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Making Loblaw the Best Again

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Making Loblaw the Best Again Making Loblaw the Best Again 2007 Annual Report 2007 Annual Report(1) : Contents Report to Shareholders 44 Financial Results 1 Management’s Discussion and Analysis 85 Glossary of Terms Financial Highlights(2) For the years ended December 29, 2007 and December 30, 2006 2007 2006 ($ millions except where otherwise indicated) (52 weeks) (52 weeks) Operating Results Sales $ 29,384 $ 28,640 Sales excluding the impact of tobacco sales and VIEs(3) 27,915 26,834 Operating expenses 28,648 28,351 Operating income 736 289 Adjusted operating income(3) 1,034 1,326 Adjusted EBITDA(3) 1,589 1,892 Interest expense 252 259 Net earnings (loss) 330 (219) Cash Flow Cash flows from operating activities 1,245 1,180 Free cash flow(3) 402 70 Capital investment 613 937 Per Common Share ($) Basic net earnings (loss) 1.20 (.80) Adjusted basic net earnings(3) 2.05 2.72 Dividend rate at year end 0.84 0.84 Cash flows from operating activities 4.55 4.31 Book value 20.22 19.85 Market price at year end 34.07 48.79 Financial Ratios Adjusted EBITDA margin(3) 5.7% 7.1% Operating margin 2.5% 1.0% Adjusted operating margin(3) 3.7% 4.9% Return on average total assets(3) 5.8% 2.3% Return on average shareholders’ equity 6.0% (3.9%) Interest coverage 2.7:1 1.0:1 Net debt(2) to equity .67:1 .72:1 Operating Statistics Retail square footage (in millions) 49.6 49.7 Average corporate store size (square feet) 60,800 57,400 Average franchise store size (square feet) 28,000 27,400 Corporate stores sales per average square foot ($) 591 585 Same-store sales growth 2.4% 0.8% Number of corporate stores 628 672 Number of franchised stores 408 405 Percentage of corporate real estate owned 73% 72% Percentage of franchise real estate owned 46% 45% (1) This Annual Report contains forward-looking information. See Forward-Looking Statements on page 2 of this Annual Report for a discussion of material factors that could cause actual results to differ materially from the conclusions, forecasts and projections herein and of the material factors and assumptions that were applied in presenting the conclusions, forecasts and projections presented herein. This Annual Report must be read in conjunction with Loblaw Companies Limited’s filings with securities regulators made from time to time, all of which can be found at www.sedar.com and at www.loblaw.ca. (2) For financial definitions and ratios refer to the Glossary of Terms on page 85. (3) See Non-GAAP Financial Measures on page 40. Report to Shareholders(1) 2007 Highlights For the years ended December 29, 2007 and December 30, 2006 2007 2006 ($ millions except where otherwise indicated) (52 weeks) (52 weeks) Change Sales $ 29,384 $ 28,640 2.6% Operating income 736 289 154.7% Net earnings (loss) 330 (219) 250.7% Basic net earnings (loss) per common share ($) 1.20 (0.80) 250.0% Same-store sales growth (%) 2.4% 0.8% Adjusted EBITDA(2) 1,589 1,892 (16.0%) Adjusted operating income(2) 1,034 1,326 (22.0%) Adjusted operating margin(2) 3.7% 4.9% Adjusted basic net earnings per common share(2) ($) 2.05 2.72 (24.6%) Free cash flow(2) 402 70 474.3% • Same-store sales growth of 2.4% during 2007 compared to 2006. • Positive volume growth of 1.9% based on retail units sold compared to 2006. • Sales increases were insufficient to offset margin declines as a result of targeted investments in pricing. • Free cash flow(2) for 2007 increased to $402 million compared to $70 million in 2006. 2007 was a year of transformational change, amid intense competition and consequent pressured earnings. Despite these challenges in a difficult year, we have made significant progress towards Making Loblaw the Best Again. We completed the first year of our three-to five-year turnaround and made good progress. Our single-most important accomplishment was the completion of our organizational restructuring. As would be expected, there were challenges with a change of this magnitude but Loblaw now, for the first time ever, can fully leverage its national scale. We encourage you to read our Business Review Report (issued February 2008) which outlines our achievements in 2007 and priorities for 2008 in Making Loblaw the Best Again. The Business Review Report is available on our website at www.loblaw.ca within the Investor Zone. We acknowledge and share the disappointment in the reduced earnings of the last two quarters of 2007. However, we view them in the context of the first year of a multi-year turnaround plan and some indications of progress were evident. We experienced sales growth in all of our regions and maintained our market share without adding square footage. We reduced capital expenditures and concentrated on same-store sales growth, rather than space-driven growth, which resulted in delivering significantly improved cash flow. Now we will use a more flexible array of means to maintain our market share by driving comparable sales growth in our existing asset base with the goal of improving returns throughout our business. Cost reduction has lagged our required pricing investments, which resulted in lower earnings. Clearly maintaining price competitiveness has and will put pressure on margins. Cost control to help rebuild margins over time is a critical focus for management. We are committed to driving costs out of our business. We have made some progress but we need to make more. (1) To be read in conjunction with “Forward Looking Statements” on page 2 of this Annual Report. (2) See Non-GAAP Financial Measures on page 40. Report to Shareholders(1) Sales volumes have been positively responding to our investments in lower prices to give value to our customers. We expect this to continue in 2008. Investments in price will also continue. However, we expect that cost reductions in 2008 will help to support our profitability. Sales, margins and profitability in the first half of 2008 in relation to 2007 may be affected by more difficult comparables. Simplify, Innovate, Grow. These are the three themes that underpin our objective of Making Loblaw the Best Again: • Simplify and sharpen Loblaw by making accountabilities clear and centralizing where it counts, while fixing the basics that matter to customers and matter financially; • Restore innovation to the heart of our culture in food and across all of our control label – make our brands and assortments “worth switching supermarkets for”; and • Grow Loblaw through our Formula for Growth, but spend capital wisely in an over-spaced market. In 2008, we intend that the progress we made in 2007 towards becoming a more efficient and more effective sales-driven business is solid and sustained. We look forward to 2008 with confidence, as we leave behind the disruption of our restructuring. We can now focus primarily on our customers and our stores. [signed] Galen G. Weston Executive Chairman Toronto, Canada March 12, 2008 (1) To be read in conjunction with “Forward Looking Statements” on page 2 of this Annual Report. Management’s Discussion and Analysis 2 1. Forward-Looking Statements 26 11. Risks and Risk Management 26 11.1 Operating Risks and Risk Management 3 2. Overview Industry and Competitive Environment Change Management and Execution 3 3. Vision and Strategies Information Technology Supply Chain 6 4. Key Performance Indicators Food Safety and Public Health Labour 6 5. Financial Performance Franchisees Employee Future Benefit Contributions 8 5.1 Results of Operations Multi-Employer Pension Plans Sales Third-Party Suppliers Operating Income Excess Inventory Interest Expense Real Estate Income Taxes Seasonality Net Earnings Colleague Development and Retention 12 5.2 Financial Condition Utility and Fuel Prices Financial Ratios Environmental, Health and Safety Common Share Dividends Ethical Business Conduct Outstanding Share Capital Legal, Taxation and Accounting Insurance 13 6. Liquidity and Capital Resources Holding Company Structure 13 6.1 Cash Flows 32 11.2 Financial Risks and Risk Management Cash Flows from Operating Activities Liquidity Cash Flows used in Investing Activities Common Share Market Price Cash Flows used in Financing Activities Credit 14 6.2 Sources of Liquidity Derivative Instruments Independent Funding Trust Foreign Currency Exchange Rate 16 6.3 Contractual Obligations Interest Rate 17 6.4 Off-Balance Sheet Arrangements Guarantees 33 12. Related Party Transactions Securitization of Credit Card Receivables Independent Funding Trust 34 13. Critical Accounting Estimates 18 6.5 Derivative Instruments 34 13.1 Inventories 35 13.2 Employee Future Benefits 19 7. Selected Consolidated Annual Information 36 13.3 Goodwill 36 13.4 Income Taxes 21 8. Quarterly Results of Operations 37 13.5 Goods and Services Tax and Provincial Sales Taxes 21 8.1 Results by Quarter 37 13.6 Fixed Assets 23 8.2 Fourth Quarter Results 37 14. Accounting Standards 26 9. Internal Control over Financial Reporting 37 14.1 Accounting Standards Implemented in 2007 38 14.2 Future Accounting Standards 26 10. Management’s Certification of Disclosure Controls and Procedures 39 15. Outlook 40 16. Non-GAAP Financial Measures 43 17. Additional Information 2007 Annual Report Loblaw Companies Limited 1 Management’s Discussion and Analysis The following Management’s Discussion and Analysis (“MD&A”) for Loblaw Companies Limited and its subsidiaries (collectively, the “Company” or “Loblaw”) should be read in conjunction with the consolidated financial statements and the accompanying notes on pages 44 to 83 of this Financial Report. The consolidated financial statements and the accompanying notes have been prepared in accordance with Canadian generally accepted accounting principles (“GAAP”) and are reported in Canadian dollars. The consolidated financial statements include the accounts of the Company and its subsidiaries and variable interest entities (“VIEs”) that the Company is required to consolidate in accordance with Accounting Guideline 15, “Consolidation of Variable Interest Entities”, (“AcG 15”).
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