Pinnacle Foods Announces Completion of Debt Refinancing Activities

PARSIPPANY, N.J.March 15, 2018 (GLOBE NEWSWIRE) -- Pinnacle Foods Inc. (NYSE:PF) announced today that its indirect wholly-owned subsidiary, Pinnacle Foods Finance LLC, completed the refinancing of its senior secured credit facilities in a significantly oversubscribed transaction. This refinancing strengthens the Company’s financial profile and­ helps to offset the anticipated rising interest rate environment in 2018 and beyond.  In conjunction with this announcement, the Company affirms its recently-provided outlook for 2018 Adjusted diluted earnings per share of $2.85 - $2.95, which contemplated the benefit of the refinancing in 2018.

The refinancing was comprised of: (i) a new $800 million Term Loan A maturing in March 2023 and initially priced at LIBOR +162.5 basis points (with 0% LIBOR floor); (ii) a new $1,239 million Term Loan B maturing in February 2024 and priced at LIBOR +175 basis points (with 0% LIBOR floor) versus the previous Term Loan B that was priced at LIBOR +200 (with a 0% LIBOR floor) and (iii) the upsizing of the Company’s revolving credit facility, from the current $225 million to a new $300 million 5-year facility.  The Company used $204 million of cash on hand to pay-down the prior term loan, which had an outstanding balance of $2,239 million immediately prior to the refinancing, and to pay approximately $4 million of fees and expenses associated with the refinancing.

Commenting on the announcement, Pinnacle Executive Vice President and Chief Financial Officer Craig Steeneck stated, “We are very pleased with the execution of this refinancing and the continued support that we receive from the banking community. Net of the swaps we have put in place, we expect this refinancing to result in cash interest savings of approximately $50 million over the remaining life of the loans. This transaction, which was incorporated in the 2018 guidance we provided earlier this month, further enhances our already strong financial profile and allows us to continue to execute on value-creating opportunities.”

Bank of America Merrill Lynch and Barclays Bank PLC acted as lead arrangers for the refinancing, with Goldman SachsCredit Suisse and Morgan Stanley as additional arrangers for the Term Loan B.

Non-GAAP Measure: Adjusted diluted earnings per share
Forecasted Adjusted diluted EPS provided herein is a non-GAAP measure. The Company does not provide guidance for the most directly comparable GAAP measure, diluted EPS, and similarly cannot provide a reconciliation between forecasted Adjusted diluted EPS and diluted EPS without unreasonable effort due to the unavailability of reliable estimates for certain line items, such as non-cash gains or losses resulting from mark-to-market adjustments of hedging activities and foreign currency impacts.  These items are not within the Company’s control and may vary greatly between periods and could significantly impact future financial results. Similarly, reference to Adjusted gross margin is a non-GAAP measure.

The Company believes that Adjusted diluted EPS and other Adjusted metrics provide transparent and useful information to management, investors, analysts and other parties in evaluating and assessing its primary operating results from period to period after removing the impact of unusual, non-operational or restructuring-related activities that affect comparability.  Adjusted diluted EPS and other Adjusted metrics are used by management for planning and budgeting and for monitoring and evaluating financial and operating results.  

Pinnacle Foods Contact
Tyson Seely
Senior Manager, Investor Relations
973-541-8629

About Pinnacle Foods Inc. 
Pinnacle Foods Inc. (NYSE:PF) is a leading manufacturer, marketer and distributor of high-quality branded food products with a mission of unleashing brand potential.  With annual sales in excess of $3 billion, our portfolio includes well-known brands competing in frozen, refrigerated and shelf-stable formats, such as Birds Eye, Birds Eye Voila!, Duncan Hines, Earth Balance, EVOL, Gardein, Glutino, Hungry-Man, Log Cabin, Udi’s, Vlasic, and Wish-Bone, along with many others.  The company is headquartered in Parsippany, NJ and has nearly 5,000 employees across the U.S. and Canada.  For more information, please visit www.pinnaclefoods.com.

Forward-Looking Statements
This release may contain statements that predict or forecast future events or results, depend on future events for their accuracy or otherwise contain "forward-looking information." The words "estimates," "expects," "contemplates," "anticipates," "projects," "plans," "intends," "believes," "forecasts," "may," "should," and variations of such words or similar expressions are intended to identify forward-looking statements. These statements are made based on management's current expectations and beliefs concerning future events and various assumptions and are not guarantees of future performance. Actual results may differ materially as a result of various factors, some of which are beyond our control, including but not limited to: general economic and business conditions, deterioration of the credit and capital markets, industry trends, our leverage and changes in our leverage, interest rate changes, changes in our ownership structure, competition, the loss of any of our major customers or suppliers, changes in demand for our products, changes in distribution channels or competitive conditions in the markets where we operate, costs of integrating acquisitions, loss of our intellectual property rights, fluctuations in price and supply of raw materials, seasonality, our reliance on co-packers to meet our manufacturing needs, availability of qualified personnel, changes in the cost of compliance with laws and regulations, including environmental laws and regulations, and the other risks and uncertainties detailed in our Form 10-K filed with the Securities and Exchange Commission on March 1, 2018 and subsequent reports filed with the Securities and Exchange Commission. There may be other factors that may cause our actual results to differ materially from the forward-looking statements.  We assume no obligation to update the information contained in this announcement except as required by applicable law.