Jarden Reports Record Third Quarter Results Record Third Quarter Net Sales of $1.8 Billion

Third Quarter Net Sales Growth of 5.6%

Third Quarter Organic Net Sales Growth of 5.6%

Record Third Quarter Operating Earnings

RYE, N.Y., Oct. 30, 2013 /PRNewswire/ -- Jarden Corporation (NYSE: JAH) today reported its financial results for the three and nine months ended September 30, 2013.

For the three months ended September 30, 2013:

  • Organic net sales grew 5.6% or $96 million;
  • Reported net sales were $1.8 billion, compared to $1.7 billion for the same period in 2012;
  • Reported gross margin was 29.1% for 2013 compared to 29.4% for the same period in 2012;
  • Net income was $94.9 million, compared to $76.9 million for the same period in 2012;
  • Earnings per share was $0.85 per diluted share, compared to $0.66 per diluted share for the same period in 2012;
  • Adjusted gross margin was 29.5% compared to 30.0% for the same period in 2012;
  • Adjusted net income was $117.1 million, compared to $104.0 million for the same period in 2012; and
  • Adjusted diluted earnings per share was $1.04 per diluted share, compared to $0.90 per diluted share for the same period in 2012.

For the nine months ended September 30, 2013:

  • Organic net sales grew 4.5% or approximately $220 million;
  • Reported net sales were $5.1 billion, compared to $4.9 billion for the same period in 2012;
  • Reported gross margin was 28.8% for 2013, compared to 29.1% for the same period in 2012;
  • Net income was $166.9 million, compared to $195.2 million for the same period in 2012;
  • Earnings per share was $1.51 per diluted share, compared to $1.63 per diluted share for the same period in 2012;
  • Adjusted gross margin was 29.1% compared to 29.3% for the same period in 2012;
  • Adjusted net income was $245.9 million, compared to $232.0 million for the same period in 2012; and
  • Adjusted diluted earnings per share was $2.22 per diluted share, compared to $1.94 per diluted share for the same period in 2012.

"During the third quarter, we maintained our momentum from the first half of the year, reporting organic sales growth faster than our 3-5% targeted long-term average organic growth, record earnings, and adjusted diluted earnings per share growth of 16% versus the prior year quarter," stated Martin E. Franklin, Executive Chairman. "The quarter also marked an exciting time in our history with the announcement of the Yankee Candle acquisition.  We expect the strength of our Jarden businesses and the accretive acquisition of Yankee Candle to help continue our positive performance trends."

James E. Lillie, Chief Executive Officer, commented, "I am pleased with the performance of our business in the third quarter. Broad based business strength drove our top line performance and SG&A control has translated into overall EBITDA margin expansion in the quarter. The diversity of Jarden's business continues to help us maximize growth opportunities and at the same time, minimize dependence on any single brand, product, retailer, or region. We continue to make positive progress both in our core business, as well as on the planning and integration activities surrounding our recent acquisition of Yankee Candle."

All earnings per share and shares outstanding amounts have been adjusted to reflect the effect of the 3-for-2 split of the Company's outstanding shares of common stock that occurred during the first quarter of 2013.

Please see the schedule accompanying this release for a reconciliation of non-GAAP organic net sales growth, adjusted gross margins, segment earnings, adjusted net income and adjusted basic and diluted earnings per share to the comparable GAAP measures.

The Company will be hosting a conference call at 4:30 p.m. (EDT) today, October 30, 2013, to further discuss its third quarter results. To listen to the call by telephone, please dial 800-768-6544 (domestic) or 785-830-7990 (international) and provide passcode: 2932702. The call will be simultaneously webcast at www.jarden.com.  Supplemental information can be found in the For Investors section of the Company's website.  A replay of the call and webcast will be available for three weeks shortly after completion of the live call. To access the replay, call 888-203-1112 (domestic) or 719-457-0820 (international) and provide passcode: 2932702 or visit www.jarden.com.

Jarden Corporation is a leading provider of a diverse range of consumer products with a portfolio of approximately 120 trusted, quality brands sold globally. Jarden operates in three primary business segments through a number of well recognized brands, including: Outdoor Solutions: Abu Garcia®, AeroBed®, Berkley®, Campingaz® and Coleman®, ExOfficio®, Fenwick®, Gulp!®, Invicta®, K2®, Marker®, Marmot®, Mitchell®, Penn®, Rawlings®, Shakespeare®, Stearns®, Stren®, Trilene®, Volkl® and Zoot®; Consumer Solutions: Bionaire®, Breville®, Crock-Pot®, FoodSaver®, Health o meter®, Holmes®, Mr. Coffee®, Oster®, Patton®, Rival®, Seal-a-Meal®, Sunbeam®, VillaWare® and White Mountain®; and Branded Consumables: Ball®, Bee®, Bernardin®, Bicycle®, Billy Boy®, Crawford®, Diamond®, Dicon®, Fiona®, First Alert®, First Essentials®, Hoyle®, Kerr®, Lehigh®, Lifoam®, Lillo®, Loew Cornell®, Mapa®, NUK®, Pine Mountain®, Quickie®, Spontex®, Tigex ® and Yankee Candle®. Headquartered in Rye, N.Y., Jarden ranks #371 on the Fortune 500 and has over 25,000 employees worldwide. For in-depth information about Jarden, please visit www.jarden.com.

Note: This news release contains "forward-looking statements" within the meaning of the federal securities laws and is intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995, including statements regarding the Company's earnings per share and adjusted diluted earnings per share, expected or estimated revenue, segment earnings, net interest expense, income tax provision, cash flow from operations, and reorganization and other non-cash charges, the outlook for the Company's markets and the demand for its products,  consistent profitable growth, free cash flow, future revenues and gross, operating and EBITDA margin improvement requirement and expansion, organic net sales growth, performance trends, bank leverage ratio, the success of new product introductions, growth in costs and expenses, the impact of commodities, currencies and transportation costs and the Company's ability to manage its risk in these areas, repurchase of shares of common stock from time to time under the Company's stock repurchase program, our ability to raise new debt, and the impact of acquisitions, divestitures, restructurings, and other unusual items, including the Company's ability to integrate and obtain the anticipated results and synergies from its consummated acquisitions. These projections and statements are based on management's estimates and assumptions with respect to future events and financial performance and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results could differ materially from those projected as a result of certain factors. A discussion of factors that could cause results to vary is included in the Company's periodic and other reports filed with the Securities and Exchange Commission.

 

JARDEN CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(in millions, except earnings per share)




Three months ended


September 30, 2013


September 30, 2012



 

As
Reported

(GAAP) (2)


 

 

Adjustments

(1)(4)


Adjusted

(non-GAAP)

(1)(2)(4)


 

As

Reported

(GAAP) (2)


 

 

Adjustments

(1)(4)


 

Adjusted

(non-GAAP)

(1)(2)(4)














Net sales

$

1,800.8

$

--

$

1,800.8

$

1,705.9

$

--

$

1,705.9














Cost of sales


1,277.6


(8.5)


1,269.1


1,204.9


(11.2)


1,193.7

Gross profit


523.2


8.5


531.7


501.0


11.2


512.2

Selling, general and administrative expenses


325.9


(11.6)


314.3


322.9


(16.6)


306.3

Reorganization costs, net


3.0


(3.0)


--


9.3


(9.3)


--

Operating earnings


194.3


23.1


217.4


168.8


37.1


205.9

Interest expense, net


47.5


(4.9)


42.6


46.1


(0.3)


45.8

Income before taxes


146.8


28.0


174.8


122.7


37.4


160.1

Income tax provision


51.9


5.8


57.7


45.8


10.3


56.1

Net income

$

94.9

$

22.2

$

117.1

$

76.9

$

27.1

$

104.0














Earnings per share:













Basic

$

0.85



$

1.05

$

0.67



$

0.91

Diluted

$

0.85



$

1.04

$

0.66



$

0.90

Weighted average shares outstanding:













Basic


111.5




111.5


114.9




114.9

Diluted


112.0




112.0


115.7




115.7














See Notes to Earnings Release attached

 

JARDEN CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(in millions, except earnings per share)




Nine months ended


September 30, 2013


September 30, 2012



 

As
Reported

(GAAP) (2)


 

 

Adjustments

(1)(4)


Adjusted

(non-GAAP)

(1)(2)(4)


 

As

Reported

(GAAP) (2)


 

 

Adjustments

(1)(4)


 

Adjusted

(non-GAAP)

(1)(2)(4)














Net sales

$

5,140.3

$

--

$

5,140.3

$

4,876.9

$

--

$

4,876.9














Cost of sales


3,660.1


(13.5)


3,646.6


3,459.9


(11.2)


3,448.7

Gross profit


1,480.2


13.5


1,493.7


1,417.0


11.2


1,428.2

Selling, general and administrative expenses


1,045.4


(50.8)


994.6


961.0


(25.2)


935.8

Reorganization costs, net


4.4


(4.4)


--


9.3


(9.3)


--

Operating earnings


430.4


68.7


499.1


446.7


45.7


492.4

Interest expense, net


143.3


(11.2)


132.1


135.8


(0.3)


135.5

Loss on early extinguishment of debt


25.9


(25.9)


--


--


--


--

Income before taxes


261.2


105.8


367.0


310.9


46.0


356.9

Income tax provision


94.3


26.8


121.1


115.7


9.2


124.9

Net income

$

166.9

$

79.0

$

245.9

$

195.2

$

36.8

$

232.0














Earnings per share:













Basic

$

1.52



$

2.23

$

1.64



$

1.95

Diluted

$

1.51



$

2.22

$

1.63



$

1.94

Weighted average shares outstanding:













Basic


110.1




110.1


119.0




119.0

Diluted


110.7




110.7


119.7




119.7














See Notes to Earnings Release attached

 

JARDEN CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(in millions)














September 30,

2013


September 30,

2012


December 31,

2012

Assets







Current assets:







Cash and cash equivalents

$

1,560.3

$

886.7

$

1,034.1

Accounts receivable, net


1,240.5


1,194.1


1,137.7

Inventories


1,599.9


1,546.8


1,310.3

Deferred taxes on income


179.7


191.6


174.5

Prepaid expenses and other current assets


147.2


152.9


153.8

Total current assets


4,727.6


3,972.1


3,810.4








Property, plant and equipment, net


669.7


614.2


678.6

Goodwill


1,822.5


1,793.0


1,824.0

Intangible assets, net


1,246.1


1,209.8


1,256.7

Other assets


156.6


145.3


140.9

Total assets

$

8,622.5

$

7,734.4

$

7,710.6








Liabilities and stockholders' equity







Current liabilities:







Short-term debt and current portion of long-term debt

$

524.3

$

502.4

$

504.7

Accounts payable


664.5


652.5


615.4

Accrued salaries, wages and employee benefits


186.2


188.2


187.6

Other current liabilities


434.3


463.7


421.0

Total current liabilities


1,809.3


1,806.8


1,728.7








Long-term debt


3,379.8


3,313.1


3,293.4

Deferred taxes on income


593.3


552.0


566.8

Other non-current liabilities


366.7


365.8


362.1








Total liabilities


6,149.1


6,037.7


5,951.0








Total stockholders' equity


2,473.4


1,696.7


1,759.6








Total liabilities and stockholders' equity

$

8,622.5

$

7,734.4

$

7,710.6

See Notes to Earnings Release attached

 

JARDEN CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(in millions)


















Three months ended



Nine months ended



September 30,
2013



September 30,
2012



September 30,
2013



September 30,
2012

Cash flows from operating activities:












Net income

$

94.9


$

76.9


$

166.9


$

195.2

Adjustments to reconcile net income to net cash provided by operating activities:   












          Depreciation and amortization


39.6



38.7



115.8



109.9

      Stock-based compensation


5.4



5.6



49.9



30.2

      Venezuela devaluation-related charges


--



--



27.4



--

Excess tax benefits from stock based compensation


(8.0)



(20.3)



(11.4)



(42.7)

      Other non-cash items


7.6



(11.0)



19.0



(3.7)

Changes in assets and liabilities, net of effects from acquisitions:












Accounts receivable


(44.9)



(54.8)



(112.8)



(96.9)

Inventory


(51.6)



(44.7)



(286.9)



(235.0)

Accounts payable


(18.2)



(19.2)



53.3



81.1

Other assets and liabilities


79.8



107.0



42.0



43.3

Net cash provided by operating activities


104.6



78.2



63.2



81.4













Cash flows from financing activities:












Net change in short-term debt


(11.8)



4.7



(11.3)



83.6

Proceeds from issuance of long-term debt


6.2



500.1



527.1



800.6

Payments on long-term debt


(28.1)



(20.6)



(376.0)



(153.2)

Issuance (repurchase) of common stock, net


733.1



(103.6)



469.7



(536.6)

Debt issuance costs


(0.8)



(14.0)



(12.4)



(17.4)

Excess tax benefits from stock based compensation


8.0



20.3



11.4



42.7

Other


--



--



(4.4)



(7.5)

Net cash provided by financing activities


706.6



386.9



604.1



212.2













Cash flows from investing activities:                                               












Additions to property, plant and equipment


(42.1)



(26.8)



(115.6)



(76.9)

Acquisition of businesses, net of cash acquired


(12.2)



(155.2)



(12.7)



(155.2)

Other


7.5



3.5



7.8



9.8

Net cash used in investing activities


(46.8)



(178.5)



(120.5)



(222.3)

Effect of exchange rate changes on cash and cash equivalents


7.6



9.9



(20.6)



7.1

Net increase in cash and cash equivalents


772.0



296.5



526.2



78.4

Cash and cash equivalents at beginning of period


788.3



590.2



1,034.1



808.3

Cash and cash equivalents at end of period

$

1,560.3


$

886.7


$

1,560.3


$

886.7

See Notes to Earnings Release attached

 

JARDEN CORPORATION

NET SALES AND OPERATING EARNINGS BY SEGMENT (Unaudited)

(in millions)






















Outdoor
Solutions


Consumer
Solutions


Branded
Consumables


Process
Solutions


Intercompany
Eliminations (a)

Total
Operating
Segments


Corporate/

Unallocated

 

 

Consolidated

Three months ended September 30, 2013
























Net sales

$

670.6


$

537.4


$

511.1


$

102.4


$

(20.7)


$

1,800.8


$

--


$

1,800.8

























Segment earnings (loss)

$

89.7


$

81.2


$

88.4


$

11.5


$

--


$

270.8


$

(21.2)


$

249.6

Adjustments to reconcile to reported operating earnings(loss):
























Reorganization costs


(1.4)



(1.6)



--



--



--



(3.0)



--



(3.0)

Fair market value adjustments to inventory


(5.9)



--



--



--



--



(5.9)



--



(5.9)

Acquisition and integration related costs


(0.8)



--



(0.9)



--



--



(1.7)



(5.1)



(6.8)

Depreciation and amortization


(14.7)



(8.4)



(12.6)



(2.8)



--



(38.5)



(1.1)



(39.6)

Operating earnings (loss)

$

66.9


$

71.2


$

74.9


$

8.7


$

--


$

221.7


$

(27.4)


$

194.3

 

 

 


Outdoor
Solutions


Consumer
Solutions


Branded
Consumables


Process
Solutions


Intercompany
Eliminations (a)

Total
Operating
Segments


Corporate/

Unallocated

 

 

Consolidated

Three months ended September 30, 2012

























Net sales

$

657.6


$

509.6


$

459.0


$

97.6


$

(17.9)


$

1,705.9


$

--


$

1,705.9



























Segment earnings (loss)

$

96.2


$

79.0


$

72.3


$

12.9


$

--


$

260.4


$

(25.1)


$

235.3


Adjustments to reconcile  to reported operating earnings(loss):

























Reorganization costs, net


(9.3)



--



--



--



--



(9.3)



--



(9.3)


Fair market value adjustments to inventory


(2.8)



(3.2)



--



--



--



(6.0)



--



(6.0)


Acquisition and integration related costs


(3.9)



(1.6)



(1.4)



--



--



(6.9)



(5.6)



(12.5)


Depreciation and amortization


(13.8)



(10.2)



(10.8)



(3.0)



--



(37.8)



(0.9)



(38.7)


Operating earnings (loss)

$

66.4


$

64.0


$

60.1


$

9.9


$

--


$

200.4


$

(31.6)


$

168.8


 

(a)      Intersegment sales are recorded at cost plus an agreed-upon intercompany profit on intersegment sales.

 

JARDEN CORPORATION

NET SALES AND OPERATING EARNINGS BY SEGMENT (Unaudited)

(in millions)
























Outdoor
Solutions


Consumer
Solutions


Branded
Consumables


Process
Solutions


Intercompany
Eliminations (a)

Total
Operating
Segments


Corporate/

Unallocated

 

 

Consolidated

Nine months ended September 30, 2013

























Net sales

$

2,106.6


$

1,343.2


$

1,443.1


$

307.2


$

(59.8)


$

5,140.3


$

--


$

5,140.3



























Segment earnings (loss)

$

249.7


$

188.0


$

222.4


$

43.1


$

--


$

703.2


$

(105.9)


$

597.3


Adjustments to reconcile to reported operating earnings(loss):

























Reorganization costs


(1.4)



(3.0)



--



--



--



(4.4)



--



(4.4)


Fair market value adjustment to inventory


(7.4)



--



(3.5)



--



--



(10.9)



--



(10.9)


Acquisition and integration related costs


(0.8)



--



(0.9)



--



--



(1.7)



(5.1)



(6.8)


Venezuela devaluation-related charges


--



--



--



--



--



--



(29.0)



(29.0)


Depreciation and amortization


(42.1)



(23.7)



(38.5)



(8.4)



--



(112.7)



(3.1)



(115.8)


Operating earnings (loss)

$

198.0


$

161.3


$

179.5


$

34.7


$

--


$

573.5


$

(143.1)


$

430.4


 

 

 


Outdoor
Solutions


Consumer
Solutions


Branded
Consumables


Process
Solutions


Intercompany
Eliminations (a)

Total
Operating
Segments


Corporate/

Unallocated

 

 

Consolidated

Nine months ended September 30, 2012

























Net sales

$

2,075.0


$

1,260.5


$

1,300.7


$

292.7


$

(52.0)


$

4,876.9


$

--


$

4,876.9



























Segment earnings (loss)

$

263.5


$

176.0


$

193.0


$

39.3


$

--


$

671.8


$

(87.4)


$

584.4


Adjustments to reconcile  to reported operating earnings(loss):

























Reorganization costs, net


(9.3)



--



--



--



--



(9.3)



--



(9.3)


Fair value adjustment to inventory


(2.8)



(3.2)



--



--



--



(6.0)



--



(6.0)


Acquisition and integration related costs


(3.9)



(1.6)



(1.4)



--



--



(6.9)



(5.6)



(12.5)


Depreciation and amortization


(38.0)



(25.9)



(33.8)



(9.7)



--



(107.4)



(2.5)



(109.9)


Operating earnings (loss)

$

209.5


$

145.3


$

157.8


$

29.6


$

--


$

542.2


$

(95.5)


$

446.7


 

(a)      Intersegment sales are recorded at cost plus an agreed-upon intercompany profit on intersegment sales.

 

Jarden Corporation
Notes to Earnings Release

Note 1: Adjustments relate to items that are excluded from the "As Reported" results to arrive at the "Adjusted" results for the three and nine months ended September 30, 2013 and 2012.  For the three months ended September 30, 2013, adjustments to net income included $5.9 million associated with the manufacturer's profit in inventory charged to cost of sales which is the purchase accounting fair value adjustment to inventory associated with tuck-in acquisitions; $2.2 million of accelerated depreciation primarily associated with the rationalization of international manufacturing facilities; $6.8 million of acquisition and integration related costs primarily associated with acquisition transaction costs; $5.2 million of amortization of acquired intangible assets; $3.0 million of reorganization costs associated with international operations; and $4.9 million of non-cash original issue discount amortization on the convertible notes. Also, included in the adjustments to net income for the three months ended September 30, 2013 is the tax provision adjustment of $5.8 million, which reflects the normalization of the adjusted results to the Company's 2013 estimated 33% effective tax rate.

For the three months ended September 30, 2012, adjustments to net income included $6.0 million associated with the manufacturer's profit in inventory charged to cost of sales which is the purchase accounting fair value adjustment to inventory associated with our tuck-in acquisitions; $5.2 million of accelerated depreciation primarily associated with the rationalization of international manufacturing facilities; $12.5 million of acquisition related and other costs; $4.1 million of amortization of acquired intangible assets; $9.3 million of net reorganization costs primarily associated with the rationalization of international manufacturing facilities; and $0.3 million of non-cash original issue discount amortization on the convertible notes. Also, included in the adjustments to net income for the three months ended September 30, 2012 is the tax provision adjustment of $10.3 million, which reflects the normalization of the adjusted results to the Company's estimated 35% effective tax rate.

For the nine months ended September 30, 2013, adjustments to net income included $10.9 million associated with the manufacturer's profit in inventory charged to cost of sales which is the purchase accounting fair value adjustment to inventory associated with tuck-in acquisitions; $2.2 million of accelerated depreciation primarily associated with the rationalization of international manufacturing facilities; $29.0 million of Venezuela devaluation-related charges primarily attributable to the devaluation of the Venezuelan Bolivar in February 2013; $15.4 million of amortization of acquired intangible assets; $6.8 million of acquisition and integration related costs primarily associated with acquisition transaction costs; $4.4 million of reorganization costs associated with international operations; $11.2 million of non-cash original issue discount amortization on the convertible notes; and $25.9 million related to the loss on early extinguishment of debt. Also, included in the adjustments to net income for the nine months ended September 30, 2013 is the tax provision adjustment of $26.8 million, which reflects the normalization of the adjusted results to the Company's 2013 estimated 33% effective tax rate.

For the nine months ended September 30, 2012, adjustments to net income included $6.0 million associated with the manufacturer's profit in inventory charged to cost of sales which is the purchase accounting fair value adjustment to inventory associated with our tuck-in acquisitions; $5.2 million of accelerated depreciation primarily associated with the rationalization of international manufacturing facilities; $12.5 million of acquisition related and other costs; $12.7 million of amortization of acquired intangible assets; $9.3 million of net reorganization costs primarily associated with the rationalization of international manufacturing facilities; and $0.3 million of non-cash original issue discount amortization on the convertible notes. Also, included in the adjustments to net income for the nine months ended September 30, 2012 is the tax provision adjustment of $9.2 million, which reflects the normalization of the adjusted results to the Company's estimated 35% effective tax rate.

Note 2:  All earnings per share and shares outstanding amounts have been adjusted to reflect the effect of the 3-for-2 split of the Company's outstanding shares of common stock that occurred during the first quarter of 2013.

Note 3:  Organic net sales growth is a non-GAAP measure of net sales growth excluding the impacts of foreign exchange, certain acquisitions and exited business from year-over-year comparisons.  The Company believes this measure provides investors with a more complete understanding of the underlying sales trends by providing net sales on a consistent basis.  Organic net sales growth is also one of the measures used by management to analyze operating performance.  The following table provides a reconciliation of organic net sales growth to the comparable GAAP measure of net sales growth for the three and nine months ended September 30, 2013:


Three months ended
September 30, 2013


Nine months ended

September 30, 2013

Reconciliation of Non- GAAP measure
















Net sales growth

$  94.9


5.6%


$  263.4


5.4%

Foreign exchange impacts

28.5


1.6%


74.0


1.5%

(Acquisitions)/exited business, net

(27.4)


(1.6%)


(117.7)


(2.4%)

Organic net sales growth

$  96.0


5.6%


$  219.7


4.5%









Note 4: This earnings release contains non-GAAP financial measures that may not be directly comparable to other similarly titled measures used by other companies. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a company's historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statements of operations, balance sheets, or statements of cash flows of the Company; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. Pursuant to the requirements of Regulation G, the Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures. These non-GAAP measures are provided because management of the Company uses these financial measures in monitoring and evaluating the Company's ongoing financial results and trends.  Management uses this non-GAAP information as an indicator of business performance, and evaluates overall management with respect to such indicators.  Additionally, the Company uses non-GAAP financial measures because the Company's credit agreement provides for certain adjustments in calculations used for determining whether the Company is in compliance with certain credit agreement covenants, including, but not limited to, adjustments relating to non-cash purchase accounting adjustments, non-cash impairment charges of goodwill, intangibles and other assets, certain net reorganization costs and acquisition-related and other charges, transaction and integration costs, the elimination of manufacturer's profit in inventory, Venezuela hyperinflationary and devaluation-related charges, gains and losses as a result of currency fluctuations, gain on the sale of a domestic business, non-cash stock-based compensation costs, loss on early extinguishment of debt, non-cash original issue discount amortization and other items. Adjusted gross margin is calculated by dividing adjusted gross profit by net sales.  Segment earnings (as adjusted EBITDA) margin is calculated by dividing segment earnings (as adjusted EBITDA) by net sales.  Adjusted net interest expense is calculated by deducting original issue discount amortization from net interest expense.  Adjusted income tax provision is calculated by adding the income tax provision adjustment, which reflects the normalization of the adjusted results to the Company's estimated effective tax rate, to the income tax provision.  These non-GAAP measures should be considered in addition to, but not as a substitute for, measures of financial performance prepared in accordance with GAAP.

SOURCE Jarden Corporation



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