FLOWERS FOODS, INC.

-----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, Ionq3IANDwvv9Fdoj7oIdHApOOXsXgwHsh2hGFXHvCTTQ/KvZ8FODNNALJOwdV/E v60h23WMaTIf3pSTfV2HvQ== 0000950144-04-008480.txt : 20040819 0000950144-04-008480.hdr.sgml : 20040819 20040819084445 ACCESSION NUMBER: 0000950144-04-008480 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040819 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040819 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLOWERS FOODS INC CENTRAL INDEX KEY: 0001128928 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 582582379 STATE OF INCORPORATION: GA FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16247 FILM NUMBER: 04985247 BUSINESS ADDRESS: STREET 1: 1919 FLOWERS CIRCLE CITY: THOMASVILLE STATE: GA ZIP: 31757 BUSINESS PHONE: 9122269110 MAIL ADDRESS: STREET 1: 1919 FLOWERS CIRCLE CITY: THOMASVILLE STATE: GA ZIP: 31757 8-K 1 g90599e8vk.htm FLOWERS FOODS, INC. FLOWERS 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): August 19, 2004

FLOWERS FOODS, INC.

(Exact name of registrant as specified in its charter)


Georgia		1-16247		58-2582379

(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)


1919 Flowers Circle, Thomasville, GA		31757

(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (229) 226-9110

ITEM 7. Financial Statements and Exhibits.

c. Exhibits.

The following exhibit is furnished as part of this Report:


EXHIBIT NUMBER		EXHIBIT
99.1		Press release of Flowers Foods, Inc. dated August 19, 2004

ITEM 9. Regulation FD Disclosure.

On August 19, 2004, Flowers Foods, Inc. issued a press release announcing its financial condition and results of operations as of and for the second quarter ended July 17, 2004. A copy of the press release is furnished with this Report as Exhibit 99.1 and is incorporated herein by reference.

This information, furnished under this “Item 9. Regulation FD Disclosure,” is intended to be furnished under “Item 12. Disclosure of Results of Operations and Financial Condition” of Form 8-K. Consequently the information is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. Furthermore, the information in this Report, including the exhibits, may only be incorporated by reference into the filings of the registrant under the Securities Act of 1933, as amended, or the Exchange Act if such subsequent filings specifically reference this Form 8-K.

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.


				FLOWERS FOODS, INC.

				/s/ Jimmy M. Woodward
Date: August 19, 2004		By:		Name: Jimmy M. Woodward Title: Sr. Vice-President, Chief Financial Officer and Chief Accounting Officer

EXHIBIT INDEX


EXHIBIT NUMBER		EXHIBIT
99.1		Press release of Flowers Foods, Inc. dated August 19, 2004

EX-99.1 2 g90599exv99w1.txt EX-99.1 PRESS RELEASE DATED AUGUST 19, 2004 EXHIBIT 99.1 AUGUST 19, 2004 COMPANY PRESS RELEASE FLOWERS FOODS (NYSE: FLO) FLOWERS FOODS' SECOND QUARTER AND FIRST HALF RESULTS THOMASVILLE, GA--Flowers Foods (NYSE: FLO) today reported net income of $15.0 million, or $.33 per share, for the second quarter ended July 17, 2004, compared to a loss of $9.3 million, or $.20 per share, for the second quarter of 2003. For the first half of the year, the company reported net income of $28.7 million, or $.63 per share, compared to a loss of $15.0 million, or $.33 per share for the first half of 2003. SALES Sales for the second quarter increased 7.0% to $360.7 million compared to $337.2 million for last year's second quarter. Volume accounted for 4.2% of the sales increase as the company further penetrated existing markets and expanded its geographic coverage with new direct-store-delivery routes. Pricing made up 2.3% of the sales increase. The favorable results were slightly offset by a 0.5% product mix shift. The balance of the increase is due to consolidation of a variable interest entity under FASB Interpretation No. 46, "Consolidation of Variable Interest Entities." Sales for the first half of the year increased 6.1% to $818.5 million compared to $771.7 million for last year's first half, of which 0.8% was related to the consolidation of the variable interest entity. INCOME FROM CONTINUING OPERATIONS Income from continuing operations for the second quarter was $15.0 million, or $.33 per share, an 8.7% increase over the $13.8 million, or $.30 per share, reported for the second quarter of 2003. Income from continuing operations for the first half of the year was $32.2 million, or $.71 per share, a 17.5% increase from the $27.4 million or $.60 per share, reported for the first half of 2003. During the second quarter, gross margin as a percentage of sales declined slightly compared to the prior year quarter due to higher ingredient, labor and utility costs as well as start-up costs for a new bakery in Denton, Texas. Selling, marketing and administrative expenses declined as a percentage of sales compared to the second quarter of 2003 due to higher sales and reduced administrative expense. Depreciation and amortization expense was relatively flat as was net interest income. Consolidation of the variable interest entity slightly lowered the effective income tax rate, however, the consolidation has no effect on income from continuing operations. MANAGEMENT'S DISCUSSION George E. Deese, president and chief executive officer of Flowers Foods, said that the second quarter results are indicative of Flowers Foods' strengths. "Our sales growth -- in both established and new territories -- is possible because of our execution in the marketplace, the strength of our brands, and the quality of our products. Nature's Own breads continue to drive our sales growth as consumers seek foods with health-related attributes." During the quarter, the company announced the pending acquisition from Sara Lee Bakery Group of a closed bakery in Houston as well as a customer list. Deese said he expects the acquisition will add approximately $40 million in annual sales. The company's new bakery in Denton, Texas started production of buns and rolls during the quarter and will produce much of the additional volume associated with the customer list acquired from Sara Lee. "The company continues to generate strong cash flow with which we will pay dividends, repurchase shares when appropriate, make acquisitions, and fund internal growth as we work to build long term-value for our shareholders," Deese said. REVISED GUIDANCE FOR 2004 The company now forecasts sales for fiscal 2004 of $1.505 billion to $1.520 billion. This represents a $10 million increase in the range due to additional sales expected in Texas. The company expects the additional sales in Texas will be earnings neutral for the year, as cost incurred to establish distribution will offset the gross margin from the added sales. The company expects income from continuing operations to remain at the level previously forecast of 3.9% to 4.0% of sales, or $1.28 to $1.32 per share. The guidance provided reflects management's best estimate of the market factors related to last week's hurricane in Florida. The company does not expect those factors to have a material impact on its second half 2004 results. The company's guidance represents management's estimates and targets only and is subject to risks and uncertainties as described below. STOCK REPURCHASES During the second quarter, the company acquired 345,100 shares of its common stock for $8.5 million, an average of $24.72 per share. Since the inception of the stock repurchase plan, the company has acquired approximately 1.5 million shares of its common stock for $38.5 million, an average of $25.24 per share. These shares were purchased in accordance with the share repurchase plan approved by the board of directors in 2002, which authorizes the company to repurchase up to 7.5 million shares of stock. DIVIDEND The board of directors will consider the dividend at its regularly scheduled meeting. Any action taken will be announced following that meeting. CONFERENCE CALL Flowers Foods will broadcast its quarterly conference call over the Internet at 10:30 a.m. (Eastern) August 19, 2004 at http://www.firstcallevents.com/service/ ajwz409584010gf12.html. The call will be archived on Flowers' Web site, www.flowersfoods.com, and can be accessed by clicking on "Investor Center." COMPANY INFORMATION Headquartered in Thomasville, Ga., Flowers Foods is one of the nation's leading producers and marketers of packaged bakery foods for retail and foodservice customers. Flowers operates 34 bakeries that produce a wide range of bakery products marketed throughout the Southeastern, Southwestern, and mid-Atlantic states via an extensive direct-store-delivery network and nationwide through other delivery systems. Among the company's top brands are Nature's Own, Cobblestone Mill, Sunbeam, BlueBird, and Mrs. Freshley's. For more information, visit www.flowersfoods.com. Statements contained in this press release that are not historical facts are forward-looking statements. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those projected. Other factors that may cause actual results to differ from the forward-looking statements contained in this release and that may affect the company's prospects in general include, but are not limited to, (a) competitive conditions in the baked foods industry, including promotional and price competition, (b) changes in consumer demand for our products, (c) the success of productivity improvements and new product introductions, (d) a significant reduction in business with any of our major customers including a reduction from adverse developments in any of our customer's business, (e) fluctuations in commodity pricing and (f) our ability to achieve cash flow from capital expenditures and acquisitions and the availability of new acquisitions that build shareholder value. In addition, our results may also be affected by general factors such as economic and business conditions (including the baked foods markets), interest and inflation rates and such other factors as are described in the company's filings with the Securities and Exchange Commission. CONTACT: Jimmy M. Woodward, Senior VP and Chief Financial Officer, (229) 227-2266 Marta J. Turner, Senior VP/Corporate Relations, (229) 227-2348 FLOWERS FOODS - ------------------------------------------------------------------------------- CONSOLIDATED STATEMENT OF INCOME (000's omitted, except per share data)

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