George Weston Limited Reports a 6.4% Increase in Adjusted EPS(1) and a 118.7% Increase in Basic EPS for the Second Quarter of 2015(2).

TORONTO, July 31, 2015 /CNW/ - George Weston Limited (TSX: WN) ("GWL" or the "Company") today announced its consolidated unaudited results for the 12 weeks ended June 20, 2015.

GWL's 2015 Second Quarter Report to Shareholders has been filed with SEDAR and is available at sedar.com and in the Investor Centre section of the Company's website at weston.ca.

"We are pleased with George Weston Limited's performance in the second quarter of 2015. We remain focused on delivering stable long term growth and profitability and creating long term value for shareholders", said W. Galen Weston, Executive Chairman, George Weston Limited.

Pavi Binning, President, George Weston Limited, commented that "In the second quarter, Loblaw continued to execute against its strategic framework, delivering solid results in both food and drug retail. Weston Foods delivered sales growth and results in line with expectations which reflected the impact of increased capital and incremental investments in targeted areas".

CONSOLIDATED RESULTS OF OPERATIONS
GWL's second quarter 2015 adjusted basic net earnings per common share⁽¹⁾ increased to $1.33 from $1.25 in the same period in 2014. The increase of $0.08 was primarily due to an improvement in operating performance at Loblaw Companies Limited ("Loblaw"), partially offset by a decline in operating performance at Weston Foods.

Basic net earnings per common share increased by $2.03 to $0.32 compared to the same period in 2014, and included the favourable year-over-year impact of the following significant prior year inventory items:

• a charge incurred in the second quarter of 2014 of $622 million ($1.63 per common share) related to the fair value increment on the acquired inventory sold associated with the acquisition of Shoppers Drug Mart Corporation ("Shoppers Drug Mart"); and
• a charge incurred in the second quarter of 2014 of $190 million ($0.49 per common share) related to inventory measurement and other conversion differences associated with the implementation of a perpetual inventory system at Loblaw.
  
  
  

For a complete list of items that impacted basic net earnings per common share but that are excluded from adjusted basic net earnings per common share⁽¹⁾, see the "Non-GAAP Financial Measures" section of this News Release.

REPORTABLE OPERATING SEGMENTS

Sales  Weston Foods sales in the second quarter of 2015 were $464 million, an increase of $33 million, or 7.7% compared to the same period in 2014. Foreign currency translation positively impacted sales by approximately 5.7%. Excluding the impact of foreign currency translation, sales increased by 2.0% primarily due to the combined positive impact of pricing and changes in sales mix, as volumes remained relatively flat. Volumes in the second quarter of 2015 were negatively impacted by the timing of Easter.

EBITDA⁽¹⁾  Weston Foods EBITDA⁽¹⁾ in the second quarter of 2015 was $57 million, a decrease of $4 million compared to the same period in 2014, primarily due to a decline in underlying operating performance, partially offset by the favourable year-over-year impacts of restructuring and other charges and the fair value adjustment of commodity derivatives.

Adjusted EBITDA⁽¹⁾ in the second quarter of 2015 was $58 million, a decrease of $9 million compared to the same period in 2014. The decline in adjusted EBITDA⁽¹⁾ was primarily due to new plant costs, investments in capabilities and innovation and higher input costs, partially offset by higher pricing.

Operating Income  Weston Foods operating income in the second quarter of 2015 was $38 million, a decrease of $7 million compared to the same period in 2014. Adjusted operating income⁽¹⁾ in the second quarter of 2015 was $39 million, a decrease of $12 million compared to the same period in 2014.

In addition to the factors described above impacting EBITDA⁽¹⁾ and adjusted EBITDA⁽¹⁾, the decline in both operating income and adjusted operating income⁽¹⁾ was also driven by an increase in depreciation and amortization of $3 million in the second quarter of 2015 due to investments in capital.

Sales  Loblaw sales in the second quarter of 2015 were $10,535 million, an increase of $228 million compared to the same period in 2014, primarily driven by Retail sales. Retail sales increased by $221 million or 2.2% compared to the same period in 2014 and included food retail (Loblaw) sales of $7,629 million and drug retail (Shoppers Drug Mart) sales of $2,689 million, representing increases of $141 million, or 1.9% and $80 million, or 3.1%, respectively. Food retail same-store sales growth was 2.1% (2014 - 1.8%) and the food retail average quarterly internal food price index was higher than (2014 - in line with) the average quarterly national food price inflation of 3.9% (2014 - 2.5%) as measured by the Consumer Price Index for Food Purchased from Stores⁽⁵⁾. Drug retail same-store sales growth was 3.8% (2014 - 2.5%).

In the last twelve months, there was no change to Retail net square footage. Excluding the divestitures required pursuant to a Consent Agreement with the Competition Bureau, net square footage increased by 0.3 million square feet, or 0.4%.

In 2014, Loblaw restructured its fee arrangements with the franchisees of certain franchise banners. The revised arrangements are expected to result in an annual reduction of Retail sales and gross profit of approximately $150 million, with a corresponding decrease in selling, general and administrative expenses ("SG&A"). In the second quarter of 2015, this restructuring had a negative impact of $33 million to Retail sales and gross profit with an offsetting positive impact to SG&A.

Retail Gross Profit  Loblaw Retail gross profit in the second quarter of 2015 was $2,711 million, an increase of $871 million compared to the same period in 2014. The increase in Retail gross profit was driven by higher sales, as described above, an increase in Retail gross profit percentage and included the favourable year-over-year net impact of the following:

• the prior year charge of $622 million related to the recognition of the fair value increment on the acquired Shoppers Drug Mart inventory sold;
• the prior year charge of $190 million related to inventory measurement and other conversion differences associated with the implementation of a perpetual inventory system at Loblaw; partially offset by
• a charge of $8 million related to apparel inventory in the second quarter of 2015.

Excluding the favourable year-over-year net impact of the items noted above, Retail gross profit increased by $67 million to $2,719 million compared to the same period in 2014, driven by higher sales and an increase in Retail gross profit percentage of 10 basis points to 26.4%. The increase in Retail gross profit percentage included a 30 basis point negative impact from the restructuring of certain franchise fee arrangements, as described above. After excluding this negative impact, Retail gross profit percentage was 26.7% compared to 26.3% in 2014. The increase was primarily driven by the achievement of operational synergies.

EBITDA⁽¹⁾  Loblaw EBITDA⁽¹⁾ in the second quarter of 2015 was $780 million, an increase of $854 million compared to the same period in 2014, primarily driven by an improvement in underlying operating performance and the favourable year-over-year impact of the prior year inventory items previously described.

Loblaw adjusted EBITDA⁽¹⁾ in the second quarter of 2015 was $855 million, an increase of $63 million compared to the same period in 2014, driven by an increase in Retail gross profit (excluding the prior year inventory items previously described), partially offset by an increase in Retail SG&A which included the positive impact of the restructuring of certain franchise fee arrangements. Excluding this positive impact, Retail SG&A increased by $35 million compared to the same period in 2014 and SG&A percentage was flat. The increase in SG&A was due to higher store and store support costs, primarily driven by higher sales volumes and the impact of franchise consolidation. These costs were partially offset by lower charges related to the transition of certain food retail stores to more cost effective and efficient operating terms under collective agreements, efficiencies achieved in food retail supply chain, administration and information technology ("IT"), and positive changes in the value of Loblaw's investments in its franchise business.

Operating Income  Loblaw operating income in the second quarter of 2015 was $411 million, an increase of $869 million compared to the same period in 2014. Loblaw adjusted operating income⁽¹⁾ in the second quarter of 2015 was $610 million, an increase of $77 million compared to the same period in 2014.

In addition to the factors described above impacting EBITDA⁽¹⁾ and adjusted EBITDA⁽¹⁾, the increase in both operating income and adjusted operating income⁽¹⁾ in the second quarter of 2015 included a decrease in Retail depreciation and amortization of $14 million. The decrease in Retail depreciation and amortization was driven by the change in the estimated useful life of certain IT systems, as disclosed in the first quarter of 2015, as well as lower IT and supply chain depreciation.

NET INTEREST EXPENSE AND OTHER FINANCING CHARGES
In the second quarter of 2015, net interest expense and other financing charges decreased by $19 million to $140 million compared to the same period in 2014. The decrease was primarily due to the favourable year-over-year impacts of the fair value adjustment of the Trust Unit Liability and the accelerated amortization of deferred financing charges, partially offset by the unfavourable year-over-year impact of the fair value adjustment of the forward sale agreement for 9.6 million Loblaw common shares.

Adjusted net interest expense and other financing charges⁽¹⁾ were $140 million, an increase of $4 million compared to the same period in 2014. The increase was primarily driven by higher interest on long term debt, as a result of debt issuances by Choice Properties to third parties and GWL's issuance of a $200 million medium term note, and the timing of the distributions declared by Choice Properties Real Estate Investment Trust ("Choice Properties") on its Trust Units relative to the Company's reporting period. This increase was partially offset by a reduction in interest on long term debt as a result of repayments on Loblaw's unsecured term loan facility, which was obtained in connection with the acquisition of Shoppers Drug Mart ("Acquisition Term Loan").

INCOME TAXES
In the second quarter of 2015, the government of Alberta announced an increase to the provincial corporate income tax rate from 10% to 12%. The increase was effective July 1, 2015, but was enacted on June 19, 2015. As a result, the Company recorded a charge of $45 million related to the re-measurement of deferred tax liabilities.

Income tax expense for the second quarter of 2015 was $129 million and the effective tax rate was 45.6%. Income tax recovered for the second quarter of 2014 was $145 million and the effective tax rate was 24.1%. The increase in the effective tax rate was primarily attributable to the increase in deferred tax expense as a result of the increase in the Alberta statutory corporate income tax rate, as described above.

Adjusted income tax expense⁽¹⁾ for the second quarter of 2015 was $138 million and the adjusted income tax rate⁽¹⁾ was 27.1%. Adjusted income tax expense⁽¹⁾ for the second quarter of 2014 was $117 million and the adjusted income tax rate⁽¹⁾ was 26.1%. The current tax impact of the increase in the Alberta statutory corporate income tax rate on the adjusted income tax expense⁽¹⁾ was partially offset by a decrease in certain non-deductible items.

ADJUSTED DEBT⁽¹⁾
During the second quarter of 2015, adjusted debt⁽¹⁾ decreased by $309 million from the first quarter of 2015, primarily driven by net repayments on Loblaw's unsecured term loan facilities, partially offset by net borrowings on Choice Properties' senior unsecured committed credit facility. The Company's adjusted debt⁽¹⁾ to rolling year adjusted EBITDA⁽¹⁾ was 2.9x in the second quarter of 2015 compared to 4.4x in the same period in 2014.

Loblaw has decreased its adjusted debt⁽¹⁾ balance by $1,345 million since its acquisition of Shoppers Drug Mart, leaving only $355 million of further reduction to achieve its debt target.

SYNERGIES
In the second quarter of 2015, Loblaw realized net synergies of approximately $53 million (2014 - $8 million), generated primarily from improved cost of inventories sold and purchasing efficiencies in goods not for resale.

Total net synergies achieved since the closing of the acquisition were $198 million. Loblaw expects to achieve annualized synergies of $300 million (net of related costs) in the third year following the close of the acquisition of Shoppers Drug Mart.

OUTLOOK⁽²⁾

The outlook reflects the underlying operating performance of the Company's operating segments as discussed below.

For full year 2015, Weston Foods expects a decline in adjusted operating income⁽¹⁾ due to the costs associated with capital investments, incremental investments in innovation and capabilities and higher input costs. This decline will be partially offset by the positive impact of pricing, volume growth and productivity improvements. On an equivalent 52-week basis, management continues to expect the decline in adjusted operating income⁽¹⁾ to be greater in the first half of the year than in the second half, primarily driven by performance in the fourth quarter.

Loblaw's strategic framework is focused on delivering the best in food, best in health and beauty, operational excellence and growth. This strategic framework is supported by a financial strategy of maintaining a stable trading environment that targets positive same-store sales and stable gross margin; surfacing efficiencies; delivering synergies as a result of its acquisition of Shoppers Drug Mart; and deleveraging the balance sheet. Consistent with its previous outlook, on a full year comparative basis reflecting 2014 financial results for Loblaw and Shoppers Drug Mart, in 2015 Loblaw expects to:

• maintain positive same-store sales and stable gross margin (excluding synergies) in Retail;
• achieve net synergies as a result of the acquisition of Shoppers Drug Mart slightly exceeding $200 million;
• continue to drive net efficiencies across the food retail business by achieving reductions in supply chain, administrative functions and IT, while still investing in key areas, like eCommerce;
• grow adjusted operating income⁽¹⁾ in its food retail business, excluding synergies, and experience a decline in adjusted operating income⁽¹⁾ in its drug retail business, excluding synergies, as a result of investments in key projects and other factors;
• grow consolidated adjusted net earnings available to common shareholders⁽¹⁾ (including synergies) relative to 2014, however not at the same level achieved in the first half of 2015;
• invest approximately $1,200 million in capital expenditures; and
• achieve its deleveraging target in 2015.

Loblaw's expectations for 2015 also include the following:

• competitive intensity expected to remain high, but relatively stable as industry square footage growth in supermarket-type merchandise moderates; and
• continued pressure in our drug retail business from the ongoing impact of healthcare reform.

DECLARATION OF QUARTERLY DIVIDENDS
Subsequent to the end of the second quarter of 2015, the Company's Board of Directors declared a quarterly dividend on GWL Common Shares, Preferred Shares, Series I, Preferred Shares, Series III, Preferred Shares, Series IV and Preferred Shares, Series V payable as follows:

FORWARD-LOOKING STATEMENTS
This News Release contains forward-looking statements about the Company's objectives, plans, goals, aspirations, strategies, financial condition, results of operations, cash flows, performance, prospects and opportunities. Specific forward-looking statements in this News Release include, but are not limited to, statements with respect to the Company's anticipated future results, events and plans, synergies and other benefits associated with the acquisition of Shoppers Drug Mart, debt reduction targets, and planned capital investments. These specific forward-looking statements are contained throughout this News Release including, without limitation, in the "Outlook" section of this News Release. Forward-looking statements are typically identified by words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "strive", "will", "may", "on-track", "maintain", "achieve", "grow", and "should" and similar expressions, as they relate to the Company and its management.

Forward-looking statements reflect the Company's current estimates, beliefs and assumptions, which are based on management's perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. The Company's expectation of operating and financial performance in 2015 is based on certain assumptions including assumptions about sales and volume growth, anticipated cost savings, operating efficiencies, and continued growth from current initiatives. The Company's estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and as such, are subject to change. The Company can give no assurance that such estimates, beliefs and assumptions will prove to be correct.

Numerous risks and uncertainties could cause the Company's actual results to differ materially from those expressed, implied or projected in the forward-looking statements, including those described in the "Enterprise Risks and Risk Management" section of the Management's Discussion and Analysis ("MD&A") in the Company's 2014 Annual Report, the "Enterprise Risks and Risk Management" section of the MD&A included in the Company's 2015 Second Quarter Report to Shareholders and the Company's Annual Information Form ("AIF") for the year ended December 31, 2014. Such risks and uncertainties include:

• failure by Loblaw to realize the anticipated strategic benefits or operational, competitive and cost synergies following the acquisition of Shoppers Drug Mart;
• failure by Loblaw to reduce indebtedness associated with the acquisition of Shoppers Drug Mart to bring leverage ratios to a level consistent with investment grade ratings;
• failure to realize benefits from investments in the Company's IT systems, including the Company's IT systems implementation, or unanticipated results from these initiatives;
• failure to realize anticipated results, including revenue growth, anticipated cost savings or operating efficiencies from the Company's major initiatives, including those from restructuring;
• the inability of the Company's IT infrastructure to support the requirements of the Company's business;
• changes in Loblaw's estimate of inventory cost as a result of its IT system upgrade;
• changes to the regulation of generic prescription drug prices and the reduction of reimbursements under public drug benefit plans and the elimination or reduction of professional allowances paid by drug manufacturers;
• failure to achieve desired results in labour negotiations, including the terms of future collective bargaining agreements which could lead to work stoppages;
• heightened competition, whether from current competitors or new entrants to the marketplace;
• changes in economic conditions, including the rate of inflation or deflation, changes in interest and currency exchange rates and derivative and commodity prices;
• changes in the Company's income, capital, commodity, property and other tax and regulatory liabilities including changes in tax laws, regulations or future assessments;
• the risk that the Company will be unsuccessful in any material litigation, class action, or regulatory proceeding;
• the inability of the Company to manage inventory to minimize the impact of obsolete or excess inventory and to control shrink;
• the risk that the Company would experience a financial loss if its counterparties fail to meet their obligations in accordance with the terms and conditions of their contracts with the Company; and
• the inability of Loblaw to collect on and fund its credit card receivables.

This is not an exhaustive list of the factors that may affect the Company's forward-looking statements. Other risks and uncertainties not presently known to the Company or that the Company presently believes are not material could also cause actual results or events to differ materially from those expressed in its forward-looking statements. Additional risks and uncertainties are discussed in the Company's materials filed with the Canadian securities regulatory authorities from time to time, including without limitation, the section entitled "Operating and Financial Risks and Risk Management" in the Company's AIF for the year ended December 31, 2014. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect the Company's expectations only as of the date of this News Release. Except as required by law, the Company does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

NON-GAAP FINANCIAL MEASURES
The Company uses the following non-GAAP financial measures: EBITDA, adjusted EBITDA and adjusted EBITDA margin, adjusted operating income and adjusted operating margin, adjusted net earnings attributable to shareholders of the Company, adjusted basic net earnings per common share, adjusted debt and adjusted debt to rolling year adjusted EBITDA. In addition to these items, the following measures are used by management in calculating adjusted basic net earnings per common share: adjusted net interest expense and other financing charges, adjusted income taxes, adjusted income tax rate and adjusted net earnings available to common shareholders of the Company. The Company believes these non-GAAP financial measures provide useful information to both management and investors in measuring the financial performance of the Company for the reasons outlined below.

Management uses these and other non-GAAP financial measures to exclude the impact of certain expenses and income that must be recognized under GAAP when analyzing consolidated and segment underlying operating performance. The excluded items are not necessarily reflective of the Company's underlying operating performance and make comparisons of underlying financial performance between periods difficult. From time to time, the Company may exclude additional items if it believes doing so would result in a more effective analysis of underlying operating performance. The exclusion of certain items does not imply that they are non-recurring.

These measures do not have a standardized meaning prescribed by GAAP and therefore they may not be comparable to similarly titled measures presented by other publicly traded companies, and they should not be construed as an alternative to other financial measures determined in accordance with GAAP.

EBITDA, Adjusted EBITDA and Adjusted Operating Income  The Company believes adjusted EBITDA is useful in assessing the underlying operating performance of the Company's ongoing operations and in assessing the Company's ability to generate cash flows to fund its cash requirements, including its capital investment program and debt reduction objectives. The Company believes adjusted operating income is also useful in assessing the Company's underlying operating performance and in making decisions regarding the ongoing operations of its business.

The following table reconciles EBITDA, adjusted EBITDA and adjusted operating income to operating income (loss), which is reconciled to GAAP net earnings (loss) attributable to shareholders of the Company reported for the periods ended as indicated.

The following items impacted operating income in the second quarters of 2015 and 2014:

Amortization of intangible assets acquired with Shoppers Drug Mart The acquisition of Shoppers Drug Mart in the second quarter of 2014 included approximately $6 billion of definite life intangible assets, which are being amortized over their estimated useful lives. In the second quarter of 2015, $124 million (2014 - $125 million) of amortization was recognized in operating income. Loblaw expects to recognize annual amortization of approximately $550 million associated with the acquired intangible assets over the next nine years and decreasing thereafter.

Restructuring and other charges  The Company continuously evaluates strategic and cost reduction initiatives related to its store infrastructure, manufacturing assets, distribution networks and administrative infrastructure with the objective of ensuring a low cost operating structure. Restructuring activities related to these initiatives are ongoing. In the second quarter of 2015, Loblaw recorded $54 million (2014 - nil) of restructuring and other charges. Of this amount, $45 million related to a restructuring plan to close 52 unprofitable retail locations across a range of banners and formats, which included $30 million for severance and lease termination costs and $15 million for asset impairments associated with these retail locations. The additional $9 million of restructuring charges was related to store support restructuring activities.

Fixed asset and other related impairments, net of recoveries  At each balance sheet date, the Company assesses and, when required, records impairments and recoveries of previous impairments related to the carrying value of its fixed assets, investment properties and intangible assets. In the second quarter of 2015, Loblaw recorded a net charge of $4 million (2014 - $2 million) related to fixed assets and other related impairments.

Charge related to apparel inventory  In the second quarter of 2015, Loblaw entered into an agreement to liquidate certain older Canadian apparel inventory in the U.S., and recorded a charge of $8 million (2014 - nil).

Fair value adjustment of derivatives  The Company is exposed to commodity price and U.S. dollar exchange rate fluctuations primarily as a result of purchases of certain raw materials, fuels and utilities. In accordance with the Company's commodity risk management policy, the Company enters into commodity and foreign currency derivatives to reduce the impact of price fluctuations in forecasted raw material and fuel purchases over a specified period of time. These derivatives are not acquired for trading or speculative purposes. Pursuant to the Company's derivative instruments accounting policy, certain changes in fair value, which include realized and unrealized gains and losses related to future purchases of raw materials and fuel, are recorded in operating income. In the second quarter of 2015, Weston Foods recorded a charge of $1 million (2014 - $3 million), and Loblaw recorded a charge of $9 million (2014 - nil) related to the fair value adjustment of commodity and foreign currency derivatives. Despite the impact of accounting for these commodity and foreign currency derivatives on the Company's reported results, the derivatives have the economic impact of largely mitigating the associated risks arising from price and exchange rate fluctuations in the underlying commodities.

Shoppers Drug Mart acquisition costs In the second quarter of 2014, Loblaw incurred $52 million of acquisition-related costs.

Recognition of the fair value increment on inventory sold  In connection with the acquisition of Shoppers Drug Mart, acquired assets and liabilities were recorded on the Company's consolidated balance sheet at their fair value. This resulted in a fair value adjustment to Shoppers Drug Mart inventory on the date of acquisition of $798 million representing the difference between inventory cost and its fair value. In the second quarter of 2014, $622 million was recognized in gross profit and operating income.

Charge related to inventory measurement and other conversion differences  As of the end of 2014, Loblaw had completed the conversion of substantially all of its corporate grocery locations and associated distribution centres to the new IT systems. The implementation of a perpetual inventory system, combined with visibility to integrated costing information provided by the new IT systems, enabled Loblaw to estimate the cost of inventory using a more precise system-generated average cost. This impact was estimated to be a decrease of $190 million in the value of the inventory, which was recognized in gross profit and operating income in the second quarter of 2014. Loblaw is undertaking the conversion of its remaining grocery locations during 2015 and additional impacts may result. In 2015, no additional cost has been recognized in gross profit and operating income.

Foreign currency translation The Company's consolidated financial statements are expressed in Canadian dollars. A portion of the Company's (excluding Loblaw's) net assets are denominated in U.S. dollars and as a result, the Company is exposed to foreign currency translation gains and losses. The impact of foreign currency translation on a portion of the U.S. dollar denominated net assets, primarily cash and cash equivalents and short term investments held by foreign operations, is recorded in operating income and the associated tax, if any, is recorded in income taxes. In the second quarter of 2015, a foreign currency translation loss of $26 million (2014 - $29 million) was recorded in operating income as a result of the depreciation of the U.S. dollar relative to the Canadian dollar. An income tax recovery of $3 million (2014 - nil) was also recorded associated with this foreign currency translation loss.

Adjusted Net Interest Expense and Other Financing Charges The Company believes adjusted net interest expense and other financing charges is useful in assessing the ongoing net financing costs of the Company.

The following table reconciles adjusted net interest expense and other financing charges to GAAP net interest expense and other financing charges reported for the periods ended as indicated.

In addition to certain items described in the "EBITDA, Adjusted EBITDA and Adjusted Operating Income" section above, the following items impacted net interest expense and other financing charges in the second quarters of 2015 and 2014:

Fair value adjustment of the Trust Unit liability The Company is exposed to market price fluctuations as a result of the Choice Properties Trust Units held by unitholders other than the Company. These Trust Units are presented as a liability on the Company's consolidated balance sheets as they are redeemable for cash at the option of the holder, subject to certain restrictions. This liability is recorded at fair value at each reporting period based on the market price of Trust Units at the end of each period. In the second quarter of 2015, the Company recorded a gain of $22 million (2014 - loss of $6 million) in net interest expense and other financing charges related to the fair value adjustment of the Trust Unit liability as a result of the changes in the market price of Trust Units. An increase (decrease) in the market price of Trust Units results in a charge (income) to net interest expense and other financing charges.

Fair value adjustment of the forward sale agreement for 9.6 million Loblaw common shares  The fair value adjustment of the forward sale agreement for 9.6 million Loblaw common shares is non-cash and is included in net interest expense and other financing charges. The adjustment is determined by changes in the value of the underlying Loblaw common shares. In the second quarter of 2015, a charge of $14 million (2014 - $3 million) was recorded in net interest expense and other financing charges as a result of the changes in the market price of Loblaw common shares. An increase (decrease) in the market price of Loblaw common shares results in a charge (income) to net interest expense and other financing charges.

Accelerated amortization of deferred financing costs  In the second quarter of 2015, Loblaw recorded a charge of $8 million (2014 - $14 million) related to the accelerated amortization of deferred financing costs due to the repayment of $662 million (2014 - $1.6 billion) of its Acquisition Term Loan.

Adjusted Income Taxes and Adjusted Income Tax Rate The Company believes the adjusted income tax rate applicable to adjusted earnings before taxes is useful in assessing the underlying operating performance of its business.

The following table reconciles the effective income tax rate applicable to adjusted earnings before taxes to the GAAP effective income tax rate applicable to earnings before taxes as reported for the periods ended as indicated.

In addition to certain items described in the "EBITDA, Adjusted EBITDA and Adjusted Operating Income" and "Adjusted Net Interest Expense and Other Financing Charges" sections above, the following item impacted income taxes and the effective income tax rate in the second quarter of 2015:

Provincial income tax rate change  In the second quarter of 2015, the government of Alberta announced an increase to the provincial corporate income tax rate from 10% to 12%. The increase was effective July 1, 2015, but was enacted on June 19, 2015. As a result, the Company recorded a charge of $45 million related to the re-measurement of deferred tax liabilities.

Adjusted Basic Net Earnings per Common Share and Adjusted Net Earnings  The Company believes adjusted basic net earnings per common share and adjusted net earnings are useful in assessing the Company's underlying operating performance and in making decisions regarding the ongoing operations of its business.

The following table reconciles adjusted basic net earnings per common share and adjusted net earnings to GAAP basic net earnings (loss) per common share reported for the periods ended as indicated.

Adjusted Debt  The Company believes adjusted debt is useful in assessing the amount of financial leverage employed by the Company. In the table below, the Company has presented adjusted debt as at March 28, 2014, the date of acquisition of Shoppers Drug Mart, as this is the baseline for the Company's debt reduction target.

The following table reconciles adjusted debt, used in the adjusted debt to rolling year adjusted EBITDA ratio, to GAAP measures reported as at the periods ended as indicated.

SELECTED FINANCIAL INFORMATION

The following includes selected unaudited quarterly financial information which is prepared by management in accordance with International Financial Reporting Standards ("IFRS") and is based on the Company's 2015 Second Quarter Report to Shareholders. This financial information does not contain all disclosures required by IFRS, and accordingly, this financial information should be read in conjunction with the Company's 2014 Annual Report and 2015 Second Quarter Report to Shareholders available in the Investor Centre section of the Company's website at www.weston.ca.

Condensed Consolidated Statements of Earnings

Condensed Consolidated Balance Sheets

Condensed Consolidated Statements of Cash Flows

2015 SECOND QUARTER REPORT TO SHAREHOLDERS
The Company's 2014 Annual Report and 2015 Second Quarter Report to Shareholders are available in the Investor Centre section of the Company's website at www.weston.ca and have been filed with SEDAR and are available online at www.sedar.com.

INVESTOR RELATIONS
Shareholders, security analysts and investment professionals should direct their requests to Mr. Geoffrey H. Wilson, Senior Vice President, Investor Relations, Business Intelligence and Communications, at the Company's Executive Office or by e-mail at investor@weston.ca.

Additional financial information has been filed electronically with various securities regulators in Canada through SEDAR. This News Release includes selected information on Loblaw Companies Limited, a public company with shares trading on the Toronto Stock Exchange. For information regarding Loblaw, readers should also refer to the materials filed by Loblaw with SEDAR from time to time. These filings are also maintained at Loblaw's corporate website at www.loblaw.ca.

CONFERENCE CALL AND WEBCAST PRESENTATION
George Weston Limited will host a conference call as well as an audio webcast on Friday, July 31, 2015 at 9:00 a.m. (EST). To access via tele-conference, please dial (647) 427-7450. The playback will be available two hours after the event at (416) 849-0833, passcode:  76091741#. To access via audio webcast, please visit the Investor Centre section of www.weston.ca. Pre-registration will be available.

SOURCE George Weston Limited