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8-K - 8-K - SNYDER'S-LANCE, INC.lnce-110414d8kq32014.htm
EX-99.2 - EX 99.2 - SNYDER'S-LANCE, INC.lnce-110414dexlatejulypressr.htm



 
 
 
 
 
 
EXHIBIT 99.1
 
 
 
 
 
 
CONTACTS:
Mark Carter, VP Strategic Initiatives and Investor Relations Officer (704) 557-8386
IMMEDIATE RELEASE
November 4, 2014
 
 
 
 
 
 

Snyder’s-Lance, Inc. Reports Results for Third Quarter 2014

Net revenue of $409 million, a 6.2% increase over prior year adjusted for discontinued operations
Earnings per diluted share was flat year over year at $0.24 excluding discontinued operations and special items
Earnings per diluted share of $0.19 excluding discontinued operations but including special items

Charlotte, NC, - November 4, 2014 – Snyder’s-Lance, Inc. (Nasdaq-GS: LNCE) today reported results for its third quarter of 2014.

Comments from Management
“We continue to successfully complete our transition to become a premium and differentiated branded snack food company” commented Carl E. Lee, Jr., President and Chief Executive Officer. “Our team successfully executed the carve-out of Private Brands and made good progress with the Baptista’s integration. As a result, Baptista’s has added substantial new ‘better for you’ product capabilities for 2015. We also just announced an increased investment in Late July, a market leader in organic and non-GMO snacks. Each of these projects would be noteworthy by themselves, so having a talented team that can manage these initiatives while executing the day to day operations is impressive. Revenue growth is pacing ahead of expectations on new products innovation and ‘better for you’ offerings, while we deal with the same headwinds all food companies are experiencing on base business. We continue to accelerate our efforts on three product and revenue fronts, 1) innovation 2) ‘better for you’ snacks and 3) base business renovation to drive excitement. We expect to finish 2014 strong and to have a fast start in 2015, having launched a number of Q4 consumer programs.”
 
Mr. Lee continued, “As we execute our plans, we see our company growing and becoming an even stronger leader in innovation and ‘better for you’ snacking options. Snyder’s-Lance is uniquely positioned to succeed as we have scale and an industry leading Direct Store Delivery (DSD) distribution system that is simply not available to many smaller emerging brands. Our efforts show we are nimble and able to respond to rapidly changing consumer tastes. As we complete 2014, we will look to build momentum on our top line leading into 2015, continue executing on our previously announced Cost Reduction & Margin Improvement program and positioning Snyder’s-Lance brands to be the favorite destination of consumers for all of their snacking choices.”






Third Quarter and Year to Date Results
Net revenue for the third quarter ended September 27, 2014 was $409 million, an increase of 6.2% compared to prior year net revenue of $385 million when adjusted for discontinued operations. Net income excluding special items in the third quarter of 2014 was $17.0 million, or $0.24 per diluted share, as compared to net income excluding special items of $16.7 million for the third quarter of 2013, or $0.24 per diluted share when adjusted for discontinued operations. Net income from continuing operations including special items was $13.7 million for the third quarter of 2014, or $0.19 per diluted share, as compared to net income from continuing operations including special items of $16.4 million for the third quarter of 2013, or $0.24 per diluted share. Net income from discontinued operations for the third quarter of 2014 included the recognition of an after-tax gain on the sale of Private Brands of $123.4 million, or $1.74 per diluted share. Special items associated with continuing operations for the third quarter of 2014 included after-tax expenses of $0.6 million for restructuring charges and professional fees and a $2.1 million deferred tax revaluation which was required as a result of the sale of Private Brands. Special items associated with continuing operations for the third quarter of 2013 included after-tax expenses of $0.3 million for self-funded medical expenses.

Net revenue and net income information for the first nine months of both 2014 and 2013 includes continuing and discontinued operations for the first six months of the year but excludes discontinued operations for the third quarter in order to ensure comparability. Net revenue for the nine months ended September 27, 2014 was $1.31 billion, an increase of 5.1% compared to prior year net revenue of $1.24 billion. Net income excluding special items for the first nine months of 2014 was $55.9 million, or $0.79 per diluted share, as compared to net income excluding special items of $53.4 million for the first nine months of 2013, or $0.76 per diluted share when adjusted to exclude discontinued operations for the third quarter of 2013. Special items associated with continuing operations for the first nine months of 2014 included after-tax expenses of $4.8 million for impairment charges, $2.3 million for restructuring charges, $2.0 million in professional fees, $0.6 million for self-funded medical expenses and a $2.1 million deferred tax revaluation. Special items associated with continuing operations for the third quarter of 2013 included after-tax expenses of $3.0 million for self-funded medical expenses and $1.2 million for impairment charges.

Net income including special items and discontinued operations for the first nine months of 2014 was $166.3 million, or $2.35 per diluted share, as compared to net income including special items and discontinued operations of $55.7 million for the first nine months of 2013, or $0.80 per diluted share. Net income from discontinued operations for the first nine months of 2014 included the recognition of an after-tax gain on the sale of Private Brands of $122.1 million, or $1.72 per diluted share. The gain on the sale of Private Brands also had an impact on our cash flow from operating activities. For the first nine months of 2014, we had net cash used in operating activities of $1.4 million, which was primarily due to approximately $89 million in taxes paid associated with the gain on the sale. When excluding this tax payment associated with the sale, net cash provided by operating activities is $87.6 million, which is consistent with our expectations.







Dividend Declared
The Company also announced the declaration of a quarterly cash dividend of $0.16 per share on the Company’s common stock. The dividend is payable on November 28, 2014 to stockholders of record at the close of business on November 18, 2014.

Estimates provided for 2014
The Company estimates net revenue for the full year 2014 to increase into the range of $1.73 to $1.74 billion. Earnings per diluted share excluding special items are expected to be between $1.07 and $1.12, adjusted for recent transactions. Capital expenditures for 2014 are projected to be between $70 and $72 million, including capacity expansion for Baptista’s.     

Conference Call
Management will conduct a conference call and live webcast at 9:00 am eastern time on Tuesday, November 4, 2014 to review the Company’s third quarter results. The conference call and accompanying slide presentation will be webcast live through the Investor Relations section of the Company’s website, www.snyderslance.com. In addition, the slide presentation will be available to download and print approximately 30 minutes before the webcast at www.snyderslance.com. To participate in the conference call, the dial-in number is (844) 830-1960 for U.S. callers or (315) 625-6883 for international callers. The conference ID is 22883599. A continuous telephone replay of the call will be available between 3:00pm on November 4 and midnight on November 12. The replay telephone number is (855) 859-2056 for U.S. callers or (404) 537-3406 for international callers. The replay access code is 22883599. Investors may also access a web-based replay of the conference call at www.snyderslance.com.

About Snyder’s-Lance, Inc.
Snyder's-Lance, Inc., headquartered in Charlotte, NC, manufactures and markets snack foods throughout the United States and internationally. Snyder's-Lance’s products include pretzels, sandwich crackers, pretzel crackers, potato chips, cookies, tortilla chips, restaurant style crackers, nuts and other snacks. Snyder's-Lance has manufacturing facilities in North Carolina, Pennsylvania, Indiana, Georgia, Arizona, Massachusetts, Florida, Ohio and Wisconsin. Products are sold under the Snyder's of Hanover®, Lance®, Cape Cod®, Snack Factory® Pretzel Crisps®, Krunchers!®, Tom's®, Archway®, Jays®, Stella D'oro®, Eatsmart™, O-Ke-Doke®, and other brand names along with a number of third party brands. Products are distributed nationally through grocery and mass merchandisers, convenience stores, club stores, food service outlets and other channels. LNCE-E
 
Cautionary Information about Forward Looking Statements
This news release contains statements which may be forward looking within the meaning of applicable securities laws.





The statements include projections regarding future revenues, earnings and other results which are based upon the Company’s current expectations and assumptions and statements regarding the Company’s acquisition of Baptista’s Bakery and the sale of its Private Brands, which are subject to a number of risks and uncertainties, including our ability to generate revenues and earnings generated by Private Brands and cost reductions to offset overhead costs previously covered by Private Brands. Factors that could cause actual results to differ include general economic conditions; volatility in the price, or availability of inputs, including raw materials, packaging, energy and labor; price competition and industry consolidation; changes in our top retail customer relationships; failure to successfully integrate acquisitions; loss of key personnel; failure to execute and accomplish our strategy; concerns with the safety and quality of certain food products or ingredients; adulterated, misbranded or mislabeled products or product recalls; disruption of our supply chain or information technology systems; improper use of social media; changes in consumer preferences and tastes or inability to innovate or market our products effectively; reliance on distribution through a significant number of independent business owners; protection of our trademarks and other intellectual property rights; impairment in the carrying value of goodwill or other intangible assets; new regulations or legislation; interest and foreign currency exchange rate volatility and the interests of a few individuals who control a significant portion of our outstanding shares of common stock may conflict with those of other stockholders, which have been discussed in greater detail in our most recent Form 10-K and other reports filed with the Securities and Exchange Commission.







SNYDER’S-LANCE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income (Unaudited)
For the Quarters and Nine Months Ended September 27, 2014 and September 28, 2013

 
 
Quarter Ended
 
Nine Months Ended
(in thousands, except per share data)
 
September 27,
2014
 
September 28,
2013
 
September 27,
2014
 
September 28,
2013
Net revenue
 
$
409,308

 
$
385,242

 
$
1,181,920

 
$
1,122,272

Cost of sales
 
266,088

 
243,767

 
760,625

 
714,005

Gross margin
 
143,220

 
141,475

 
421,295

 
408,267

 
 
 
 
 
 
 
 
 
Selling, general and administrative
 
116,659

 
115,945

 
354,035

 
339,356

Impairment charges
 

 

 
7,503

 
1,900

Loss/(gain) on sale of route businesses, net
 
22

 
(465
)
 
(1,438
)
 
(2,057
)
Other expense/(income), net
 
61

 
(4,541
)
 
642

 
(7,158
)
Income before interest and income taxes
 
26,478

 
30,536

 
60,553

 
76,226

 
 
 
 
 
 
 
 
 
Interest expense, net
 
2,984

 
3,742

 
10,485

 
10,702

Income before income taxes
 
23,494

 
26,794

 
50,068

 
65,524

 
 
 
 
 
 
 
 
 
Income tax expense
 
9,809

 
10,174

 
17,719

 
25,184

Income from continuing operations
 
13,685

 
16,620

 
32,349

 
40,340

Discontinued operations, net of income tax (Note 3)
 
124,097

 
6,492

 
133,942

 
15,710

Net income
 
137,782

 
23,112

 
166,291

 
56,050

Net income attributable to noncontrolling interests
 
16

 
213

 
32

 
329

Net income attributable to Snyder’s-Lance, Inc.
 
$
137,766

 
$
22,899

 
$
166,259

 
$
55,721

 
 
 
 
 
 
 
 
 
Amounts attributable to Snyder's-Lance, Inc.:
 
 
 
 
 
 
 
 
Continuing operations
 
$
13,669

 
$
16,407

 
$
32,317

 
$
40,011

Discontinued operations
 
124,097

 
6,492

 
133,942

 
15,710

Net income
 
$
137,766

 
$
22,899

 
$
166,259

 
$
55,721

 
 
 
 
 
 
 
 
 
Basic earnings per share:
 
 
 
 
 
 
 
 
Continuing operations
 
$
0.19

 
$
0.24

 
$
0.46

 
$
0.58

Discontinued operations
 
1.77

 
0.09

 
1.91

 
0.22

Net income
 
$
1.96

 
$
0.33

 
$
2.37

 
$
0.80

 
 
 
 
 
 
 
 
 
Weighted average shares outstanding - Basic
 
70,266

 
69,459

 
70,142

 
69,243

 
 
 
 
 
 
 
 
 
Diluted earnings per share:
 
 
 
 
 
 
 
 
Continuing operations
 
$
0.19

 
$
0.24

 
$
0.46

 
$
0.58

Discontinued operations
 
1.75

 
0.09

 
1.89

 
0.22

Net income
 
$
1.94

 
$
0.33

 
$
2.35

 
$
0.80

 
 
 
 
 
 
 
 
 
Weighted average shares outstanding - Diluted
 
71,001

 
70,294

 
70,869

 
70,013

 
 
 
 
 
 
 
 
 
Cash dividends declared per share
 
$
0.16

 
$
0.16

 
$
0.48

 
$
0.48






SNYDER’S-LANCE, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
As of September 27, 2014 and December 28, 2013

(in thousands, except share data)
 
September 27,
2014
 
December 28,
2013
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
113,244

 
$
14,080

Accounts receivable, net of allowances of $1,718 and $1,535, respectively
 
133,567

 
121,599

Inventories
 
123,807

 
100,447

Prepaid income taxes
 

 
9,094

Deferred income taxes
 
15,056

 
15,391

Assets held for sale
 
13,179

 
15,314

Prepaid expenses and other current assets
 
19,445

 
22,925

Current assets of discontinued operations (Note 3)
 

 
37,416

Total current assets
 
418,298

 
336,266

 
 
 
 
 
Noncurrent assets:
 
 
 
 
Fixed assets, net
 
421,896

 
312,527

Goodwill
 
484,387

 
422,318

Other intangible assets, net
 
508,661

 
516,607

Other noncurrent assets
 
19,727

 
22,250

Noncurrrent assets of discontinued operations (Note 3)
 

 
154,626

Total assets
 
$
1,852,969

 
$
1,764,594

 
 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Current portion of long-term debt
 
$
8,561

 
$
17,291

Accounts payable
 
56,826

 
45,966

Accrued compensation
 
28,064

 
27,530

Accrued casualty insurance claims
 
4,443

 
6,262

Accrued selling and promotional costs
 
18,172

 
12,636

Income tax payable
 
29,544

 

Other payables and accrued liabilities
 
23,641

 
22,016

Current liabilities of discontinued operations (Note 3)
 

 
14,503

Total current liabilities
 
169,251

 
146,204

 
 
 
 
 
Noncurrent liabilities:
 
 
 
 
Long-term debt
 
442,406

 
480,082

Deferred income taxes
 
163,563

 
190,393

Accrued casualty insurance claims
 
7,715

 
5,567

Other noncurrent liabilities
 
21,559

 
24,143

Noncurrent liabilities of discontinued operations (Note 3)
 

 
305

Total liabilities
 
804,494

 
846,694

 
 
 
 
 
Commitments and contingencies
 


 


 
 
 
 
 
Stockholders’ equity:
 
 
 
 
Common stock, $0.83 1/3 par value. Authorized 110,000,000 shares; 70,269,682 and 69,891,890 shares outstanding, respectively
 
58,556

 
58,241

Preferred stock, $1.00 par value. Authorized 5,000,000 shares; no shares outstanding
 

 

Additional paid-in capital
 
773,934

 
765,172

Retained earnings
 
217,739

 
85,146

Accumulated other comprehensive (loss)/income
 
(956
)
 
10,171

Total Snyder’s-Lance, Inc. stockholders’ equity
 
1,049,273

 
918,730

Noncontrolling interests
 
(798
)
 
(830
)
Total stockholders’ equity
 
1,048,475

 
917,900

Total liabilities and stockholders’ equity
 
$
1,852,969

 
$
1,764,594






SNYDER’S-LANCE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (Unaudited)
For the Nine Months Ended September 27, 2014 and September 28, 2013

 
 
Nine Months Ended
(in thousands)
 
September 27,
2014
 
September 28,
2013
Operating activities:
 
 
 
 
Net income
 
$
166,291

 
$
56,050

Adjustments to reconcile net income to cash from operating activities:
 
 
 
 
Depreciation and amortization
 
46,084

 
44,805

Stock-based compensation expense
 
4,962

 
4,397

Loss/(gain) on sale of fixed assets, net
 
827

 
(1,022
)
Gain on sale of route businesses
 
(1,438
)
 
(2,057
)
Gain on sale of Private Brands, excluding transaction costs
 
(229,322
)
 

Impairment charges
 
7,503

 
1,900

Deferred income taxes
 
(26,899
)
 
8,962

Provision for doubtful accounts
 
1,413

 
1,812

Changes in operating assets and liabilities, excluding business acquisition and disposal
 
29,163

 
(40,374
)
Net cash (used in)/provided by operating activities
 
(1,416
)
 
74,473

 
 
 
 
 
Investing activities:
 
 
 
 
Purchases of fixed assets
 
(52,990
)
 
(55,874
)
Purchases of route businesses
 
(19,102
)
 
(26,798
)
Proceeds from sale of fixed assets
 
1,843

 
4,552

Proceeds from sale of route businesses
 
21,072

 
25,004

Proceeds from sale of investments
 

 
921

Proceeds from sale of Private Brands
 
430,017

 

Business acquisition, net of cash acquired
 
(202,230
)
 
(1,513
)
Net cash provided by/(used in) investing activities
 
178,610

 
(53,708
)
 
 
 
 
 
Financing activities:
 
 
 
 
Dividends paid to stockholders
 
(33,666
)
 
(33,243
)
Dividends paid to noncontrolling interests
 

 
(232
)
Debt issuance costs
 
(1,854
)
 

Issuances of common stock
 
5,442

 
10,514

Repurchases of common stock
 
(1,328
)
 
(709
)
Repayments of long-term debt
 
(11,624
)
 
(16,279
)
Net (repayments)/proceeds from existing credit facilities
 
(35,000
)
 
26,805

Net cash used in financing activities
 
(78,030
)
 
(13,144
)
 
 
 
 
 
Effect of exchange rate changes on cash
 

 
(195
)
 
 
 
 
 
Increase in cash and cash equivalents
 
99,164

 
7,426

Cash and cash equivalents at beginning of period
 
14,080

 
9,276

Cash and cash equivalents at end of period
 
$
113,244

 
$
16,702

 
 
 
 
 
Supplemental information:
 
 
 
 
Cash paid for income taxes, net of refunds of $192 and $36, respectively
 
$
113,246

 
$
29,056

Cash paid for interest
 
$
8,976

 
$
9,806









SNYDER’S-LANCE, INC. AND SUBSIDIARIES
Reconciliation of Non-GAAP Measures (Unaudited)
For the Quarters Ended September 27, 2014 and September 28, 2013
(in thousands, except per share data)
 
Net of
Tax
 
Per Diluted
Share
Quarter Ended September 27, 2014
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc.
 
$
137,766

 
$
1.940

 
 
 
 
 
Gain on the sale of Private Brands
 
(123,400
)
 
(1.738
)
Restructuring charges
 
329

 
0.005

Professional fees
 
292

 
0.004

Deferred tax revaluation
 
2,062

 
0.029

 
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc., excluding special items*
 
$
17,049

 
$
0.240



 
 
 
 
Quarter Ended September 28, 2013
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc.
 
$
22,899

 
$
0.326

 
 
 
 
 
Self-funded medical insurance claim
 
263

 
0.004

Gain on sale of Canadian assets
 
(799
)
 
(0.012
)
 
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc., excluding special items
 
$
22,363

 
$
0.318

 
 
 
 
 
Q3 2013 Discontinued operations GAAP net income
 
(6,492
)
 
(0.093
)
Q3 2013 Special items associated with discontinued operations
 
799

 
0.012

 
 
 
 
 
Net income from continuing operations excluding special items**
 
$
16,670

 
$
0.237


* Includes both continuing and discontinued operations. All discontinued operations associated with the gain on the sale of Private Brands were treated as special items to ensure comparable presentation.
** Q3 2013 discontinued operations were excluded in order to ensure comparable presentation with 2014.





SNYDER’S-LANCE, INC. AND SUBSIDIARIES
Reconciliation of Non-GAAP Measures (Unaudited)
For the Nine Months Ended September 27, 2014 and September 28, 2013

(in thousands, except per share data)
 
Net of
Tax
 
Per Diluted
Share
Nine Months Ended September 27, 2014

 
 
 
 
Net income attributable to Snyder’s-Lance, Inc.
 
$
166,259

 
$
2.346

 
 
 
 
 
Gain on the sale of Private Brands
 
(122,091
)
 
(1.723
)
Impairment charges
 
4,819

 
0.068

Restructuring charges
 
2,297

 
0.033

Professional fees
 
1,983

 
0.028

Self-funded medical insurance claim
 
564

 
0.008

Deferred tax revaluation
 
2,062

 
0.029

 
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc., excluding special items*
 
$
55,893

 
$
0.789



 
 
 
 
Nine Months Ended September 28, 2013
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc.
 
$
55,721

 
$
0.796

 
 
 
 
 
Self-funded medical insurance claim
 
2,995

 
0.043

Impairment charges
 
1,192

 
0.017

Gain on sale of Canadian assets
 
(799
)
 
(0.012
)
 
 
 
 
 
Net income attributable to Snyder’s-Lance, Inc., excluding special items
 
$
59,109

 
$
0.844

 
 
 
 
 
Q3 2013 Discontinued operations GAAP net income
 
(6,492
)
 
(0.093
)
Q3 2013 Special items associated with discontinued operations
 
799

 
0.012

 
 
 
 
 
Net income from continuing and discontinued operations for the first six months of 2013 and net income from continuing operations for Q3 2013, excluding special items**
 
$
53,416

 
$
0.763


* Includes both continuing and discontinued operations. All discontinued operations associated with the gain on the sale of Private Brands were treated as special items to ensure comparable presentation.
** Q3 2013 discontinued operations were excluded in order to ensure comparable presentation with 2014.






SNYDER’S-LANCE, INC. AND SUBSIDIARIES
Reconciliation of Non-GAAP Net Revenue and Operating Cash Flow disclosure (Unaudited)
For the Nine Months Ended September 27, 2014 and September 28, 2013
(in thousands, except per share data)
 
Net Revenue
Nine Months Ended September 27, 2014

 
 
Net Revenue from continuing operations
 
$
1,181,920

Net Revenue from discontinued operations
 
124,256

 
 
 
Total Net Revenue included in earnings release
 
$
1,306,176



 
 
Nine Months Ended September 28, 2013
 
 
Net Revenue from continuing operations
 
$
1,122,272

 
 
 
Net Revenue from discontinued operations - first nine months 2013
 
188,374

Net Revenue from discontinued operations - Q3 2013*
 
(67,781
)
Net Revenue from discontinued operations - first six months 2013*
 
120,593

 
 
 
Total Net Revenue included in earnings release
 
$
1,242,865


* Q3 2013 net revenue from discontinued operations was excluded in order to ensure comparable presentation as the sale of Private Brands was completed at the beginning of Q3 2014.


(in thousands, except per share data)
 
Operating
Cash Flow
Nine Months Ended September 27, 2014

 
 
Net cash used in operating activities
 
$
(1,416
)
Taxes paid associated with the gain on sale of Private Brands**
 
89,000

 
 
 
Net cash provided by operating activities, excluding taxes paid**
 
$
87,584


** Taxes paid for the gain on the sale of Private Brands were excluded as this operating cash outflow was generated by a non-recurring transaction.