J. M. Smucker Company (Procter & Gamble Co.) 425
Filed by The J. M. Smucker Company
Pursuant to Rule 425 under the Securities Act of 1933
and Deemed Filed Pursuant to Rule 14a-12
Under the Securities Exchange Act of 1934
Subject Company: The Procter & Gamble Company
Commission File No.: 001-00434
For Immediate Release
The J. M. Smucker Company Announces Fourth Quarter Results
Company Again Achieves Record Full-Year Sales and Earnings
Anticipated Folgers Merger Expected to be Accretive to Earnings in Fiscal 2009
ORRVILLE, Ohio, June 19, 2008 The J. M. Smucker Company (NYSE: SJM) today announced results for
the fourth quarter and fiscal year ended April 30, 2008. Results for the quarter and year ended
April 30, 2008, include the operations of Eagle Family Foods Holdings, Inc. (Eagle) which was
acquired on May 1, 2007.
Fourth Quarter Results
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Three months ended |
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April 30, |
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2008 |
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2007 |
|
|
% Increase |
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|
(Dollars in millions, except per share data) |
|
|
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|
|
|
|
|
|
|
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Net sales |
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$ |
590.0 |
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|
$ |
493.5 |
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|
|
20 |
% |
Net income: |
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|
|
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Income |
|
$ |
37.1 |
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|
$ |
42.5 |
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|
|
(13 |
%) |
Income per diluted share |
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$ |
0.67 |
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|
$ |
0.75 |
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|
|
(11 |
%) |
Net sales increased 20 percent in the fourth quarter of 2008 compared to the fourth quarter of 2007
as acquisitions accounted for over half of the growth, and price increases accounted for a majority
of the remainder of the overall increase in sales. The acquired Eagle businesses contributed $42.5
million and acquisitions in total added $59.9 million in net sales during the quarter. The
Smuckers®, Crisco®, and Hungry Jack® brands increased over last year due to a combination of
volume and pricing gains. Favorable exchange rates also contributed to net sales.
Net income per diluted share for the quarter was $0.67, a decrease of 11 percent compared to last
years fourth quarter. During last years fourth quarter, a peanut butter competitor was
temporarily out of the market, and as a result, sales benefited by approximately $15 million and
earnings by an estimated $0.08 per share. Included in net income for this quarter was a net
insurance settlement of approximately $4 million, or $0.05 per diluted share, related to storm
damage at a third-party distribution center in Memphis, Tennessee. Also included in net income for
the fourth quarter of 2008 were restructuring and merger and integration costs of $0.06 per diluted
share, while net
Page 1
income for the fourth quarter of 2007 included restructuring and merger and
integration costs of less than $0.01 per diluted share. Excluding restructuring and merger and
integration costs in both years, the Companys income per diluted share was $0.73 in the fourth quarter of 2008, and $0.75 in
the fourth quarter of 2007, a decrease of 3 percent.
Our performance this year is especially gratifying in a time of unprecedented cost increases,
commented Tim Smucker, chairman and co-chief executive officer. Despite raw material cost
increases over $150 million, we completed another record year with both sales and earnings
exceeding our long-term strategic growth goals. It is our focus on the consumer, and meeting their
needs with quality products, that provides the basis for our continued success and enhances
opportunities for continued growth.
As we start the new year, we look forward to completing the transaction to merge the Folgers
coffee business into Smucker, added Richard Smucker, president and co-chief executive officer.
Folgers® is a perfect fit with our strategy to own and market number one brands in North America.
The addition of Folgers will strengthen our portfolio of brands and we believe it is financially
compelling. This powerful combination will provide increased size and scale that will benefit all
of our businesses, position us for future growth, and deliver long-term shareholder value.
Full Year Results
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Year ended |
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April 30, |
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|
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2008 |
|
|
2007 |
|
|
%
Increase |
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|
|
(Dollars in millions, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
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Net sales |
|
$ |
2,524.8 |
|
|
$ |
2,148.0 |
|
|
|
18 |
% |
Net income: |
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|
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|
|
|
|
|
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Income |
|
$ |
170.4 |
|
|
$ |
157.2 |
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|
|
8 |
% |
Income per diluted share |
|
$ |
3.00 |
|
|
$ |
2.76 |
|
|
|
9 |
% |
Net sales increased 22 percent in 2008 compared to 2007, excluding the Canadian nonbranded,
grain-based foodservice and industrial businesses sold in September 2006. The acquired Eagle
businesses contributed $236.2 million in 2008 and total acquisitions added $279.7 million. Net
sales increased 8 percent excluding both acquisitions and the divested Canadian businesses.
Net income per diluted share for 2008 was $3.00, an increase of 9 percent over last year. Net
income for 2008 included restructuring and merger and integration costs of $0.15 per diluted share,
Page 2
while net income for 2007 included restructuring and merger and integration costs of $0.13 per diluted share. Excluding these costs in both years, the Companys income per diluted share was
$3.15 in 2008, and $2.89 in 2007, an increase of 9 percent.
The Company uses income and income per diluted share, excluding restructuring and merger and
integration costs, as key measures of results of operations for purposes of evaluating performance
internally. These non-GAAP measures are not intended to replace the presentation of financial
results in accordance with U.S. GAAP. Rather, the presentation of results excluding such charges
is consistent with the way management internally evaluates its businesses, facilitates the
comparison of past and present operations, and provides management a more comprehensive
understanding of the financial results. A reconciliation of non-GAAP measures to net income for
the current quarter and year is included in the Unaudited Financial Highlights table.
Margins
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Three months ended |
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Year ended |
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April 30, |
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April 30, |
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2008 |
|
|
2007 |
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|
2008 |
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|
2007 |
|
|
|
(% of net sales) |
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|
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Gross profit |
|
|
30.9 |
% |
|
|
36.5 |
% |
|
|
31.0 |
% |
|
|
32.7 |
% |
Selling, distribution, and administrative expenses |
|
|
20.3 |
% |
|
|
22.2 |
% |
|
|
19.4 |
% |
|
|
20.6 |
% |
Operating income |
|
|
10.5 |
% |
|
|
13.9 |
% |
|
|
11.3 |
% |
|
|
11.8 |
% |
Operating income decreased by $6.9 million, or 10 percent, compared to the fourth quarter of 2007,
and decreased from 13.9 percent to 10.5 percent of net sales. The impact of higher raw material
costs, predominantly the record levels for soybean oil and wheat, was the primary cause of the
decline in gross profit to 30.9 percent of net sales compared to an unusually high 36.5 percent in
last years fourth quarter. The impact of price increases taken to date, while essentially
offsetting higher raw material costs, was not sufficient to maintain profit margins and accounted
for approximately one-third of the gross margin decline. Margins in the current quarter were also
negatively impacted by the Eagle business which, due to higher milk costs and a higher percentage
of non-branded versus branded sales, realized margins below the Companys average. Last years
fourth quarter results also were favorably affected by the nonrecurring benefit of incremental
higher-margin peanut butter sales.
Selling, distribution, and administrative (SD&A) expenses increased 9 percent, for the fourth
quarter of 2008 compared to 2007, resulting from increased marketing investment, along with costs
related to the acquired Eagle business. However, all SD&A expenses, particularly corporate
Page 3
overhead expenses, increased at a lesser rate than net sales resulting in an overall decrease in
SD&A from 22.2 percent of net sales to 20.3 percent, providing some offset to the decline in gross
profit as a percent of net sales. Restructuring and merger and integration costs were $4.1 million
higher in the fourth quarter of 2008 compared to 2007, further reducing operating margin by almost
70 basis points.
Other
Interest expense increased by $4.7 million in the fourth quarter of 2008 compared to the fourth
quarter of 2007, resulting from the issuance of $400 million in senior notes in the first quarter
of 2008, a portion of which repaid short-term debt used in financing the Eagle acquisition.
The effective tax rate decreased to 30.0 percent in the fourth quarter of 2008, from 35.3 percent
in the comparable period in 2007 primarily due to a lower state tax rate.
During the fourth quarter, the Company repurchased 1,296,600 common shares for $66.2 million in
cash, including one million common shares under a previously announced Rule 10b5-1 trading plan.
Segment Performance
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Net sales |
|
Three months ended April 30, |
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|
Year ended April 30, |
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|
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|
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|
|
|
|
% Increase |
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|
|
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|
|
% Increase |
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|
|
2008 |
|
|
2007 |
|
|
(Decrease) |
|
|
2008 |
|
|
2007 |
|
|
(Decrease) |
|
|
|
(Dollars in millions) |
|
|
(Dollars in millions) |
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|
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|
U.S. retail market |
|
$ |
419.0 |
|
|
$ |
365.5 |
|
|
|
15 |
% |
|
$ |
1,874.5 |
|
|
$ |
1,547.1 |
|
|
|
21 |
% |
Special markets |
|
$ |
171.0 |
|
|
$ |
128.0 |
|
|
|
34 |
% |
|
$ |
650.2 |
|
|
$ |
601.0 |
|
|
|
8 |
% |
Special markets
excluding divested
nonbranded Canadian
businesses |
|
$ |
171.0 |
|
|
$ |
128.0 |
|
|
|
34 |
% |
|
$ |
650.2 |
|
|
$ |
525.8 |
|
|
|
24 |
% |
U.S. Retail Market
U.S. retail market segment net sales for the quarter were up 15 percent. Net sales in the consumer
strategic business area increased 5 percent led by Smuckers fruit spreads and Uncrustables®, and
Hungry Jack products. Net sales in the consumer oils and baking strategic business area were up 32
percent. Excluding the contribution of $34.1 million from the acquired Eagle business, consumer
oils and baking strategic business area net sales increased 6 percent, primarily due to volume
gains in oils and price increases.
Page 4
For 2008, U.S. retail market segment net sales increased 21 percent compared to 2007. Net sales
in the consumer strategic business area increased 9 percent. Excluding the contribution of $198.9
million from the acquired Eagle business, net sales in the oils and baking strategic business area
increased 8 percent over 2007.
Special Markets
Net sales in the fourth quarter for the special markets segment increased 34 percent. Net sales in
the Canada strategic business area were up 63 percent primarily due to the impact of the acquired
Eagle and Carnation® canned milk businesses, the Europes Best® acquisition, and favorable exchange
rates. Net sales increased 20 percent in the foodservice strategic business area, and were up 8
percent, excluding the contribution of the Eagle acquisition. Net sales in the beverage strategic
business area increased by 16 percent.
For 2008, special markets segment net sales increased 24 percent compared to 2007, excluding
divested Canadian businesses.
Outlook
Earlier this month, the Company announced that it entered into a definitive agreement with The
Procter & Gamble Company (P&G) to merge P&Gs Folgers coffee business with and into the Company.
Assuming the transaction closes early in the fourth quarter of calendar 2008, the Companys net
sales are estimated to range from $3.8 to $4.0 billion and earnings per share before one-time costs
associated with the transaction, are estimated to range from $3.45 to $3.50. Actual results for
the year will depend on the final closing date of the transaction.
On its base business, the Company expects raw material costs in 2009 to increase approximately $150
million over 2008 levels with soybean oil, wheat, peanuts, and certain fruits accounting for the
majority of the increase. Pricing actions, taken over the last several months, and including those
effective in May, will help offset the impact of the cost increases, but will not be sufficient to
expand margins in the near term. The Company also plans to increase its 2009 marketing investment
by 20 percent.
Page 5
Conference Call
The Company will conduct an earnings conference call and webcast on Thursday, June 19, 2008, at
8:30 a.m. E.T. The webcast, as well as a replay in downloadable MP3 format, can be accessed from
the Companys website at www.smuckers.com. For those unable to listen to the webcast, an audio
replay will be available following the call and can be accessed by dialing 888-203-1112 or
719-457-0820, with a pass code of 7462309, and will be available until Thursday, June 26, 2008.
About The J. M. Smucker Company
The J. M. Smucker Company is the leading marketer and manufacturer of fruit spreads, peanut butter,
shortening and oils, ice cream toppings, sweetened condensed milk, and health and natural foods
beverages in North America. Its family of brands includes Smuckers®, Jif®, Crisco®, Pillsbury®,
Eagle Brand®, R.W. Knudsen Family®, Hungry Jack®, White Lily® and Martha White® in the United
States, along with Robin Hood®, Five Roses®, Carnation®, Europes Best® and Bicks® in Canada. The
Company remains rooted in the Basic Beliefs of Quality, People, Ethics, Growth and Independence
established by its founder and namesake more than a century ago. Since 1998, the Company has
appeared on FORTUNE Magazines annual listing of the 100 Best Companies to Work For in the United
States, ranking number one in 2004. For more information about the Company, visit www.smuckers.com.
The J. M. Smucker Company is the owner of all trademarks, except Pillsbury is a trademark of The
Pillsbury Company, used under license and Carnation is a trademark of Societe des Produits Nestle
S.A., used under license.
The J. M. Smucker Company Forward-Looking Language
This press release contains forward-looking statements, including statements regarding estimates of
future earnings and cash flows that are subject to risks and uncertainties that could cause actual
results to differ materially. Uncertainties that could affect actual results include, but are not
limited to: general economic conditions in the U.S.; the volatility of commodity markets from which
raw materials are procured and the related impact on costs; crude oil price trends and its impact
on transportation, energy, and packaging costs; the ability to successfully implement price
changes; the success and cost of introducing new products and the competitive response; the success
and cost of marketing and sales programs and strategies intended to promote growth in the Companys
businesses; general competitive activity in the market, including competitors pricing practices
and promotional spending levels; the concentration of certain of the Companys businesses with key
Page 6
customers and the ability to manage and maintain key customer, supplier, and employee
relationships; the loss of significant customers or a substantial reduction in orders from these
customers or the bankruptcy of any such customer; the ability of the Company to obtain any required
financing; the timing and amount of capital expenditures, restructuring, and merger and integration
costs; the outcome of current and future tax examinations and other tax matters, and their related
impact on the Companys tax positions; the ability of the Company to obtain regulatory and
shareholders approval of the Folgers merger without unexpected delays or conditions; the ability
of the Company to integrate acquired and merged businesses in a timely and cost effective manner;
the ability to achieve synergies and cost savings in the amounts and within the time frames
anticipated; foreign currency and interest rate fluctuations; the timing and cost of acquiring
common shares under the Companys share repurchase authorization; and other factors affecting share
prices and capital markets generally. Other risks and uncertainties that may materially affect the
Company are detailed from time to time in the respective reports filed by the Company with the
Securities and Exchange Commission, including Forms 10-Q, 10-K, and 8-K.
Additional Information
In connection with the proposed transaction between Smucker and P&G, Smucker will file a
registration statement on Form S-4 with the U. S. Securities and Exchange Commission (SEC)
registering the common shares to be issued to P&G shareholders in connection with the Folgers
transaction and will also file a proxy statement with the SEC that will be sent to the shareholders
of Smucker. Shareholders are urged to read the proxy statement and the prospectus included in the
registration statement and any other relevant documents when they become available, because they
will contain important information about Smucker, Folgers and the proposed transaction. The proxy
statement, prospectus and other documents relating to the proposed transaction (when they are
available) can be obtained free of charge from the SECs website at www.sec.gov. The documents
(when they are available) can also be obtained free of charge from Smucker upon written request to
The J. M. Smucker Company, Shareholder Relations, Strawberry Lane, Orrville, Ohio 44667 or by
calling (330) 684-3838, or from P&G upon written request to The Procter & Gamble Company,
Shareholder Services Department, P.O. Box 5572, Cincinnati, Ohio 45201-5572 or by calling (800)
742-6253.
This communication is not a solicitation of a proxy from any security holder of Smucker. However,
P&G, Smucker and certain of their respective directors and executive officers may be deemed to be
participants in the solicitation of proxies from shareholders in connection with the proposed
transaction under the rules of the SEC. Information about the directors and executive officers of
The J. M. Smucker Company may be found in its 2007 Annual Report on Form 10-K filed with the
Page 7
SEC on June 26, 2007, and its definitive proxy statement relating to its 2007 Annual Meeting of
Shareholders filed with the SEC on July 9, 2007. Information about the directors and executive
officers of The Procter & Gamble Company may be found in its 2007 Annual Report on Form 10-K filed
with the SEC on August 28, 2007, and its definitive proxy statement relating to its 2007 Annual
Meeting of Shareholders filed with the SEC on August 28, 2007.
Contacts:
The J. M. Smucker Company
(330) 682-3000
Investors:
Mark R. Belgya
Vice President, Chief Financial Officer and Treasurer
Sonal Robinson
Director, Corporate Finance and Investor Relations
Media:
Maribeth Badertscher
Director, Corporate Communications
Page 8
The J. M. Smucker Company
Unaudited Condensed Consolidated Statements of Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended April 30, |
|
|
Year Ended April 30, |
|
|
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
|
|
(Dollars in thousands, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
589,998 |
|
|
$ |
493,472 |
|
|
$ |
2,524,774 |
|
|
$ |
2,148,017 |
|
Cost of products sold |
|
|
406,511 |
|
|
|
313,569 |
|
|
|
1,741,100 |
|
|
|
1,435,981 |
|
Cost of products sold restructuring |
|
|
1,248 |
|
|
|
|
|
|
|
1,510 |
|
|
|
9,981 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
|
|
182,239 |
|
|
|
179,903 |
|
|
|
782,164 |
|
|
|
702,055 |
|
Selling, distribution, and administrative expenses |
|
|
119,647 |
|
|
|
109,540 |
|
|
|
490,665 |
|
|
|
442,814 |
|
Other restructuring costs |
|
|
1,631 |
|
|
|
783 |
|
|
|
3,237 |
|
|
|
2,120 |
|
Merger and integration costs |
|
|
2,083 |
|
|
|
61 |
|
|
|
7,967 |
|
|
|
61 |
|
Other operating (income) expense net |
|
|
(2,809 |
) |
|
|
955 |
|
|
|
(3,879 |
) |
|
|
2,689 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
61,687 |
|
|
|
68,564 |
|
|
|
284,174 |
|
|
|
254,371 |
|
Interest income |
|
|
2,244 |
|
|
|
2,600 |
|
|
|
13,259 |
|
|
|
9,225 |
|
Interest expense |
|
|
(10,410 |
) |
|
|
(5,682 |
) |
|
|
(42,145 |
) |
|
|
(23,363 |
) |
Other (expense) income net |
|
|
(592 |
) |
|
|
247 |
|
|
|
(500 |
) |
|
|
771 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
|
52,929 |
|
|
|
65,729 |
|
|
|
254,788 |
|
|
|
241,004 |
|
Income taxes |
|
|
15,878 |
|
|
|
23,230 |
|
|
|
84,409 |
|
|
|
83,785 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
37,051 |
|
|
$ |
42,499 |
|
|
$ |
170,379 |
|
|
$ |
157,219 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common share |
|
$ |
0.68 |
|
|
$ |
0.76 |
|
|
$ |
3.03 |
|
|
$ |
2.79 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common
share assuming dilution |
|
$ |
0.67 |
|
|
$ |
0.75 |
|
|
$ |
3.00 |
|
|
$ |
2.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per common share |
|
$ |
0.32 |
|
|
$ |
0.30 |
|
|
$ |
1.22 |
|
|
$ |
1.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares outstanding |
|
|
54,721,975 |
|
|
|
56,240,696 |
|
|
|
56,226,206 |
|
|
|
56,432,839 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares outstanding assuming
dilution |
|
|
55,229,379 |
|
|
|
57,044,652 |
|
|
|
56,720,645 |
|
|
|
57,056,421 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 9
The J. M. Smucker Company
Unaudited Condensed Consolidated Balance Sheets
|
|
|
|
|
|
|
|
|
|
|
April 30, 2008 |
|
|
April 30, 2007 |
|
|
|
(Dollars in thousands) |
|
Assets |
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
184,175 |
|
|
$ |
200,119 |
|
Trade receivables |
|
|
162,426 |
|
|
|
124,048 |
|
Inventories |
|
|
379,608 |
|
|
|
286,052 |
|
Other current assets |
|
|
49,998 |
|
|
|
29,147 |
|
|
|
|
|
|
|
|
Total Current Assets |
|
|
776,207 |
|
|
|
639,366 |
|
|
|
|
|
|
|
|
|
|
Property, Plant, and Equipment, Net |
|
|
496,296 |
|
|
|
454,028 |
|
|
|
|
|
|
|
|
|
|
Other Noncurrent Assets: |
|
|
|
|
|
|
|
|
Goodwill |
|
|
1,132,476 |
|
|
|
990,771 |
|
Other intangible assets, net |
|
|
614,000 |
|
|
|
478,194 |
|
Marketable securities |
|
|
16,043 |
|
|
|
44,117 |
|
Other assets |
|
|
94,859 |
|
|
|
87,347 |
|
|
|
|
|
|
|
|
Total Other Noncurrent Assets |
|
|
1,857,378 |
|
|
|
1,600,429 |
|
|
|
|
|
|
|
|
|
|
$ |
3,129,881 |
|
|
$ |
2,693,823 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders Equity |
|
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
119,844 |
|
|
$ |
93,500 |
|
Current portion of long-term debt |
|
|
|
|
|
|
33,000 |
|
Other current liabilities |
|
|
119,553 |
|
|
|
109,968 |
|
|
|
|
|
|
|
|
Total Current Liabilities |
|
|
239,397 |
|
|
|
236,468 |
|
|
|
|
|
|
|
|
|
|
Noncurrent Liabilities: |
|
|
|
|
|
|
|
|
Long-term debt, net of current portion |
|
|
789,684 |
|
|
|
392,643 |
|
Other noncurrent liabilities |
|
|
300,947 |
|
|
|
269,055 |
|
|
|
|
|
|
|
|
Total Noncurrent Liabilities |
|
|
1,090,631 |
|
|
|
661,698 |
|
|
|
|
|
|
|
|
|
|
Shareholders Equity, net |
|
|
1,799,853 |
|
|
|
1,795,657 |
|
|
|
|
|
|
|
|
|
|
$ |
3,129,881 |
|
|
$ |
2,693,823 |
|
|
|
|
|
|
|
|
Page 10
The J. M. Smucker Company
Unaudited Condensed Consolidated Statements of Cash Flow
|
|
|
|
|
|
|
|
|
|
|
Year Ended April 30, |
|
|
|
2008 |
|
|
2007 |
|
|
|
(Dollars in thousands) |
|
Operating Activities |
|
|
|
|
|
|
|
|
Net income |
|
$ |
170,379 |
|
|
$ |
157,219 |
|
Adjustments to reconcile net income to net cash provided by operating
activities: |
|
|
|
|
|
|
|
|
Depreciation |
|
|
58,497 |
|
|
|
57,346 |
|
Amortization |
|
|
4,122 |
|
|
|
1,528 |
|
Asset impairments and other restructuring charges |
|
|
1,510 |
|
|
|
10,089 |
|
Share-based compensation expense |
|
|
11,531 |
|
|
|
11,257 |
|
Working capital |
|
|
(54,462 |
) |
|
|
35,985 |
|
|
|
|
|
|
|
|
Net Cash Provided by Operating Activities |
|
|
191,577 |
|
|
|
273,424 |
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
Businesses acquired, net of cash acquired |
|
|
(220,949 |
) |
|
|
(60,488 |
) |
Additions to property, plant, and equipment |
|
|
(76,430 |
) |
|
|
(57,002 |
) |
Proceeds from sale of business |
|
|
3,407 |
|
|
|
84,054 |
|
Purchases of marketable securities |
|
|
(229,405 |
) |
|
|
(20,000 |
) |
Sales and maturities of marketable securities |
|
|
257,536 |
|
|
|
26,272 |
|
Other net |
|
|
3,355 |
|
|
|
123 |
|
|
|
|
|
|
|
|
Net Cash Used for Investing Activities |
|
|
(262,486 |
) |
|
|
(27,041 |
) |
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
Proceeds from long-term debt |
|
|
400,000 |
|
|
|
|
|
Repayments of long-term debt |
|
|
(148,000 |
) |
|
|
|
|
Dividends paid |
|
|
(68,074 |
) |
|
|
(63,632 |
) |
Purchase of treasury shares |
|
|
(152,521 |
) |
|
|
(52,125 |
) |
Other net |
|
|
18,434 |
|
|
|
(1,868 |
) |
|
|
|
|
|
|
|
Net Cash Provided by (Used for) Financing Activities |
|
|
49,839 |
|
|
|
(117,625 |
) |
Effect of exchange rate changes |
|
|
5,126 |
|
|
|
(595 |
) |
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
|
|
(15,944 |
) |
|
|
128,163 |
|
Cash and cash equivalents at beginning of period |
|
|
200,119 |
|
|
|
71,956 |
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
184,175 |
|
|
$ |
200,119 |
|
|
|
|
|
|
|
|
Page 11
The J. M. Smucker Company
Unaudited Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended April 30, |
|
|
Year Ended April 30, |
|
|
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
|
|
(Dollars in thousands, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
589,998 |
|
|
$ |
493,472 |
|
|
$ |
2,524,774 |
|
|
$ |
2,148,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income and net income per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
37,051 |
|
|
$ |
42,499 |
|
|
$ |
170,379 |
|
|
$ |
157,219 |
|
Net income per common share
assuming dilution |
|
$ |
0.67 |
|
|
$ |
0.75 |
|
|
$ |
3.00 |
|
|
$ |
2.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before restructuring and merger and integration
costs:(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income |
|
$ |
40,433 |
|
|
$ |
43,025 |
|
|
$ |
178,881 |
|
|
$ |
165,152 |
|
Income per common share assuming
dilution |
|
$ |
0.73 |
|
|
$ |
0.75 |
|
|
$ |
3.15 |
|
|
$ |
2.89 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Reconciliation to net income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
$ |
52,929 |
|
|
$ |
65,729 |
|
|
$ |
254,788 |
|
|
$ |
241,004 |
|
Merger and integration costs |
|
|
2,083 |
|
|
|
61 |
|
|
|
7,967 |
|
|
|
61 |
|
Cost of products sold restructuring |
|
|
1,248 |
|
|
|
|
|
|
|
1,510 |
|
|
|
9,981 |
|
Other restructuring costs (credits) |
|
|
1,631 |
|
|
|
783 |
|
|
|
3,237 |
|
|
|
2,120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes,
restructuring, and merger and
integration costs |
|
|
57,891 |
|
|
|
66,573 |
|
|
|
267,502 |
|
|
|
253,166 |
|
Income taxes |
|
|
17,458 |
|
|
|
23,548 |
|
|
|
88,621 |
|
|
|
88,014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before restructuring and
merger and integration costs |
|
$ |
40,433 |
|
|
$ |
43,025 |
|
|
$ |
178,881 |
|
|
$ |
165,152 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company uses income and income per diluted share, excluding restructuring and merger and integration costs, as key performance measures
of results of operations for purposes of evaluating performance internally. These non-GAAP measures are not intended to replace the
presentation of financial results in accordance with U.S. GAAP. Rather, the presentation of results excluding such charges is consistent
with the way management internally evaluates its businesses, facilitates the comparison of past and present operations and provides
management a more comprehensive understanding of the financial results.
Page 12
The J. M. Smucker Company
Unaudited Reportable Segments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended April 30, |
|
|
Year Ended April 30, |
|
|
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
|
|
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. retail market |
|
$ |
418,994 |
|
|
$ |
365,508 |
|
|
$ |
1,874,547 |
|
|
$ |
1,547,064 |
|
Special markets |
|
|
171,004 |
|
|
|
127,964 |
|
|
|
650,227 |
|
|
|
600,953 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net sales |
|
$ |
589,998 |
|
|
$ |
493,472 |
|
|
$ |
2,524,774 |
|
|
$ |
2,148,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment profit: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. retail market |
|
$ |
76,283 |
|
|
$ |
82,999 |
|
|
$ |
332,827 |
|
|
$ |
319,795 |
|
Special markets |
|
|
24,389 |
|
|
|
20,526 |
|
|
|
92,019 |
|
|
|
72,974 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total segment profit |
|
$ |
100,672 |
|
|
$ |
103,525 |
|
|
$ |
424,846 |
|
|
$ |
392,769 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 13