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Superior Plus Corp. — Interim / Quarterly Report 2020
Nov 12, 2020
42632_rns_2020-11-11_66880b7f-1059-4636-9c74-ecd99c61f892.pdf
Interim / Quarterly Report
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Superior Plus Corp. Condensed Consolidated Balance Sheets
| Superior Plus Corp. Condensed Consolidated Balance Sheets |
|||
|---|---|---|---|
| As at | As at | ||
| September 30 | December 31 | ||
| (Unaudited, millions of Canadian dollars) | Note | 2020 | 2019 |
| Assets | |||
| Current Assets | |||
| Cash and cash equivalents | 33.4 | 26.5 | |
| Trade and other receivables | 5 | 211.2 | 329.2 |
| Prepaids and deposits | 41.7 | 57.1 | |
| Inventories | 6 | 109.8 | 116.2 |
| Other current financial assets | 12 | 12.1 | 5.4 |
| Total Current Assets | 408.2 | 534.4 | |
| Non-current Assets | |||
| Property, plant and equipment | 4 | 1,663.8 | 1,575.6 |
| Intangible assets | 4 | 436.4 | 388.8 |
| Goodwill | 4 | 1,204.7 | 1,080.9 |
| Notes, finance lease receivables and other investments | 1.7 | 2.8 | |
| Employee future benefits | 8.3 | 12.0 | |
| Deferred tax assets | 13 | 42.2 | 41.2 |
| Other non-current financial assets | 12 | 6.0 | 2.3 |
| Total Non-current Assets | 3,363.1 | 3,103.6 | |
Total Assets |
3,771.3 | 3,638.0 | |
| Liabilities and Equity | |||
| Current Liabilities | |||
| Trade and other payables | 8 | 347.5 | 424.0 |
| Contract liabilities | 17.4 | 18.1 | |
| Lease liabilities | 11 | 52.0 | 52.4 |
| Borrowings | 10 | 7.0 | 10.1 |
| Dividends payable | 12.7 | 10.5 | |
| Other current financial liabilities | 12 | 10.2 | 23.7 |
| Total Current Liabilities | 446.8 | 538.8 | |
Non-current Liabilities |
|||
| Lease liabilities | 11 | 206.8 | 182.0 |
| Borrowings | 10 | 1,559.7 | 1,684.3 |
| Other liabilities | 9 | 29.5 | 29.7 |
| Provisions | 7 | 131.6 | 112.9 |
| Employee future benefits | 29.1 | 21.2 | |
| Deferred tax liabilities | 13 | 55.3 | 28.5 |
| Other non-current financial liabilities | 12 | 4.5 | 1.6 |
| Total Non-current Liabilities | 2,016.5 | 2,060.2 | |
Total Liabilities |
2,463.3 | 2,599.0 | |
Equity |
|||
| Capital | 2,350.3 | 2,339.9 | |
| Deficit | (1,527.0) | (1,406.2) | |
| Accumulated other comprehensive earnings | 138.4 | 105.3 | |
| Non-controlling interest | 346.3 | – | |
Total Equity |
14 | 1,308.0 | 1,039.0 |
Total Liabilities and Equity |
3,771.3 | 3,638.0 |
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.
Superior Plus Corp.
2020 Third Quarter Results
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Superior Plus Corp. Condensed Consolidated Statements of Changes in Equity
Share Capital Contributed Total (Unaudited,millions of Canadian dollars) (Note 14) Surplus Capital |
Accumulated Other Comprehensive Non- controlling Interest Total Deficit Earnings (Note 14) |
|---|---|
| As at January 1, 2020 2,338.7 1.2 2,339.9 Net earnings (loss) for the period – – – Unrealized foreign currency gain (loss) on translation of foreign operations – – – Actuarial defined-benefit loss – – – Income tax recovery on other comprehensive loss – – – |
(1,406.2) 105.3 – 1,039.0 (7.9) – 5.4 (2.5) – 41.8 (7.5) 34.3 – (11.9) – (11.9) – 3.2 – 3.2 |
| Total comprehensive earnings (loss) – – – Common shares issued under dividend reinvestment plan 10.4 – 10.4 Preferred shares issued and issuance costs incurred – – – Dividends and dividend equivalent declared to common shareholders – – – Dividends topreferred shareholders – – – |
(7.9) 33.1 (2.1) 23.1 – – – 10.4 (18.1) – 353.8 335.7 (94.8) – – (94.8) – – (5.4) (5.4) |
| As at September 30, 2020 2,349.1 1.2 2,350.3 |
(1,527.0) 138.4 346.3 1,308.0 |
| As at January 1, 2019 2,338.7 1.2 2,339.9 Net earnings for the period – – – Unrealized foreign currency loss on translation of foreign operations – – – Actuarial defined-benefit loss – – – Income tax recovery on other comprehensive loss – – – |
(1,422.9) 171.9 – 1,088.9 68.0 – – 68.0 – (46.1) – (46.1) – (3.9) – (3.9) – 1.2 – 1.2 |
| Total comprehensive earnings (loss) – – – Dividends and dividend equivalent declared to shareholders – – – |
68.0 (48.8) – 19.2 (94.4) – – (94.4) |
| As at September 30,2019 2,338.7 1.2 2,339.9 |
(1,449.3) 123.1 – 1,013.7 |
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.
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2020 Third Quarter Results
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Superior Plus Corp.
Condensed Consolidated Statements of Net Earnings (Loss) and Total Comprehensive Earnings (Loss)
| Superior Plus Corp. Condensed Consolidated Statements of Net Earnings (Loss) and Total Comprehensive Earnings (Loss) |
Superior Plus Corp. Condensed Consolidated Statements of Net Earnings (Loss) and Total Comprehensive Earnings (Loss) |
|---|---|
| Three Months Ended Nine Months Ended September 30 September 30 (Unaudited,millions ofCanadiandollars, except pershare amounts) Note 2020 2019(i) 2020 2019(i) |
|
| Revenue 15, 17 399.4 450.1 1,690.4 2,031.9 Cost of sales(includesproducts and services) 15 (233.1) (255.1) (905.1) (1,184.9) |
|
| Grossprofit 166.3 195.0 785.3 847.0 |
|
| Expenses Selling, distribution and administrative costs 15 (202.9) (219.8) (648.0) (706.9) Finance expense 15 (24.3) (29.1) (80.2) (86.4) Gains (losses) on derivatives and foreign currency translation of borrowings 12, 15 27.6 (27.9) (21.8) 10.4 |
|
(199.6) (276.8) (750.0) (782.9) |
|
| Earnings (loss) before income taxes 15 (33.3) (81.8) 35.3 64.1 Income tax recovery (expense) 13 11.9 22.5 (37.8) 3.9 |
|
| Net earnings (loss) for theperiod 15 (21.4) (59.3) (2.5) 68.0 |
|
| Net earnings (loss) for the period attributable to: Superior (26.8) (59.3) (7.9) 68.0 Non-controllinginterest 5.4 – 5.4 – |
|
Net earnings (loss) per share attributable to Superior, basic and 16 $(0.15) $(0.34) $(0.05) $0.39 |
|
Other comprehensive earnings (loss) Items that may be reclassified subsequently to net earnings (loss) Unrealized foreign currency gain (loss) on translation of foreign operations (32.2) 16.5 34.3 (46.1) Items that will not be reclassified to net earnings (loss) Actuarial defined-benefit loss (9.2) (2.7) (11.9) (3.9) Income tax recoveryon other comprehensive loss 2.5 0.8 3.2 1.2 |
|
| Othercomprehensive earnings (loss)forthe period (38.9) 14.6 25.6 (48.8) |
|
| Total comprehensive earnings (loss) for theperiod (60.3) (44.7) 23.1 19.2 |
|
| Total comprehensive earnings (loss) for the period attributable to: Superior (58.2) (44.7) 25.2 19.2 Non-controllinginterest (2.1) – (2.1) – |
(i) Restated the prior period to be comparable with the current period's presentation (see Note 2(b)).
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.
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Superior Plus Corp. Condensed Consolidated Statements of Cash Flows
| Superior Plus Corp. Condensed Consolidated Statements of Cash Flows |
|||||
|---|---|---|---|---|---|
| Three Months | Ended | Nine Months Ended | |||
| September 30 | September 30 |
||||
| (Unaudited, millions of Canadian dollars) | Note | 2020 | 2019 | 2020 |
2019 |
| OPERATING ACTIVITIES | |||||
| Net earnings (loss) for the period | (21.4) | (59.3) | (2.5) |
68.0 | |
| Adjustments for: | |||||
| Depreciation included in selling, distribution and administrative costs | 29.2 | 29.1 | 88.0 | 81.1 | |
| Depreciation of right-of-use assets included in selling, distribution and | |||||
| administrative costs | 10.2 | 8.6 | 28.7 | 24.2 | |
| Depreciation included in cost of sales | 10.6 | 11.1 | 30.6 | 33.9 | |
| Amortization of intangible assets included in selling, distribution and | |||||
| administrative costs | 17.3 | 19.9 | 47.4 | 51.2 | |
| Loss (gain) on disposal of assets, impairments, and other non-cash items | 1.4 | (0.6) | 2.7 |
15.8 | |
| Unrealized loss (gain) on financial and non-financial derivatives and foreign | |||||
| currency translation | 12 | (26.8) | 26.7 | (3.4) | (33.2) |
| Finance expense recognized in net earnings (loss) | 24.3 | 29.1 | 80.2 | 86.4 | |
| Income tax expense (recovery) recognized in net earnings (loss) | 13 | (11.9) | (22.5) | 37.8 |
(3.9) |
| Changes in non-cash operatingworkingcapital and other | 18 | 26.0 | 42.5 | 80.1 | 96.4 |
| Net cash flows from operating activities before income taxes and interest paid | 58.9 | 84.6 | 389.6 | 419.9 | |
| Income taxes paid | (1.4) | (1.5) | (8.4) |
(6.0) | |
| Interestpaid | (40.3) | (43.9) | (91.6) | (99.0) | |
| Cash flows from operatingactivities | 17.2 | 39.2 | 289.6 | 314.9 | |
INVESTING ACTIVITIES |
|||||
| Acquisitions, net of cash acquired | 4 | (234.7) | – | (258.4) | (41.1) |
| Purchase of property, plant and equipment and intangible assets | 19 | (30.6) | (41.0) | (85.9) |
(84.4) |
| Proceeds on disposal ofproperty, plant and equipment | 1.5 | 2.5 | 7.8 | 5.9 | |
| Cash flows used in investingactivities | (263.8) | (38.5) | (336.5) | (119.6) | |
FINANCING ACTIVITIES |
|||||
| Proceeds of revolving term bank credit facilities and other debt | 869.9 | 925.9 | 1,953.7 | 1,807.9 | |
| Repayment of revolving term bank credit facilities and other debt | (896.4) | (896.8) | (2,126.4) | (1,888.1) | |
| Proceeds from preferred share issuance | 353.8 | – | 353.8 | – | |
| Preferred share issuance costs | (18.1) | – | (18.1) | – | |
| Proceeds received from vehicle refinancing | 0.8 | – | 18.1 | – | |
| Principal repayment of lease obligations | (13.8) | (8.4) | (39.0) |
(30.1) | |
| Debt issuance costs | – | – | – | (0.5) | |
| Dividendspaid to shareholders | (35.1) | (31.4) | (87.6) | (94.4) | |
| Cash flows from(used in)financingactivities | 261.1 | (10.7) | 54.5 | (205.2) | |
Net increase (decrease) in cash and cash equivalents during the period |
14.5 | (10.0) | 7.6 |
(9.9) | |
| Cash and cash equivalents, beginning of the period | 20.8 | 23.9 | 26.5 | 23.9 | |
| Effect of translation of foreign currency-denominated cash and cash | |||||
| equivalents | (1.9) | (0.2) | (0.7) | (0.3) | |
| Cash and cash equivalents, end of theperiod | 33.4 | 13.7 | 33.4 | 13.7 |
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.
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2020 Third Quarter Results
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SUPERIOR PLUS CORP.
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, tabular amounts in millions of Canadian dollars, except per share amounts)
1. ORGANIZATION
Superior Plus Corp. (“Superior” or the “Company”) is a diversified business corporation, incorporated under the Canada Business Corporations Act . Superior is a publicly traded company with its common shares trading on the Toronto Stock Exchange under the exchange symbol SPB.
These unaudited condensed consolidated financial statements were authorized for issue by the Board of Directors on November 11, 2020.
Reportable Operating Segments
Superior operates three reportable operating segments: Canadian Propane Distribution, United States (“U.S.”) Propane Distribution and Specialty Chemicals. The Canadian Propane Distribution segment includes the Canadian retail business and wholesale business with operations in Canada and California. The U.S. Propane Distribution segment distributes propane gas and liquid fuels along the Eastern U.S., and into the Midwest and California. Specialty Chemicals is a leading global supplier of sodium chlorate and technology to the pulp and paper industry and a regional supplier of chlor-alkali products in the U.S. Midwest and Western Canada.
References to Energy Distribution in the notes below refers to both Canadian Propane Distribution and U.S. Propane Distribution because of the inherent similarities of the businesses.
2. BASIS OF PRESENTATION
(a) Preparation of Condensed Consolidated Financial Statements
The accompanying unaudited condensed consolidated financial statements were prepared in accordance with International Accounting Standards (“IAS”) 34, Interim Financial Reporting , as issued by the International Accounting Standards Board (“IASB”) using the accounting policies Superior adopted in its annual consolidated financial statements as at and for the year ended December 31, 2019, except for the adoption of new standards effective as of January 1, 2020 (see 2(d)) and any additional policies disclosed below (see 2(c)).
The unaudited condensed consolidated financial statements were prepared on the historical cost basis, except for the revaluation of certain financial instruments and incorporate the accounts of Superior and its subsidiaries. Subsidiaries are all entities over which Superior has the power to govern the financial and operating policies, generally accompanying a shareholding of more than one-half of the voting rights. The results of subsidiaries are included in Superior’s condensed consolidated statements of net earnings (loss) and total comprehensive earnings (loss) from date of acquisition, or in the case of disposals, up to the effective date of disposal. Where Superior’s interest is less than 100 percent, the interest attributable to outside shareholders is reflected in non-controlling interest (“NCI”). Superior’s subsidiary has outstanding cumulative preference shares that are classified as equity and are held by non-controlling interest, Superior computes its share of profit or loss after adjusting for the dividends on preference shares which is shown on the condensed consolidated statements of changes in equity as a deduction in NCI. The NCI is translated using exchange rates prevailing at the end of each reporting period with the foreign exchange translation included in other comprehensive earnings (loss) for the period.
All transactions and balances between Superior and Superior’s subsidiaries are eliminated upon consolidation. Superior’s subsidiaries, issued with common shares, are all wholly owned directly or indirectly by the Company. The assets and liabilities of Superior’s foreign operations are translated using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences are recognized in other comprehensive earnings (loss) for the period.
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(b) Reclassification of Comparative Figures and Restatement
In accordance with International Financial Reporting Standards (“IFRS”) 9, Financial Instruments (“IFRS 9”), management has recorded realized gains (losses) on derivatives in gains (losses) on derivatives and foreign currency translation of borrowings. In prior periods, realized gains and losses on derivative financial instruments were recognized as a component of revenue, cost of sales or finance expense/income, the classification of which depended on the underlying nature of the economic exposure being managed, while the unrealized gains (losses) on derivatives were recorded in their own line separately. In the current period, realized gains and losses on derivative financial instruments are recorded as a component of gains (losses) on derivatives and foreign currency translation of borrowings together with the unrealized gains (losses) on derivatives. Management has restated the comparative figures to conform to this presentation.
(c) IAS 20, Government Grants
Government grants are recognized initially at fair value when there is reasonable assurance that it will be received and the Company will comply with the conditions associated with the grant. Government grants related to profit or loss are presented as part of Superior’s unaudited condensed consolidated statements of net earnings (loss) and total comprehensive earnings (loss) as a reduction of the related expense.
In response to COVID-19, the Government of Canada implemented the Canadian Emergency Wage Subsidy (“CEWS”) program. The CEWS program offers qualifying organizations government assistance in the form of a payroll subsidy to offset the cost of employees. The payroll subsidy was recognized as an offset to salary expense as follows:
| Three | Months Ended | Nine | Months Ended | |
|---|---|---|---|---|
| September 30 | September 30 | |||
| 2020 | 2019 | 2020 | 2019 | |
| Cost of products and services | 2.3 | – | 2.3 | – |
| Selling, distribution and administrative | ||||
| costs | 15.3 | – | 15.3 | – |
| Total | 17.6 | – | 17.6 | – |
There are no unfulfilled conditions attached to this government assistance. As of September 30, 2020, the above amount is included in trade and other receivables.
(d) Changes in Accounting Policies and Disclosures
Amendments to IFRS 3, Definition of a Business (“IFRS 3”)
The amendment to IFRS 3 clarifies that to be considered a business, an integrated set of activities and assets must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. Furthermore, it clarified that a business can exist without including all of the inputs and processes needed to create outputs. These amendments had no significant impact on the condensed consolidated financial statements of Superior.
Several amendments and interpretations apply for the first time in 2020, but do not have an impact on the condensed consolidated financial statements of Superior.
(e) Standards Issued But Not Yet Effective
Amendments to IAS 1, Presentation of Financial Statements (“IAS 1”), to Clarify Requirements for Classifying Liabilities as Current or Non-current
On January 23, 2020, the IASB issued amendments to IAS 1 (the “amendments”) to clarify the requirements for classifying liabilities as current or non-current. More specifically:
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The amendments specify that the conditions which exist at the end of the reporting period are those which will be used to determine if a right to defer settlement of a liability exists.
-
Management expectations about events after the balance sheet date, for example on whether a covenant will be breached, or whether early settlement will take place, are not relevant.
-
The amendments clarify the situations that are considered settlement of a liability.
The new guidance will be effective for annual periods starting on or after January 1, 2023. The amendments are not expected to have a significant impact on the Company’s condensed consolidated financial statements.
Amendments to IAS 37, Provisions, Contingent Liabilities and Contingent Assets (“IAS 37”), “Onerous Contracts – Costs of Fulfilling a Contract”
On May 2020, the IASB issued amendments to IAS 37 to specify which costs an entity needs to include when assessing whether a contract is onerous or loss-making.
The amendments to IAS 37 apply a “directly related cost approach”. The costs that relate directly to a contract to provide goods or services include both incremental costs (e.g., the costs of direct labour and materials) and an allocation of costs directly related to contract activities (e.g., depreciation of equipment used to fulfil the contract as well as costs of contract management and supervision). General and administrative costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract.
The new guidance will be effective for annual periods starting on or after January 1, 2022 and must be applied prospectively to contracts for which an entity has not yet fulfilled all of its obligations at the beginning of the annual reporting period in which it first applies the amendments (the date of initial application). Earlier application is permitted and must be disclosed. Superior plans to adopt the amendments to IAS 37 beginning January 1, 2022 and the adoption is not expected to have a significant impact on the Company’s condensed consolidated financial statements.
Reference to the Conceptual Framework - Amendments to IFRS 3
In May 2020, the IASB issued Amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework. The amendments are intended to replace a reference to the Framework for the Preparation and Presentation of Financial Statements, issued in 1989, with a reference to the Conceptual Framework for Financial Reporting issued in March 2018 without significantly changing its requirements.
The Board also added an exception to the recognition principle of IFRS 3 to avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within the scope of IAS 37 or IFRIC 21 Levies, if incurred separately. At the same time, the Board decided to clarify existing guidance in IFRS 3 for contingent assets that would not be affected by replacing the reference to the Framework for the Preparation and Presentation of Financial Statements.
The amendments are effective for annual reporting periods beginning on or after 1 January 2022 and apply prospectively. The amendments are not expected to have a significant impact on the Company’s condensed consolidated financial statements.
Superior has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.
(f) Significant Accounting Judgments, Estimates and Assumptions
The preparation of Superior’s condensed consolidated financial statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. The estimates and associated assumptions are based on historical experience and various other factors deemed reasonable under the circumstances, the results of which form the basis of making the
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judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The areas involving a higher degree of judgment or complexity, or where assumptions and estimates are significant to the condensed consolidated financial statements are consistent with those disclosed in Superior’s 2019 annual consolidated financial statements, except for the following:
COVID-19
The outbreak of the novel strain of the coronavirus, specifically identified as the COVID-19 pandemic, has caused governments worldwide to enact emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Global equity markets have experienced significant volatility and weakness. Governments and central banks have reacted with significant monetary and fiscal interventions designed to stabilize economic conditions. COVID-19 did not significantly impact the carrying values of the Company’s assets and liabilities as at September 30, 2020, except for the employee future benefits, property, plant and equipment and provisions in relation to the decommissioning costs that were affected by lower interest rates; the employee future benefits were impacted by a loss of $9.2 million while the impact of the change in discount rate is disclosed in Note 7. At this time, given the uncertainty in the developments surrounding COVID-19, it is not possible to reliably estimate the full impact this will have on Superior’s financial position and operating results. Certain expenses were eligible under the CEWS program instituted by the Government of Canada. The CEWS program allowed Superior to recover a portion of eligible employee costs incurred earlier in the year. As a result, Superior recorded a subsidy of $17.6 million as a reduction to expenses, see Note 2(c). The Government of Canada continues to make amendments to the CEWS program and Superior may be eligible for future claims. Judgments, estimates and assumptions made by management during the preparation of these condensed consolidated financial statements may also change as conditions related to the COVID-19 change. Changes in assumptions including, but not limited to, foreign exchange rates, interest rates and commodity prices could impact the measurement of items including derivative and non-derivative instruments, allowance for doubtful accounts, provisions and employee future benefits.
3. SEASONALITY OF OPERATIONS
Energy Distribution
Sales typically peak in the first quarter when approximately one-third of annual propane and other refined fuels sales volumes and gross profits are generated due to the demand of heating from end-use customers. They then decline through the second and third quarters, rising seasonally again in the fourth quarter with heating demand. Similarly, net working capital is typically at seasonal highs during the first and fourth quarters, and normally declines to seasonal lows in the second and third quarters. Net working capital is also significantly influenced by wholesale propane prices and other refined fuels.
For the 12 months ended September 30, 2020, Energy Distribution reported gross profit of $947.2 million (September 30, 2019 ̶ $933.9 million) and net earnings of $228.1 million (September 30, 2019 ̶ $119.7 million).
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4. ACQUISITIONS
Acquisitions in 2020
A summary of the 2020 acquisitions is as follows:
| Purchase Price Allocation | Western | Champagne | Rymes |
|---|---|---|---|
| Cash | 0.9 | ||
| Accounts receivable | 0.9 | 0.5 | 3.9 |
| Prepaid expenses | 0.1 | ||
| Inventories | 0.2 | 0.9 | 2.4 |
| Property, plant and equipment | 8.5 | 8.6 | 75.6 |
| Intangible assets | 9.4 | 9.5 | 54.7 |
| Trade and other payables and contract liabilities | (1.1) | (1.1) | (7.1) |
| Lease liabilities | (2.3) | ||
| Deferred tax liabilities | (2.5) | ||
| Net identifiable assets and liabilities | 14.1 | 18.4 | 129.5 |
| Consideration transferred | |||
| Fair value of deferred consideration | 5.2 | ||
| Cashpaid onacquisition | 24.6 | 36.7 | 198.0 |
| Total consideration transferred | 29.8 | 36.7 | 198.0 |
| Goodwill arisingon acquisition | 15.7 | 18.3 | 68.5 |
The acquisition costs directly attributable to the following acquisitions were expensed and are included in selling, distribution and administrative costs. The goodwill recognized represents the expected synergies from operations and the intangible assets that do not qualify for separate recognition. Goodwill arising on acquisition is deductible for tax purposes unless otherwise noted and forms part of the U.S. Propane Distribution segment, unless otherwise noted. The acquisitions were initially funded by drawing on Superior’s credit facility or the proceeds from the preferred share issuance during the period, unless otherwise noted.
Revenue and net earnings (loss) for the three and nine months ended September 30, 2020, would have been $435.8 million and ($18.0) million; and $1,850.4 million and $14.2 million, respectively, if the acquisition had occurred on January 1, 2020.
Western Propane Services (“Western”)
On January 9, 2020, Superior acquired all the issued and outstanding shares of Western, a Southern California retail propane distribution company for total consideration of US$22.7 million (C$29.8 million). The acquisition was funded by drawing on Superior’s credit facility and deferring US$4.0 million (C$5.2 million) in payments over the next five years.
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Superior has finalized the purchase price allocation and restated the previously reported fair values as follows:
| Current assets Property, plant and equipment Intangible assets Goodwill Trade and other payables and contract liabilities Non-current liabilities |
PreviouslyReported Adjustments September 30, 2020 |
|---|---|
| 2.2 (0.1) 2.1 8.1 0.4 8.5 8.9 0.5 9.4 17.4 (1.7) 15.7 (1.0) (0.1) (1.1) (5.8) 1.0 (4.8) |
Subsequent to the acquisition date of January 9, 2020, the acquisition contributed revenue and net earnings of $3.1 million and $0.7 million; and $12.1 million and $2.5 million, respectively, to the U.S. Propane Distribution segment for the three and nine months ended September 30, 2020.
Property, plant and equipment were increased by $0.4 million to $8.5 million, as a result of finalizing the fair value for all the tanks acquired. Intangible assets were increased by $0.5 million to $9.4 million; the increase was mainly attributed to the reassessment of customer relationships and will be amortized over the estimated life of these relationships estimated to be eight years. Deferred tax liabilities were decreased by $1.0 million, as a result of finalizing the values of the assets acquired. Current assets, trade and other payables and contract liabilities were adjusted to account for all assets and liabilities that existed at the acquisition date.
As a result of the above adjustments, goodwill was decreased by $1.7 million. The final goodwill balance of $15.7 million comprises the value of expected synergies from the acquisition. Goodwill related to the Western acquisition is not deductible for tax purposes.
Champagne’s Energy (“Champagne”)
On August 3, 2020, Superior acquired the assets of a retail propane distribution company, operating under the tradename, Champagne, for total consideration of US$27.4 million (C$36.7 million). The acquisition was funded by drawing on Superior’s credit facility which was previously paid down by the proceeds from the preferred share issuance during the period.
The purchase price allocation is considered preliminary, and as a result, may be adjusted during the 12-month period following the acquisition once all the required information pertaining to working capital and customer attrition is obtained and assessed. Superior has allocated the purchase price to the identified assets and liabilities based on their current book value and fair value estimates based on available information. The amounts presented are based on their estimated fair value and management expects that any further changes will relate to finalizing the fair value of property, plant and equipment, intangible assets and goodwill.
Subsequent to the acquisition date of August 3, 2020, the acquisition contributed revenue and net earnings of $2.0 million and $0.6 million; and $2.0 million and $0.6 million, respectively, to the U.S. Propane Distribution segment for the three and nine months ended September 30, 2020.
Rymes Propane and Oil (“Rymes”)
On September 1, 2020, Superior acquired the assets of a retail propane and heating oil distribution company, operating under the tradename, Rymes, for total consideration of US$151.6 million (C$198.0 million). The acquisition was funded by drawing on Superior’s credit facility which was previously paid down by the proceeds from the preferred share issuance during the period.
The purchase price allocation is considered preliminary, and as a result, may be adjusted during the 12-month period following the acquisition once all the required information pertaining to working capital, tank existence and customer attrition is obtained and assessed. Superior has allocated the purchase price to the identified assets and liabilities based on their current book value and fair value estimates based on available information. The amounts
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presented are based on their estimated fair value and management expects that any further changes will relate to finalizing the fair value of property, plant and equipment, intangible assets and goodwill.
Subsequent to the acquisition date of September 1, 2020, the acquisition contributed revenue and net earnings of $6.5 million and $0.2 million; and $6.5 million and $0.2 million, respectively, to the U.S. Propane Distribution segment for the three and nine months ended September 30, 2020.
Acquisitions in 2019
During the year ended December 31, 2019, the Company closed three other acquisitions for total consideration of $22.8 million. This consisted of one acquisition in Canada and two acquisitions in the U.S. Superior has finalized the purchase price allocations during the three and nine months ended September 30, 2020 and did not change the previously reported fair values.
5. TRADE AND OTHER RECEIVABLES
A summary of trade and other receivables is as follows:
| September 30 | December 31 | |
|---|---|---|
| 2020 | 2019 | |
| Trade receivables, net of allowances | 173.1 | 320.7 |
| Accounts receivable – other_(i)_ | 38.1 | 8.5 |
| Trade and other receivables | 211.2 | 329.2 |
(i) Includes $17.6 million related to the CEWS program, see Note 2(c), which was received subsequent to September 30, 2020.
Pursuant to their respective terms, trade receivables, before the deduction for an allowance for doubtful accounts, are aged as follows:
| September 30 | December 31 | |
|---|---|---|
| 2020 | 2019 | |
| Current | 140.9 | 235.2 |
| Past due less than 90 days | 25.8 | 84.5 |
| Past due over 90 days | 17.0 | 10.3 |
| Trade receivables | 183.7 | 330.0 |
Superior’s trade receivables are stated after deducting an allowance of $10.6 million as at September 30, 2020 (December 31, 2019 – $9.3 million). The movement in the allowance for doubtful accounts is as follows:
| September 30 December 31 2020 2019 |
|
|---|---|
| Allowance for doubtful accounts, January 1 (9.3) (11.2) Impairment losses recognized on receivables (4.5) (2.5) Amounts written off during the period as uncollectible 3.4 3.5 Amounts recovered 0.4 0.9 Foreign exchange impact and other (0.6) – |
|
| Allowance for doubtful accounts, end of theperiod (10.6) (9.3) |
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6. INVENTORIES
A summary of inventories is as follows:
| September 30 | December 31 | |
|---|---|---|
| 2020 | 2019 | |
| Propane, heating oil and other refined fuels | 51.7 | 55.5 |
| Propane retailing materials, supplies, appliances and other | 11.8 | 13.2 |
| Chemical finished goods and raw materials | 26.8 | 30.2 |
| Chemical stores,supplies and other | 19.5 | 17.3 |
| 109.8 | 116.2 |
| Three Months Ended Nine Months Ended September 30 September 30 2020 2019 2020 2019 |
|
|---|---|
| Cost of inventories recognized as an expense Inventorywrite-downs to(reversals from)cost of sales |
186.5 268.1 784.8 1,042.5 0.4 (0.5) 2.2 (3.9) |
7. PROVISIONS
A summary of provisions is as follows:
| **Restructuring ** | Decommissioning | Other | Other | Total | |
|---|---|---|---|---|---|
| Balance as at December 31, 2019 | 4.9 | 108.4 | 7.2 | 120.5 | |
| Additions | 1.8 | 1.4 | – | 3.2 | |
| Utilization | (3.5) | (0.6) | (1.2) | (5.3) | |
| Amounts reversed during the period | (0.2) | – | – | (0.2) | |
| Unwinding of discount | – | 1.2 | – | 1.2 | |
| Impact of change in discount rate | – | 16.9 | – | 16.9 | |
| Net foreign currency exchange difference | – | 0.8 | 0.1 | 0.9 | |
| Balance as at September 30, 2020 | 3.0 | 128.1 | 6.1 | 137.2 | |
| September 30 | December 31 |
||||
| 2020 | 2019 | ||||
| Current (Note 8) | 5.6 | 7.6 | |||
| Non-current | 131.6 | 112.9 | |||
| 137.2 | 120.5 |
Superior is subject to various claims and potential claims in the normal course of business, but the Company does not expect the ultimate settlement of any of these to have a material effect on its financial results. The outcomes of all the proceedings and claims against Superior are subject to future resolution that includes the uncertainties of litigation. It is not possible for Superior to predict the result or magnitude of the claims due to the various factors and uncertainties involved in the legal process. Based on information currently known to Superior, it is not probable that the ultimate resolution of any proceedings and claims, individually or in total, will have a material effect on the condensed consolidated statements of net earnings (loss) and total comprehensive earnings (loss) or condensed consolidated balance sheets. If it becomes probable that Superior is liable, Superior will record a provision in the period the change in probability occurs, and the resulting impact could be material to the condensed consolidated statements of net earnings (loss) and total comprehensive earnings (loss) or condensed consolidated balance sheets.
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8. TRADE AND OTHER PAYABLES
A summary of trade and other payables is as follows:
| September 30 | December 31 | |
|---|---|---|
| 2020 | 2019 | |
| Trade payables | 211.3 | 307.1 |
| Provisions (Note 7) | 5.6 | 7.6 |
| Accrued liabilities and other payables | 99.0 | 92.5 |
| Current taxes payable | 19.4 | 11.1 |
| Share-basedpayments,currentportion | 12.2 | 5.7 |
| Trade and otherpayables | 347.5 | 424.0 |
9. OTHER LIABILITIES
A summary of other liabilities is as follows:
| September 30 | December 31 | |
|---|---|---|
| 2020 | 2019 | |
| Quebec cap and trade payable | 9.9 | 7.8 |
| California cap and trade payable | 9.3 | 7.2 |
| Nova Scotia cap and trade payable | 0.8 | 0.4 |
| Share-basedpayments and others | 9.5 | 14.3 |
| Other liabilities | 29.5 | 29.7 |
Superior operates in California, Nova Scotia, and Quebec, and is required to participate in the respective government cap and trade programs, which requires Superior to settle any liability with compliance instruments at the end of each compliance period. Intangible assets are recorded when compliance instruments are purchased, and cap and trade liabilities are recorded upon the import of propane. These are included in the condensed consolidated statements of cash flows net of the liability that has been accrued related to cap and trade.
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10. BORROWINGS
A summary of borrowings is as follows:
| Year of Maturity |
Effective Interest September 30 December 31 Rate 2020 2019 |
|---|---|
| Revolving Term Bank Credit Facilities(1) Bankers’ Acceptances ("BA") 2024 Canadian Prime Rate Loan (Prime and Swing line) 2024 LIBOR Loans (US$50.0 million; 2024 2019 – US$332.0 million) U.S. Base Rate Loans (Prime and Swing line) 2024 (nil;2019 – US$14.0 million) |
Floating BA rate plus 1.70% 258.0 5.0 Prime rate plus 0.70% 4.6 14.9 Floating LIBOR rate plus 1.70% 66.6 431.3 U.S. Prime rate plus 0.70% – 18.1 |
| 329.2 469.3 |
|
| Other Debt Accounts receivable factoring program(2) Deferred consideration and other 2020–2025 |
Floating BA plus 1.625% – 3.9 Non-interest bearing 24.8 23.8 |
| 24.8 27.7 |
|
| Senior Unsecured Notes Senior unsecured notes(3) 2024 Senior unsecured notes(4) 2025 Senior unsecured notes(5) 2026 |
5.25% 400.0 400.0 5.125% 370.0 370.0 7.000% 466.2 454.7 |
| 1,236.2 1,224.7 |
|
| Total borrowings before deferred financing fees Deferred financingfees and discounts |
1,590.2 1,721.7 (23.5) (27.3) |
| Total borrowings before current maturities Current maturities |
1,566.7 1,694.4 (7.0) (10.1) |
| **Total non-current borrowings ** | 1,559.7 1,684.3 |
(1) As at September 30, 2020, Superior had $39.8 million of outstanding letters of credit (December 31, 2019 – $31.3 million) and $299.1 million of outstanding financial guarantees on behalf of its businesses (December 31, 2019 – $241.0 million). The fair value of Superior’s revolving term bank credit facilities, other debt, letters of credit, and financial guarantees approximates their carrying value as a result of the market-based interest rates and the short-term nature of the underlying debt instruments. On May 8, 2019, Superior extended and restated its syndicated credit facility with 10 lenders, with no material changes to the financial covenants and extended its maturity to May 8, 2024. The credit facilities are secured by substantially all of the assets of Superior. The lender commitments remain the same at $750.0 million and can be expanded further to $1,050.0 million on condition that no event of default has occurred and lender consent is provided.
(2) Superior had a Master Receivables Purchase Agreement with a financial institution that expired and was settled in May 2020.
(3) These senior unsecured notes were issued at par value and mature on February 27, 2024. The senior unsecured notes contain certain early redemption options under which Superior has the option to redeem all or a portion of the senior unsecured notes at various redemption prices, which include the principal plus accrued and unpaid interest, if any, to the application redemption date. Interest is payable semi-annually on February 27 and August 27, and commenced August 27, 2017. The fair value of the senior unsecured notes is $412.5 million (December 31, 2019 – $410.0 million), based on prevailing market prices.
(4) These senior unsecured notes contain certain early redemption options under which Superior has the option to redeem all or a portion of the senior unsecured notes at various redemption prices, which include the principal plus accrued and unpaid interest, if any, to the application redemption date. The fair value of the senior unsecured notes is $382.3 million (December 31, 2019 – $374.9 million), based on prevailing market prices.
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- (5) These US$350 million senior unsecured notes contain certain early redemption options under which Superior has the option to redeem all or a portion of the senior unsecured notes at various redemption prices, which include the principal plus accrued and unpaid interest, if any, to the application redemption date. The fair value of the senior unsecured notes is $501.2 million (December 31, 2019 – $489.0 million), based on prevailing market prices. During the three and nine months ended September 30, 2020, foreign exchange translation gain (loss) amounted to $9.2 million and ($17.0) million, respectively (three and nine months ended September 30, 2019 – ($3.8) million and $22.8 million foreign exchange translation gain (loss), respectively), see Note 12.
Repayment requirements of borrowings before deferred financing fees are as follows:
| Current maturities | 7.0 |
|---|---|
| 2021–2022 | 7.2 |
| 2022–2023 | 5.6 |
| 2023–2024 | 732.2 |
| 2024–2025 | 372.0 |
| 2025–2026 | 466.2 |
| Total | 1,590.2 |
11. LEASING ARRANGEMENTS
The lease liabilities by operating segment are as follows:
| Propane | Propane | ||||
|---|---|---|---|---|---|
| Distribution | Specialty | ||||
| **Canada ** | **U.S. ** | Chemicals | Corporate | Total | |
| Lease liabilities as at December 31, 2019 | 72.7 | 46.3 | 113.9 | 1.5 | 234.4 |
| Lease liabilities assumed as part of a business | |||||
| combination | – | 2.3 | – | – | 2.3 |
| Additions | 19.9 | 35.0 | 4.0 | – | 58.9 |
| Finance expense on lease liabilities | 3.0 | 2.8 | 4.6 | 0.1 | 10.5 |
| Lease payments | (15.4) | (14.0) | (19.9) | (0.2) |
(49.5) |
| Impact of changes in foreign exchange rates and other | 0.5 | 0.3 | 1.4 | – | 2.2 |
| Lease liabilities as at September 30, 2020 | 80.7 | 72.7 | 104.0 | 1.4 | 258.8 |
| September 30 | December 31 | |
|---|---|---|
| 2020 | 2019 | |
| Current portion of lease liabilities | 52.0 | 52.4 |
| Non-current portion of lease liabilities | 206.8 | 182.0 |
| Total lease liabilities | 258.8 | 234.4 |
Included in the above lease liabilities, as at September 30, 2020, are vehicle and other fleet lease obligations of $86.4 million (December 31, 2019 – $73.0 million).
12. FINANCIAL INSTRUMENTS
IFRS requires disclosure around fair value and specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect Superior’s market assumptions. These two types of input create the following fair value hierarchy:
- Level 1 – Quoted prices in active markets for identical instruments.
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-
Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.
-
Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.
The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair values are determined by reference to quoted bid or ask prices, as appropriate, in the most advantageous active market for that instrument to which Superior has immediate access (Level 1). Where bid and ask prices are unavailable, Superior uses the closing price of the instrument’s most recent transaction. In the absence of an active market, Superior estimates fair values based on prevailing market rates (bid and ask prices, as appropriate) for instruments with similar characteristics and risk profiles or internal or external valuation models, such as discounted cash flow analysis using, to the extent possible, observable market-based inputs (Level 2). Superior uses internally developed methodologies and unobservable inputs to determine the fair value of some financial instruments when required (Level 3).
Fair values determined using valuation models require assumptions concerning the amount and timing of estimated future cash flows and discount rates. In determining those assumptions, Superior looks primarily to available readily observable external market inputs including forecast commodity price curves, interest rate yield curves, currency rates and price and rate volatilities as applicable.
All financial and non-financial derivatives are designated as fair value through profit or loss (“FVTPL”) upon their initial recognition.
For items that are recognized at fair value on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by reassessing their classification at the end of each reporting period. During September 30, 2020, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into or out of Level 3 fair value measurements.
A summary of financial assets and liabilities is as follows:
| As at September | As at September | 30, 2020 | ||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | |
| Assets | ||||
| Foreign currency forward contracts, net sale | 7.9 | – | – | 7.9 |
| Equity derivative contract | – | 4.1 | – | 4.1 |
| Propane, WTI, butane, heating oil and diesel wholesale | ||||
| purchase and sale contracts– EnergyDistribution | **– ** | 6.1 | **– ** | 6.1 |
| Totalassets | 7.9 | 10.2 | – | 18.1 |
| Liabilities | ||||
| Foreign currency options, USD/CAD calls | 1.5 | – | – | 1.5 |
| Foreign currency forward contracts, net sale | 6.9 | – | – | 6.9 |
| Equity derivative contract | – | 1.0 | – | 1.0 |
| Propane, WTI, butane, heating oil and diesel wholesale | ||||
| purchase and sale contracts– EnergyDistribution | **– ** | 5.3 | **– ** | 5.3 |
| Total liabilities | 8.4 | 6.3 | **– ** | 14.7 |
| Total net assets(liabilities) | (0.5) | 3.9 | – | 3.4 |
| Current portion of assets | 3.6 | 8.5 | – | 12.1 |
| Currentportion of liabilities | 4.2 | 6.0 | – | 10.2 |
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| As atDecember | 31,2019 | |||
|---|---|---|---|---|
| Level 1 | Level 2 | Level3 |
Total | |
| Assets | ||||
| Foreign currency forward contracts, net sale | 3.5 | – | – |
3.5 |
| Equity derivative contract | – | 0.9 | – |
0.9 |
| Propane, WTI, butane, heating oil and diesel wholesale | ||||
| purchase and sale contracts– EnergyDistribution | – | 3.3 | – | 3.3 |
| Totalassets | 3.5 | 4.2 | – |
7.7 |
| Liabilities | ||||
| Foreign currency forward contracts | 3.2 | – | – |
3.2 |
| Cross-currency interest rate swaps | 5.8 | – | – |
5.8 |
| Propane, WTI, butane, heating oil and diesel wholesale | ||||
| purchase and sale contracts– EnergyDistribution | – | 16.3 | – | 16.3 |
| Total liabilities | 9.0 | 16.3 | – | 25.3 |
| Total net liabilities | (5.5) | (12.1) | – | (17.6) |
| Current portion of assets | 2.1 | 3.3 | – |
5.4 |
| Currentportion of liabilities | 7.8 | 15.9 | – |
23.7 |
The following table outlines quantitative information about how the fair values of these financial and non-financial assets and liabilities are determined, including valuation techniques and inputs used:
| Effective | Valuation Technique(s) and Key | |||
|---|---|---|---|---|
| Description | Notional | Term | Rates | Input(s) |
| Level 1 fair value hierarchy: | ||||
| Foreign currency forward | ||||
| contracts,net sale | US$435.1 | 2020–2024 | $1.33 | Quoted bidprices in the active market. |
| Foreign currency options | $1.40– | |||
| USD/CAD calls | US$42.0 | 2024 | $1.47 | Quoted bidprices in the active market. |
| Cross-currency interest | ||||
| rate exchange agreements(i) | US$170.0 | 2020 | $1.30 | Quoted bid prices in the active market. |
| Level 2fair value hierarchy: | ||||
| Equity derivative contracts | C$21.1 | 2020–2022 | $10.29 | Discounted cash flows – Future cash flows |
| are estimated based onthe share price. | ||||
| Propane, WTI, butane, heating oil | $0.47– | Quoted bid prices for similar products in | ||
| and diesel wholesale purchase | 125.8 USG(ii) | 2020–2023 | $1.48 | an active market. |
| and sale contracts – Energy | ||||
| Distribution |
(i) Fully settled in the second quarter of 2020.
(ii) Millions of United States gallons (“USG”) purchased.
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Superior’s realized and unrealized financial instrument gains (losses) for the three and nine months ended September 30, 2020 and 2019 are as follows:
| Three Months | Ended | Three Months | Ended | |||
|---|---|---|---|---|---|---|
| September 30 | September 30 | |||||
| 2020 | 2019 | |||||
| Realized | ||||||
| Realized | Unrealized |
Gain | Unrealized |
|||
| Description | Gain | Gain | Total | (Loss) | Loss | Total |
| Foreign currency forward contracts – net sale and | ||||||
| foreign currency options, USD/CAD calls | 0.3 | 12.8 | 13.1 | (1.5) | (5.3) |
(6.8) |
| Cross-currency interest rate swaps | – | – | – | – | (0.1) |
(0.1) |
| Equity derivative contracts | – | 1.3 | 1.3 | – | (1.3) |
(1.3) |
| Propane, WTI, butane, heating oil and diesel wholesale | ||||||
| purchase and sale contracts– EnergyDistribution | 0.5 | 2.5 | 3.0 | 0.3 | (15.6) | (15.3) |
| Total gains (losses) on financial and non-financial | ||||||
| derivatives | 0.8 | 16.6 | 17.4 | (1.2) | (22.3) |
(23.5) |
| Foreign exchange gain (loss) on U.S. dollar debt | ||||||
| andleaseliabilities | **– ** | 10.2 | 10.2 | – | (4.4) |
(4.4) |
| Totalgains(losses) | 0.8 | 26.8 | 27.6 | (1.2) | (26.7) | (27.9) |
| Nine Months | Ended | Nine Months | Ended | |||
| September 30 | September 30 | |||||
| 2020 | 2019 | |||||
| Unrealized | Unrealized | |||||
| Realized | Gain |
Realized | Gain |
|||
| Description | Loss | (Loss) | Total | Loss | (Loss) | Total |
| Foreign currency forward contracts – net sale and | ||||||
| foreign currency options, USD/CAD calls | (5.9) | (0.7) |
(6.6) | (8.5) | 24.1 |
15.6 |
| Cross-currency interest rate swaps | – | 5.8 | 5.8 | – | (8.5) |
(8.5) |
| Equity derivative contracts | – | 2.1 | 2.1 | – | 4.1 |
4.1 |
| Propane, WTI, butane, heating oil and diesel wholesale | ||||||
| purchase and sale contracts– EnergyDistribution | (19.3) | 14.6 |
(4.7) | (14.3) | (11.2) | (25.5) |
| Total gains (losses) on financial and non-financial | ||||||
| derivatives | (25.2) | 21.8 |
(3.4) | (22.8) | 8.5 |
(14.3) |
| Foreign exchange gain (loss) on U.S. dollar debt | ||||||
| andleaseliabilities | **– ** | (18.4) | (18.4) | – | 24.7 |
24.7 |
| Totalgains(losses) | (25.2) | 3.4 | (21.8) | (22.8) | 33.2 | 10.4 |
Realized and unrealized gains or losses on financial and non-financial derivatives and foreign currency translation gains or losses on the revaluation of Canadian domiciled U.S.-denominated working capital have been classified on the condensed consolidated statements of net earnings (loss) and total comprehensive earnings (loss) as a component of gains (losses) on derivatives and foreign currency translation of borrowings.
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The following summarizes Superior’s classification and measurement of financial assets and liabilities:
| Classification | Measurement | |
|---|---|---|
| Financial assets | ||
| Cash and cash equivalents | Loans and receivables | Amortized cost |
| Trade and other receivables | Loans and receivables | Amortized cost |
| Derivative assets | FVTPL | Fair value |
| Notes and finance lease receivables | Loans and receivables | Amortized cost |
| Financial liabilities | ||
| Trade and other payables | Other liabilities | Amortized cost |
| Dividends payable | Other liabilities | Amortized cost |
| Borrowings | Other liabilities | Amortized cost |
| Derivative liabilities | FVTPL | Fair value |
The fair value of cash and cash equivalents, trade and other receivables, notes and finance lease receivables, trade and other payables, dividends payable and revolving term bank credit facilities correspond to the respective carrying amounts due to their short-term nature and/or the interest rate on the asset is commensurate with market interest rates for the type of asset with similar duration and credit risk. The fair value of senior unsecured notes disclosed in Note 10 are determined by quoted market prices (Level 1 fair value hierarchy).
Offsetting of Financial Instruments
Financial assets and liabilities are offset and the net amount reported on the condensed consolidated balance sheets when Superior currently has a legally enforceable right to set off the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. In the normal course of business, Superior enters into various master netting agreements or other similar arrangements that do not meet the criteria for offsetting, but do, however, still allow for the related amount to be set off in certain circumstances, such as bankruptcy or the termination of contracts. As at September 30, 2020 and December 31, 2019, Superior has not recorded any amount against other current and non-current financial liabilities.
Financial Instruments – Risk Management
Market Risk
Financial derivatives and non-financial derivatives are used by Superior to manage its exposure to fluctuations in foreign currency exchange rates, interest rates and commodity prices. Superior assesses the inherent risks of these instruments by grouping financial and non-financial derivatives according to the exposures these instruments mitigate. Superior’s policy is not to use financial derivative or non-financial derivative instruments for speculative purposes. Superior does not formally designate its derivatives as hedges and, as a result, Superior does not apply hedge accounting and is required to designate its financial derivatives and non-financial derivatives as held for trading.
Energy Distribution enters into various propane forward purchase and sale agreements to manage the economic exposure of its wholesale customer supply contracts. Energy Distribution monitors its fixed-price propane positions on a daily basis to monitor compliance with established risk management policies. Energy Distribution maintains a substantially balanced fixed-price propane position in relation to its wholesale customer supply commitments.
Superior, on behalf of its operating divisions, enters into foreign currency forward contracts to manage the economic exposure of its operations to movements in foreign currency exchange rates. Energy Distribution contracts a portion of its fixed-price natural gas, and propane purchases and sales in U.S. dollars and enters into forward U.S.-dollar purchase contracts to create an effective Canadian-dollar fixed-price purchase cost. Superior enters into U.S.-dollar forward sales contracts on an ongoing basis to mitigate the impact of foreign exchange fluctuations on sales margins on production from its Canadian plants that is sold in U.S. dollars. Interest expense on Superior’s U.S.-dollar debt is also used to mitigate the impact of foreign exchange fluctuations.
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Superior manages its overall liquidity risk in relation to its general funding requirements by utilizing a mix of short-term and long-term debt instruments. Superior reviews its mix of short-term and long-term debt instruments on an ongoing basis to ensure it is able to meet its liquidity requirements.
Credit Risk
Superior utilizes a variety of counterparties in relation to its financial derivative and non-financial derivative instruments in order to mitigate its counterparty risk. Superior assesses the creditworthiness of its significant counterparties at the inception and throughout the term of a contract. Superior is also exposed to customer credit risk. Energy Distribution deals with a large number of small customers, thereby reducing this risk. Energy Distribution actively monitors the creditworthiness of its commercial customers. Specialty Chemicals, due to the nature of its operations, sells its products to a relatively small number of customers. Specialty Chemicals mitigates its customer credit risk by actively monitoring the overall creditworthiness of its customers. Overall, Superior’s credit quality is enhanced by its portfolio of customers, which is diversified across geographical (primarily Canada and the U.S.) and end-use (primarily commercial, residential and industrial) markets.
Allowances for doubtful accounts and past due receivables are reviewed by Superior as at each consolidated balance sheet date. Superior updates its estimate of the allowance for doubtful accounts based on the evaluation of the recoverability of trade and other receivables with each customer, taking into account historical collection trends of past due accounts, current economic conditions and future forecasts. Trade and other receivables are written off once it is determined they are uncollectible.
Liquidity Risk
Liquidity risk is the risk that Superior cannot meet a demand for cash or fund an obligation as it comes due. Liquidity risk also includes the risk of not being able to liquidate assets in a timely manner at a reasonable price.
To ensure it is able to react to contingencies and investment opportunities quickly, Superior maintains sources of liquidity at the corporate and subsidiary levels. The main sources of liquidity are cash and other financial assets, the undrawn committed revolving term bank credit facility, equity markets and debenture markets.
Superior is subject to the risks associated with debt financing, including the ability to refinance indebtedness at maturity. Superior believes these risks are mitigated through the use of long-term debt secured by high quality assets, maintaining debt levels that in management’s opinion are appropriate, and by diversifying maturities over an extended period. Superior also seeks to include in its agreements terms that protect it from liquidity issues of counterparties that might otherwise affect liquidity.
Equity Price Risk
Equity price risk is the risk of volatility in earnings as a result of volatility in Superior’s share price. Superior has equity price risk exposure to shares that it issues under various forms of share-based compensation programs, which affect earnings when outstanding units are revalued at the end of each reporting period. Superior uses equity derivatives to manage volatility derived from its share-based compensation program.
As at September 30, 2020, Superior estimates that a 10% increase in its share price would have resulted in a $2.4 million increase in earnings due to the revaluation of equity derivative contracts.
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Superior’s contractual obligations associated with its financial liabilities are as follows:
| Current | 12 Months Ended September 30 2022 2023 2024 2025 2026 Thereafter Total |
|---|---|
| Borrowings 7.0 Lease liabilities 52.0 Non-cancellable, low-value, short-term leases and leases with variable lease payments 4.0 USD-foreign currency forward sales contracts 223.6 USD/CAD call options(i) – Propane, WTI, butane, heating oil and diesel wholesale purchase and sale contracts – EnergyDistribution 89.2 |
7.2 5.6 732.2 372.0 466.2 – 1,590.2 49.7 38.9 30.8 24.8 11.6 51.0 258.8 2.9 1.6 0.1 – – – 8.6 100.5 72.0 33.0 6.0 – – 435.1 – 30.0 12.0 – – – 42.0 14.4 5.6 – – – – 109.2 |
(i)USD/CAD call options expiring in December 2023 with strike prices ranging from $1.40 to $1.47 settling in 2024.
Superior’s contractual obligations are considered normal-course operating commitments and do not include the impact of mark-to-market fair values on financial and non-financial derivatives. Superior expects to fund these obligations through a combination of cash flows from operations, proceeds on revolving term bank credit facilities and proceeds on the issuance of share capital. Superior’s financial instruments’ sensitivities are consistent as at September 30, 2020 and December 31, 2019.
13. INCOME TAXES
Consistent with prior periods, Superior recognizes a provision for income taxes for its subsidiaries that are subject to current and deferred income taxes, including Canadian, U.S. income taxes, Chilean and Luxembourg income taxes.
As a result of the enactment of new tax legislation, deferred tax assets of approximately $15.0 million previously recognized at December 31, 2019 were derecognized in the nine months period ended September 30, 2020.
Total income tax expense (recovery), composed of current income taxes and deferred income taxes for the three and nine months ended September 30, 2020, was ($11.9) million and $37.8 million, respectively, compared to ($22.5) million and ($3.9) million in the comparative periods. For the three and nine months ended September 30, 2020, deferred income tax expense (recovery) was ($16.0) million and $26.8 million, respectively, which resulted in a corresponding total net deferred income tax liabilities of $13.1 million as at September 30, 2020 (December 31, 2019 – $12.7 million net deferred income tax assets).
14. EQUITY ATTRIBUTABLE TO COMMON SHAREHOLDERS AND NCI
Superior is authorized to issue an unlimited number of common shares and an unlimited number of preferred shares.
Common Shares
The holders of common shares are entitled to dividends if, as and when, declared by the Board of Directors; to one vote per share at shareholders’ meetings; and upon liquidation, dissolution or winding up of Superior to receive pro rata the remaining property and assets of Superior, subject to the rights of any shares having priority over the common shares, of which the Preferred Shares of Superior Plus US Holdings are outstanding. See Preferred Shares issued by a subsidiary further below.
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| Total Capital | Equity | ||
|---|---|---|---|
| Issued Number of | Attributable | Attributable | |
| Common Shares | to Common | to Common | |
| (Millions) | Shareholders | Shareholders | |
| As at December 31, 2019 | 174.9 | 2,339.9 | 1,039.0 |
| Issuance of common shares | 1.1 | 10.4 | 10.4 |
| Net loss for the period | – | – | (7.9) |
| Other comprehensive earnings | – | – | 33.1 |
| Dividends declared to common shareholders | – | – | (94.8) |
| Preferred share issuance costs | – | – | (18.1) |
| As at September 30, 2020 | 176.0 | 2,350.3 | 961.7 |
During the three and nine months ended September 30, 2020, Superior issued nil and 1.1 million shares, respectively, under its dividend reinvestment plan and optional share purchase program (“DRIP”) for total gross proceeds of nil and $10.4 million, respectively (three and nine months ended September 30, 2019 – nil).
Superior suspended the active operation of its DRIP after payment of the May dividend, paid on June 15, 2020. Shareholders participating in the DRIP began receiving a cash payment for dividends declared during the three months ended September 30, 2020. Superior’s DRIP program will remain in place should Superior elect to reactivate the DRIP at a future date, subject to regulatory approval.
Preferred Shares
On July 13, 2020, Superior issued 260,000 Preferred Shares (the “Preferred Shares”) by its wholly owned subsidiary Superior Plus US Holdings for gross proceeds of US$260 million (C$353.8 million). The initial proceeds were recorded as a non-controlling interest within equity and the issuance costs of US$13.4 million (C$18.1 million) were allocated to Superior’s deficit.
The Preferred Shares entitle the holders to a cumulative dividend of 7.25% per annum through to the end of Superior’s second fiscal quarter in 2027. If dividends are paid on the common shares, Superior is required to pay the dividend in cash on the Preferred Shares, otherwise, the Preferred Share dividends can be paid or accrued at Superior’s option. In the event that Superior declares a dividend on its common shares in excess of $0.06 per month, the holders of the Preferred Shares shall be entitled to an equivalent amount. Superior has the option to redeem all, but not less than all, the Preferred Shares at a date that is seven years after the issue date with not less than 30 days prior written notice to the holders of the Preferred Shares. The preferred shares can be redeemed at US$1,000 per share plus accrued and unpaid dividends If Superior does not redeem the Preferred Shares, the dividend rate increases by 0.75% per annum for the next four years to a maximum of 10.25%. If the dividends are not paid in cash, the cumulative dividend increases by 1.0% per annum to a maximum of 14.25%.
The Preferred Shares may be exchanged, at the holder’s option, into 30 million common shares of Superior (“Common Shares”) or at Superior’s option, on or after the third anniversary of the issue date if the volumeweighted average price of Superior’s common shares during the then preceding 30 consecutive trading day period, converted to U.S. dollars at the applicable exchange rate, must be greater than 145% of the exchange price. On an as-exchanged basis, the investment currently represents approximately 15% of the diluted outstanding Common Shares. The exchange price of the Preferred Shares will be subject to adjustment from time to time in accordance with the terms of the Preferred Shares. These potential adjustments relate primarily to accrued and unpaid dividends, increased or additional dividends to common shareholders, in instances where there is a share split, share consolidation or a reorganization, the participation rate on the dividend reinvestment plan is greater than 35% and if common shares are issued below market value.
Holders of Preferred Shares will be entitled to vote on an as-exchanged basis for all matters on which holders of Common Shares vote, and to the greatest extent possible, will vote with the holders of Common Shares as a single class.
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In the event of any liquidation, winding up or dissolution of Superior, the holders of Preferred Shares are entitled to receive prior, and in preference to, any distribution to the holders of common shares, an amount equal to the greater of a liquidation rate per share of US$1,400 plus accrued and unpaid dividends or the amount receivable had the preferred shares been converted to common shares immediately prior to the liquidation event. In the event that upon liquidation or dissolution, the assets and funds of Superior are insufficient to permit the payment to the holders of Preferred Shares of the full preferential amounts, then the entire assets and funds of Superior legally available for distribution are to be distributed ratably among the holders of Preferred Shares in proportion to the full preferential amount each is otherwise entitled to receive. After the distributions described above have been paid in full, the remaining assets of Superior available for distribution shall be distributed pro-rata to the holder of common shares.
Dividends to preferred shareholders for the three months ended September 30, 2020 were US$4.1 million (C$5.4 million) or US$15.71 (C$20.77) per preferred share.
| Issued Number of | Equity | ||
|---|---|---|---|
| Preferred Shares | Attributable | ||
| NCI | (Millions) | to NCI | |
| As at December 31, 2019 | 1 | – | – |
| Issuance of preferred shares | 0.3 | 353.8 | |
| Net earnings for the period | – | 5.4 | |
| Other comprehensive loss | – | (7.5) | |
| Dividends to preferred shareholders | **– ** | (5.4) | |
| As at September 30, 2020 | 0.3 | 346.3 |
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15. SUPPLEMENTAL DISCLOSURE OF CONDENSED CONSOLIDATED STATEMENTS OF NET EARNINGS (LOSS) AND TOTAL COMPREHENSIVE EARNINGS (LOSS)
| 15. SUPPLEMENTALDISCLOSURE OFCONDENSEDCONSOL **(LOSS) ANDTOTALCOMPREHENSIVEEARNINGS(LOSS) ** |
IDATEDSTAT | EMENTS | OFNETEARNINGS | OFNETEARNINGS |
|---|---|---|---|---|
| Three Months | Ended | Nine Months Ended | ||
| September 30 | September 30 | |||
| 2020 | 2019(i) | 2020 | 2019(i) | |
| Revenue | ||||
| Revenue from products | 377.7 | 416.5 | 1,611.3 | 1,928.9 |
| Revenue from the rendering of services | 13.6 | 19.8 | 49.3 | 67.7 |
| Tankand equipmentrental | 8.1 | 13.8 | 29.8 | 35.3 |
| 399.4 | 450.1 | 1,690.4 | 2,031.9 | |
| Cost of sales (includes products and services) | ||||
| Cost of products and services(ii) (iii) | (222.5) | (244.0) | (874.5) | (1,151.0) |
| Depreciation includedincost ofsales | (10.6) | (11.1) | (30.6) | (33.9) |
| (233.1) | (255.1) | (905.1) | (1,184.9) | |
| Selling, distribution and administrative costs | ||||
| Other selling, distribution and administrative costs | (55.4) | (56.1) | (170.7) | (182.2) |
| Restructuring, transaction and other costs | (6.2) | (6.1) | (16.6) | (24.3) |
| Employee future benefit expense | (0.5) | (0.5) | (1.6) | (1.6) |
| Employee costs(iii) | (67.4) | (84.2) | (241.6) | (268.3) |
| Vehicle operating costs | (12.8) | (13.7) | (44.4) | (50.0) |
| Facilities maintenance expense | (1.7) | (1.7) | (5.4) | (5.0) |
| Depreciation of right-of-use assets | (10.2) | (8.6) | (28.7) | (24.2) |
| Depreciation included in selling, distribution and administrative costs | (29.2) | (29.1) | (88.0) | (81.1) |
| Amortization of intangible assets | (17.3) | (19.9) | (47.4) | (51.2) |
| Low value, short-term and variable lease payments | (0.5) | (0.6) | (1.9) | (1.5) |
| Gain (loss) on disposal of assets | (1.4) | 1.0 | (2.7) | 1.0 |
| Impairment of Specialty Chemicals equipment | – | (0.4) | – | (16.8) |
| Realized gain (loss) on the translation of U.S.- denominated net | ||||
| working capital | (0.3) | 0.1 | 1.0 | (1.7) |
| (202.9) | (219.8) | (648.0) | (706.9) | |
| Finance expense | ||||
| Interest on borrowings | (19.0) | (23.3) | (63.3) | (69.8) |
| Interest on lease liability | (3.5) | (3.2) | (10.6) | (9.7) |
| Unwinding of discount on decommissioning liabilities and non-cash | ||||
| financing expenses | (1.8) | (2.6) | (6.3) | (6.9) |
| (24.3) | (29.1) | (80.2) | (86.4) | |
| Gains (losses) on derivatives and foreign currency translation of borrowings | ||||
| Realized gain (loss) on financial and non-financial derivatives | ||||
| and foreign currency translation | 0.8 | (1.2) | (25.2) | (22.8) |
| Unrealized gain (loss) on financial and non-financial derivatives | ||||
| andforeigncurrency translation | 26.8 | (26.7) | 3.4 | 33.2 |
| 27.6 | (27.9) | (21.8) | 10.4 | |
| Earnings (loss) before income taxes | (33.3) | (81.8) | 35.3 | 64.1 |
| Income tax recovery (expense) | ||||
| Current income tax expense | (4.1) | (2.5) | (11.0) | (7.1) |
| Deferredincome tax recovery (expense) | 16.0 | 25.0 | (26.8) | 11.0 |
| 11.9 | 22.5 | (37.8) | 3.9 | |
| Net earnings (loss) for theperiod | (21.4) | (59.3) | (2.5) | 68.0 |
(i) Restated the prior period to be comparable with the current period's presentation (see Note 2(b)).
(ii) During the three and nine months ended September 30, 2020, the cost of products and services includes low value, short-term and variable lease payments of $1.2 million and $2.6 million, respectively (three and nine months ended September 30, 2019 - $2.1 million and $5.5 million, respectively).
(iii) Expense is shown net of the CEWS subsidy, see Note 2(c).
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2020 Third Quarter Results
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16. NET EARNINGS (LOSS) PER SHARE, BASIC AND DILUTED
| Three Months Ended Nine Months Ended September 30 September 30 2020 2019 2020 2019 |
|
|---|---|
| Basic and diluted Net earnings (loss) attributable to Superior for the period Weighted average shares outstanding (millions) |
$(26.8) $(59.3) $(7.9) $68.0 176.0 174.9 175.5 174.9 |
| Net earnings (loss) per share attributable to common shareholders, basic and diluted |
$(0.15) $(0.34) $(0.05) $0.39 |
Superior uses the two-class method to compute net earnings per common share attributable to common shareholders because Superior’s preferred shares are participating equity securities. For the purpose of computing earnings per share the preferred shares are considered participating because they contractually entitle the holders to participate in dividends with ordinary shares according to a predetermined formula. The two-class method requires earnings for the period to be allocated between common shares and preferred shares based upon their respective rights to receive distributed and undistributed earnings.
Under the two-class method, the basic and diluted earnings per share are computed as follows:
a) profit or loss attributable to Superior’s common shareholders is adjusted (a profit reduced and a loss increased) by the amount of dividends declared in the period for each class of shares and by the contractual amount of dividends that must be paid for the period.
b) the remaining profit or loss is allocated to Superior’s common shares and participating equity instruments to the extent that each instrument shares in earnings as if all of the profit or loss for the period had been distributed. The total profit or loss allocated to each class of equity instrument is determined by adding together the amount allocated for dividends and the amount allocated for a participation feature.
c) the total amount of profit or loss allocated to each class of equity instrument is divided by the weighted-average number of outstanding instruments (and dilutive potential common shares for diluted earnings per share) to which the earnings are allocated to determine the earnings per share for the instrument.
No such adjustment to earnings is made during periods with a net loss, as the holders of the preferred shares have no obligation to fund losses. The two-class equity method is performed on each period presented in reference to that period’s earnings or loss. Consequently, the sum of the four quarters’ earnings per share data will not necessarily equal the annual earnings per share data.
Superior Plus Corp.
2020 Third Quarter Results
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17. DISAGGREGATION OF REVENUE
Revenue is disaggregated by primary geographical market, type of customer and major product and services lines.
| For the Three Months Ended September 30, 2020 | Propane Distribution | Propane Distribution | ||
|---|---|---|---|---|
| Canada | U.S. | Other | Total | |
| Revenue from sale of products | 93.7 | 142.1 | – | 235.8 |
| Revenue from services | 6.5 | 6.4 | – | 12.9 |
| Tank and equipment rental | 6.3 | 1.8 | – | 8.1 |
| Total revenue | 106.5 | 150.3 | – | 256.8 |
| Specialty Chemicals | ||||
| Canada | U.S. | Other | Total | |
| Revenue from sale of chemicals | 31.2 | 85.7 | 25.0 | 141.9 |
| Revenue from services | 0.7 | – | – | 0.7 |
| Total revenue | 31.9 | 85.7 | 25.0 | 142.6 |
| For the Nine Months Ended September 30, 2020 | Propane Distribution | |||
| Canada | U.S. | Other | Total | |
| Revenue from sale of products | 435.7 | 732.8 | – | 1,168.5 |
| Revenue from services | 25.2 | 21.5 | – | 46.7 |
| Tank and equipment rental | 20.1 | 9.7 | – | 29.8 |
| Total revenue | 481.0 | 764.0 | – | 1,245.0 |
| Specialty Chemicals | ||||
| Canada | U.S. | Other | Total | |
| Revenue from sale of chemicals | 99.8 | 266.5 | 76.5 | 442.8 |
| Revenue from services | 2.2 | 0.4 | – | 2.6 |
| Total revenue | 102.0 | 266.9 | 76.5 | 445.4 |
| For the Three Months Ended September 30,2019 | Propane | Distribution | ||
| Canada | U.S. | Other | Total | |
| Revenue from sale of products | 109.4 | 139.4 | – | 248.8 |
| Revenue from services | 7.6 | 11.1 | – | 18.7 |
| Tank and equipment rental | 7.6 | 6.2 | – | 13.8 |
| Total revenue | 124.6 | 156.7 | – | 281.3 |
| SpecialtyChemicals | ||||
| Canada | U.S. | Other | Total | |
| Revenue from sale of chemicals | 41.3 | 100.1 | 26.3 | 167.7 |
| Revenue from services | 1.0 | 0.1 | – | 1.1 |
| Total revenue | 42.3 | 100.2 | 26.3 | 168.8 |
For the Nine Months Ended September 30,2019 |
Propane | Distribution | ||
| Canada | U.S. | Other | Total | |
| Revenue from sale of products | 525.7 | 886.6 | – | 1,412.3 |
| Revenue from services | 29.0 | 35.2 | – | 64.2 |
| Tank and equipment rental | 24.1 | 11.2 | – | 35.3 |
| Total revenue | 578.8 | 933.0 | – | 1,511.8 |
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| Specialty | Chemicals | |||
|---|---|---|---|---|
| Canada | U.S. | Other | Total | |
| Revenue from sale of chemicals | 121.9 | 314.9 | 79.8 | 516.6 |
| Revenue from services | 1.4 | 2.1 | – | 3.5 |
| Total revenue | 123.3 | 317.0 | 79.8 | 520.1 |
18. SUPPLEMENTAL DISCLOSURE OF NON-CASH OPERATING WORKING CAPITAL CHANGES
| Three Months | Ended | Nine Months | Ended | |
|---|---|---|---|---|
| September 30 | September 30 | |||
| 2020 | 2019 | 2020 | 2019 | |
| Changes in non-cash operating working capital and other | ||||
| Trade and other receivables, and prepaids and deposits | (22.3) | 7.4 | 154.5 | 179.5 |
| Inventories | (12.9) | (7.4) | 11.0 | 53.6 |
| Trade and other payables and other liabilities | 61.2 | 42.5 | (85.4) | (136.7) |
| 26.0 | 42.5 | 80.1 | 96.4 |
19. REPORTABLE SEGMENT INFORMATION
Superior operates three operating segments: Canadian Propane Distribution, U.S. Propane Distribution and Specialty Chemicals. The Canadian Propane Distribution segment includes the Canadian retail business and wholesale business with operations in Canada and California. The U.S. Propane Distribution segment distributes propane gas and liquid fuels along the Eastern U.S., and into the Midwest and California.
Specialty Chemicals is a leading global supplier of sodium chlorate and technology to the pulp and paper industry and a regional supplier of chlor-alkali products in the U.S. Midwest and Western Canada.
Superior’s Chief Operating Decision Maker, the President, reviews the operating results, assesses performance, and makes capital allocation decisions with respect to the Canadian Propane Distribution, U.S. Propane Distribution and Specialty Chemicals businesses and the corporate office. Therefore, Superior has presented these as operating segments for financial reporting purposes in accordance with IFRS 8, Operating Segments .
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| Canadian | |||||
|---|---|---|---|---|---|
| Propane | U.S. Propane | Specialty | |||
| Three Months Ended September 30, 2020 | Distribution | Distribution | Chemicals | Corporate |
Total |
| Revenue | 144.6 | 112.2 | 142.6 | – | 399.4 |
| Cost ofsales (includes products and services) | (84.6) | (51.5) | (97.0) | – |
(233.1) |
| Gross profit | 60.0 | 60.7 | 45.6 | – | 166.3 |
| Expenses | |||||
| Depreciation included in selling, distribution and | |||||
| administrative costs | (10.0) | (17.4) | (1.8) | – |
(29.2) |
| Depreciation of right-of-use assets included in | |||||
| selling, distribution and administrative costs | (3.3) | (1.3) | (5.5) | (0.1) |
(10.2) |
| Amortization of intangible assets included in | |||||
| selling, distribution and administrative costs | (5.6) | (11.3) | (0.2) | (0.2) |
(17.3) |
| Selling, distribution and administrative costs | (40.1) | (68.3) | (29.6) | (8.2) |
(146.2) |
| Finance expense | (1.0) | (1.3) | (1.8) | (20.2) |
(24.3) |
| Gains on derivatives and foreign currency | |||||
| translationofborrowings | 1.0 | 2.0 | 1.0 | 23.6 | 27.6 |
| (59.0) | (97.6) | (37.9) | (5.1) |
(199.6) | |
| Earnings (loss) before income taxes | 1.0 | (36.9) | 7.7 | (5.1) | (33.3) |
| Income tax recovery | – | – | – | 11.9 | 11.9 |
| Net earnings (loss) for theperiod | 1.0 | (36.9) | 7.7 | 6.8 | (21.4) |
| Canadian | |||||
|---|---|---|---|---|---|
| Propane | U.S. Propane | Specialty | |||
| Nine Months Ended September 30, 2020 | Distribution | Distribution | Chemicals | Corporate |
Total |
| Revenue | 640.5 | 604.5 | 445.4 | – | 1,690.4 |
| Cost ofsales (includes products and services) | (354.7) | (254.1) | (296.3) | – |
(905.1) |
| Gross profit | 285.8 | 350.4 | 149.1 | – | 785.3 |
| Expenses | |||||
| Depreciation included in selling, distribution and | |||||
| administrative costs | (31.1) | (51.0) | (5.7) | (0.2) |
(88.0) |
| Depreciation of right-of-use assets included in | |||||
| selling, distribution and administrative costs | (8.5) | (3.8) | (16.2) | (0.2) |
(28.7) |
| Amortization of intangible assets included in | |||||
| selling, distribution and administrative costs | (16.2) | (30.2) | (0.8) | (0.2) |
(47.4) |
| Selling, distribution and administrative costs | (155.6) | (218.4) | (90.4) | (19.5) |
(483.9) |
| Finance expense | (3.4) | (4.2) | (5.7) | (66.9) |
(80.2) |
| Gains (losses) on derivatives and foreign currency | |||||
| translationofborrowings | 1.1 | (5.8) | (1.4) | (15.7) |
(21.8) |
| (213.7) | (313.4) | (120.2) | (102.7) |
(750.0) | |
| Earnings (loss) before income taxes | 72.1 | 37.0 | 28.9 | (102.7) | 35.3 |
| Income taxexpense | – | – | – | (37.8) | (37.8) |
| Net earnings (loss) for theperiod | 72.1 | 37.0 | 28.9 | (140.5) | (2.5) |
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| Canadian | U.S. | ||||
|---|---|---|---|---|---|
| Propane | Propane | Specialty | |||
| ThreeMonthsEnded September30,2019(i) | Distribution | Distribution | Chemicals | Corporate | Total |
| Revenue | 155.7 | 125.6 | 168.8 | – | 450.1 |
| Cost ofsales (includes products and services) | (80.5) | (65.5) | (109.1) | – | (255.1) |
| Gross profit | 75.2 | 60.1 | 59.7 | – | 195.0 |
| Expenses | |||||
| Depreciation included in selling, distribution and | |||||
| administrative costs | (10.5) | (16.6) | (2.0) | – |
(29.1) |
| Depreciation of right-of-use assets included in selling, | |||||
| distribution and administrative costs | (2.7) | (0.8) | (5.1) | – |
(8.6) |
| Amortization of intangible assets included in selling, | |||||
| distribution and administrative costs | (5.1) | (14.5) | (0.3) | – |
(19.9) |
| Selling, distribution and administrative costs | (54.4) | (71.1) | (31.4) | (5.3) |
(162.2) |
| Finance expense | (1.3) | (1.2) | (2.0) | (24.6) |
(29.1) |
| Losses on derivatives and foreign currency | |||||
| translationofborrowings | (6.8) | (7.8) | (0.6) | (12.7) | (27.9) |
| (80.8) | (112.0) | (41.4) | (42.6) | (276.8) | |
| Earnings (loss) before income taxes | (5.6) | (51.9) | 18.3 | (42.6) | (81.8) |
| Income tax recovery | – | – | – | 22.5 | 22.5 |
| Net earnings(loss)for theperiod | (5.6) | (51.9) | 18.3 | (20.1) | (59.3) |
(i) Restated the prior period to be comparable with the current period's presentation (see Note 2(b)).
| Canadian | U.S. | |||||
|---|---|---|---|---|---|---|
| Propane | Propane | Specialty | ||||
| Nine | MonthsEnded September30,2019(i) | Distribution | Distribution | Chemicals | Corporate | Total |
| Revenue | 783.0 | 728.8 | 520.1 | – | 2,031.9 | |
| Cost | ofsales (includes products and services) | (468.8) | (377.5) | (338.6) | – | (1,184.9) |
| Gross profit | 314.2 | 351.3 | 181.5 | – | 847.0 | |
| Expenses | ||||||
| Depreciation included in selling, distribution and | ||||||
| administrative costs | (29.8) | (45.4) | (5.8) | (0.1) |
(81.1) | |
| Depreciation of right-of-use assets included in selling, | ||||||
| distribution and administrative costs | (6.4) | (2.4) | (15.3) | (0.1) |
(24.2) | |
| Amortization of intangible assets included in selling, | ||||||
| distribution and administrative costs | (16.6) | (33.8) | (0.8) | – |
(51.2) | |
| Selling, distribution and administrative costs | (179.0) | (229.4) | (118.6) | (23.4) |
(550.4) | |
| Finance expense | (3.4) | (3.3) | (5.8) | (73.9) |
(86.4) | |
| Gains (losses) on derivatives and foreign currency | ||||||
| translationofborrowings | (13.5) | (11.9) | 1.9 | 33.9 | 10.4 | |
| (248.7) | (326.2) | (144.4) | (63.6) | (782.9) | ||
| Earnings (loss) before income taxes | 65.5 | 25.1 | 37.1 | (63.6) | 64.1 | |
| Income tax recovery | – | – | – | 3.9 | 3.9 | |
| Net earnings(loss)for theperiod | 65.5 | 25.1 | 37.1 | (59.7) | 68.0 |
(i) Restated the prior period to be comparable with the current period's presentation (see Note 2(b)).
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Net Working Capital, Total Assets, Total Liabilities and Purchase of Property, Plant and Equipment
| Canadian | U.S. |
||||
|---|---|---|---|---|---|
| Propane | Propane |
Specialty |
|||
| Distribution | Distribution | Chemicals | Corporate |
Total | |
| As at September 30, 2020 | |||||
| Net working capital(i) | 14.3 | (53.6) | 42.4 | (18.0) | (14.9) |
| Total assets | 1,048.1 | 1,823.7 | 782.1 | 117.4 | 3,771.3 |
| Total liabilities | 227.1 | 302.5 | 357.3 | 1,576.4 | 2,463.3 |
| As at December 31, 2019 | |||||
| Net working capital(i) | 42.0 | (0.4) | 56.9 | (48.6) | 49.9 |
| Total assets | 1,167.7 | 1,600.2 | 797.8 | 72.3 | 3,638.0 |
| Total liabilities | 295.1 | 268.8 | 338.8 | 1,696.3 | 2,599.0 |
| For the Three Months Ended September 30, 2020 | |||||
| Purchase of property, plant and equipment and | |||||
| intangible assets | 8.8 | 8.4 | 13.3 | 0.1 | 30.6 |
| For the Three Months Ended September 30, 2019 | |||||
| Purchase of property, plant and equipment and | |||||
| intangible assets | 17.8 | 7.7 | 15.5 | – | 41.0 |
| For the Nine Months Ended September 30, 2020 | |||||
| Purchase of property, plant and equipment and | |||||
| intangible assets | 27.9 | 25.7 | 31.3 | 1.0 | 85.9 |
| For the Nine Months Ended September 30, 2019 | |||||
| Purchase of property, plant and equipment and | |||||
| intangible assets | 33.9 | 24.6 | 25.9 | – | 84.4 |
(i) Net working capital is composed of trade and other receivables, prepaids and deposits, and inventories, less trade and other payables, contract liabilities and dividends payable.
20. GEOGRAPHICAL INFORMATION
| Total | ||||
|---|---|---|---|---|
| Canada | U.S. | Other | Consolidated | |
| Revenue for the three months ended September 30, 2020 | 138.4 | 236.0 | 25.0 | 399.4 |
| Revenue for the nine months ended September 30, 2020 | 583.0 | 1,030.9 | 76.5 | 1,690.4 |
| Property, plant and equipment as at September 30, 2020 | 602.5 | 760.3 | 38.1 | 1,400.9 |
| Right-of-use assets as at September 30, 2020 | 140.5 | 121.6 | 0.8 | 262.9 |
| Intangible assets as at September 30, 2020 | 147.0 | 289.4 | – | 436.4 |
| Goodwill as at September 30, 2020 | 325.8 | 878.9 | – | 1,204.7 |
| Total assets as atSeptember 30, 2020 | 1,455.9 | 2,254.0 | 61.4 | 3,771.3 |
| Revenue for the three months ended September 30, 2019(i) | 166.9 | 256.9 | 26.3 | 450.1 |
| Revenue for the nine months ended September 30, 2019(i) | 702.1 | 1,250.0 | 79.8 | 2,031.9 |
| Property, plant and equipment as at December 31, 2019 | 596.9 | 696.0 | 38.8 | 1,331.7 |
| Right-of-use assets as at December 31, 2019 | 146.0 | 97.1 | 0.8 | 243.9 |
| Intangible assets as at December 31, 2019 | 152.3 | 236.5 | – | 388.8 |
| Goodwill as at December 31, 2019 | 325.8 | 755.1 | – | 1,080.9 |
| Total assets as at December 31,2019 | 1,562.3 | 2,021.5 | 54.2 | 3,638.0 |
(i) Restated the prior period to be comparable with the current period's presentation (see Note 2(b)).
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2020 Third Quarter Results
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21. SUBSEQUENT EVENTS
On October 15, 2020, Superior acquired all of the equity interests of a Southern California propane distribution company, operating under the tradename, Central Coast Propane (“Central Coast”), for total consideration of approximately US$12.9 million (C$16.8 million). The purchase price was paid primarily with cash from Superior’s credit facility. Central Coast is a retail distributor delivering approximately 5.0 million litres of propane to approximately 2,800 residential and commercial customers in Southern California.
On October 27, 2020, Superior acquired the assets of a retail propane distribution company, operating under the tradename, Petro Home Services (“Petro”), for total consideration of approximately US$6.1 million (C$8.1 million). The purchase price was paid primarily with cash from Superior’s credit facility. Petro is a retail distributor delivering approximately 11.0 million litres of propane annually to 11,000 customers in North Carolina, South Carolina, Georgia and Tennessee.
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2020 Third Quarter Results
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