-----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, AwygKZNPVv6G9+DlhI9pfZmL9sc5YpiWLcxis65ncu+aQmhU/IouFA2zOWmDmggP 53mD8+dBsccncs8Y3coUeA== 0000950144-06-005559.txt : 20060601 0000950144-06-005559.hdr.sgml : 20060601 20060601165943 ACCESSION NUMBER: 0000950144-06-005559 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060525 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060601 DATE AS OF CHANGE: 20060601 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANDERSON FARMS INC CENTRAL INDEX KEY: 0000812128 STANDARD INDUSTRIAL CLASSIFICATION: POULTRY SLAUGHTERING AND PROCESSING [2015] IRS NUMBER: 640615843 STATE OF INCORPORATION: MS FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14977 FILM NUMBER: 06880678 BUSINESS ADDRESS: STREET 1: 225 N 13TH AVE STREET 2: PO BOX 988 CITY: LAUREL STATE: MS ZIP: 39441 BUSINESS PHONE: 6016494030 MAIL ADDRESS: STREET 1: 225 N 13TH AVENUE STREET 2: PO BOX 988 CITY: LAUREL STATE: MS ZIP: 39441 8-K 1 g01850e8vk.htm SANDERSON FARMS, INC. - FORM 8-K SANDERSON FARMS, INC. - FORM 8-K
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UNITED STATES
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 25, 2006
SANDERSON FARMS, INC.
(Exact name of registrant as specified in its charter)
         
Mississippi   1-14977   64-0615843
         
(State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
of incorporation)       Identification No.)
     
127 Flynt Road    
Laurel, Mississippi   39443
     
(Address of principal executive offices)   (Zip Code)
(601) 649-4030
 
(Registrant’s telephone number, including area code)
Not applicable.
(Former name or former address, if changed since last report)
     Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition.
Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EX-99.1 PRESS RELEASE 05/25/06
EX-99.2 TRANSCRIPT OF CONFERENCE CALL 05/25/06

Table of Contents

Section 2 — Financial Information
Item 2.02 Results of Operations and Financial Condition.
On May 25, 2006, the Registrant issued a press release announcing its earnings for its fiscal quarter ended April 30, 2006. The press release is furnished herewith as Exhibit 99.1. Also on May 25, 2006, the Registrant held a conference call to discuss its earnings for its fiscal quarter ended April 30, 2006. A transcript of the conference call is furnished herewith as Exhibit 99.2. The information in the press release and transcript is not to be considered “filed” for purposes of the Securities Exchange Act of 1934.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(c) The following exhibits are filed with this Current Report:
         
Exhibit No.   Description
  99.1    
Press release of Sanderson Farms, Inc. dated May 25, 2006
       
 
  99.2    
Transcript of conference call held by Sanderson Farms, Inc. on May 25, 2006

 

Table of Contents

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.
SANDERSON FARMS, INC.
(Registrant)
         
     
Date: June 1, 2006  By:   /s/ D. Michael Cockrell    
    D. Michael Cockrell   
    Treasurer and Chief Financial Officer   

 

Table of Contents

         
EXHIBIT INDEX
         
Exhibit No.   Description
  99.1    
Press release of Sanderson Farms, Inc. dated May 25, 2006
       
 
  99.2    
Transcript of conference call held by Sanderson Farms, Inc. on May 25, 2006

 

EX-99.1 2 g01850exv99w1.txt EX-99.1 PRESS RELEASE 05/25/06 EXHIBIT 99.1 (SANDERSON FARMS, INC. LETTERHEAD) CONTACT: MIKE COCKRELL TREASURER & CHIEF FINANCIAL OFFICER (601) 649-4030 SANDERSON FARMS, INC. REPORTS RESULTS FOR SECOND QUARTER OF FISCAL 2006 LAUREL, Miss. (May 25, 2006) -- Sanderson Farms, Inc. (NASDAQ/NM: SAFM) today reported results for the second fiscal quarter ended April 30, 2006. Net sales for the second quarter of fiscal 2006 were $225.1 million compared with $259.2 million for the same period a year ago. For the quarter, the net loss was $16.6 million, or $.83 per diluted share, compared with net income of $26.5 million, or $1.32 per diluted share, for the second quarter of fiscal 2005. Net sales for the first six months of fiscal 2006 were $477.2 million compared with $492.5 million for the first half of fiscal 2005. Net loss for the first half of the year totaled $25.3 million, or $1.26 per diluted share, compared with net income of $36.6 million, or $1.82 per diluted share, for the first six months of last year. The Company's financial statements for the year-to-date period ended April 30, 2006, reflect a receivable from the Company's insurance carriers of $5.8 million for property damage and expenses incurred resulting from Hurricane Katrina. The Company's total insurance claim through April 30, 2006, for property damage, expenses incurred and lost profits is approximately $26.0 million, net of the applicable deductible of $2,750,000. The Company recovered $5.0 million during the first quarter of fiscal 2006 and $7.5 million during the second quarter of fiscal 2006 from insurance carriers as initial draws on the claim. During the first quarter of fiscal 2006 and the fourth quarter of fiscal 2005, operating income was reduced by unrecognized lost profits and expenses of approximately $3.0 million and $5.1 million, respectively. The Company had no such unrecognized lost profits during the second quarter of fiscal 2006. The unrecognized lost profits and expenses of $8.1 million during the first quarter of fiscal 2006 and the fourth quarter of fiscal 2005 were the direct result of the effect of Hurricane Katrina, and the Company's efforts to minimize the potential loss from the hurricane and will be recognized for accounting purposes once negotiations with the insurance carriers are complete and the final amounts are determined. The Company intends to seek reimbursement for all of its insured losses, including the unrecognized lost profits and expenses. Negotiations with the Company's insurance carriers are expected to be completed during fiscal 2006. "Our financial results for the second quarter of fiscal 2006 reflect a difficult market environment for our industry," said Joe F. Sanderson, Jr., chairman and chief executive officer of Sanderson Farms, Inc. "The combination of sluggish demand for poultry products in the domestic market with the decline in exports has depressed market prices compared with the levels we experienced in the prior year period." -MORE- Sanderson Farms Reports Second Quarter Fiscal 2006 Results Page 2 May 25, 2006 According to Sanderson, overall market prices for poultry products were significantly lower in the second quarter of 2006 compared with prices a year ago. As measured by a simple average of the Georgia dock price for whole chickens, prices decreased approximately 7.3% in the Company's second fiscal quarter compared with the same period in 2005. Bulk leg quarter prices declined 43.1% during the quarter compared with last year's second quarter. These leg quarter prices reflect continued weak demand in the export market during the quarter. Boneless breast meat prices during the quarter were approximately 30.1% lower than the prior-year period. Wing prices averaged $.91 per pound during the second quarter of fiscal 2006, compared with the average of $1.05 per pound during the second quarter of fiscal 2005. At the same time, cash market prices for corn and soybean meal, the Company's primary feed ingredients, increased 6.5% and decreased 4.1%, respectively, compared with the second quarter a year ago. "While current market conditions are better than those experienced during our second quarter, they remain challenging," Sanderson added. "In light of these conditions, we are reducing our production levels at all of our big bird deboning plants and at our McComb, Mississippi, chill pack plant. Total weekly production will be reduced by approximately 4.3 percent to more appropriately balance our production with current market demand. We will also defer the additional head previously scheduled to begin in Collins, Mississippi, in July, and a portion of the additional head previously scheduled for Moultrie, Georgia, until market conditions improve. We have reviewed all of our internal operating budgets and have identified opportunities to reduce our selling, general & administrative expenses without jeopardizing product quality, customer service or long-term operations. Additionally, we have decided to postpone construction on our new poultry complex in Waco, Texas, for 90 days, which will defer approximately $29 million of related capital expenditures to fiscal 2007. We believe we are taking the right steps to deal with the current market environment. In spite of the short-term market challenges, we are optimistic about the longer-term fundamentals of our industry and remain confident that Sanderson Farms is well positioned to resume its pattern of profitable growth when market conditions improve." Sanderson Farms will hold a conference call to discuss this press release today, May 25, 2006, at 10:00 a.m. Central, 11:00 a.m. Eastern. Investors will have the opportunity to listen to a live Internet broadcast of the conference call through the Company's Web site at www.sandersonfarms.com or through www.earnings.com. To listen to the live call, please go to the Web site at least 15 minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, an Internet replay will be available shortly after the call and continue through June 25, 2006. Those without Internet access or who would rather listen by telephone can call 800-967-7134, access code 2936419. Sanderson Farms, Inc. is engaged in the production, processing, marketing and distribution of fresh and frozen chicken and other prepared food items. Its shares trade on the Nasdaq Stock Market under the symbol SAFM. This press release contains forward-looking statements based on management's current views and assumptions. Actual results and events may differ. For a discussion of these matters, please refer to the "Cautionary Statement Regarding Risks and Uncertainties That May Affect Future Performance" in Item 7 of the Company's 2005 Annual Report on Form 10-K and please refer to the cautionary statement found in Management's Discussion and Analysis of Financial Condition and Results of Operations under the heading "General" in Part I, Item 2 of the Quarterly Report on Form 10-Q for the Company's second quarter ended April 30, 2006. -MORE- Sanderson Farms Reports Second Quarter Fiscal 2006 Results Page 3 May 25, 2006 SANDERSON FARMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
APRIL 30, OCTOBER 31, 2006 2005 ------------- -------------- ASSETS Current assets: Cash and cash equivalents $ 6,237 $ 34,616 Accounts receivable, net 38,311 38,833 Receivable from insurance companies 5,834 14,892 Inventories 90,674 84,713 Prepaid expenses 14,648 11,599 ------------- -------------- Total current assets 155,704 184,653 Property, plant and equipment 553,622 508,912 Less accumulated depreciation (262,706) (249,586) ------------- -------------- 290,916 259,326 Other assets 2,226 1,812 ------------- -------------- Total assets $ 448,846 $ 445,791 ============= ============== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 43,620 $ 72,616 Current maturities of long-term debt 4,413 4,406 ------------- -------------- Total current liabilities 48,033 77,022 Long-term debt, less current maturities 66,373 6,511 Claims payable 2,900 2,900 Deferred income taxes 13,945 13,705 Stockholders' equity 317,595 345,653 ------------- -------------- Total liabilities and stockholders' equity $ 448,846 $ 445,791 ============= ==============
-MORE- Sanderson Farms Reports Second Quarter Fiscal 2006 Results Page 4 May 25, 2006 SANDERSON FARMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (In thousands, except per share amounts)
THREE MONTHS ENDED SIX MONTHS ENDED APRIL 30, APRIL 30, ----------------------------- ----------------------------- 2006 2005 2006 2005 ------------- -------------- ------------- -------------- Net sales $ 225,069 $ 259,176 $ 447,183 $ 492,466 Costs and expenses: Cost of sales 237,167 199,979 459,932 403,734 Selling, general and administrative 14,367 16,385 27,751 29,412 ------------- -------------- ------------- -------------- 251,534 216,364 487,683 433,146 ------------- -------------- ------------- -------------- Operating income (loss) (26,465) 42,812 (40,500) 59,320 Other income (expense): Interest income 25 422 149 621 Interest expense (560) 0 (636) (318) Other 15 64 54 68 ------------- -------------- ------------- -------------- (520) 486 (433) 371 ------------- -------------- -------------- -------------- Income (loss) before income taxes (26,985) 43,298 (40,933) 59,691 Income tax (benefit) expense (10,336) 16,778 (15,678) 23,130 ------------- -------------- ------------- -------------- Net income (loss) $ (16,649) $ 26,520 $ (25,255) $ 36,561 ============= ============== ============= ============== Basic earnings (loss) per share $ (0.83) $ 1.33 $ (1.26) $ 1.83 ============= ============== ============= ============== Diluted earnings (loss) per share $ (0.83) $ 1.32 $ (1.26) $ 1.82 ============= ============== ============= ============== Dividends per share $ 0.12 $ 0.10 $ 0.24 $ 0.20 ============= ============== ============= ============== Weighted average shares outstanding: Basic 20,067 20,002 20,066 19,982 ============= ============== ============= ============== Diluted 20,067 20,128 20,066 20,121 ============= ============== ============= ==============
-END- EX-99.2 3 g01850exv99w2.txt EX-99.2 TRANSCRIPT OF CONFERENCE CALL 05/25/06 EXHIBIT 99.2 Page 1 SANDERSON FARMS, INCORPORATED MODERATOR: JOE SANDERSON MAY 25, 2006 10:00 AM CT Operator: Good day and welcome to the Sanderson Farms Incorporated conference call. Today's call is being recorded. At this time, for opening remarks and introductions, I would like to turn the call over to the Chairman and Chief Executive Officer, Mr. Joe Sanderson. Please go ahead, sir. Joe Sanderson: Thank you. Good morning and welcome to Sanderson Farms second quarter conference call. With me on the call today are Lampkin Butts, our President and Chief Operating Officer, and Mike Cockrell, Chief Financial Officer. The purpose of this call is to review financial results and operating trends reflected during the second fiscal quarter and six months ended April 30. We issued a news release this morning announcing a net loss of $16.6 million or Page 2 83 cents per fully diluted share for our second fiscal quarter of 2006. For the first half of fiscal 2006, we lost $25.3 million or $1.26 per fully diluted share. I will begin the call with some brief comments about general market conditions and the company's operations. I will then ask Lampkin to give you some detail about our quarter and the steps the company is taking to address current market conditions. Lampkin will then turn the call over to Mike for a more detailed account of the financial results and we will then answer your questions. Before we make any further comments, I would like to ask Mike to give the cautionary statement regarding forward-looking statements. Mike Cockrell: Thank you, Joe, and good morning to everyone. Before we begin the call this morning, as always I need to caution you that the call will contain forward-looking statements about the business, financial condition, and prospects of the company. All forward-looking statements were made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995 and are made based on management's current expectations or beliefs as well as assumptions made by and information currently available to management. The actual performance of the company could differ materially from that indicated by the forward-looking statements because of various risks and uncertainties. These risks and uncertainties are described in Item 7 of the most recent annual report on Form 10-K and in the MD&A and results of operations find in Item Page 3 2 of Part 1 of the company's quarterly report on Form 10-Q filed with the SEC this morning in connection with our second fiscal quarter ended April 30, 2006. Joe Sanderson: Thank you, Mike. Our financial and operating results for the first half of the year reflect difficult market conditions and our transition to big birds at Collins and continued increase in production in Georgia. While overall market conditions for chicken have improved during May, they were poor for the first six months of our fiscal year and especially during our second fiscal quarter. Market prices for all poultry products were lower across the board during the first half of our fiscal year compared with the first six months of last year. The average Georgia dock price for whole birds during the first half of the year was 70 cents a pound or 5.3% lower than last year's first six months and was 7.3% lower during the second quarter compared to last year's second quarter. Parts prices were also down for the first half of the year, contributing to a 14-cent per pound decline in the company's average sales price for poultry products. Bulk leg quarter prices during our second quarter averaged 18.4 cents per pound, a decrease of 43% for the second quarter and 27.8% for the first six months of the year compared to last year's second quarter and first six months. Page 4 The market for leg quarters has however improved during May, reflecting improving export demand. The bulk leg quarter price for fresh leg quarters is currently quoted at 28 cents per pound on the Urner Barry. This improvement in the dark meat market will be reflected in June exports of frozen leg quarters. Wing prices during our first six months averaged 89 cents per pound, down 15.2% from the average of $1.05 during the first six months of last year. Wings currently trade for 81 cents per pound. The boneless breast meat average price during our second quarter was $1.08, decreasing by 30.1% when compared with the second quarter a year ago and have decreased 25.9% for the first six months of the year. Like leg quarter prices, the market for boneless breast has improved during May. The Urner Barry spot market price for boneless is now $1.37 per pound. While chicken prices were lower during our second quarter and during the first half of the year, the same can't be said about feed grain prices. Cash market prices for corn during our first six months were up 4.7% when compared to the first half of last year. Soybean meal cash market prices for the first six months of this year were also higher than the same period a year ago, increasing 4.5%. As we reported on our first quarter call, we expect corn and soybean meal cost on a unit-price basis to be slightly higher overall during fiscal 2006 than fiscal 2005. While the USDA reports that planting progress for both corn and soybeans is good, the futures on corn are up materially, reflecting a reduction in the Page 5 estimated number of acres to be planted and the effect ethanol production will have on the corn supply going forward. Based on current and projected prices for corn and soybean meal and based on the price of that portion of our needs we have priced through the end of this fiscal year, we now believe our costs will be between $12 million and $14 million higher for the fiscal year, which is an increase from our previous estimate and reflects the higher prices for corn on that portion of our needs not yet priced. Overall our live and processing operations have performed well during the year. However, we began increasing our weekly processing in Moultrie by 300,000 head per week during March as we began expanding production at that plant. And we brought 1.1 million additional pounds of meat to the market each week at our Collins plant during the same time as we transitioned to all big bird deboning at that plant during February. Some might say the timing of those additional pounds hitting the market was unfortunate. In light of current market conditions affecting our company and the industry, we have spent a significant amount of time and energy reviewing our operations to identify measures we can take to reduce our losses and quicken our return to profitability. These measures include reducing production at certain of our plants, cutting costs where we can without jeopardizing product quality, customer service, or long-term operations, delaying scheduled production increases at Collins and Moultrie, and moving the construction startup of our new Waco, Texas facility by 90 days. Page 6 All of these charges are -- all of these changes are effective immediately and I believe are prudent in light of current market conditions. At this point, I'd like to turn the call over to Lampkin to discuss these steps and more about our operations during the first half of the year. Lampkin Butts: Thank you, Joe. As Joe said, while our overall operations did not perform badly during the first half of fiscal 2006, our financial performance was significantly impacted by poor market conditions. And consequently we have taken a hard look at all of our operations. This review included the cutbacks in production, deferring our planned increases in capacity, our cost structure, our operating efficiencies, and our announced intentions in Waco, Texas. With respect to cutbacks, we have taken steps to reduce production at our big bird deboning plants by 175,000 head per week or just under 6% of our total big bird head processed. These cutbacks have taken plan immediately with respect to chick placements and will be reflected in the weekly production at our big bird deboning plants in early July. We have also taken steps to reduce production at our McComb chill pack plant by 100,000 head per week, which will result in an 8% reduction at that plant. This cutback is also effective immediately and will show up at the McComb plant in late June. Page 7 When combined, the total cutbacks result in a 4.3% reduction head processed. In addition to reducing our production schedule, we have also taken steps to delay the scheduled increases at Collins and Moultrie. With respect to Collins, we have indefinitely deferred the additional 150,000 head per week that were originally scheduled to begin at Collins this summer. All of the physical assets in Collins will be completed as originally scheduled, with the hatchery construction completed this month and the new feed mill online by the end of June. We will continue to monitor market conditions to determine when the Collins addition should go forward. With respect to Moultrie, we have reduced our planned increase by 100,000 head per week. Moultrie is currently processing 900,000 head of chill pack chickens per week and was originally scheduled to be at 1.2 million head per week by the end of July. However, we will increase Moultrie by only 200,000 head per week until such time as we see market conditions improve. This 200,000 head per week increase in chill pack head in Moultrie, which will be phased in beginning in August, will obviously more than offset the cut in chill pack head in McComb. However, even when this increase is netted against our production cuts, we will reduce our production by approximately 2% in ready-to-cook pounds. A paramount consideration in all of these cutbacks is their impact on contract growers. Because the reductions are spread throughout the company, no one division or our contract producers will be materially affected. Page 8 With respect to cost savings, we will continue to tighten our bests where possible but will not jeopardize product quality, customer service, or our long-term operations. There are some things we can do, such as reducing our advertising budget, carefully reviewing discretionary spending and encouraging our employees to look for ways reduce costs. We will also look to gain in operating efficiencies. As Joe mentioned, our live costs and processing costs already compete very well in our industry, but there are always opportunities to improve. We will aggressively pursue all of the opportunities that we have identified. In addition to these measures, we will postpone the beginning of construction of our Waco, Texas facility by three months. By delaying the startup in Texas, we will push approximately $29 million in capital expenditures into next fiscal year. While our balance sheet remains strong and we have sufficient liquidity to begin Texas on schedule, we deem it prudent to delay this project by three months. This delay will also push out by three months the need to begin ramping up general and administrative costs and expenses associated with the new plant. Those of you who have followed our company for some time have heard us say before that we manage our company the same regardless of where we are in the poultry cycle. Our conservative financial management allowed us to enter this cycle essentially debt free and we are confident in our company's ability to manage through this cycle. Page 9 Most everyone believes that the recent downturn in the poultry markets was caused at least in part by concerns about avian influenza and the resulting reduction in demand from our export customers. Like everyone in the industry, we continue to answer many questions from consumers, customers, growers, and other constituents regarding steps we are taking to address the avian influenza issue. In response to the avian influenza threat, we have engaged employees at every level of our company to develop a comprehensive plan to deal with possible scenarios that could develop within an avian -- with an Asian avian influenza outbreak in the United States. Of course, we continue to inform our customers and consumers that poultry meat is safe to eat, that there is no scientific evidence supporting the notion that avian influenza can be contracted from eating properly cooked poultry. Our contingency planning for possible avian influenza scenarios includes among other things increased bio-security measures, communications with our employees, growers, shareholders, and customers, interaction with government authorities, and operational changes. I have been pleased with our employees' response to this issue and their continuing diligence in preparing for various contingencies. I would like now to turn the call over to Mike for more detail on the financial performance of the company during the first half of the year. Mike Cockrell: Thank you, Lampkin. Page 10 Net sales for our first six months totaled $447.2 million compared to $492.5 million for the same six months during fiscal 2005. For the quarter, our net sales totaled $225.1 million compared to $259.2 million for the second quarter last year. The decrease in net sales reflects the decrease in market prices described by Joe offset by an increase in the pounds of poultry sold through the first half of the year of 6.9%. The 83-cent per share loss during the quarter compares to $1.32 earned from operations earned during last year's second quarter. Our cost of sales for the three months ended April 30, 2006 as compared to the same three months during fiscal 2005 increased 18.6%. The increase is a result of an increase in the cost of feed grains and an increase in pounds of poultry meat sold during the second quarter this year compared to the same quarter a year ago of 9.8%. The cash market price for corn and soybean meal were up 6.5% and down 4.1% respectively for the three months ended April 30 when compared to the same three months a year ago. For the first six months of the year, cost of sales increased $56.2 million compared to the first half a year ago, again the result of increase in pounds of poultry products sold. SG&A expenses for the first half of 2006 were down $1.7 million compared to a year go. This reduction flows from lower advertising cost during the first half of the year and the elimination of SG&A costs associated with Georgia, which were booked as SG&A cost until Georgia began operations on August Page 11 22 of last year. Since August 22, such costs have been booked as cost of goods sold. At the end of our second quarter, our balance sheet reflects stockholders' equity of $317.6 million and net working capital of $107.7 million. The current ratio was 3.2 to 1. Debt totaled $70.8 million and our debt-to-cap ratio was 18.2% at April 30, 2006. Our net debt to cap was 16.9%. We spent $46.8 million on capital expenditures during the first half of the fiscal year. We also spent $4.9 million on dividends, reflecting a higher dividend rate of 12 cents per share per quarter. During fiscal 2006, we now expect to spend approximately $77.5 million on planned capital projects, which is net of approximately $13 million in vehicles and other operating leases. These numbers reflect the deferral of construction of our Waco, Texas facility as described by Lampkin. Our depreciation and amortization for the first six months of the year totaled $14.6 million and we expect approximately $30 million for fiscal 2006. On April 28, 2006, our company privately placed $50 million in debt with Farm Credit Bank in Spokane, Washington. This debt carries a fixed interest rate of 6.12% and will be amortized over ten years with interest-only fir the first five years and then equal amortization per year during the second five years. Page 12 The debt is unsecured. It carries net worth and current ratio and debt-to-cap covenants that compare favorably with our revolving credit facility and provides liquidity to the company as we continue our strategic expansion plan and weather the current cycle. At the end of the first quarter, we had $10 million outstanding on our revolver with $6.2 million cash on the balance sheet. When you add our cash with available credit, our liquidity at the end of the second quarter was $196.2 million. To echo comments made by Joe and Lampkin, we remain confident in our company, in our industry, and its products. We will be prudent in managing the business and finding ways to keep our costs at a minimum. However, our focus as always will be in creating long-term value for our shareholders. We would be glad now to open up the call for questions. Operator: Thank you. The question and answer session is conducted electronically. If you would like to ask a question, please press the star-1 on your telephone keypad. Again, that's star-1 to signal if you'd like to ask a question. If you're on a speakerphone, please make sure your mute button is turned off to allow your signal to reach our equipment. And that is star-1 to ask a question... Page 13 (We'll go) first to Pablo Zuanic with JP Morgan. (Reynaldo Desance): Hi guys. How are you? Men: Good morning. Man: Good morning, Pablo. (Reynaldo Desance): Well actually this is (Reynaldo Desance). I'm on the line for (Pablo). But, you know, I'm just -- I'm trying to get a better sense here of performance relative to targets. And we know that the company's capacity has increased by about 25%, you know, given increases in Moultrie and Collins, et cetera. In hindsight, has the expansion really worked? I mean, volume growth is well below that 25% capacity increase. Are volumes significantly below expectations? And I'm aware of demand issues, but wasn't the capacity expansion more about market share gains? And are market share gains below expectations? Man: Let me see if I can put this together... Man: (Yeah). Man: Our volume expansion was right at 10%. And that was... (Reynaldo Desance): Okay. Page 14 Man: ...exactly on schedule and exactly what we had projected. The other number you might be thinking about is on our first call, what we said was by the fourth quarter and during the fourth quarter of fiscal. 2006, our volume would be up by 26% year over year in the fourth quarter. Moultrie and 150,000 at Collins was not scheduled to come on stream until the fourth quarter of 2006. And as regards to market, during February, March, and April when we brought -- we changed 600,000 a week from tray pack, retail pack to big bird deboning. There was no market to sell that product into. Boneless breast was quoted at $1.05 and it was trading, discounting well below that. And export leg quarters were at 14 cents port, which was netting us about 11 cents a pound. And for February, March, and April, we, you know, the fact of the matter is we really didn't sell that boneless breast or tenders or wings. We relocated it. I don't mean that to say anything about our sales crew, but there was no market to sell it into. That changed in two weeks in May. (Reynaldo Desance): Okay. All right. And just a -- just I guess a follow up. If seems that, you know, leg quarters if you look at (there) of about maybe 60% in the last six weeks. But you haven't seen that same kind of, you know, recovery in boneless skinless prices, even though you, you know, you saw them, you know, go down to a -- to trough levels. How do you guys explain that? That you haven't seen that kind of recovery? Man: Well, the -- let me do a -- the recovery in boneless breast meat is from $1.05 to $1.37. That's 32 cents a pound. And that's close to 30% increase in value. Page 15 I'll also give you another number. We do about 5 million pounds a week of bulk boneless breast. And you can multiply that times roughly 32 cents a pound. And we consider that material. (Reynaldo Desance): All right, all right. Okay. And what would you say to the argument that Russian inventory buildups due to uncertainty about import quotas and permit reissuances and recent USDA purchases may have given a -- sort of a one-off artificial boost to leg quarter prices? And kind of -- in other words, do you see the recent movement in leg quarter prices as continuing? Man: We -- the -- we think the Russian -- there were two things going on in Russia. We think there was a reduction in demand because of avian influenza. Secondarily, we think that there was some inventory management going on over there because the importers had high priced leg quarters in their inventory and they needed to work those out without suffering significant losses on them. So we have booked product to ship in June for 25 cents a pound. We think that is just kind of a restoration and a resolution of those two issues. As far as the USDA purchase, Lampkin, what's the status on that? Lampkin Butts: The USDA authorized up to $32 million worth of purchases. And so far they've purchased $12 million worth. So that's just a portion -- a small portion of they authorized. Page 16 Man: I do agree with -- I do think that one of the reasons we are making our adjustments to production is because of some uncertainty about Russia. We do think that is not clear yet about how much they're going to take. And even in the fall, we do not know if they -- if there are further outbreaks of avian influenza, what their -- the consumers' reactions will be. So we do agree that that is something we'd like a little more visibility on. (Reynaldo Desance): Okay. Just lastly, can you just maybe provide a little bit more color in terms of the kind of improvement you're seeing on the -- in end consumer demand in Russia and China? I mean, you know, we have the USDA data. But can you just provide a little bit more color on, you know, end consumer demand? Man: Well, the main barometer that we look at, the main indicator we see is the volume that's being purchased in Russia and other countries in the export market. And then demand and interest into June and July have both -- they're both way up. Russia purchased 62,000 metric tons in March, and the estimates for April and May are well above that. That's the indication that the demand has returned. Inventory levels of leg quarters from March to April were down. And all of that indicates good demand. Prices, rather significant (unintelligible)... (Reynaldo Desance): All right. Prices, right. Okay. All right, thanks. Thanks guys. Men: Thank you. Page 17 Operator: We'll go next to (Christine McCracken) with (STN Midwest). (Michael Piken): Hi, this is (Michael Piken). Can you hear me? Man: Yes. Man: Good morning. (Michael Piken): Okay, perfect. Just wanted to talk a little bit more about the domestic market. And, you know, in terms of this summer with a lot more meat kind of overall in the market, how are kind of the retailers and foodservice guys positioning themselves this summer? I mean, would you expect to see more features on chicken this summer? Or are they moving more towards beef or other meats? Or how are you seeing the market right now? Man: We're seeing -- we've seen very good demand in May and retail ads seem to be very normal, particularly for poultry for Memorial Day. When we -- the chick placements and the egg sets that we look at for the -- for poultry this summer indicate less supply. So I don't think there's going to be -- I think there'll be more red meat, but I think there'll be less poultry. And we're expecting good retail features. On the foodservice side, you know, it's -- we have some -- some of our customers have promoted chicken just like always, and some others have stayed away from it a little bit, maybe because of concern about the avian influenza, but a sort of a customer-by-customer thing. Page 18 I -- we're -- all in all, we're optimistic about the summer. (Michael Piken): Okay, fair enough. And, I mean, would it be fair to say, I mean, obviously there's normally a seasonal rebound in breast meat prices at this time of year. But, I mean, would you -- would it be fair to say that maybe some of the retailers kind of held off a little bit later in terms of purchasing, you know, their inventory for features this summer and maybe that now that's part of the reason we're seeing the sharp rise in breast meat? And, I mean, you know, how much more room do you think there is to go in terms of this normal seasonal improvement in breast meat prices? Man: Most of our bulk breast meat that comes out of our big bird deboning plant does not go to retail. It will go to institutional distributors and further processors. That's where the big move in breast has been. It's not been to retail. It's been in these other market segments. And I do not know why all of a sudden it changed, but I don't believe it got to this price level last year, did it? Man: It -- after January it did not. Man: I mean, you're higher than you were a year go. And certainly we bought some market share when breast was $1.05 a pound. But what's happening right now with breast meat prices would not be explained by -- necessarily by retail. It would be other market segments probably. And with 2% less breast meat, even with more beef and pork, and I -- beef is still on the high end of a scale of what the prices are. We would expect Page 19 particularly in light of these cutbacks we're optimistic about the market for the summer. (Michael Piken): Okay, fair enough. And then, you know, just with respect to production, I mean, clearly, the (unintelligible) numbers have been down, but the one thing they don't kind of -- that's not incorporated in there is, you know, kind of the movement toward heavier bird weights. I mean, do you think that 2% in terms of total pounds is sort of a fair number to use sort of as we head into the summer? Or is that more on a head basis that you would think that that's a fair number to use for the industry as a whole? Man: I have not looked this up, but I would be surprised if weight -- if there is weight gain during the summer. That normally would be in the fall, winter, and spring. Usually weights if anything should be depressed because of heat in the summertime. (Michael Piken): Okay. Man: I would think you'd see the 1% to 2% less pounds as well during the summertime. (Michael Piken): Okay. Fair enough. I'll pass it on. Man: Thanks. Man: Tell (Christine) to enjoy her vacation, (Michael). Page 20 (Michael Piken): We'll try. Operator: We'll go next to Farha Aslam with Stephens, Incorporated. Farha Aslam: Hi. How are you? Men: Good morning. Farha Aslam: Is the decision to delay the Waco facility just sort of a cash management decision? Man: Primarily it was. It was balance sheet. And it seemed prudent to do that to see if we could gain a little more visibility, Farha. Nothing more than that, though. Farha Aslam: Is the commitment to still that facility there? Man: Absolutely. Farha Aslam: Okay. Man: We... Farha Aslam: And looking at -- could you just review where right now you're selling breast meat for and where you're selling leg quarters for right now. Man: You're asking what prices? Farha Aslam: Mm-hm. Page 21 Man: Well, we -- we've already reported that we've booked our June exports at 25 cents delivered port. Farha Aslam: Okay. Man: May leg quarters were booked in early April for -- they're less than that. Farha Aslam: But... Man: We don't usually report that number, but they're... Man: They're less than that, but they are a little bit more than they were in February, March, and April. Man: Yeah, but just marginally. And our boneless breast, most of our boneless breast is tied to that (earn-and-bury) market, which is up to $1.37. Some of it, I mean it's -- some of it is sold at prices 10 cents, 12 cents a pound less than our Urner Barry. But they track up with Urner Barry. And maybe some of them are day of ship, some of them are a week behind. But they all -- most of it tracks with Urner Barry. Man: You would have -- the price on your boneless breast though basically across the board today, not for the month of May but today is up... Man: Is up... Man: ...32 cents (unintelligible). Page 22 Man: ...32 cents a pound. Farha Aslam: And can you see that going up to like $1.55 this summer? Or kind of the average? Or where do you kind of see, if we were trying to figure out where they're going? Man: Well, I... Farha Aslam: What can we model it? Man: ...I like your number a lot. I would certainly... Farha Aslam: Do you think that's realistic given -- we're just trying to figure it out with your announced cuts, other folks' cuts, the fact that there's 12% less breast meat in cold storage year over year. We're just trying to figure out if that's where it's going. Man: Well, usually the 2% less meat this summer should translate into more than 2% in breast prices. Farha Aslam: Okay. Man: And the market, the move in May is before the cutback shift. Farha Aslam: So we see some good summer numbers. So for this next quarter, do you think you're going to lose money, make money? In the ballpark? Man: I have no idea what the market's going to do in June and July. Page 23 Man: You know we try to stay away from that, Farha. Man: Did you use those numbers I -- did you hear the numbers I quoted a while ago on leg quarters and boneless breast, about how many pounds we're doing a week and... Farha Aslam: Yeah. Man: ...that -- those are good numbers. And, you know, based on where the market is today, we certainly wouldn't expect a quarter like the one we just experienced. Farha Aslam: (Okay). And your cost of goods sold came in a little bit ahead of what we were looking for. Could you just kind of review with us your grain exposure at this point and what you're looking for for the rest of the year and into next year if possible? Man: Sure. On grain, we are -- we have more exposure in corn after July as far as pricing goes. We have much less exposure on soybean meal price for the balance of the year. We, you know, the market is up I guess what is it, 15 cents a pound on the -- we were at ($2.40) -- were we at $2.50? That's about 20 cents a bushel on the July contract. Page 24 And I don't think we're going to know about grain prices until sometime in July. I think there's a lot of sensitivity right now to yield potential. I think the USDA was conservative on acres and conservative on yield, aggressive on exports and aggressive on ethanol production. So there can be swings either way. And we -- I think everybody -- the futures market is reading significantly higher corn cost for next year. Farha Aslam: Okay, that's fair. Thank you very much. Men: Thank you. Operator: Again, that is star-1 to ask a question. We'll go next to (John Culler) with Oppenheimer & Close. (John Culler): Good morning, guys. Men: Good morning. (John Culler): A quick question if I could. Can you update CAPEX budget for this year, and then for next year given the change in plans? Mike Cockrell: Yeah. As we mentioned -- as I mentioned, this is Mike, John. We've got $77 million, a little more than $77 million to spend for the year. We've already spent $46 million. And that number $77-1/2 million is net of Page 25 about $13 million in vehicles and operating leases, which we lease. So they won't show up as the CAPEX, but we consider them capital additions. And, you know, the -- we've already spent everything that we were going to spend on several projects. We announced at the beginning of the year that we'd be spending $22.5 million in Collins. We have spent all that. We also said at the beginning of the year we'd spend just under $10 million to finish out our new general office, which we have spent. (John Culler): Mm-hm. Mike Cockrell: And about a million and a half in Georgia, which we've spent. We've still got a few things to do. It -- at -- there's some things at our Hammond processing facility that were on our budget, $1 million for a lab renovation that we've still got to spend. But that budget, that $77.5 million is reduced by what we originally were going to spend in Waco. (John Culler): Okay. And that was $29 million (unintelligible)... Mike Cockrell: Twenty-nine million reduction, right. (John Culler): Okay. So you'll spend that $29 million in next fiscal year? Page 26 Mike Cockrell: That's right. Man: (Yeah). Mike Cockrell: We'll push that to next year. (John Culler): Okay. Do you have a preliminary figure for next year's CAPEX? ((Crosstalk)). (John Culler): ...not yet. Man: No, not yet. (John Culler): Okay. And on production, I'm just going over on a number of head per week, do you have a revised figure for '06? Man: For... (John Culler): Or an annual figure for an exit the year for example? (What you)... Man: (Oh), for where we are at the end of the year? (John Culler): Mm-hm, yeah. Man: I don't have that in front of me, (John). I'm sorry. Page 27 (John Culler): No, that's all right. Okay, thanks a lot. Man: Thank you. Operator: Moving on to (Nick Capellano) with Imperial Capital. (Nick Capellano): Good morning. Men: Good morning. (Nick Capellano): Just a couple quick ones for you. Relative to the SG&A savings that you're going to be looking for, can you give us an order of magnitude of potential savings you see and the extent to whether, you know, it would be more of a short-term versus kind of structural... Man: (Unintelligible)... (Nick Capellano): ...(unintelligible) that you're looking for in terms of SG&A savings. Man: Well, it's not structural. It would be short term. And we have not quantified that. But yeah, it'll be made up -- Lampkin mentioned a couple of things that we've looked at, one being our advertising budget. Page 28 And, you know, we -- most of our advertising is done in the spring and then in the fall. We've done our spring advertising. We have some things that we can not do (during the) summer and the fall. We're going to do -- we're going to go ahead and do some things. We've to a lot of momentum going with our advertising campaign. We're going to keep doing some things. But we can cut that. That's the largest item that we've looked at. (Nick Capellano): Sure. Man: There's some other things that are small, nothing -- there are no -- there's no great big deal out there. Man: (Yeah). Man: If you look at our SG&A cost versus kind of our competitors' and such on a percent of sales basis, we're already pretty lean. But there's some things we can do that we've identified. Man: You're not going to -- you're going to have about a half a million dollars a month less in SG&A for this second half of the fiscal year because of Georgia. Man: That's correct. Man: Right. Man: And you're going to have -- I don't know how much the advertising's going to be. But there'll be reductions in our SG&A compared to a year ago. Page 29 (Nick Capellano): Okay, very good. And another one, how did the recovery of pricing that you've seen in May play into your decision on, you know, the absolute level that you cut production in Moultrie? I mean, to what extent is it that, you know, you're being more conservative? (And) the earlier question spoke to on in terms of your balance sheet? Or does it speak to the fact that, you know, you don't -- maybe don't trust the recovery that we've seen in prices? Or, you know, don't think that these prices are sustainable? Just wanted to know how you -- how this recent pricing action figured into those decisions. Man: It didn't. We had made -- we made the decision before we saw the change in the market that occurred in May. We -- and we just felt like when we were going through March, April that we thought it would be prudent. It wasn't a good time to say damn the torpedoes, full speed ahead. (Nick Capellano): Right. Man: And we felt like we needed to watch our balance sheet. We -- other people made deductions in supply and felt like certainly we should. Our biggest reduction is going to be in big bird deboning. As a matter of fact, our only reduction is going to be netted all out in big bird deboning breast and leg quarters. And that was in response to this historically low prices we were experiencing. (Nick Capellano): No, understood. Page 30 Now any thoughts in terms of, you know, in terms of a potential resumption in your previously talked about production levels? Any thoughts as -- are you just taking that as it comes? Or any kind of pricing thoughts or market thoughts that would lead to that decision? Man: I think we'll try to gain visibility one on avian influenza. We'll, you know, there's a southern migration that'll place across Europe and Asia and into Africa I guess. We're watching the bird migration now and see what kind of -- what happens and what reaction to it is. And it would be, you know, when you get past Labor Day, you head into a period where demand drops off seasonally... (Nick Capellano): Mm-hm. Man: ...particularly in November and December. And I wouldn't think we anyway would make any significant restoration of these cuts into that period, going into that period. (We'd)... (Nick Capellano): Sure. All right, thanks a lot. Men: Thank you. Operator: And again that is star-1 to ask a question. We'll go next to (Mike Kristadulu) with (Inwood). (Mike Kristadulu): Good morning, gentlemen. Page 31 Men: Good morning. (Mike Kristadulu): You cited the lower corn acreage and ethanol demand as drivers for higher corn prices. And if this ethanol boom plays out like some think it will, you know, there's talk about $3 and $4 a bushel corn, which would be a negative for the industry. And yet my sense is there's also going to be, you know, the world's going to awash in this distillers dry grain and solubles. And I'm curious for your operations and some of the co-ops for whom you specify and supply the feed blend, you know, are you set up to feed your birds basically these wet and dry cornflakes? And are you doing anything on the physical delivery side with these ethanol mills? Man: We've talked with them about that. We -- the nutritional profile of DDGs is fine. We can use it. We'll probably have to put in some tanks at some of the mills. Some of the mills can already handle it. The main thing for us to flow through the mill, we think that product needs to be a bit drier than it is. And at some point when they -- when it -- there's an abundant supply of it and they need to market it to the poultry industry, they'll get it in shape. And we do anticipate using that sometime in the future. (Mike Kristadulu): Would you think about putting in drying at your end? It's clearly more expensive to transport it when it's soggy, but, you know, you could buy it cheaper. Man: We could do that. Economics'll dictate that. It'll be either us or the ethanol producer. Page 32 (Mike Kristadulu): Thank you. Man: We -- okay. Operator: And that concludes today's question and answer session. Mr. Sanderson, I'll turn the call back over to you for any closing comments. Joe Sanderson: Good. Thank you all for spending time with us this morning. We look forward to the balance of the year and look forward to reporting our results to you. Thank you. Operator: That concludes today's teleconference. Thank you for joining us. END -----END PRIVACY-ENHANCED MESSAGE-----