-----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, BsJwLQANLhbwk9571MMTEon7Qb68zvShKmAcfNLzDTbfRU/7mx62pbbDUq5lGtf5 qOvJpW+0IN0+ggCvny7kHg== 0001144204-07-032903.txt : 20070621 0001144204-07-032903.hdr.sgml : 20070621 20070621075533 ACCESSION NUMBER: 0001144204-07-032903 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070621 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070621 DATE AS OF CHANGE: 20070621 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SMUCKER J M CO CENTRAL INDEX KEY: 0000091419 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FRUITS, VEG & PRESERVES, JAMS & JELLIES [2033] IRS NUMBER: 340538550 STATE OF INCORPORATION: OH FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05111 FILM NUMBER: 07932605 BUSINESS ADDRESS: STREET 1: STRAWBERRY LN CITY: ORRVILLE STATE: OH ZIP: 44667 BUSINESS PHONE: 3306823000 MAIL ADDRESS: STREET 1: STRAWBERRY LANE, P.O. BOX 280 CITY: ORRVILLE STATE: OH ZIP: 44667 8-K 1 v078872-8k.htm Unassociated Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 21, 2007

 
    The J. M. Smucker Company    
(Exact Name of Registrant as Specified in Charter)


Ohio
  
1-5111
  
34-0538550
(State or Other Jurisdiction
  
(Commission
  
(IRS Employer
of Incorporation)
  
File Number)
  
Identification No.)
 

One Strawberry Lane
    
Orrville, Ohio
  
44667-0280
(Address of Principal Executive Offices)
  
(Zip Code)
 
 
Registrant’s telephone number, including area code: (330) 682-3000 
 
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

On June 21, 2007, The J. M. Smucker Company (the “Company”) issued a press release announcing the financial results for the fourth quarter and fiscal year ended April 30, 2007. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
 
The information in this Form 8-K, including the exhibit attached hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.



Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits 
  
   
Exhibit
 Exhibit
Number
 Description
99.1
 Press Release, dated June 21, 2007
 
 
SIGNATURE

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.
 
 
     
  THE J. M. SMUCKER COMPANY
 
 		  
 		  
 
Date: June 21, 2007 By:   /s/ Mark R. Belgya   
 
Mark R. Belgya
  Vice President, Chief Financial Officer,
  and Treasurer
 
 
 
EXHIBIT INDEX

Exhibit
Number
Exhibit
Description
   
99.1
Press Release, dated June 21, 2007

EX-99.1 2 v078872_ex99-1.txt The J. M. Smucker Company Announces Record Fourth Quarter and Full Year Earnings ORRVILLE, Ohio, June 21 /PRNewswire-FirstCall/ -- The J. M. Smucker Company (NYSE: SJM) today announced results for the fourth quarter and fiscal year ended April 30, 2007. Fourth Quarter Results Three months ended April 30, % Increase 2007 2006 (Decrease) (Dollars in millions, except per share data) Net sales $ 493.5 $ 501.7 (2%) Net income: Income $ 42.5 $ 35.7 19% Income per diluted share $ 0.75 $ 0.62 21% Net sales increased 8 percent in the fourth quarter, excluding the Canadian nonbranded, grain-based foodservice and industrial businesses sold in September 2006 and the U.S. industrial ingredient business ("divested businesses"). Growth in the quarter was led by the Jif(R), Smucker's(R), and Pillsbury(R) brands, strong performance in the foodservice strategic business area, and the contribution of brands acquired earlier in the fiscal year. Due to a temporary interruption of supply in the market adding to demand for the Company's products, peanut butter had a particularly strong quarter. Higher net sales, gross margin improvements, and a reduction in merger and integration costs, all contributed to an increase in net income per diluted share for the quarter. Net income per diluted share for the quarter was $0.75, a 21 percent increase over last year's fourth quarter. Net income for the fourth quarter of 2007 included pretax merger and integration costs and restructuring charges of less than $0.01 per diluted share, while net income for the fourth quarter of 2006 included pretax merger and integration costs of $3.2 million, or $0.04 per diluted share, and restructuring charges of $0.9 million, or $0.02 per diluted share. Excluding these costs in both years, the Company's income per diluted share was $0.75 in the fourth quarter of 2007, and $0.68 in the fourth quarter of 2006. During the fourth quarter of 2006, the Company reduced its effective tax rate for the year, resulting in a nonrecurring tax benefit in the quarter of $0.06 per diluted share. "We achieved record earnings for the quarter and the year, with solid growth across most of our brands," commented Richard Smucker, president and co-chief executive officer. "We had a strong finish to the year and have good momentum as we enter our new year. In addition, we recently completed the acquisition of Eagle Family Foods, the largest producer of canned milk in North America, and look forward to the addition of Eagle Brand(R) to expand our presence in the baking aisle, providing additional joint merchandising opportunities." "We continue to benefit from the focused execution of our strategy - refining our portfolio, spending behind our brands with marketing support and new product development, and investing in projects to improve our overall profitability," added Tim Smucker, chairman and co-chief executive officer. "The cost environment remains challenging, and we will continue to take actions to mitigate cost increases. We will also invest in our businesses, maintaining our commitment to long-term, profitable growth." Full Year Results Year ended April 30, %Increase 2007 2006 (Decrease) (Dollars in millions, except per share data) Net sales $ 2,148.0 $ 2,154.7 -- Net income: Income $ 157.2 $ 143.4 10% Income per diluted share $ 2.76 $ 2.45 13% Net sales were up 5 percent for fiscal 2007 compared to 2006 after excluding divested businesses and net income per diluted share was up 13 percent in the same period. Net income for 2007 included restructuring charges of $12.1 million, or $0.13 per diluted share, primarily related to the divestiture of the Canadian nonbranded businesses. Net income for the comparable period in 2006 included pretax merger and integration costs of $17.9 million, or $0.20 per diluted share, and restructuring charges of $10.0 million, or $0.12 per diluted share. Excluding these costs in both years, the Company's income per diluted share was $2.89 for 2007, and $2.77 for 2006. The Company's operations also generated substantial levels of cash during the year. Cash from operations in 2007 was $273.4 million, an increase of $74.7 million over 2006. The Company uses income and income per diluted share, excluding restructuring and merger and integration costs, as key performance measures of results of operations for purposes of evaluating performance internally. These non-GAAP measures are not intended to replace the presentation of financial results in accordance with U.S. GAAP. Rather, the presentation of results excluding such charges is consistent with the way management internally evaluates its businesses, facilitates the comparison of past and present operations, and provides a more comprehensive understanding of the financial results. A reconciliation of non-GAAP measures to net income for the current quarter and fiscal year is included in the "Unaudited Financial Highlights" table. Margins Three months ended Year ended April 30, April 30, 2007 2006 2007 2006 (% of net sales) Gross margin 36.5% 32.1% 32.7% 32.2% Selling, distribution, and administrative expenses 22.2% 20.8% 20.6% 20.3% Operating margin 14.1% 10.8% 12.0% 10.6% Operating income increased by $15.5 million, or 29 percent, compared to the fourth quarter of 2006. The impact of the Canadian divestiture earlier in the year, combined with favorable product mix mainly attributable to increased peanut butter sales, accounted for the improvement in gross margin. Pricing actions taken to date have also contributed to margin improvement. The Company continues to incur high commodity costs impacting both raw material and freight and continues to take pricing actions to offset a portion of the increased costs. Due to the timing of these pricing actions, all cost increases have not been fully offset. Selling, distribution, and administrative expenses as a percentage of net sales increased in the fourth quarter of 2007 primarily due to higher selling and corporate administrative expenses which offset lower distribution expenses compared to the same period last year. Segment Performance
Net Sales Three months ended April 30, Year ended April 30, %Increase %Increase 2007 2006 (Decrease) 2007 2006 (Decrease) (Dollars in millions) U.S. retail market $365.5 $337.6 8% $1,547.1 $1,484.9 4% Special markets $128.0 $164.0 (22%) $ 601.0 $ 669.9 (10%) Special markets excluding divested businesses $128.0 $121.3 6% $ 522.6 $ 477.3 9%
U.S. Retail Market U.S. retail market segment net sales for the quarter were up 8 percent, with net sales in the consumer strategic business area up 12 percent and net sales in the consumer oils and baking strategic business area up 2 percent. Increases in the consumer strategic business area were led by peanut butter, fruit spreads, toppings, and Uncrustables(R). In the consumer oils and baking strategic business area, sales gains in baking mixes and frostings, and the contribution of the White Lily(R) brand acquired earlier in the year offset declines in sales of oils. For the year, net sales in the consumer strategic business area were up 7 percent, and net sales in the oils and baking strategic business area were flat as a 3 percent sales increase in retail oils and baking were offset by declines in sales of industrial oils. Special Markets Net sales in the fourth quarter for the special markets segment, excluding divested businesses, increased 6 percent. A 21 percent increase in the foodservice strategic business area more than offset modest declines in the Canada, beverage, and international strategic business areas. Increased sales of traditional portion control products, as well as increases in Uncrustables in the schools market contributed to the foodservice improvement. For the year, net sales in the special markets segment, excluding divested businesses, increased 9 percent over the prior year, with all strategic business areas up. Financing On May 31, 2007, the Company issued $400 million in 5.55 percent Senior Notes due April 1, 2022. A portion of the proceeds from the notes was used to repay short-term debt under the revolving credit facility used in financing the Eagle Family Foods Holdings, Inc. acquisition on May 1, 2007. The remainder of the proceeds will be used to finance other strategic and long-term business initiatives. Outlook The Company remains committed to its long-term strategic net sales growth goal of 8 percent, one-half of which is to come from its core business and new products, and the remainder from acquisitions. Long-term strategic earnings per share growth would be in line with net sales growth. Looking forward, the Company expects raw material costs to increase significantly over 2007 levels. Despite these higher costs, the Company expects to increase income per diluted share in line with its long-term growth objective. Conference Call The Company will conduct an earnings conference call and webcast on Thursday, June 21, 2007, at 8:30 a.m. E.T. The webcast, as well as a replay in downloadable MP3 format, can be accessed from the Company's website at www.smuckers.com. For those unable to listen to the webcast, an audio replay will be available following the call and can be accessed by dialing 888-203-1112 or 719-457-0820, with a pass code of 6343621, and will be available until Thursday, June 28, 2007. About The J. M. Smucker Company The J. M. Smucker Company is the leading marketer and manufacturer of fruit spreads, peanut butter, shortening and oils, ice cream toppings, sweetened condensed milk, and health and natural foods beverages in North America. Its family of brands includes Smucker's(R), Jif(R), Crisco(R), Pillsbury(R), Eagle Brand(R), R.W. Knudsen Family(R), Hungry Jack(R), White Lily(R) and Martha White(R) in the United States, along with Robin Hood(R), Five Roses(R) and Bick's(R) in Canada. The Company remains rooted in the Basic Beliefs of Quality, People, Ethics, Growth and Independence established by its founder and namesake more than a century ago. Since 1998, the Company has appeared on FORTUNE Magazine's annual listing of the 100 Best Companies to Work For in the United States, ranking number one in 2004. For more information about the company, visit www.smuckers.com. The J. M. Smucker Company Forward-Looking Language This press release contains forward-looking statements, including statements regarding estimates of future earnings and cash flows that are subject to risks and uncertainties that could cause actual results to differ materially. Uncertainties that could affect actual results include, but are not limited to, volatility of commodity markets from which raw materials are procured and the related impact on costs, volatility of energy and fuel costs, the success in introducing new products and the competitive response, particularly in the consumer oils and baking area, costs of new marketing and sales programs and strategies intended to promote growth in the Company's businesses, the ability to successfully implement price changes, the timing and amount of restructuring, and merger and integration costs, the timing of acquiring common shares under the Company's share repurchase authorization, and other factors affecting share prices and capital markets generally. Other risks and uncertainties that may materially affect the Company are detailed from time to time in the respective reports filed by the Company with the Securities and Exchange Commission, including Forms 10-Q, 10-K, and 8-K. The J. M. Smucker Company Unaudited Condensed Consolidated Statements of Income
Three Months Ended April 30, Year Ended April 30, 2007 2006 2007 2006 (Dollars in thousands, except per share data) Net sales $ 493,472 $ 501,678 $ 2,148,017 $ 2,154,726 Cost of products sold 313,569 339,418 1,435,981 1,459,611 Cost of products sold - restructuring -- 1,398 9,981 2,263 Gross Profit 179,903 160,862 702,055 692,852 Selling, distribution, and administrative expenses 109,540 104,198 442,814 438,457 Other restructuring costs 783 (526) 2,120 7,722 Merger and integration costs 61 3,150 61 17,934 Operating Income 69,519 54,040 257,060 228,739 Interest income 2,600 1,772 9,225 6,630 Interest expense (5,682) (5,910) (23,363) (24,026) Other (expense) income - net (708) (2,042) (1,918) 4,227 Income Before Income Taxes 65,729 47,860 241,004 215,570 Income taxes 23,230 12,159 83,785 72,216 Net Income $ 42,499 $ 35,701 $ 157,219 $ 143,354 Net income per common share $ 0.76 $ 0.63 $ 2.79 $ 2.48 Net income per common share- assuming dilution $ 0.75 $ 0.62 $ 2.76 $ 2.45 Dividends declared per common share $ 0.30 $ 0.28 $ 1.14 $ 1.09 Weighted-average shares outstanding 56,240,696 57,107,708 56,432,839 57,863,270 Weighted-average shares outstanding - assuming dilution 57,044,652 57,566,403 57,056,421 58,425,361
The J. M. Smucker Company Unaudited Condensed Consolidated Balance Sheets April 30, 2007 April 30, 2006 (Dollars in thousands) ASSETS Current Assets: Cash and cash equivalents $ 200,119 $ 71,956 Marketable securities -- 14,882 Trade receivables 124,048 148,014 Inventories 286,052 279,088 Assets held for sale (1) -- 90,250 Other current assets 29,147 38,648 Total Current Assets 639,366 642,838 Property, Plant, and Equipment, net 454,028 456,554 Other Noncurrent Assets: Goodwill 990,771 940,967 Other intangible assets, net 478,194 472,915 Marketable securities 44,117 34,107 Other assets 87,347 102,363 Total Noncurrent Assets 1,600,429 1,550,352 $2,693,823 $2,649,744 LIABILITIES & SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable $ 93,500 $ 88,963 Notes payable -- 28,620 Current portion of long-term debt 33,000 -- Other current liabilities 109,968 117,857 Total Current Liabilities 236,468 235,440 Noncurrent Liabilities: Long-term debt, net of current portion 392,643 428,602 Other noncurrent liabilities 269,055 257,643 Total Noncurrent Liabilities 661,698 686,245 Shareholders' Equity, net 1,795,657 1,728,059 $2,693,823 $2,649,744 (1) Accounts related to the Company's Canadian nonbranded, grain-based foodservice and industrial business, which was divested in September 2006. The J. M. Smucker Company Unaudited Condensed Consolidated Statements of Cash Flow Year Ended April 30, 2007 2006 Operating Activities Net income $ 157,219 $ 143,354 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 57,346 62,452 Amortization 1,528 190 Asset impairments and other restructuring charges 10,089 2,264 Share-based compensation expense 11,257 7,255 Gain on sale of assets -- (5,638) Working capital 35,985 (11,188) Net Cash Provided by Operating Activities 273,424 198,689 Investing Activities Business acquired, net of cash acquired (60,488) -- Proceeds from sale of business 84,054 8,754 Additions to property, plant, and equipment (57,002) (63,580) Other - net 6,395 38,571 Net Cash Used for Investing Activities (27,041) (16,255) Financing Activities Dividends paid (63,632) (62,656) Purchase of treasury shares (52,125) (81,717) Other - net (1,868) (24,756) Net Cash Used for Financing Activities (117,625) (169,129) Effect of exchange rate changes (595) 566 Net increase in cash and cash equivalents 128,163 13,871 Cash and cash equivalents at beginning of period 71,956 58,085 Cash and cash equivalents at end of period $ 200,119 $ 71,956 The J. M. Smucker Company Unaudited Financial Highlights
Three Months Ended Year Ended April 30, April 30, 2007 2006 2007 2006 (Dollars in thousands, except per share data) Net sales $ 493,472 $ 501,678 $2,148,017 $2,154,726 Net income and net income per common share: Net income $ 42,499 $ 35,701 $ 157,219 $ 143,354 Net income per common share -- assuming dilution $ 0.75 $ 0.62 $ 2.76 $ 2.45 Income excluding restructuring and merger and integration costs: (1) Income $ 43,025 $ 38,927 $ 165,152 $ 161,920 Income per common share -- assuming dilution $ 0.75 $ 0.68 $ 2.89 $ 2.77 (1)Reconciliation to net income Income before income taxes $ 65,729 $ 47,860 $ 241,004 $ 215,570 Merger and integration costs 61 3,150 61 17,934 Cost of products sold - restructuring -- 1,398 9,981 2,263 Other restructuring costs 783 (526) 2,120 7,722 Income excluding income taxes, restructuring, and merger and integration costs 66,573 51,882 253,166 243,489 Income taxes 23,548 12,955 88,014 81,569 Income excluding restructuring and merger and integration costs $ 43,025 $ 38,927 $ 165,152 $ 161,920
The Company uses income and income per diluted share, excluding restructuring and merger and integration costs, as key performance measures of results of operations for purposes of evaluating performance internally. These non-GAAP measures are not intended to replace the presentation of financial results in accordance with U.S. GAAP. Rather, the presentation of results excluding such charges is consistent with the way management internally evaluates its businesses, facilitates the comparison of past and present operations and provides a more comprehensive understanding of the financial results. The J. M. Smucker Company Unaudited Reportable Segments
Three Months Ended April 30, Year Ended April 30, 2007 2006 2007 2006 (Dollars in thousands, except per share data) Net sales: U.S. retail market $ 365,508 $ 337,633 $1,547,064 $1,484,873 Special markets 127,964 164,045 600,953 669,853 Total net sales $ 493,472 $ 501,678 $2,148,017 $2,154,726 Segment profit: U.S. retail market $ 82,999 $ 70,834 $ 319,795 $ 305,121 Special markets 20,526 16,834 72,974 68,033 Total segment profit $ 103,525 $ 87,668 $ 392,769 $ 373,154
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