WWAV WhiteWave Foods Presents at Deutsche Bank Consumer Conference 6.14.2016

dbAccess
Global Consumer
Conference
June 14, 2016
Chairman & Chief Executive Officer
Presenters
Gregg Engles
Blaine McPeak
Chief Operating Officer
Bernard Deryckere
President, Europe Foods & Beverages
Greg Christenson
Executive Vice President & Chief Financial Officer
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dbAccess Global Consumer Conference 2016 / 3
Forward-looking statements
This presentation contains forward-looking statements that are made in reliance on the safe harbor provision of the Private
Securities Litigation Reform Act of 1995, including statements relating to (1) our financial forecasts for the second quarter and full
year 2016, including projected net sales, operating income, and earnings per share, and other financial assumptions on the
Reaffirming guidance slide, (2) our branding and marketing initiatives, (3) our innovation and research and development plans, (4)
our growth plans and anticipated capital expenditures, (5) the financial impact of currency exchange rates, (6) the expected success
of our product and geographic expansion plans and expected ability to capitalize on consumer trends, and other statements that
begin with words such as believe, expect, forecast or anticipate. These statements involve risks and uncertainties that may
cause results to differ materially from those set forth in this presentation. Financial projections are based on a number of
assumptions, and actual results could be materially different than projected if those assumptions are erroneous. Sales, operating
income, net income, financial performance and earnings per share can vary based on a variety of economic, governmental and
competitive factors, including those more fully described in our 2015 Form 10-K filed with the SEC on February 29, 2016 and in our
quarterly reports on Form 10-Q. Our ability to profit from our branding initiatives depends on a number of factors including consumer
acceptance of our products. Our growth plans depend, in part, on our ability to innovate successfully and on a cost-effective basis,
and expand into new geographies. Our financial outlook for 2016 may be impacted by our ability to expand internal production and
warehousing capacity, our ability to benefit from our SAP implementation in our Fresh Foods business and the amount of additional
investments and profit/loss in our China joint venture. All forward-looking statements in this presentation speak only as of the date
of this presentation. We expressly disclaim any obligation or undertaking to publicly update or revise any such statement to reflect
any change in our expectations or the events, conditions or circumstances on which any such statement is based.
Certain non-GAAP historical and pro forma financial measures contained in this presentation, including net sales, diluted earnings
per share and operating income are from continuing operations and have been adjusted to eliminate the net expense or net gain
related to certain items identified in our earnings press releases. A full reconciliation of these measures calculated according to
GAAP and on an adjusted basis is contained within the enclosed appendix.
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Changing
the way the
world eats
for the better
Better food
Better insights
Better innovation
Better brands
Better results
Better world
Strong growth momentum

Net sales*
Operating income*
($MM)
($MM / % Margin)
+29%
+19%
GROWTH
$375
GROWTH
$3,867
$304
$3,437
9.7%
8.8%
$2,306
$2,542
$209
$173
8.2%
7.5%
2012
2013
2014
2015
2012
2013
2014
2015
*Net sales is presented on a pro forma adjusted basis for 2012 and on an adjusted basis for 2015; Operating income is presented on a pro forma adjusted basis for 2012 and on an adjusted basis for 2013, 2014 and
2015. See appendix for reconciliations of non-GAAP financial measures to GAAP financial measures
Large & leading branded platforms

AMERICAS PLANT-BASED
FOODS AND BEVERAGES
EUROPE PLANT-BASED
FOODS AND BEVERAGES
PREMIUM DAIRY
$920MM
$533MM
$758MM
2015 net sales
2015 net sales
2015 net sales
#1POSITION
BRAND
#1POSITION
BRAND
#1POSITION
BRAND
#1POSITION
BRAND
#1
BRAND
POSITION
FRESH FOODS
COFFEE CREAMERS
AND BEVERAGES
$566MM $1,090MM*
2015 net sales
2015 net sales
#1POSITION
BRAND
#2 POSITION
BRAND
#1
BRAND
POSITION
#1 POSITION
BRAND
Source: Brand positions for Silk, So Delicious, Horizon Organic, Earthbound Farm and International Delight are as of xAOC L52 weeks 4.30.2016; Brand position for Land OLakes is for branded half and half creamers
as of xAOC L52 weeks 4.30.2016; Brand position for Wallaby is SPINS L52 weeks ended 4.30.2016 & Vega is xAOC L4 weeks as of 4.30.2016; Brand position for Alpro is Nielsen MAT P12 2015
*Sales represents all coffee creamers and beverages including Land O Lakes, So Delicious and Silk creamers
Participating in large & growing categories

US ORGANIC FOODS
& BEVERAGES
US COFFEE &
COFFEE CREAMERS
US & EU DAIRY &

DAIRY ALTERNATIVES
US NUTRITIONALS
$39BN
$14BN
$91BN
$9BN
$2.4BN $1.2BN
$4.8BN
US
organic
dairy
US organic
package
salad
+8% +15%
CAGR
CAGR
$1.8BN $1.4BN $3.3BN $2.8BN
US coffee
creamers &
beverages
US plantbased foods &

beverages
+6%
+11% +17% +11% +7%
CAGR
CAGR
EU plantbased foods &

beverages
CAGR
US
protein
powders
CAGR
US
protein
bars
CAGR
Note: CAGRs from 2012-2015 except for US nutritional CAGRs are 2009-2014; Category size for US organic, US & EU dairy & dairy alternatives, US coffee & coffee creamers are calendar year ended 2015, US
nutritionals are calendar year ended 2014. Source: Category size for US organic from Organic Trade Association 2015, US Coffee & Coffee Creamers from Nielsen xAOC; US & EU Dairy & Dairy Alternatives from xAOC;
US nutritionals from Euromonitor; Narrow category definitions and CAGRs from Nielsen xAOC and Euromonitor
Significant upside potential in household penetration

US ORGANIC
MILK
15%
US ORGANIC
PACKAGED SALAD
US PLANT-BASED
BEVERAGES
29%
32%
EUROPE PLANTBASED BEVERAGES
US REFRIGERATED
FLAVORED COFFEE
CREAMERS
36%
13%
Source: Household penetration IRI and Nielsen Panel Data for the last 52 weeks ended 12.26.2015; Europe penetration based on Companys estimates utilizing Alpro EU4 brand share
Consumer aligned portfolio

Health &
wellness
Nearly 70% of
population prefers
minimally processed
foods
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10
Convenience
More than 50% of the
population want
healthy foods &
beverages on-the-go
Permissible indulgence
& personalization
Over 60% of consumers
drink beverages as healthy

treats
45% of shoppers want
products customizable for
specific habits or usage
Environmental
& social
72% of consumers
believe the best way to

stay healthy is by
keeping the planet
healthy
Source: Minimally processed food claims & healthy convenient foods claims from NMI 2014 State of Health & Wellness; Beverages as treats data from Kantar World Panel custom study, May 2015;
Customizable products data from Technomic, 2012; Environmental purchasing decisions from NMI 2013 Healthy Aging Database
Consumer aligned channel distribution

Americas Foods & Beverages
Europe Foods & Beverages
Sales by channel
Sales by channel
(% of $ sales FY 2015)
(% of $ sales FY 2015)
1%
Other
10%
Natural/Organic
15%
Other
channels
11
11
9%
Natural/Organic
channels
75%
90%
Conventional
Conventional
channels
channels
Source: Americas Foods & Beverages Segment sales pro forma for full year of Vega and Wallaby based on company estimates. Based on estimates of third party distributor sales
Conventional channels includes food, mass, club and drug stores; Other includes away-from-home channels such as food service locations and convenience stores, and other channels
Better insights for strong innovation
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12
Building better retail partnerships

MEAT
BULK
FROZEN
DELI
PRODUCE
CENTER STORE
BAKERY
The WhiteWave
average basket is
worth 82% more
than the average
store basket
DAIRY, EGGS & CHEESE
NUTRITIONALS
SEAFOOD
Source: Nielsen $ Sales 52W Ending 11.21.2015 versus prior year
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13
Better cross-brand leverage
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14
Better away-from-home distribution

Expanding away-from-home and convenience store presence
International Delight coffee bar
Bulk iced
coffee
Bulk
creamers
PC
creamers
Flavor
shots
15
15
New single-serve bottles
Toppings
Better geographic reach

Canada
Market share
Mexico
Plant-based
household
penetration
China
Market share
35%
50%
42%
24%
26%
0%
2010
16
16
2015
2010
2015
2011
2015
Canada source: Nielsen MarketTrack National Ref. PBB G+M+D $ Dollar Sales period ending in December; Nielsen Homescan Panel National Plant Based Beverages
Mexico source: Compass 2015 all channel volume
Better capacity & capabilities

90% of 2016 planned capital investments for growth
Production locations
Broad manufacturing &

warehousing capabilities
Americas
Efficient & modern plant

network
Europe
Eugene, OR
Kettering, UK
DuBois, PA
Vertically integrated with

diversified supplier & cost
base
Wevelgem, BE
Bridgeton, NJ
Issenheim, FR
American Canyon, CA
Mt. Crawford, VA
San Juan Bautista, CA
City of Industry, CA
Scottsdale, AZ
Dallas, TX
Jacksonville, FL
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Extensive commercial
capabilities
Austin, TX
Better world
Reducing our environmental footprint
GHG EMISSIONS
-41%
RESPONSIBLY SOURCED PALM OIL
WASTE TO LANDFILL
-19%**
INCREASED RECYCLING
NET WATER USE
-36%
ENERGY USE
SUSTAINABLE COCOA POWDERS*
100%
+52%
-49%
Scoring a 99B out of 100 on the carbon disclosure index

places WhiteWave among the top S&P 500 companies
*Currently sourcing 25% sustainable cocoa powders with a target to source 100% by the end of 2016; Note: Calculations based on 2010 to 2014 performance. 2015 performance results are under analysis or in progress
**Waste intensity based on 2013 to 2014 performance data due to improvements made to data collection beginning in 2013. Reductions calculated on a normalized volume basis.
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Chief Operating Officer
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19
WhiteWave overview
Europe
$547
(14%)
Ghent, Belgium Europe Foods
& Beverages HQ
Broomfield, Colorado Americas Foods & Beverages HQ

Denver, Colorado Corporate HQ
Shanghai, China China JV HQ
Americas
$3,449
(86%)
$3,996
5,300
14
Total WhiteWave
LTM Q1 2016 Net Sales
Employees
Worldwide
Manufacturing
Facilities
($MM)
20
20
Note: Employee & manufacturing facilities data per 2015 Form 10-K, excludes China Joint Venture manufacturing facility
Coffee Creamers
& Beverages
We exist to ignite delight
in everyone
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Coffee Creamers & Beverages

Refrigerated creamers
Simpy Pure
Broad portfolio across creamer segments
International Delight #2 brand in flavored creamers
Land OLakes #1 brand in half and half
Horizon #1 brand in organic half and half
Silk #1 brand in plant-based
Net sales performance

($MM)
+9%
Plant-based
creamers
Organic
Half & Half
CAGR
Half & Half
+10%
$1,090
GROWTH
$991
$914
$285
$258
2013
2014
2015
Q1 2015
Q1 2016
Source: Nielsen xAOC L13 weeks ended 4.30.2016
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22
Growth continues in coffee creaming

Coffee is the most
popular beverage in
the U.S.
Sales of larger sizes increased over 40% in 2015
New 64 oz. bottles
Over 60%
OF COFFEE
CONSUMED IS
NOW CREAMED
Source: Creaming coffee data from Kantar Worldpanel ending June 2015; Most popular beverage data from NPD Group, National Eating Trends, May 2014 & Excludes water; Category growth rate per Nielsen XAOC
L52W as of 5.23.2015; YTD as of 5.23.2015
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Strong growth in better-for-you creamers

Plant-based
Organic dairy
Simply Pure
#1 POSITION
#1 POSITION
BRAND
BRAND
Creamer growth rates
Half & Half growth rates
($ growth)
($ growth)
#2
BRAND
POSITION
49%
21%
4%
Total
refrigerated
Plant-based
+56%
4%
Simple ingredients
Conventional
creamer
category growth
Organic
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24
Premium Dairy
We exist to bring nutritious solutions
to mom, so she can provide a healthy
foundation for her family
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25
Premium Dairy
Milks
Kids meals & snacks
Horizon #1 organic brand in the U.S.
4x share of the next closest organic milk

branded competitor
Wallaby #1 organic yogurt brand in natural

($MM)
+14%
+16%
CAGR
Other dairy
GROWTH
Yogurts
$758
$204
$644
$583
$177
2013
2014
2015
Q1 2015
Q1 2016
Source: Horizon brand position is Nielsen xAOC L52 weeks ended 4.30.2016; Wallaby is SPINS L52 weeks ended 4.30.2016
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26
Growing organic fluid dairy beverages

New lactose-free
New aseptic
New single-serve
Milk growth rates

($ growth)
6%
Conventional
Organic
-13%
Organics share of the overall

milk category
($ share)
12%
Opportunity
5%
Total milk
Lactose-free
+18% growth
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27
Strong growth in other organic dairy products

Cheese
Yogurts
Other dairy products

growth rates
($ growth)
26%
3%
Conventional
Sour cream
Butter
Organic
Organics share of other dairy

products category
($ share)
12%
Opportunity
3%
Total milk
Other dairy
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28
Wallaby
Existing product lines
New innovation
Wallaby
channel distribution
Yogurt growth rates

($ growth)
5%
All other
channels
54%
10%
12%
12%
1%
95%
Category Drinkable Organic
Greek
Australian
Natural
channels
Participates in faster-growing, premium yogurt categories
Leading yogurt brand in natural channel
Introducing new innovation
Expanding distribution, 5% ACV in conventional channels
Source: Nielsen xAOC retail sales and growth rates for the L13 week period ended 4.30.2016
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Fresh Foods
Making healthy, fresh foods
simple and accessible
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Fresh Foods
Organic packaged salads
Organic vegetables & fruits
#1 market share in organic packaged salads
Strong category growth
Rationalized low-margin fresh fruit agreements &

implemented SAP in 2015
Foundation in place for long-term growth
Net sales performance*

($MM)
$575
Organic frozen
-2%
$567
$140
-13%
Fruits &
Vegetables
0%
$140
+3%
Salads &
Frozen Foods
2014
31
31
2015
Q1 2015
Q1 2016
*Net sales presented on an adjusted basis for 2015

See appendix for reconciliations of non-GAAP financial measures to GAAP financial measures
Fresh foods are important to consumers

Importance in choosing foods or beverages
(% of consumers surveyed)
58%
58%
Less Processed
61%
Natural
Real
Fresh
65%
Pure
81%
Over 80% of consumers view fresh

as important
Consumers increasingly drawn to

fresh options
Importance of closer to the source
Strong brand & sales relationships in the

fresh aisle
WhiteWave & Earthbound capabilities to

build portfolio
Source: Organic and Natural 2014; Hartman Group
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Packaged greens remain a growth category

Organic packaged greens increasing share & growing faster
Packaged greens
(Total category: 7% CAGR)
$5.0B
23%
$3.8B
Organic
17%
77%
Conventional
83%
2011
2012
2013
2014
2015
Source: Nielsen xAOC 52 weeks ending April 2011-2015
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Innovation to drive expanded usage

Organic packaged salads
Organic frozen
Frozen fruits & vegetables

growth rates
($ growth)
39%
1%
Conventional
Source: Nielsen xAOC for the 52 weeks ended 12.27.2015
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Organic
Organic frozen only 3% share in

conventional channel
Plant-Based
Foods &
Beverages
Our purpose is to create a better
future by fueling a passion for
plant-based foods
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Americas Plant-Based Foods & Beverages

Beverages
Yogurts
Silk & So Delicious #1 market leader in Plant-Based

Beverages
75% share of soy
48% share of nut-based
94% share of coconut
Silk #1 brand in dairy-free yogurts

So Delicious #1 brand dairy-free ice cream
Vega #1 brand in plant-based nutritionals

($MM)
Nutritionals
Frozen desserts & novelties
+21%
+29%
CAGR
GROWTH
$920
$628
$716
$266
$206
2013
36
36
2014
2015
Q1 2015
Q1 2016
Source: Silk & So Delicious brand positions as of Nielsen xAOC L52 weeks ended 4.30.2016; Vega is xAOC L4 weeks as of 4.30.2016
Increasing plant-based usage occasions
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Plant-based is better
Better for people
Better for the planet
Nutrition Comparison
LAND
Silk is Non-GMO & gluten free
Milk requires 4.2x more land

per half-gallon than Plant-Based Beverages
Fewer calories
Less total fat
Few to no saturated fats
No cholesterol
WATER USE
Producing Plant-Based Beverages
uses 80% less water per half-gallon than dairy
Fewer carbohydrates
Less sugar
More Vitamin D & Calcium
GREENHOUSE GAS
Producing Plant-Based Beverages
emits 60% less CO2 per half-gallon than dairy
Source: Water statistic is based on a 2013 Water footprint assessment conducted by Silk using the Water Footprint Network methodology, ISO 14046 framework, and the average annual consumption of Silk by U.S.
households; Greenhouse gas statistic is based on a Life Cycle Assessment conducted in 2013 by WhiteWave Foods Company and certified using the ISO 14040/44 framework for comparative declarations by an
independent panel of LCA experts.
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Strong growth in plant-based segments

growth rates
(% growth)
Yogurts
Yogurt growth rates

(% growth)
47%
55%
4%
Dairy
1%
Plant-based
Dairy
Plant-based
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39
Growth opportunities in emerging segments

Plant-based share % of U.S. retail category sales
+$2.7 billion additional

U.S. plant-based
category potential
8.8%
2.3%
Milk
Creamer
1.2%
0.6%
0.6%
Ice cream
Yogurt
Other
Source: Nielsen US xAOC L52W calendar year 2015 ended 1.2.2016
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Vega
Product lines
Plant-based
channel penetration
Conventional channel
growth rates
(% share)
($ growth)
All Other
39%
Plant-based
61%
Natural
+51%
95%
Plant-based
opportunity
5%
+5%
Conventional
Animal-based
protein
Plant-based
protein
Leader in fast-growing, on-trend plant-based nutrition category
Broadening distribution
Further innovating
Geographic expansion opportunities
Source: Nielsen xAOC protein share percentage split for 52 weeks ended 12.27.2015; plant-based channel penetration for natural & xAOC channels per SPINS & Nielsen L52W ended 3.22.2015
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President, Europe Foods & Beverages
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Plant-Based
Foods &
Beverages
We have a vision for a world where
more of what we eat comes directly
from plants planet friendly,
sustainable and healthy

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Europe Plant-Based Foods & Beverages

Beverages
Yogurts
#1 market share in plant-based foods & beverages in

Europe
6x the next closest competitor
Broad product portfolio with diverse plant-based ingredients

(MM)
+23%
CAGR
Desserts
Culinary
+13%
480
GROWTH
131
385
315
2013
116
2014
2015
Q1 2015
Q1 2016
Source: Nielsen MAT P10 2015 EU9
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44
Europe plant-based category is growing rapidly

Market segment size
(MM)
+15%
1,348
CAGR
1,124
906
765
2012
817
2013
2014
2015
2016
Source: Nielsen MAT P03 EU9
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45
Increasing plant-based share

Plant-based growing faster than dairy
resulting in increased share
Category growth
Plant-based as % of dairy
( growth)
( % share)
20%
U.S.
plant-based
share of
dairy
8.8%
Plant-based
opportunity
4%
3%
-1%
Dairy
Plant-based
2012
2015
Source: Nielsen MAT P03 2016 versus 2015
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46
Broad-based growth
Alpros plant-based category growth
Alpros plant-based country category growth
(% growth)
(% growth)
>100%
30%
+31%
+24%
+23%
+20%
+18%
+18%
+12%
+6%
+20%
+10%
+6%
+5%
+0%
Beverages
Yogurts
Culinary
Desserts
Total
7
New
market
9
EU9
Source: Nielsen EU9 MAT P03 2016 versus 2015
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47
Multi-part strategy driving growth

Multi-category
Multi-ingredient
Drinks
Plant-based yogurts
Plant-based culinary
creams
Desserts
Margarines
Soy
Almond
Coconut
Cashew
Oat
Rice
Hazelnut
Macadamia
Quinoa
Amaranth
Net sales
Multi-country
EU4
Nordics
South
CEE
Middle East
Multi-channel
2012
2013
2014
2015
Retail
Health food
Out Of Home
E-retail
Multi-brand
48
48
Strong innovation supporting strategy

Single-serve
Beverages
Cashew
Culinary
49
49
Amaranth:
quinoa rice
Desserts
Plant-based yogurts
Unsweetened
Quark
Greek-style
Plant-based is a global opportunity
EU9 PLANT-BASED FOODS &

BEVERAGES3 CATEGORY
AMERICAS PLANT-BASED
NUTRITIONALS2 CATEGORY
+15% CAGR
$1.6BN
Category
Retail Sales
AMERICAS RFG.
PLANT-BASED FOODS &
BEVERAGES1 CATEGORY
+11% CAGR
$1.8BN
Category
Retail Sales
+17% CAGR
$1.4BN
Category
Retail Sales
MAINLAND CHINA PKGD PLANTBASED BEVERAGES4 CATEGORY
+15%
20% CAGR
$2.0BN
Category
Retail Sales
Continued growth opportunities for plant-based foods

& beverages in existing & new geographies
Source: 1N.A. data from Nielsen xAOC L52W ended 1.2.2016 & CAGR 2012-2015; 2Euromonitor, SPINS & Nielsen data 52 weeks ended 3.22.2015 & 3.28.2015 respectively & CAGR 2009-2014; 3EU9 data
from Nielsen MAT P12 2015 & CAGR 2012-2015; 4Mainland China data sourced from CTR panel data (July 2013) + McKinsey study (2012); CAGR represents 2012-2014
50
50
Executive Vice President &

Chief Financial Officer
51
51
Strong sales growth trajectory

Net sales
($MM)
+13%
GROWTH
Continued strong top-line growth
+13% FY 2015 net sales growth

- +15% constant currency growth
+14%
$3,867
GROWTH
$3,437
$1,040
- +15% constant currency growth
$911
FY 2014
FY 2015*
Q1 2015
+14% Q1 2016 net sales growth
Volumes remain primary organic

growth driver
Strong growth in core brands
Q1 2016
*Net sales is presented on an adjusted basis for FY 2015; See appendix for reconciliations of non-GAAP financial measures to GAAP financial measures
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52
Strong profit growth with increasing margins

Presented on an adjusted basis*
+24% FY 2015 operating income growth

- +28% constant currency
Operating income
- 100 basis points of constant currency
($MM / % Margin)
margin expansion, exceeding 75 basis

point target
+24%
GROWTH
+21%
$375
- +24% constant currency
GROWTH
- On track to achieve 75 basis points
$304
constant currency margin expansion for

FY 2016
$90
$75
FY 2014
FY 2015
Q1 2015
+21% Q1 2016 operating income growth
Q1 2016
Maintaining high marketing levels
Strong operating leverage profile

- Increased scale leverage
- Supply chain efficiencies
- Pricing offsetting commodities
*See appendix for reconciliations of non-GAAP financial measures to GAAP financial measures
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53
Continued earnings growth momentum

Presented on an adjusted basis*
Diluted earnings per share
Continue delivering strong earnings

growth
+24% FY 2015 constant currency

EPS growth
+19%
GROWTH
+17%
GROWTH
$1.19
$1.00
$0.05 negative currency impact
$0.28
$0.24
+21% Q1 2016 constant currency

EPS growth
-
FY 2014
FY 2015
Q1 2015
$0.01 negative currency impact
Increasing shareholder value
Q1 2016
*EPS excludes China J.V. investments; See appendix for reconciliations of non-GAAP financial measures to GAAP financial measures
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54
Reaffirming guidance
Continue forecasting high single-digit organic
constant currency topline growth for full year 2016
Q2 2016 Guidance
Full Year 2016 Guidance
Reported
Currency
Constant
Currency
Reported
Currency
Constant
Currency
Net Sales Growth
+ 11.5% - 12.5%
+ 12.0% - 13.0%
+ 10.5% - 11.5%
+ 11.0% - 12.0%
Adjusted Total Operating Income Growth
+ High Teens %
+ Low Twenties %
+ High Teens to
Twenty %
+ Low Twenties %
Adjusted EPS
$0.27 - $0.29
$0.28 - $0.30
$1.32 - $1.35
$1.36 - $1.39
Adjusted EPS - Excluding China JV
$0.29 - $0.31
$0.30 - $0.32
$1.38 - $1.41
$1.42 - $1.45
Reaffirming Q2 and FY 2016 guidance provided on May 10, 2016

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Financial focus
Deliver strong top & bottom-line growth
Invest in capacity to support volume led growth

Drive continued operating margin expansion
Maintain a strong balance sheet for financial flexibility
Focus on delivering shareholder value
56
56
57
57
WhiteWave strategy
Grow our topline
Pursue selective strategic investments
Lead innovation
Expand distribution
Leverage invested capital
Reduce environmental footprint
Deliver shareholder value
58
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Appendix
59
59
Reconciliation of GAAP to non-GAAP information

GAAP
FY 2012
Pro forma
adjustments
Pro Forma
Adjusted
FY 2012
Additional
adjustments
Pro forma
GAAP
FY 2013
(In Thousands, Except Share and Per Share Data)

Total net sales
Cost of goods sold
2,289,438
1,485,494
Gross profit
803,944
Related party license income
19,738 (a)
$ 2,309,176
8,917 (a)
1,494,411
10,821
36,034
814,765
(36,034) (b)
Adjusted FY
2013
(3,643) (f)
$ 2,305,533
$ 2,542,063
(16,545) (f)
1,477,866
1,634,646
1,634,646
827,667
907,417
907,417
12,902
Adjustments
2,542,063
Operating expenses:
Selling, distribution, and marketing
492,130
General and administrative
167,595
Asset disposal and exit costs
(9,313) (c)
Total operating expenses

Operating income
492,130
(1,646) (f)
490,484
528,233
158,282
5,837 (g)
164,119
197,526
(27,402) (g)
24,226
(24,226) (i)
528,233
170,124
-
659,725
(9,313)
650,412
4,191
654,603
749,985
(51,628)
698,357
180,253
(15,900)
164,353
8,711
173,064
157,432
51,628
209,060
23,587
18,027
18,027
Other expense (income):

Interest expense
9,924
Other expense (income), net

Income before loss in equity method investments
Income tax expense
23,587
(3,829)
3,410 (h)
10,881
13,663
24,544
(1,151)
23,393
14,198
3,410
17,608
169,372
(29,563)
139,809
9,862
149,671
143,234
48,218
191,452
45,793
44,193
56,858
Loss in equity method investments

Net income
13,663 (d)
957
Total other expense (income)
957
(10,347) (e)
46,511
112,514
(19,216)
Basic
0.73
(0.19)
Diluted
0.73
(0.19)
(1,151) (h)
(718) (e)
(194)
93,298
10,580
0.54
0.06
0.54
0.06
103,878
99,041
0.60 (j)
0.60 (j)
(419)
18,694 (e)
62,887
29,524
128,565
0.57
0.17
0.74
0.57
0.17
0.74
Earnings per Share:
Weighted Average Shares Outstanding:

Basic
153,770,492
173,000,000
173,120,689
173,120,689
Diluted
153,770,497
173,000,109
174,581,468
174,581,468
Income statement amounts by segment:

Total net sales
Americas Fresh Foods

Total
1,921,444
19,738 (a)
$ 1,941,182
367,994
(3,643) (f)
$ 1,937,539
367,994
2,123,997
367,994
$ 2,123,997
418,066
2,289,438
19,738
$ 2,309,176
(3,643)
$ 2,305,533
2,542,063
178,960
10,821 (a)
14,548 (f)
215,155
418,066
$ 2,542,063
Operating income
Total consolidated segment operating income
Corporate and other
Total operating income
60
60
23,735
23,735
20,879
10,821
213,516
14,548
228,064
236,034
36,034
(36,034) (b)
(58,476)
$
180,253
9,313 (c)
$
(15,900)
204,329
202,695
189,781
23,735
(49,163)
$
164,353
(5,837) (g)
$
8,711
173,064
157,432
260,260
27,402 (g)
$
51,628
229,581
30,679
24,226
(78,602)
$
9,800 (i)
(55,000)
14,426 (g)(i)
(51,200)
$
209,060

GAAP FY 2014
Adjustments
Adjusted FY 2014
GAAP FY 2015

Total net sales
3,436,605
Cost of goods sold
2,283,441
Gross profit
1,153,164
(2,821) (f)
2,821
Adjustments
Adjusted FY 2015

3,436,605
3,866,295
2,280,620
2,543,030
1,155,985
1,323,265
750 (g)
(15,038) (g)(f)
3,867,045
2,527,992
15,788
1,339,053
Operating expenses:
621,866
(7,065) (f)
614,801
705,924
(2,005) (f)
703,919
265,678
(28,107) (g)
237,571
285,135
(25,482) (g)
259,653
(1,066)

Operating income
1,066 (i)
886,478
(34,106)
852,372
991,059
(27,487)
963,572
266,686
36,927
303,613
332,206
43,275
375,481
36,141
58,127
(1,521) (d)
6,343
(6,348) (h)

Interest expense
Income tax expense
(831) (d)
5,266
(5,273) (h)
(7)
56,606
(5)
42,238
(6,104)
36,134
64,470
(7,869)
56,601
224,448
43,031
267,479
267,736
51,144
318,880
78,279

Net income
36,972
14,406 (e)
5,984
$
140,185
Basic
Diluted
92,685
87,908
5,984
28,625
0.81
0.16
0.79
0.16
168,810
18,439 (e)
11,435
$
168,393
0.97 (j)
0.95 (j)
106,347
11,435
32,705
201,098
0.96
0.19
1.15
0.94
0.18
1.12
Earnings per Share:
Adjusted net income excluding China joint venture activities:

Adjusted net income
168,810
Corporate related joint venture expenses, net of tax
201,098
3,716 (k)
Loss in China joint venture equity method investment
2,450 (k)
5,984 (l)
Adjusted net income excluding China joint venture activities
10,717 (l)
178,510
214,265
Basic
1.03
1.22
Diluted
1.00
1.19
2,350,825
2,767,857
3,867,045
Adjusted earnings per share excluding China joint venture activities:

Total net sales
2,350,825
2,767,857
575,283
575,283
565,875
750
510,497
510,497
532,563
Total
3,436,605
264,197
3,436,605
3,866,295
273,813
333,957
47,723
25,354
(g)
750
566,625
532,563
Operating income
47,723

61
61
52,673
52,673
67,506
364,593
9,616
374,209
426,817
Corporate and other
(97,907)
$
9,616 (f)(g)(i)
266,686
27,311 (g)
$
36,927
303,613
332,206
42,601
274 (g)
67,780
28,090
454,907
(94,611)
$
344,526
17,247 (g)
(70,596)
$
10,569 (g)(f)
15,185 (g)
$
43,275
(79,426)
$
375,481

GAAP Q1 2015
Adjustments
Adjusted Q1 2015
GAAP Q1 2016

Total net sales
911,142
Cost of goods sold
602,567
Gross profit
308,575
233 (f)
(233)
Adjustments
Adjusted Q1 2016

911,142
1,039,695
602,800
685,928
308,342
353,767
(4,067) (g)(f)
1,039,695
681,861
4,067
357,834

Operating expenses:
167,761
590 (f)
168,351
185,844
223 (f)
186,067
70,744
(5,503) (g)
65,241
84,086
(2,617) (g)
81,469

Operating income
238,505
(4,913)
233,592
269,930
(2,394)
267,536
70,070
4,680
74,750
83,837
6,461
90,298
8,667
13,680
13,680

Interest expense
8,667
2,439
12,468
3,801
(3,801)
8,667
16,119
(2,438)
13,681
57,602
8,481
66,083
67,718
8,899
76,617
Income tax expense
20,182
2,881 (e)
23,063
22,908
3,065 (e)
25,973
4,073
2,210

Net income
(3,801) (h)
4,073
$
33,347
Basic
Diluted
5,600
38,947
42,600
0.19
0.03
0.22
0.19
0.03
0.22
(2,438) (h)
2,210
5,834
48,434
0.24
0.03
0.27
0.24
0.03
0.27
Earnings per Share:
Adjusted net income excluding China joint venture activities:

Adjusted net income
38,947
Corporate related joint venture expenses, net of tax

Loss in China joint venture equity method investment
Adjusted net income excluding China joint venture activities
48,434
279 (k)
537 (k)
3,939 (l)
1,994 (l)
43,165
50,965
Basic
0.25
0.29
Diluted
0.24
0.28
640,726
894,762
1,039,695
Adjusted earnings per share excluding China joint venture activities:

Total net sales
640,726
139,648
139,648
130,768
130,768
Total
911,142
911,142
73,942
842 (g)(f)
74,784
894,762
144,933
$
1,039,695
144,933
Operating income
7,763

62
62
5,987 (g)(f)
101,702
14,364
15,204
15,204
96,069
1,568
97,637
110,919
5,987
116,906
(25,999)
$
95,715
8,489
Corporate and other

726 (g)
14,364
70,070
3,112 (g)
$
4,680
(22,887)
$
74,750
(27,082)
$
83,837
474 (g)
$
6,461
(26,608)
$
90,298

The adjusted results differ from the Companys results under GAAP due to the following:
a) The adjustment reflects:
i. An agreement with two wholly-owned Dean Foods subsidiaries pursuant to which
those subsidiaries continued to sell and distribute certain WhiteWave products.
This agreement modified our historical intercompany arrangements, with the net
effect resulting in an estimated increase in total net sales and an estimated
increase in cost of sales of $19.7 million and $7.0 million for the year ended
December 31, 2012.
ii. Agreements with Morningstar and Dean Foods pursuant to which they continued to
manufacture various WhiteWave products on our behalf. The agreements modified
our historical intercompany arrangements, with the net effect resulting in an
estimated increase in cost of sales of $1.9 million for the year ended December 31,
2012.
iv. Elimination of expense related to debt issuance costs written off as a result of a
modification:.
$0.8 million for the year ended December 31, 2014
e) The adjustment reflects:

i. Applying the 35% U.S. federal statutory rate to the pro forma adjustments in the
2012 periods.
b) The adjustment reflects the elimination of related party license income associated with
an intellectual property license agreement with Morningstar that was terminated and
f)
the intellectual property subject to this license agreement was transferred to
Morningstar.
c) The adjustment reflects the inclusion of estimated stand-alone public company costs
$8.2 million and the elimination of non-recurring transaction costs we incurred in
connection with our initial public offering of $17.5 million for the year ended December
31, 2012.
d) The adjustment reflects:
i. Elimination of the interest expense related to our historical indebtedness of $10.5
million for the year ended December 31, 2012.
ii. Pro forma interest expense and the amortization of deferred financing costs on our
borrowings under newly established credit facilities of $17.8 million for the year
ended December 31, 2012
iii. Elimination of interest income associated with our loan agreement with Morningstar
related to the license income under the intellectual property license agreement of
$6.4 million for the year ended December 31, 2012.
63
63
ii. The elimination of the tax effect of uncertain tax positions related to non-recurring
transaction costs and assets held for sale.
iii. The income tax expense required to adjust the U.S. GAAP effective rate to the
estimated effective rate on all adjustments in the pro forma adjustments, the
additional adjustments, and the adjustments columns for all periods.
The adjustment reflects:
i. A transitional sales agreement with Morningstar pursuant to which Morningstar
transferred back to us responsibility for sales and associated costs of certain
WhiteWave products. The net effect of the agreement was an estimated increase
in total net sales of $21.6 million for the year ended December 31, 2012.
ii. A transitional sales agreement with Morningstar pursuant to which we transferred
to Morningstar responsibility for the sales and associated costs of certain
products. The net effect of the agreement was a decrease in total net sales, a
decrease in cost of sales, and a decrease in selling and distribution expense of
$25.2 million, $16.5 million, and $1.6 million, respectively, for the year ended
December 31, 2012.
iii. The expense related to the mark-to-market adjustment on commodity hedges:
$0.8 million for the quarter ended March 31, 2015

$9.9 million ($7.5 million for Americas Foods & Beverages, $0.2 million for
Corporate) for the quarter ended March 31, 2016.
g) The adjustment reflects:

i. Elimination of the historical corporate costs allocated to us by Dean Foods of
$33.7 million for the year ended December 31, 2012.
ii. Elimination of the non-cash impact on stock compensation expense for the IPO
grants:
h) The adjustment reflects elimination of the (income) expense related to the mark-tomarket adjustment on our interest rate swaps.
$(3.4) million for the year ended December 31, 2013
iii. The inclusion of estimated stand-alone public company costs, including the costs
of corporate services historically provided by Dean Foods of $50.4 million for the
year ended December 31, 2012.
i)
iv. Elimination of other non-recurring transition costs:

v. Elimination of non-recurring transaction costs related to the Dean Foods offering
of our shares of $1.4 million for the year ended December 31, 2013.
vi. Elimination of non-recurring transaction and integration costs related to
acquisitions and other investments:
Corporate) for the year ended December 31, 2014
Americas Fresh Foods, $0.3 million for Europe Foods & Beverages, $17.9
million for Corporate) for the year ended December 31, 2015
Americas Fresh Foods, $0.1 million for Corporate) for the quarter ended
March 31, 2015.
64
64
The adjustment reflects elimination of asset disposal and exit costs and subsequent
adjustments:
i. Elimination of the loss on assets held for sale related to the sale of its soy-based
meat alternative business of $9.8 million for the year ended December 31, 2013
ii. Elimination of the non-cash asset write-down and restructuring costs in
connection with the sale of the dairy farm located in Idaho:
$(1.1) million for the year ended December 31, 2014
j)
For 2012, the number of shares used to compute basic earnings per share is
173,000,000, which is comprised of 23,000,000 shares of Class A common stock
(the number of shares outstanding upon completion of our initial public offering) and
150,000,000 shares of Class B common stock.
On May 23, 2013, Dean Foods distributed to its stockholders an aggregate of
47,686,000 shares of our Class A common stock and 67,914,000 shares of our
Class B common stock as a pro rata dividend on shares of Dean Foods common
stock outstanding. For the year ended December 31, 2013, the number of shares
used to compute basic earnings per share is 173,120,689, which is comprised of
91,506,411 shares of Class A common stock and 81,614,278 shares of Class B
common stock on a weighted average basis.

j)
In May 2014, the companys sole outstanding class of capital stock was reclassified
as common stock. For the year ended December 31, 2014, the number of shares
used to compute basic earnings per share is 174,013,700 which is comprised
entirely of common stock on a weighted average basis.
The number of shares used to compute diluted earnings per share includes the
dilutive impact of stock options and RSUs.
k) The adjustment reflects the elimination of costs incurred to manage our China Joint
Venture investment:
$5.7 million ($3.7 million, net of tax) for the year ended December 31, 2014
$4.1 million ($2.5 million, net of tax) for the year ended December 31, 2015
$0.4 million ($0.3 million, net of tax) for the quarter ended March 31, 2015
$0.8 million ($0.5 million, net of tax) for the quarter ended March 31, 2016
l)
65
65
The adjustment reflects the elimination of loss incurred on the investment in the
China Joint Venture:
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WWAV WhiteWave Foods Presents at Deutsche Bank Consumer Conference 6.14.2016

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WWAV WhiteWave Foods Presents at Deutsche Bank Consumer Conference 6.14.2016

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dbAccess

Chairman & Chief Executive Officer

dbAccess Global Consumer Conference 2016 / 3

dbAccess Global Consumer Conference 2016 / 4

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Strong growth momentum

dbAccess Global Consumer Conference 2016 / 6

Large & leading branded platforms

2015 net sales

2015 net sales

2015 net sales

2015 net sales

dbAccess Global Consumer Conference 2016 / 7

Participating in large & growing categories

US & EU DAIRY &

$1.8BN $1.4BN $3.3BN $2.8BN

US plantbased foods &

+11% +17% +11% +7%

EU plantbased foods &

dbAccess Global Consumer Conference 2016 / 8

Significant upside potential in household penetration

EUROPE PLANTBASED BEVERAGES

dbAccess Global Consumer Conference 2016 / 9

Consumer aligned portfolio

More than 50% of the

Over 60% of consumers

drink beverages as healthy

believe the best way to

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Consumer aligned channel distribution

Europe Foods & Beverages

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Better insights for strong innovation

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Building better retail partnerships

DAIRY, EGGS & CHEESE

Source: Nielsen $ Sales 52W Ending 11.21.2015 versus prior year

dbAccess Global Consumer Conference 2016 / 13

Better cross-brand leverage

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Better away-from-home distribution

New single-serve bottles

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Better geographic reach

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Better capacity & capabilities

Broad manufacturing &

Efficient & modern plant

Vertically integrated with

San Juan Bautista, CA

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NET WATER USE

SUSTAINABLE COCOA POWDERS*

Scoring a 99B out of 100 on the carbon disclosure index

dbAccess Global Consumer Conference 2016 / 18

Chief Operating Officer

Broomfield, Colorado Americas Foods & Beverages HQ

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Coffee Creamers & Beverages

Broad portfolio across creamer segments

International Delight #2 brand in flavored creamers

Land OLakes #1 brand in half and half

Horizon #1 brand in organic half and half

Silk #1 brand in plant-based