 base in terms of top line and bottom line growth into 2012."

William Carey, President and CEO continued, "In Russia, as stated above, we continued to experience a difficult trading environment in the 4th quarter with high shelf prices reducing consumption, substantially higher spirit pricing negatively impacting our cost of goods sold, route to market challenges following the overhaul of the 2011 re-licensing issues and management execution challenges that we are addressing.  All of these factors have made it extremely difficult to forecast on a quarter by quarter basis in Russia as the underlying factors are changing on a month to month basis.  We believe we have the ability to put through price increases but at the expense to volumes and as such we continue to look to streamline the company in terms of cost reductions.  Our export trends from Poland and Russia remain robust and in the year 2011, we became the largest exporter out of Russia with a 35.5% share of all export volume in the vodka sector from Russia, with all of our export brands doing extremely well."

William Carey, President and CEO continued, "In terms of other markets, we are seeing substantial increases in our volumes in the Ukraine and have reached a 7.4% market share as of today with an improvement in the bottom-line profitability as well.  Our RTD business in Russia is also seeing robust value growth as we continue to change the volume mix to a more profitable mix over the last two years."

William Carey, President and CEO continued, "As we look to the year 2012, we will be making changes starting with a new General Manager in Russia starting from April 1st, 2012, Grant Winterton.  Grant comes from a strong Russian FMCG background including senior management positions at Coca-Cola, Wimm-Bill-Dann and most recently General Manager of Red Bull Russia.  We expect to see visible improvements in our overall businesses, mainly led by increased volumes, pricing, robust export growth,  growth of new products and cost reductions off setting negative volumes of core brands in Russia.  We will also seek to benefit from product, client and channel mix in Poland.  In addition to the General Manager change, we will be putting more Senior Management in place to improve our sales execution and better control the costs that are associated with sales."

Over the past several months, the management of the Company, in consultation with the Board and with assistance of financial and legal advisors, has been reviewing the Company's strategic alternatives in light of its upcoming financial obligations, in particular the Company's 3.00% Convertible Senior Notes due 2013 (2013 Notes).  The management of the Company has concluded that cash generated from operations, cash on hand and amounts expected to be available under existing credit facilities will not be sufficient to pay principal on the 2013 Notes, which is due and payable on March 15, 2013.  This review has taken on added importance given the challenging market conditions and a difficult operating environment.

The Board and the management of the Company believe that all strategic alternatives should be evaluated, and is not ruling out any transaction that is in the best interests of stockholders.  The Company and its advisors are working to develop various alternatives to address the 2013 obligation, including a strategic alliance with several potential investors, including Mr. Roustam Tariko and Russian Standard Corporation, other strategic investments, sale of certain assets, an exchange of the Convertible Notes and issuing equity.  In the context of its evaluation of strategic alternatives, the Board continues to consider the letter from Mr. Tariko of Russian Standard Corporation (Russian Standard), dated February 1, 2012 proposing a "strategic alliance" whereby, among other things, Russian Standard would seek to convert a portion of its 3.00% Convertible Senior Notes due 2013 in exchange for common stock of the Company, obtain certain minority rights and board seats, possibly extend a backstop credit facility to the Company and possibly sell certain distribution and other rights to the Company.  Although discussions are ongoing, no agreement has been reached.  Moreover, there can be no assurance that any transaction or series of transactions will be completed with Russian Standard or any other third party.  A failure to pay amounts owed on our 2013 notes would constitute a default under those notes and the Company's 9.125% Senior Secured Notes and 8.875% Senior Secured Notes, each due 2016, and other indebtedness.  The Company's cash flow forecasts include the assumption that certain credit and factoring facilities that are coming due in 2012 will be renewed to manage the working capital needs. The Company's auditors' report for the year ended December 31, 2011, which will be included with the Company's financial statements in its annual report on form 10-K filed with the U.S. SEC, will be unqualified and will include an explanatory paragraph that certain matters raise a substantial doubt about the Company's ability to continue as a going concern, primarily relating to the Company's present ability to repay the 2013 Notes.

CEDC has reported net income and fully diluted net income per share in accordance with GAAP and on a non-GAAP basis, referred to in this release as comparable net income. CEDC's management believes that the non-GAAP reporting giving effect to the adjustments shown in the attached reconciliation provides meaningful information and an alternative presentation useful to investors' understanding of CEDC's core operating results and trends. CEDC discusses results and guidance on a comparable basis in order to give investors better insight into underlying business trends from continuing operations. CEDC's calculation of these measures may not be the same as similarly named measures presented by other companies. These measures are not presented as an alternative to net income computed in accordance with GAAP as a performance measure, and you should not place undue reliance on such measures. A reconciliation of GAAP to non-GAAP measures can be found in the section "Unaudited Reconciliation of Non-GAAP Measures" at the end of this press release.

CEDC is one of the largest producers of vodka in the world and Central and Eastern Europe's largest integrated spirit beverage business.  CEDC produces the Green Mark, Absolwent, Zubrowka, Bols, Parliament, Zhuravli, Royal and Soplica brands, among others. CEDC currently exports its products to many markets around the world, including the United States, England, France and Japan.

CEDC also is a leading importer of alcoholic beverages in Poland, Russia and Hungary.  In Poland, CEDC imports many of the world's leading brands, including brands such as Carlo Rossi Wines, Concha y Toro wines, Metaxa Liqueur, Remy Martin Cognac, Sutter Home wines, Grant's Whisky, Jagermeister, E&J Gallo, Jim Beam Bourbon, Sierra Tequila, Teacher's Whisky, Campari, Cinzano, and Old Smuggler. CEDC is also a leading importer of premium spirits and wines in Russia with such brands as Concha y Toro, among others.

This press release contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, without limitation, statements regarding expected sales and  expectations of increased consumer demand for our products.  Forward looking statements are based on our knowledge of facts as of the date hereof and involve known and unknown risks and uncertainties that may cause the actual results, performance or achievements of CEDC to be materially different from any future results, performance or achievements expressed or implied by our forward looking statements.

Investors are cautioned that forward looking statements are not guarantees of future performance and that undue reliance should not be placed on such statements. CEDC undertakes no obligation to publicly update or revise any forward looking statements or to make any other forward looking statements, whether as a result of new information, future events or otherwise, unless required to do so by securities laws. Investors are referred to the full discussion of risks and uncertainties included in CEDC's Form 10-K for the fiscal year ended December 31, 2010, including statements made under the captions "Item 1A. Risks Relating to Our Business" and in other documents filed by CEDC with the Securities and Exchange Commission.

Contact:
In the U.S.:
Jim Archbold
Investor Relations Officer
Central European Distribution Corporation
856-273-6980

In Europe:
Anna Załuska
Corporate PR Manager
Central European Distribution Corporation
48-22-456-6061

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

CONSOLIDATED CONDENSED BALANCE SHEET

Amounts in columns expressed in thousands

(Except share information)






December 31,
2011

December 31,
2010

ASSETS



Current Assets



Cash and cash equivalents

$  94,410

$  122,324

Accounts receivable, net of allowance for doubtful accounts at December 31, 2011 of $23,112 and at December 31, 2010 of $20,357

466,317

478,379

Inventories

116,897

93,678

Prepaid expenses

16,982

10,092

Other current assets

20,007

25,110

Deferred income taxes

8,455

80,956

Debt issuance costs

2,962

2,739




Total Current Assets

726,030

813,278




Intangible assets

463,848

627,342

Goodwill

666,653

1,450,273

Property, plant and equipment, net

179,478

192,863

Deferred income taxes, net

22,295

44,028

Equity method investment in affiliates

0

243,128

Debt issuance costs

13,550

16,656

Non-current assets held for sale

675

8,614




Total Non-Current Assets

1,346,499

2,582,904




Total Assets

$  2,072,529

$  3,396,182




LIABILITIES AND STOCKHOLDERS' EQUITY



Current Liabilities



Trade accounts payable

$  144,801

$  114,958

Bank loans and overdraft facilities

85,762

45,359

Income taxes payable

8,766

5,102

Taxes other than income taxes

188,307

182,232

Other accrued liabilities

44,501

55,070

Current portions of obligations under capital leases

1,109

758

Deferred consideration

0

5,000




Total Current Liabilities

473,246

408,479

Long-term obligations under capital leases

532

1,175

Long-term obligations under Convertible Senior Notes

304,645

299,122

Long-term obligations under Senior Secured Notes

932,764

951,636

Long-term accruals

2,027

2,572

Deferred income taxes

92,945

168,527

Commitments and contingencies (Note 17)






Total Long-Term Liabilities

1,332,913

1,423,032

Stockholders' Equity



Common Stock ($0.01 par value, 120,000,000 shares authorized, 72,740,302 and 70,752,670 shares issued and outstanding at December 31, 2011 and December 31, 2010, respectively)

727

708

Preferred Stock ($0.01 par value, 1,000,000 shares authorized, none issued and outstanding)

0

0

Additional paid-in-capital

1,369,471

1,343,639

(Accumulated deficit) / Retained earnings

(1,131,566)

160,250

Accumulated other comprehensive income

27,888

60,224

Less Treasury Stock at cost (246,037 shares at December 31, 2011 and December 31, 2010, respectively)

(150)

(150)




Total Stockholders' Equity

266,370

1,564,671




Total Liabilities and Stockholders' Equity

$  2,072,529

$  3,396,182







CENTRAL EUROPEAN DISTRIBUTION CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

Amounts in columns expressed in thousands

(Except per share information)





Year ended December 31,


2011

2010

2009

Sales

$  1,782,602

$  1,573,702

$  1,532,352

Excise taxes

(905,015)

(862,165)

(842,938)

Net sales

877,587

711,537

689,414

Cost of goods sold

538,218

383,671

340,482





Gross profit

339,369

327,866

348,932





Selling, general and administrative expenses

270,731

219,609

192,763

Consideration true-up

0

0

15,000

Gain on remeasurement of previously held equity interests

(7,898)

0

(63,605)

Impairment charge

1,057,819

131,849

20,309





Operating income / (loss)

(981,283)

(23,592)

184,465





Non operating income / (expense), net




Interest income / (expense), net

(111,649)

(104,866)

(73,468)

Other financial income / (expense), net

(139,952)

6,773

25,193

Amortization of deferred charges

0

0

(38,501)

Other non operating income / (expense), net

(17,913)

(13,572)

(934)





Income / (loss) before taxes and equity in net income from unconsolidated investments

(1,250,797)

(135,257)

96,755





Income tax benefit / (expense)

(32,205)

28,114

(18,495)

Equity in net income / (losses) of affiliates

(8,814)

14,254

(5,583)





Income / (loss) from continuing operations

(1,291,816)

(92,889)

72,677





Discontinued operations




Income / (loss) from operations

0

(11,815)

9,410

Income tax benefit / (expense)

0

37

(1,050)





Income / (loss) on discontinued operations

0

(11,778)

8,360





Net income / (loss)

(1,291,816)

(104,667)

81,037





Less: Net income attributable to noncontrolling interests in subsidiaries

0

0

2,708





Net income / (loss) attributable to CEDC

(1,291,816)

(104,667)

78,329





Income / (loss) from continuing operations per share of common stock,
basic

($  17.90)

($  1.32)

$  1.35

Income / (loss) from discontinued operations per share of common stock,
basic

$  0.00

($  0.17)

$  0.16

Net income / (loss) from operations per share of common stock, basic

($  17.90)

($  1.49)

$  1.51

Income / (loss) from continuing operations per share of common stock,
diluted

($  17.90)

($  1.32)

$  1.35

Income / (loss) from discontinued operations per share of common stock, diluted

$  0.00

($  0.17)

$  0.15

Net income / (loss) from operations per share of common stock, diluted

($  17.90)

($  1.49)

$  1.50




CENTRAL EUROPEAN DISTRIBUTION CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW

Amounts in columns expressed in thousands





Year ended December 31,


2011

2010

2009

Cash flows from operating activities of continuing operations




Net income / (loss)

($  1,291,816)

($  104,667)

$  81,037

Adjustments to reconcile net income / (loss) to net cash provided by operating activities:




Net loss from discontinued operations

0

11,778

(8,360)

Depreciation and amortization

19,718

16,947

11,274

Deferred income taxes

35,533

(41,591)

(34,941)

Unrealized foreign exchange (gains) / losses

139,728

(2,911)

(38,760)

Cost of debt extinguishment

0

14,114

0

Stock options fair value expense

2,605

3,206

3,782

Dividends received

0

10,859

10,868

Hedge fair value revaluation

0

0

9,160

Equity (income)/loss in affiliates

8,814

(14,254)

5,583

Gain on fair value remeasurement of previously held equity interest

(7,898)

0

(32,727)

Impairment charge

1,057,819

131,849

20,309

Amortization of deferred charges

0

0

38,501

Impairments related to assets held for sale

7,355

0

0

Other non cash items

4,074

21,970

(1,175)

Changes in operating assets and liabilities:




Accounts receivable

60,604

(19,812)

(21,433)

Inventories

(2,857)

(5,828)

35,590

Prepayments and other current assets

(115)

518

27,906

Trade accounts payable

(6,773)

5,243

(92,552)

Other accrued liabilities and payables (including taxes)

2,968

(56,807)

75,690





Net cash provided by operating activities from continuing operations

29,759

(29,386)

89,752





Cash flows from investing activities of continuing operations




Purchase of fixed assets

(15,075)

(6,194)

(16,080)

Proceeds from the disposal of fixed assets

511

0

3,874

Purchase of intangibles (licenses)

(693)

0

0

Changes in restricted cash

0

481,419

(481,419)

Purchase of trademarks