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8-K - 8-K - Prestige Consumer Healthcare Inc.a8-kglobalconsumerconferen.htm
EX-99.1 - DECK - Prestige Consumer Healthcare Inc.exhibit991prestigebrands.htm


Exhibit 99.2

Non-GAAP Financial Measures
We define Non-GAAP Adjusted Net Income as Net Income before inventory step-up charges, certain other legal and professional fees, other acquisition and integration-related costs, the applicable tax impacts associated with these items and the tax impacts of state tax rate adjustments and other non-deductible items. We define Non-GAAP Free Cash Flow as Net Cash provided by operating activities less cash paid for capital expenditures. We define Non-GAAP Operating Cash Flow as net cash provided by operating activities plus payments associated with acquisitions for integration, transition and other payments associated with acquisitions and additional debt premium payments and acceleration of debt discount and debt finance costs due to debt refinancing. We define Non-GAAP Adjusted Free Cash Flow as Non-GAAP Operating Cash Flow less purchases of property and equipment. We calculate Non-GAAP Free Cash Flow Conversion by dividing Non-GAAP Adjusted Free Cash Flow by Non-GAAP Adjusted Net Income.

Non-GAAP Adjusted Net Income, Non-GAAP Free Cash Flow and Non-GAAP Adjusted Free Cash Flow may not be comparable to similarly titled measures reported by other companies. The following tables set forth the reconciliation of Non-GAAP Adjusted Net Income, Non-GAAP Free Cash Flow, Non-GAAP Adjusted Free Cash Flow and the calculation of Non-GAAP Adjusted Free Cash Flow Conversion, all of which are non-GAAP financial measures, to GAAP Net Income and GAAP Net cash provided by operating activities, our most directly comparable financial measures presented in accordance with GAAP.








Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income:
 
Year Ended March 31,
 
Six Months Ended September 30,
 
LTM September 30,
 
2014
 
2014
 
2013
 
2014
($ In thousands)
 
 
 
 
 
 
 
GAAP Net Income
$
72,615

 
$
33,195

 
$
53,484

 
$
52,326

Adjustments:
 
 
 
 
 
 
 
Inventory step-up charges and other costs associated with Care and Hydralyte acquisitions
577

 
246

 
577

 
246

Inventory step-up charges associated with Insight acquisition

 
653

 

 
653

Care acquisition related inventory costs
407

 

 
407

 

Legal and professional fees associated with acquisitions and divestitures
1,111

 
9,857

 
668

 
10,300

Stamp/Duty Tax on Australian acquisition

 
2,940

 

 
2,940

Integration, transition and other costs associated with acquisitions

 
4,432

 

 
4,432

Accelerated amortization of debt discount and debt issue costs
5,477

 
 
 
 
 
5,477

Loss on extinguishment of debt
18,286

 
 
 
 
 
18,286

Tax impact of adjustments
(9,100
)
 
(3,469
)
 
(356
)
 
(12,213
)
Impact of state tax adjustments
(9,465
)
 

 
(9,085
)
 
(380
)
Total adjustments
7,293

 
14,659

 
(7,789
)
 
29,741

Non-GAAP Adjusted Net Income
$
79,908

 
$
47,854

 
$
45,695

 
$
82,067






Reconciliation of GAAP Net Income to Non-GAAP Adjusted Free Cash Flow and Non-GAAP Free Cash Flow:
 
Year Ended March 31,
 
Six Months Ended September 30,
 
LTM September 30,
 
2014
 
2014
 
2013
 
2014
($ In thousands)
 
 
 
 
 
 
 
GAAP Net Income
$
72,615

 
$
33,195

 
$
53,484

 
$
52,326

Adjustments:
 
 
 
 
 
 
 
Adjustments to reconcile net income to net cash provided by operating activities as shown in the Statement of Cash Flows
50,912

 
24,855

 
16,174

 
59,593

Changes in operating assets and liabilities, net of effects from acquisitions as shown in the Statement of Cash Flows
(11,945
)
 
(992
)
 
(14,060
)
 
1,123

Total adjustments
38,967

 
23,863

 
2,114

 
60,716

GAAP Net cash provided by operating activities
111,582

 
57,058

 
55,598

 
113,042

Premium payment on 2010 Senior Notes
15,527

 

 

 
15,527

Accelerated interest payments due to debt refinancing
4,675

 

 

 
4,675

Integration, transition and other payments associated with acquisitions
 
 
12,417

 

 
12,417

Non-GAAP Operating Cash Flow
131,784

 
69,475

 
55,598

 
145,661

Purchases of property and equipment
(2,764
)
 
(1,380
)
 
(2,319
)
 
(1,825
)
Non-GAAP Adjusted Free Cash Flow
$
129,020

 
$
68,095

 
$
53,279

 
$
143,836

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Net cash provided by operating activities
$
111,582

 
$
57,058

 
$
55,598

 
$
113,042

Purchases of property and equipment
(2,764
)
 
(1,380
)
 
(2,319
)
 
(1,825
)
Non-GAAP Free Cash Flow
$
108,818

 
$
55,678

 
$
53,279

 
$
111,217



Calculation of Non-GAAP Adjusted Free Cash Flow Conversion:
 
Year Ended March 31,
 
Six Months Ended September 30,
 
LTM September 30,
 
2014
 
2014
 
2013
 
2014
($ In thousands)
 
 
 
 
 
 
 
Non-GAAP Adjusted Free Cash Flow
$
129,020

 
$
68,095

 
$
53,279

 
$
143,836

Non-GAAP Adjusted Net Income
$
79,908

 
$
47,854

 
$
45,695

 
$
82,067

Non-GAAP Adjusted Free Cash Flow Conversion
161
%
 
142
%
 
117
%
 
175
%