EX-99.1 3 v92519exv99w1.htm EXHIBIT 99.1 Seminis, Inc. - Exhibit 99.1
 

Exhibit 99.1

Press Release

[SEMINIS LOGO]

CONTACT:
Enrique Osorio
805-647-1572
enrique.osorio@seminis.com

Patrick Turner
805-647-1572
patrick.turner@seminis.com

Seminis Reports Third Quarter and Nine Month Results

OXNARD, Calif. – August 11, 2003 – Seminis, Inc., the world’s largest developer, producer and marketer of vegetable and fruit seeds, today reported final results for the three-month and nine-month periods ended June 27, 2003. The company released preliminary third quarter results late last month due to filing requirements of its majority shareholder, Savia S.A. de C.V.

RESULTS FOR THE THREE-MONTH PERIOD ENDED JUNE 27, 2003

Net sales for the three months ended June 27, 2003 were $113.1 million compared to $106.6 million for the same period last year. This represents an increase of 6.1% from the same period last year. The increase was primarily due to increased sales in the Asia sales region as well as in the Europe, Middle East and Africa sales region. The increase in the EMEA region was mainly attributable to favorable exchange rate fluctuations in that region.

Gross profit increased to $71.0 million or 62.8% of sales compared to $65.0 million or 61.0% for the same period last year. This increase was primarily due to the continued optimization of our internal processes.

Operating expenses in the reported period increased by $4.1 million to $63.3 million, compared to $59.2 million for the same period last year, an increase of 6.9%. This increase was primarily due to exchange rate fluctuations as well as increases in legal and administrative fees related to the transaction proposed by Savia S.A. de C.V. and Fox Paine & Company, LLC in December 2002.

Operating income for the period was $8.1 million compared to $6.3 million for the same period last year, an increase of $1.8 million or 29.2%.

Net loss for the period was $3.3 million compared to net income of $4.3 million during the same quarter last year. Net loss available to common shareholders was $8.0 million or $0.12 per share compared to a net loss available to common shareholders of $0.4 million or $0.01 per share during the same period last year.

The total outstanding syndicated bank debt as of June 27, 2003 was $216.6 million compared to $238.7 million as of June 28, 2002, a reduction of $22.1 million or 9.3%.

Seminis Chairman and Chief Executive Officer, Mr. Alfonso Romo, commented: “The successful implementation of our value-added pricing strategy has shown that the market

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recognizes the benefits that our products offer growers, retailers and consumers. Together with a streamlined organization, we have the financial strength and flexibility to move aggressively into new markets in Asia and South America, while continuing to fully fund our R&D engine, the largest in the vegetable seed industry.”

RESULTS FOR THE NINE-MONTH PERIOD ENDED JUNE 27, 2003

Total sales for the nine months ended June 27, 2003 increased 4.1% to $352.7 million from $339.0 million during the same period last year. Net seed sales reached $340.6 million during the nine-month period, an increase of 5.1% compared to $324.1 million for the same period of last year. The increase was primarily due to favorable currency fluctuations.

Gross profit for the period increased to 63.0%, from 62.1% for the same period last year, partly due to the previously stated optimization strategies.

Total operating expenses for the period increased by 4.1% to $184.9 million, from $177.5 million for the same period last year. The increase was primarily due to the previously mentioned increase in operating expenses during the three-month period ended June 27, 2003 as well as severance expenses incurred mainly during the second quarter of the fiscal year.

Operating income for the period was $38.9 million, inline with the $38.8 million reported for the same period last year.

Net loss available to common shareholders for the period was $4.9 million or $0.08 per share compared with a net loss available to common shareholders of $3.3 million, or $0.05 per share for the same period last year.

Total outstanding syndicated bank debt was reduced by $13.1 million during the nine months ended June 28, 2003.

FOX PAINE TRANSACTION

Seminis also announced that proxy statements have been mailed to all shareholders of record regarding the proposed transaction with Fox Paine, and that a shareholders’ meeting will be held in early September to complete the voting process. With shareholders’ approval, the company expects to complete the transaction by the end of September, the close of its fiscal year.

“This is an historic crossroad for Seminis. Having acquired the world’s leading vegetable seed brands and fully integrating them into a single Seminis organization, we are ready to take on new partners that will allow us to continue growing and expanding the reach and capabilities of the company,” said Mr. Romo.

ABOUT SEMINIS

Seminis, Inc. is the largest developer, producer and marketer of vegetable and fruit seeds in the world. The company uses seeds as the delivery vehicle for innovative agricultural technology. Its products are designed to reduce the need for agricultural chemicals, increase crop yield, reduce spoilage, offer longer shelf life, create better tasting foods and foods with better nutritional content. Seminis has established a worldwide presence and global distribution network that spans 150 countries and territories.

Safe Harbor Statement: All statements in this press release other than statements of historical facts are “forward-looking” statements, including without limitation statements regarding the company’s financial position, business strategy, plans, and objectives of management and industry conditions. Although the company believes that the expectations reflected in such

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forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. The following factors, among others, may affect the company’s actual results and could cause such results to differ materially from those expressed in any forward-looking statements made by or on behalf of the company: competitive factors, agribusiness risks, governmental and economic risks associated with foreign operations, commercial success of new products, proprietary protection of and advances in technology, possible need for additional financing. Further information on the factors that could affect the company’s financial results is contained in the company’s latest 10-K filed with the Securities and Exchange Commission.

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SEMINIS, INC.
Consolidated Balance Sheets
(In thousands)

                     
        As of   As of
        June 27,   September 30,
        2003   2002
       
 
ASSETS:
               
Current assets
               
 
Cash and cash equivalents
  $ 28,130     $ 36,805  
 
Accounts receivable, net
    175,269       140,315  
 
Inventories
    266,150       272,527  
 
Prepaid expenses and other current assets
    4,329       2,427  
 
   
     
 
   
Total current assets
    473,878       452,074  
Property, plant and equipment, net
    163,564       168,729  
Goodwill, net
    102,706       98,931  
Intangible assets, net
    54,514       61,872  
Other assets
    20,035       18,391  
 
   
     
 
 
  $ 814,697     $ 799,997  
 
   
     
 
LIABILITIES, MANDATORILY REDEEMABLE STOCK AND STOCKHOLDERS’ EQUITY:
               
Current liabilities
               
 
Short-term borrowings
  $ 39,774     $ 28,532  
 
Current maturities of long-term debt
    219,454       21,709  
 
Accounts payable
    22,784       38,179  
 
Accrued liabilities
    97,218       98,624  
 
   
     
 
   
Total current liabilities
    379,230       187,044  
Long-term debt
    14,965       228,293  
Deferred income taxes
    18,740       15,753  
Minority interest in subsidiaries
    1,677       1,902  
 
   
     
 
   
Total liabilities
    414,612       432,992  
 
   
     
 
Commitments and contingencies
               
   
Total mandatorily redeemable stock
    31,000       29,500  
 
   
     
 
   
Total stockholders’ equity
    369,085       337,505  
 
   
     
 
 
  $ 814,697     $ 799,997  
 
   
     
 

 


 

SEMINIS, INC.
Consolidated Statements of Operations
(IN thousands, except per share data)

                                       
          For the three months ended   For the nine months ended
         
 
          June 27,   June 28,   June 27,   June 28,
          2003   2002   2003   2002
         
 
 
 
          (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited)
Net sales
  $ 113,088     $ 106,564     $ 352,705     $ 338,952  
Cost of goods sold
    42,113       41,581       130,354       128,325  
 
   
     
     
     
 
   
Gross profit
    70,975       64,983       222,351       210,627  
 
   
     
     
     
 
Research and development expenses
    12,564       10,973       34,942       32,483  
Selling, general and administrative expenses
    46,685       43,973       138,022       132,501  
Amortization of intangible assets
    4,014       4,235       11,907       12,537  
 
   
     
     
     
 
Total operating expenses
    63,263       59,181       184,871       177,521  
 
   
     
     
     
 
Gain on sale of assets
    366       448       1,457       5,723  
 
   
     
     
     
 
Income from operations
    8,078       6,250       38,937       38,829  
Other expense
                               
 
Interest expense, net
    (8,800 )     (7,082 )     (23,735 )     (21,184 )
 
Other, net
    (779 )     3,558       (303 )     (1,094 )
 
   
     
     
     
 
   
Total non-operating expense
    (9,579 )     (3,524 )     (24,038 )     (22,278 )
 
   
     
     
     
 
Income (loss) before income taxes
    (1,501 )     2,726       14,899       16,551  
Income tax benefit (expense)
    (1,843 )     1,538       (5,983 )     (5,944 )
 
   
     
     
     
 
Net income (loss)
    (3,344 )     4,264       8,916       10,607  
Preferred stock dividends
    (4,660 )     (3,496 )     (13,844 )     (10,423 )
Additional capital contribution dividends
          (1,164 )           (3,467 )
 
   
     
     
     
 
Net loss available for common stockholders
  $ (8,004 )   $ (396 )   $ (4,928 )   $ (3,283 )
 
   
     
     
     
 
Net loss available for common stockholders per common share:
                               
 
   
     
     
     
 
     
Basic/diluted
  $ (0.12 )   $ (0.01 )   $ (0.08 )   $ (0.05 )
 
   
     
     
     
 

 


 

Seminis Inc.
Net Seed Sales
Currency Stated at Actual Exchange Rates

(In US Million $)

                                                 
    Third Quarter Ended   Nine Months Ended
   
 
    FY 2003   FY 2002   % Change   FY 2003   FY 2002   % Change
   
 
 
 
 
 
North America
  $ 34.2     $ 36.3       -5.7 %   $ 119.1     $ 122.0       -2.3 %
Europe & Middle East
    53.5       45.0       18.7 %     160.0       135.2       18.4 %
Far East
    13.8       11.7       18.1 %     40.6       43.2       -6.1 %
South America
    8.3       9.2       -9.8 %     20.9       23.7       12.1 %
 
   
     
     
     
     
     
 
Total Seed Sales
  $ 109.8     $ 102.2       7.4 %   $ 340.6     $ 324.1       5.1 %