-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P8fURJ+8oMEFg4YmyaSkD8xsFK1/hM96a2x5cbu7qatVB31gqrXH5nIqBlOZVo/R ckleQ8GjNcaFTtPrk0mz/g== 0001171520-07-000226.txt : 20070522 0001171520-07-000226.hdr.sgml : 20070522 20070522083106 ACCESSION NUMBER: 0001171520-07-000226 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070522 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070522 DATE AS OF CHANGE: 20070522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED NATURAL FOODS INC CENTRAL INDEX KEY: 0001020859 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & GENERAL LINE [5141] IRS NUMBER: 050376157 STATE OF INCORPORATION: DE FISCAL YEAR END: 0729 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15723 FILM NUMBER: 07869757 BUSINESS ADDRESS: STREET 1: PO BOX 999 STREET 2: 260 LAKE RD CITY: DAYVILLE STATE: CT ZIP: 06241 BUSINESS PHONE: 8607792800 MAIL ADDRESS: STREET 1: PO BOX 999 STREET 2: 260 LAKE RD CITY: DAYVILLE STATE: CT ZIP: 06241 8-K 1 eps2501.txt UNITED NATURAL FOODS, INC. ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 22, 2007 UNITED NATURAL FOODS, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) Delaware 000-21531 05-0376157 ---------------------------- ------------------------ ------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 260 Lake Road Dayville, CT 06241 --------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (860) 779-2800 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ Item 2.02. Results of Operations and Financial Condition. The following information is being furnished under Item 2.02-Results of Operations and Financial Condition. This information, including the exhibit attached hereto, shall not be deemed "filed" for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information under this Item 2.02 of this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or under the Exchange Act, regardless of any general incorporation language in such filing. On May 22, 2007, United Natural Foods, Inc. issued a press release to report its financial results for the quarter ended April 28, 2007. The press release is furnished as Exhibit 99.1 hereto. Item 9.01. Financial Statements and Exhibits (a) Financial Statements of Businesses Acquired: Not Applicable (b) Pro Forma Financial Information: Not Applicable (c) Exhibits. Exhibit No. Description ----------- --------------- 99.1 Press Release, dated May 22, 2007: United Natural Foods Reports Record Revenues of $732.5 Million for the Third Fiscal Quarter of 2007 on 15% Comparable Growth. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNITED NATURAL FOODS, INC. By: /s/ Mark E. Shamber ------------------- Mark E. Shamber Vice President and Chief Financial Officer Date: May 22, 2007 EX-99.1 2 ex99-1.txt Exhibit 99.1 [LETTERHEAD OF UNITED NATURAL FOODS, INC.] IMMEDIATE RELEASE May 22, 2007 UNITED NATURAL FOODS REPORTS RECORD REVENUES OF $732.5 MILLION FOR THE THIRD QUARTER OF FISCAL 2007 ON 15% COMPARABLE GROWTH Updates Guidance for Fiscal 2007 Dayville, Connecticut - May 22, 2007 -- United Natural Foods, Inc. (Nasdaq: UNFI) (the "Company") today reported net income of $13.7 million, or $0.32 per diluted share, for the third quarter of fiscal 2007, ended April 28, 2007. The Company reported revenues for the third quarter of fiscal 2007 of $732.5 million, an increase of $95.4 million, or 15.0%, from the $637.1 million recorded in the third quarter of fiscal 2006. Both the supernatural and supermarket channels of the wholesale segment contributed to the record sales, with both channels showing comparable growth rates in excess of 20%. For the third quarter of fiscal 2007, net income increased 11.4% to $13.7 million, or $0.32 per diluted share, compared to $12.3 million, or $0.29 per diluted share, for the third quarter of fiscal 2006. Gross margin as a percent of sales for the third quarter of fiscal 2007 was 17.7%, which represents a 1.2% decline from the gross margin of 18.9% for the third quarter of fiscal 2006, ended April 29, 2006. The gross margin decline was driven by a combination of factors. First, the Company's level of forward buying in the Western Region during the third quarter of fiscal 2007 continued to run below historical levels, negatively impacting gross margin by approximately $1.9 million. Second, the Company incurred an unusually high level of inventory adjustments within broadline distribution during the quarter of approximately $1.9 million. Third, a number of new customer agreements were in place during the third quarter compared to the prior fiscal year. Additionally, unanticipated delays in the completion of its previously announced strategy to acquire emerging brands and launch new products have prevented the Company's United Natural Brands' division from contributing the planned level of sales and incremental gross margin expected. For the quarter ended April 28, 2007, operating expenses were 14.3% of net sales, or $104.8 million, an increase of $7.4 million, or 7.5%, over operating expenses of $97.5 million, or 15.3% of net sales, for the third quarter of fiscal 2006. In the third quarter of fiscal 2007, the Company recorded share-based compensation expense of $1.0 million, in accordance with Statement of Financial Accounting Standard ("SFAS") No. 123R, Share-Based Payment, compared to $1.2 million of share-based compensation expense for the third quarter of fiscal 2006, which ended April 29, 2006. "Our sales growth during the third quarter improved as we had expected, driven by solid growth of over 23% in our supermarket channel. Also, growth in the supernatural channel exceeded 20% for the quarter due to continued strong consumer demand for natural and organic products, aided by new store openings and our increased market share in the West," said Michael Funk, President and Chief Executive Officer. Mr. Funk added, "We experienced some short-term erosion of gross margin during the quarter due to our forward buying of inventory remaining below historical levels and specific inventory write-offs in broadline distribution, but we remain confident that the gross margin will improve over the next two quarters with these issues behind us." Updates Fiscal 2007 Earnings Guidance The Company is updating its projected revenues guidance to $2.75 billion to $2.8 billion for fiscal year 2007, ending July 28, 2007, which represents a 13% to 15% increase over fiscal 2006. In addition, the Company is revising its GAAP guidance on earnings per share for fiscal 2007 to a range of $1.20 to $1.22 per diluted share. Previously, on February 20, 2007, the Company had announced GAAP earnings per share guidance of $1.25 to $1.30 per diluted share for fiscal 2007. Excluding the impact of $2.2 million of losses related to the Company's two Auburn, California facilities and $0.7 million in fees related to the early termination of unused leased space and the write-off of abandoned leasehold improvements at a facility in Minnesota, both reported in the second quarter of fiscal 2007, the Company is revising its earnings per share guidance for fiscal 2007 to a range of $1.24 to $1.26 per diluted share. Previously, the Company announced earnings per share guidance for fiscal 2007, excluding these items, of a range of $1.27 to $1.30 per diluted share. Finally, the Company also reiterated its anticipated fiscal 2007 capital expenditures guidance of $40 to $45 million. The Company's guidance is based on a number of assumptions, which are subject to change and many of which are outside the Company's control. If any of these assumptions vary, the Company's guidance may change. There can be no assurance that the Company will achieve these results. Conference Call Management will conduct a conference call and audio webcast at 11:00 a.m. EDT on May 22, 2007 to review the Company's quarterly results, market trends and future outlook. The conference call dial-in number is (303) 262-2075. An audio webcast of the conference call will be available to the public, on a listen-only basis, via the Internet at www.earnings.com or at the Investor Relations section of the Company's website at www.unfi.com. Please allow extra time prior to the call to visit the site and download the necessary software to listen to the Internet broadcast. The online archive of the webcast will be available for 30 days. About United Natural Foods United Natural Foods, Inc. carries and distributes more than 40,000 products to more than 18,000 customers nationwide. The Company serves a wide variety of retail formats including conventional supermarket chains, natural product superstores, independent retail operators and the food service channel. United Natural Foods was ranked by Forbes in 2005 as one of the "Best Managed Companies in America," ranked by Fortune in 2007 and 2006 as one of its "Most Admired Companies," and ranked by Business Ethics as one of its "100 Best Corporate Citizens for 2006." For more information on United Natural Foods, Inc., visit the Company's website at www.unfi.com. Financial Tables Follow AT THE COMPANY: FINANCIAL RELATIONS BOARD - -------------------------------------------------------------------------------- Mark Shamber Joseph Calabrese Chief Financial Officer General Information (860) 779-2800 (212) 827-3772 "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding the Company's business that are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, including but not limited to general business conditions, the impact of competition and our dependence on principal customers, see "Risk Factors" in the Company's quarterly report on Form 10-Q filed with the Commission on March 6, 2007, and its other filings under the Securities Exchange Act of 1934, as amended. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. The Company is not undertaking to update any information in the foregoing reports until the effective date of its future reports required by applicable laws. Any projections of future results of operations should not be construed in any manner as a guarantee that such results will in fact occur. These projections are subject to change and could differ materially from final reported results. The Company may from time to time update these publicly announced projections, but it is not obligated to do so. UNITED NATURAL FOODS, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In thousands, except per share data)
Three months ended Nine months ended -------------------------- ------------------------------ April 28, April 29, April 28, April 29, 2007 2006 2007 2006 --------- --------- ----------- ----------- Net sales $ 732,516 $ 637,068 $ 2,047,494 $ 1,813,790 Cost of sales 602,573 516,904 1,669,912 1,466,955 --------- --------- ----------- ----------- Gross profit 129,943 120,164 377,582 346,835 --------- --------- ----------- ----------- Operating expenses 104,670 97,318 306,689 288,887 Impairment on assets held for sale -- -- 756 -- Amortization of intangibles 148 142 437 428 --------- --------- ----------- ----------- Total operating expenses 104,818 97,460 307,882 289,315 --------- --------- ----------- ----------- Operating income 25,125 22,704 69,700 57,520 --------- --------- ----------- ----------- Other expense (income): Interest expense 3,021 2,747 9,282 8,310 Interest income (324) (78) (618) (219) Other, net (39) (84) 332 (207) --------- --------- ----------- ----------- Total other expense 2,658 2,585 8,996 7,884 --------- --------- ----------- ----------- Income before income taxes 22,467 20,119 60,704 49,636 Provision for income taxes 8,762 7,819 23,675 19,035 --------- --------- ----------- ----------- Net income $ 13,705 $ 12,300 $ 37,029 $ 30,601 ========= ========= =========== =========== Per share data - basic: Net income $ 0.32 $ 0.29 $ 0.87 $ 0.74 ========= ========= =========== =========== Weighted average basic shares of common stock 42,595 41,885 42,396 41,568 ========= ========= =========== =========== Per share data - diluted: Net income $ 0.32 $ 0.29 $ 0.87 $ 0.73 ========= ========= =========== =========== Weighted average diluted shares of common stock 42,884 42,446 42,784 42,210 ========= ========= =========== ===========
UNITED NATURAL FOODS, INC. CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands)
April 28, July 29, 2007 2006 ---------- ---------- ASSETS - ------ Current assets: Cash and cash equivalents $ 20,544 $ 20,054 Accounts receivable, net 167,486 147,686 Notes receivable, trade, net 1,285 1,254 Inventories 302,468 257,259 Prepaid expenses and other current assets 13,822 12,596 Deferred income taxes 10,911 10,911 ---------- ---------- Total current assets 516,516 449,760 ---------- ---------- Property & equipment, net 163,365 163,247 Other assets: Goodwill 79,900 78,016 Notes receivable, trade, net 2,320 2,760 Intangible assets, net 5,957 251 Other 9,535 6,561 ---------- ---------- Total assets $ 777,593 $ 700,595 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ Current liabilities: Accounts payable $ 134,221 102,146 Notes payable 114,001 $ 125,005 Accrued expenses and other current liabilities 33,232 34,245 Current portion of long-term debt 6,269 5,433 ---------- ---------- Total current liabilities 287,723 266,829 Long-term debt, excluding current portion 67,510 59,716 Deferred income taxes 9,029 9,693 Other long-term liabilities 874 883 ---------- ---------- Total liabilities 365,136 337,121 ---------- ---------- Stockholders' equity: Preferred stock, $0.01 par value, authorized 5,000 shares at April 28, 2007 and July 29, 2006; none issued and outstanding -- -- Common stock, $0.01 par value, authorized 100,000 shares; 43,042 issued and 42,813 outstanding shares at April 28, 2007; 42,477 issued and 42,248 outstanding shares at July 29, 2006 430 425 Additional paid-in capital 162,730 149,840 Unallocated shares of Employee Stock Ownership Plan (1,257) (1,380) Treasury stock (6,092) (6,092) Accumulated other comprehensive (loss) income (17) 1,047 Retained earnings 256,663 219,634 ---------- ---------- Total stockholders' equity 412,457 363,474 ---------- ---------- Total liabilities and stockholders' equity $ 777,593 $ 700,595 ========== ==========
UNITED NATURAL FOODS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (In thousands)
Nine months ended ---------------------- April 28, April 29, 2007 2006 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 37,029 $ 30,601 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 13,793 12,557 (Gain) loss on disposals of property & equipment 1,999 (25) Impairment on assets held for sale 756 -- Provision for doubtful accounts 1,008 2,800 Share-based compensation 2,956 4,712 Changes in assets and liabilities, net of acquired companies: Accounts receivable (20,808) (23,215) Inventory (43,391) (24,479) Prepaid expenses and other assets (5,688) 1,067 Notes receivable, trade 409 (763) Accounts payable 25,829 12,996 Accrued expenses and other current liabilities (1,393) (3,258) --------- --------- Net cash provided by operating activities 12,499 12,993 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (20,684) (14,804) Purchases of acquired businesses, net of cash acquired (6,470) (3,292) Proceeds from sale of property and equipment 5,448 57 Other investing activities (1,042) -- --------- --------- Net cash used in investing activities (22,748) (18,039) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Net repayments under note payable (11,004) (6,573) Proceeds from borrowings of long-term debt 10,000 -- Proceeds from exercise of stock options 7,086 17,879 Increase (decrease) in bank overdraft 6,246 (7,397) Repayments on long-term debt (4,438) (4,401) Tax benefit from exercise of stock options 2,853 5,485 Principal payments of capital lease obligations (4) (409) Purchases of treasury stock -- (6,092) --------- --------- Net cash provided by (used in) financing activities 10,739 (1,508) --------- --------- NET INCREASE (DECREASE) IN CASH 490 (6,554) Cash at beginning of period 20,054 12,615 --------- --------- Cash at end of period $ 20,544 $ 6,061 ========= ========= Supplemental disclosures of cash flow information: Interest paid, net of amounts capitalized $ 9,235 $ 8,021 ========= ========= Federal and state income taxes paid, net of refunds $ 19,771 $ 14,993 ========= =========
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