TIDMHSH 
 
 

The Hillshire Brands Company (NYSE: HSH) today reported earnings for the fourth quarter and full fiscal year 2013.

 
 
    -- Fiscal Year 2013 adjusted1 diluted EPS of $1.72; reported 

diluted EPS of $1.49

 
    -- Full-year net sales increased slightly, in line with guidance, with 

both operating segments showing growth

 
    -- Adjusted operating income increased $40 million in the fiscal year; 

reported operating income increased $221 million

 
    -- Fiscal 2014 adjusted diluted EPS expected to be flat to down 

mid-single digits

 
    -- Dividend will increase 40% to $0.70 per share on an annualized basis 
 
    -- Company targeting repurchases of approximately $200 million of stock 

over the next two fiscal years

 

CEO Perspective

 

"In this pivotal transition year, we are pleased with the progress we made on our plans to deliver strong and sustainable shareholder returns. This affirms our confidence in the underlying business and enables us to return more cash to shareholders," said Sean Connolly, president and chief executive officer of The Hillshire Brands Company.

 

"Our strategy of strengthening our core brands through increased MAP and innovation worked well as our strong businesses became stronger and we made progress on our challenged businesses. We also achieved our fiscal 2013 savings targets and identified additional efficiency initiatives. We recognize our work is not done, and we will continue our efforts to strengthen our portfolio," added Connolly.

 

"As we look to fiscal 2014, we expect performance to gain momentum through the year. First half results will reflect lapping of fiscal 2013 favorability, near-term inflation, and competitive dynamics. Second half performance will be fueled by a robust innovation slate and the benefit of our cost savings programs. As we exit fiscal 2014, our company will be significantly stronger versus where we started, delivering solid growth and well-positioned for fiscal 2015."

 

Discussion of Continuing Operations Results

 

In the fourth quarter, net sales of $962 million were down 2.1% versus the prior year's fourth quarter. Consistent with the company's expectations, adjusted operating income decreased 23.2% to $63 million. The lower operating income was driven by the sales decline and planned investments in brand building and innovation. Reported operating income increased to $49 million from a loss in the prior year. Adjusted earnings per share decreased 16.1% to $0.26, and reported earnings per share increased to $0.28 from a loss of $0.52 in the prior year.

 

For fiscal year 2013, adjusted and reported net sales of $3,920 million were up 0.4% and down 1.0%, respectively, versus the prior year. Adjusted operating income increased 12.5% to $363 million, as the benefits of lower input costs and efficiencies were partially reinvested in MAP. Reported operating income increased 290.7% to $297 million. Adjusted earnings per share increased 18.6% to $1.72, and reported earnings per share increased to $1.49 from a loss in the prior year.

 
1   The term "adjusted diluted EPS" and other financial 
    measures  identified as "adjusted" 
    are explained and reconciled to comparable 
    GAAP measures at the end of this release. 
 
 

Retail

 

Retail net sales declined 3.8% in the fourth quarter versus the prior year. Operating segment income declined 32.3% from the prior year's comparable quarter. This lower operating income was driven by the sales decline and planned investments in brand building and innovation.

 

Jimmy Dean, which has performed well all year, had another strong quarter, growing both volume and sales behind increased MAP and innovation. Breakfast sandwiches continued their strong growth driven, in particular, by Jimmy Dean Delights. The Ball Park brand also had a good quarter, growing share in hot dogs and delivering continued growth in flame grilled patties. Additionally, Aidells continued to grow behind successful new product launches, including multiple varieties of chicken meatballs.

 

However, sales gains were more than offset bya material change in inventory levels at a large retail customer during the quarter, the anticipated softness in Hillshire Farm lunchmeat, and pricing investments in certain categories.

 

During the quarter, the company successfully addressed the Hillshire Farm manufacturing issue related to the new lunchmeat package. Customer service is now back to normal levels and promotional activities have resumed.

 

For the full year, Retail segment sales were up 0.3% versus the prior year with Jimmy Dean,Ball Park, Aidells, and Gallo all showing positive growth behind increased MAP spend.Operating segment income for the year increased 5.5% over the prior year driven by input cost favorability.

 

Foodservice/Other

 

Net sales increased 2.7% from the prior year's fourth quarter. Although the macro environment remains challenging, core foodservice sales grew in the quarter behind double-digit increases in convenience stores and high-end desserts. Commodity turkey sales also contributed to the increase in the quarter. Operating segment income decreased 13.5% behind higher SG&A and MAP.

 

For the full year, the Foodservice/Other segment net sales were up 0.1% and operating segment income was down 5.0% versus the prior fiscal year.

 

Corporate

 

For the full fiscal year, general corporate expense was $41 million, excluding significant items, reflecting non-repeating favorability in compensation-related and other expenses throughout the year.

 

Fiscal 2014 Outlook

 

The company expects sales to increase slightly in fiscal year 2014, building momentum in the back half of the year. This reflects a robust second-half innovation slate offset by near-term competitive dynamics. Additionally, reduced commodity meat sales are expected to impact the company's net sales growth rate by approximately one percentage point.

 

Adjusted diluted EPS is expected to be flat to down mid-single digits. This outlook takes into account that fiscal year 2013 EPS was favorably impacted by one-time, non-repeating benefits, as well as expected inflationary input costs in fiscal year 2014.

 

The company anticipates an effective tax rate of 35%, net interest expense of approximately $40 million, and corporate expenses of approximately $60 million, excluding significant items.

 

Capital Allocation

 

The company is increasing its dividend to an annualized rate of $0.70 per share, a 40% increase. The company's board of directors has declared a regular quarterly dividend of $0.175 per share on the company's common stock, payable on October 7, 2013. The dividend is payable to stockholders of record as of the close of business on September 3, 2013.

 

The company is targeting repurchases of approximately $200 million of stock over the next two fiscal years.

 

Webcast

 

The Hillshire Brands Company's review of its results for the fourth quarter and full fiscal year 2013 will be broadcast live via the Internet today at 8:30 a.m. CDT. The live webcast, together with the slides reviewed during the webcast, can be accessed in the Investor Relations section on www.hillshirebrands.com. For people who are unable to listen to the webcast live, a recording will be available on the website at 2:00 p.m. CDT on the day of the webcast until February 6, 2014.

 

About The Hillshire Brands Company

 

The Hillshire Brands Company (NYSE: HSH) is a leader in meat-centric food solutions for the retail and foodservice markets. The company generates approximately $4 billion in annual sales and has approximately 9,500 employees. Hillshire Brands' portfolio includes iconic brands such as Jimmy Dean, Ball Park, Hillshire Farm, State Fair,Sara Lee frozen bakery and Chef Pierre pies, as well as artisanal brands Aidells and GalloSalame. For more information on the company, please visit www.hillshirebrands.com.

 

Forward-Looking Statements

 

This release contains forward-looking statements regarding Hillshire Brands' business prospects and future financial results and metrics, including statements contained under the heading "CEO Perspective," "Fiscal 2014 Outlook," and "Capital Allocation." Forward-looking statements are typically preceded by terms such as "will," "anticipates," "intends," "expects," "likely" or "believes" and other similar terms. These forward-looking statements are based on currently available competitive, financial and economic data and management's views and assumptions regarding future events and are inherently uncertain.

 

Investors must recognize that actual results may differ from those expressed or implied in the forward-looking statements, and the company wishes to caution readers not to place undue reliance on any forward-looking statements. Among the factors that could cause Hillshire Brands' actual results to differ from such forward-looking statements are those described under Item 1A, Risk Factors, in Hillshire Brands' most recent Annual Report on Form 10-K, as well as factors relating to:

 
 
    -- Hillshire Brands' spin-off of its international coffee and tea 

business in June 2012, including (i) Hillshire Brands' ability to

generate the anticipated benefits from the spin-off; (ii) the

transition of leadership to a new senior management team and the

departure of key personnel with historical knowledge; and

(iii) potential tax liabilities and other indemnification obligations;

 
    -- The consumer marketplace, such as (i) intense competition, including 

advertising, promotional and price competition; (ii) changes in

consumer behavior due to economic conditions, such as a shift in

consumer demand toward private label; (iii) fluctuations in raw

material costs, Hillshire Brands' ability to increase or maintain

product prices in response to cost fluctuations and the impact on

profitability; (iv) the impact of various food safety issues and

regulations on sales and profitability of Hillshire Brands' products;

and (v) inherent risks in the marketplace associated with product

innovations, including uncertainties related to execution and trade

and consumer acceptance;

 
    -- Hillshire Brands' relationship with its customers, such as (i) a 

significant change in Hillshire Brands' business with any of its major

customers, such as Wal-Mart, its largest customer; and (ii) credit and

other business risks associated with customers operating in a highly

competitive retail environment; and

 
    -- Other factors, such as (i) Hillshire Brands' ability to generate 

margin improvement through cost reduction and productivity improvement

initiatives; (ii) Hillshire Brands' credit ratings, the impact of

Hillshire Brands' capital plans on such credit ratings and the impact

these ratings and changes in these ratings may have on Hillshire

Brands' cost to borrow funds and access to capital/debt markets; and

(iii) the settlement of a number of ongoing reviews of Hillshire

Brands' income tax filing positions and inherent uncertainties related

to the interpretation of tax regulations in the jurisdictions in which

Hillshire Brands transacts or has transacted business.

 
Consolidated 
Statements 
of Income 
For 
the Quarter 
and 
Twelve 
Months 
ended June 
29, 
2013 and 
June 
30,  2012 
(in 
millions, 
except 
per 
share 
data--unaudited) 
                  Quarter ended                     Twelve Months ended 
                  June 29, 2013    June 30, 2012    June 29, 2013    June 30, 2012 
Continuing 
Operations 
Net sales         $ 962            $ 983            $ 3,920          $ 3,958 
Cost of           698              713              2,758            2,857 
sales 
Selling,          213              284              855              930 
general 
and 
administrative 
expenses 
Net               2                11               9                81 
charges 
for exit 
activities, 
asset and 
business 
dispositions 
Impairment        --                --                1                14 
charges 
Operating         49               (25     )        297              76 
income 
Interest          13               10               48               77 
expense 
Interest          (2      )        (1      )        (7      )        (5      ) 
income 
Debt              --                39               --                39 
extinguishment 
costs 
Income            38               (73     )        256              (35     ) 
(loss) 
from 
continuing 
operations 
before 
income 
taxes 
Income tax        3                (11     )        72               (15     ) 
expense 
(benefit) 
Income            35               (62     )        184              (20     ) 
(loss) 
from 
continuing 
operations 
Discontinued 
Operations 
Income            2                658              15               463 
from 
discontinued 
operations 
net of tax 
expense 
(benefit) 
of 
$(1), 
$(631), 
$(8), and 
$(603) 
Gain on           4                3                53               405 
sale 
of 
discontinued 
operations, 
net 
of 
tax expense 
of $1, 
nil, $15, 
and $367 
Net income        6                661              68               868 
from 
discontinued 
operations 
Net income        41               599              252              848 
Less: 
Income 
from 
noncontrolling 
interests, 
net of tax 
Discontinued      --                --                --                3 
operations 
Net               $ 41             $ 599            $ 252            $ 845 
income 
attributable 
to 
Hillshire 
Brands 
Amounts 
attributable 
to 
Hillshire 
Brands 
Net income        $ 35             $ (62   )        $ 184            $ (20   ) 
(loss) 
from 
continuing 
operations 
Net income        6                661              68               865 
from 
discontinued 
operations 
Earnings 
per 
share 
of common 
stock 
Basic 
Income            $ 0.29           $ (0.52 )        $ 1.50           $ (0.16 ) 
(loss) 
from 
continuing 
operations 
Net income        $ 0.33           $ 5.02           $ 2.05           $ 7.13 
Average           123              119              123              119 
shares 
outstanding 
Diluted 
Income            $ 0.28           $ (0.52 )        $ 1.49           $ (0.16 ) 
(loss) 
from 
continuing 
operations 
Net income        $ 0.33           $ 5.02           $ 2.04           $ 7.13 
Average           125              119              123              119 
shares 
outstanding 
Cash              $ 0.125          $ --              $ 0.50           $ 1.15 
dividends 
declared 
per 
share of 
common 
stock 
 
 
Financial 
Summary--As 
Adjusted (1) 
For 
the Quarter 
and 
Twelve 
Months 
ended 
June 29, 
2013 
and June 30, 
2012 
(in 
millions, 
except per 
share 
data--unaudited) 
                    Quarter ended                       Twelve Months ended 
                    June 29,    June 30,    %           June 29,    June 30,    % 
                    2013        2012        Change      2013        2012        Change 
Continuing 
operations: 
Adjusted net 
sales: 
Retail              $ 706       $ 734       (3.8  )%    $ 2,894     $ 2,884     0.3   % 
Foodservice/Other   256         249         2.7         1,026       1,025       0.1 
Intersegment        --           --                       --           (6      ) 
Total               $ 962       $ 983       (2.1  )%    $ 3,920     $ 3,903     0.4   % 
adjusted 
net sales 
Adjusted 
operating 
income 
(loss) 
Retail              $ 57        $ 85        (32.3 )%    $ 329       $ 313       5.5   % 
Foodservice/Other   13          14          (13.5 )     75          79          (5.0  ) 
Operating           70          99          (29.6 )%    404         392         3.4   % 
segment 
income 
General             (4     )    (15    )                (36     )   (64     ) 
corporate 
expenses 
Mark-to-market      (2     )    (1     )                (1      )   (1      ) 
derivatives 
gains 
(losses) 
Amortization        (1     )    (1     )                (4      )   (4      ) 
of 
trademarks 
& 
intangibles 
Total               $ 63        $ 82        (23.2 )%    $ 363       $ 323       12.5  % 
adjusted 
operating 
income 
Adjusted            $ 33        $ 38        (12.8 )%    $ 212       $ 173       22.3  % 
income 
from 
continuing 
operations 
Adjusted net        $ 35        $ 151       (77.2 )%    $ 223       $ 574       (61.1 )% 
income 
Continuing          $ 33        $ 38        (12.8 )%    $ 212       $ 173       22.3  % 
operations 
Discontinued        $ 2         $ 113       (98.5 )%    $ 11        $ 398       (97.2 )% 
operations 
Adjusted net        $ 35        $ 151       (77.2 )%    $ 223       $ 571       (60.9 )% 
income 
attributable 
to Hillshire 
Brands 
Adjusted 
diluted 
earnings 
per share: 
Income from         $ 0.26      $ 0.31      (16.1 )%    $ 1.72      $ 1.45      18.6  % 
continuing 
operations 
Net income          $ 0.28      $ 1.26      (77.8 )%    $ 1.81      $ 4.77      (62.1 )% 
Adjusted 
operating 
margin: 
Retail              8.2    %    11.6   %    (3.4) ppt   11.4    %   10.8    %   0.6 ppt 
Foodservice/Other   4.8         5.7         (0.9) ppt   7.3         7.7         (0.4) ppt 
Total               6.6    %    8.4    %    (1.8) ppt   9.3     %   8.3     %   1.0 ppt 
Hillshire 
Brands 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

 
Financial 
Summary--As 
Reported 
For 
the Quarter 
and 
Twelve 
Months 
ended 
June 29, 
2013 
and June 30, 
2012 
(in 
millions, 
except per 
share 
data--unaudited) 
                    Quarter ended                          Twelve Months ended 
                    June 29,    June 30,       %           June 29,    June 30,    % 
                    2013        2012           Change      2013        2012        Change 
Continuing 
operations: 
Net sales: 
Retail              $ 706       $ 734          (3.8  )%    $ 2,894     $ 2,884     0.3   % 
Foodservice/Other   256         249            2.7         1,026       1,025       0.1 
Business            --           --                          --           55 
dispositions 
and exits 
Intersegment        --           --                          --           (6      ) 
Total net           $ 962       $ 983          (2.1  )%    $ 3,920     $ 3,958     (1.0  )% 
sales 
Operating 
income 
(loss) 
Retail              $ 57        $ 85           (32.3 )%    $ 329       $ 313       5.5   % 
Foodservice/Other   13          14             (13.5 )     75          79          (5.0  ) 
Operating           70          99             (29.6 )%    404         392         3.4   % 
segment 
income 
General             (10    )    (104  )                    (93     )   (272    ) 
corporate 
expenses 
Mark-to-market      (2     )    (1    )                    (1      )   (1      ) 
derivatives 
gains 
(losses) 
Amortization        (1     )    (1    )                    (4      )   (4      ) 
of 
trademarks 
& 
intangibles 
Business            --           --                          6           8 
dispositions 
and exits 
Significant         (8     )    (18   )                    (15     )   (47     ) 
items - 
business 
segments 
Total               $ 49        $ (25 )        NM          $ 297       $ 76        NM 
operating 
income 
(loss) 
Income              $ 35        $ (62 )        NM          $ 184       $ (20   )   NM 
(loss) 
from 
continuing 
operations 
Net income          $ 41        $ 599          (93.2 )%    $ 252       $ 848       (70.3 )% 
Continuing          $ 35        $ (62 )        NM          $ 184       $ (20   )   NM 
operations 
Discontinued        $ 6         $ 661          (99.1 )%    $ 68        $ 865       (92.1 )% 
operations 
Net income          $ 41        $ 599          (93.2 )%    $ 252       $ 845       (70.2 )% 
(loss) 
attributable 
to Hillshire 
Brands 
Diluted 
earnings 
per share: 
Income              $ 0.28      $ (0.52  )     NM          $ 1.49      $ (0.16 )   NM 
(loss) 
from 
continuing 
operations 
Net income          $ 0.33      $ 5.02         (93.4 )%    $ 2.04      $ 7.13      (71.4 )% 
Operating 
margin: 
Retail              8.2    %    11.6  %        (3.4) ppt   11.4    %   10.8    %   0.6 ppt 
Foodservice/Other   4.8         5.7            (0.9) ppt   7.3         7.7         (0.4) ppt 
Total               5.1    %    (2.5  )%       7.6 ppt     7.6     %   1.9     %   5.7 ppt 
Hillshire 
Brands 
 
 

NM = Not meaningful

 
Net Sales Bridge 
For the Quarter and Twelve Months ended June 29, 2013 (unaudited) 
The following table illustrates the components of the change in  net sales versus the prior year 
                                              Foodservice/   Total 
Fourth quarter ended June 29, 2013   Retail   Other          Company 
Volume                               (3.6 )%  4.4  %         (1.0 )% 
Mix                                  0.3      (3.4 )         (1.2 ) 
Price                                (0.4 )   2.1            0.3 
Other                                (0.1 )   (0.4 )         (0.2 ) 
Adjusted net sales* change           (3.8 )   2.7            (2.1 ) 
Dispositions                                                 -- 
Total Net Sales Change               (3.8 )%  2.7  %         (2.1 )% 
                                              Foodservice/   Total 
Year ended June 29, 2013             Retail   Other          Company 
Volume                               (0.1 )%  4.5  %         1.4  % 
Mix                                  0.6      (3.6 )         (0.7 ) 
Price                                (0.2 )   (0.4 )         (0.3 ) 
Other                                --        (0.4 )         -- 
Adjusted net sales* change           0.3      0.1            0.4 
Dispositions                                                 (1.4 ) 
Total Net Sales Change               0.3  %   0.1  %         (1.0 )% 
 
 
*  Adjusted net sales is a non-GAAP measure that 
   excludes the impact of  dispositions. 
   See detailed explanation of this and other 
   non-GAAP measures in this  release. 
 
 
Operating Results by Business Segment 
For the Quarters ended June 29, 2013 and June 30, 2012 (in  millions--unaudited) 
                                  Fourth Quarter    Fourth Quarter 
                                  2013              2012 
Net sales: 
Retail                            $ 706             $ 734 
Foodservice/Other                 256               249 
Business dispositions and exits   --                 -- 
Intersegment                      --                 -- 
Total net sales                   $ 962             $ 983 
 
 
                                                                                                    Other 
                         As                          Restructuring    Accelerated     Impairment    Significant    As 
Fourth Quarter           Reported    Dispositions    Actions          Depreciation    Charges       Items          Adjusted (1) 
2013 
Operating income: 
Retail                   $ 57                                                                                      $ 57 
Foodservice/Other        13                                                                                        13 
Total operating          70                                                                                        70 
segment income 
General corporate        (10   )     $ --             $ (15 )          $ --             $ --           $ 9            (4   ) 
expenses 
Mark-to-market           (2    )     --               --                --               --             --              (2   ) 
derivative 
gains (losses) 
Amortization             (1    )     --               --                --               --             --              (1   ) 
of 
trademarks/intangibles 
Business                 --           --               --                --               --             --              -- 
dispositions 
and exits 
Significant              (8    )     --               (3    )          (5    )         --             --              -- 
items - 
business segments 
Operating income         $ 49        $ --             $ (18 )          $ (5  )         $ --           $ 9            $ 63 
Operating margin         5.1   %                                                                                   6.6  % 
Fourth Quarter 
2012 
Operating income: 
Retail                   $ 85                                                                                      $ 85 
Foodservice/Other        14                                                                                        14 
Total operating          99                                                                                        99 
segment income 
General corporate        (104  )     $ --             $ (76 )          $ (12 )         $ --           $ (1 )         (15  ) 
expenses 
Mark-to-market           (1    )     --               --                --               --             --              (1   ) 
derivative 
gains (losses) 
Amortization             (1    )     --               --                --               --             --              (1   ) 
of 
trademarks/intangibles 
Business                 --           --               --                --               --             --              -- 
dispositions 
and exits 
Significant              (18   )     --               (8    )          (5    )         --             (5   )         -- 
items - 
business segments 
Operating income         $ (25 )     $ --             $ (84 )          $ (17 )         $ --           $ (6 )         $ 82 
(loss) 
Operating margin         (2.5  )%                                                                                  8.4  % 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

 
Operating Results by Business Segment 
For the Twelve Months ended June 29, 2013 and June 30, 2012 (in  millions--unaudited) 
                                  Twelve Months    Twelve Months 
                                  2013             2012 
Net sales: 
Retail                            $ 2,894          $ 2,884 
Foodservice/Other                 1,026            1,025 
Business dispositions and exits   --                55 
Intersegment                      --                (6      ) 
Total net sales                   $ 3,920          $ 3,958 
 
 
                                                                                                    Other 
                         As                          Restructuring    Accelerated     Impairment    Significant    As 
Twelve Months            Reported    Dispositions    Actions          Depreciation    Charges       Items          Adjusted (1) 
2013 
Operating income: 
Retail                   $ 329                                                                                     $ 329 
Foodservice/Other        75                                                                                        75 
Total operating          404                                                                                       404 
segment income 
General corporate        (93   )     $ --             $ (51  )         $ (18 )         $ --           $ 12           (36   ) 
expenses 
Mark-to-market           (1    )     --               --                --               --             --              (1    ) 
derivative 
gains (losses) 
Amortization             (4    )     --               --                --               --             --              (4    ) 
of 
trademarks/intangibles 
Business                 6           6               --                --               --             --              -- 
dispositions 
and exits 
Significant              (15   )     --               (3     )         (11   )         (1    )       --              -- 
items - 
business segments 
Operating income         $ 297       $ 6             $ (54  )         $ (29 )         $ (1  )       $ 12           $ 363 
Operating margin         7.6   %                                                                                   9.3   % 
Twelve Months 
2012 
Operating income: 
Retail                   $ 313                                                                                     $ 313 
Foodservice/Other        79                                                                                        79 
Total operating          392                                                                                       392 
segment income 
General corporate        (272  )     $ --             $ (178 )         $ (22 )         $ (14 )       $ 6            (64   ) 
expenses 
Mark-to-market           (1    )     --               --                --               --             --              (1    ) 
derivative 
gains (losses) 
Amortization             (4    )     --               --                --               --             --              (4    ) 
of 
trademarks/intangibles 
Business                 8           8               --                --               --             --              -- 
dispositions 
and exits 
Significant              (47   )     --               (18    )         (24   )         --             (5   )         -- 
items - 
business segments 
Operating income         $ 76        $ 8             $ (196 )         $ (46 )         $ (14 )       $ 1            $ 323 
Operating margin         1.9   %                                                                                   8.3   % 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

 
Significant Items 
Quarters ended 
June 29, 2013 
and June 30, 2012 (in 
millions,  except 
per share 
data--unaudited) 
                               Quarter ended June 29, 2013                      Quarter ended June 30, 2012 
                                                          Diluted                                          Diluted 
                               Pretax    Net              EPS                   Pretax    Net              EPS 
(In millions except            Impact    Income/(loss)    Impact (1)            Impact    Income/(loss)    Impact (1) 
per share data) 
Continuing Operations: 
Restructuring actions: 
Severance/ retention           $ (3  )   $ (1 )           $ (0.02 )             $ (11  )  $ (7  )          $ (0.06 ) 
costs 
Lease and contractual          1         --                0.01                  (2     )  (1    )          (0.01   ) 
obligation 
exit costs 
Consulting/advisory            (16   )   (11  )           (0.08   )             (71    )  (49   )          (0.41   ) 
and other costs 
Accelerated                    (5    )   (3   )           (0.03   )             (17    )  (11   )          (0.09   ) 
depreciation 
Total restructuring            (23   )   (15  )           (0.12   )             (101   )  (68   )          (0.56   ) 
actions 
Pension                        (1    )   --                (0.01   )             (6     )  (4    )          (0.03   ) 
settlement/withdrawal/other 
Tax indemnification            10        10               0.08                  --         --                -- 
accrual adjustment 
Debt extinguishment            --         --                --                     (39    )  (25   )          (0.21   ) 
costs 
Impact of significant          (14   )   (5   )           (0.04   )             (146   )  (97   )          (0.80   ) 
items on 
income (loss) from 
continuing 
operations before 
significant 
tax matters 
Tax                            --         7                0.06                  --         (3    )          (0.03   ) 
audit 
settlement/reserve 
adjustments 
Impact of significant          (14   )   2                0.02                  (146   )  (100  )          (0.83   ) 
items on income 
(loss) from continuing 
operations 
Discontinued 
operations: 
Severance/ retention           --         --                --                     (29    )  (23   )          (0.19   ) 
costs 
Lease and contractual          --         --                --                     (2     )  1                0.01 
obligation 
exit costs 
Consulting, advisory           --         --                --                     (67    )  (53   )          (0.44   ) 
& other costs 
Impairment charges             --         --                --                     (10    )  (7    )          (0.06   ) 
Gain on the sale               5         4                0.03                  3         3                0.02 
of discontinued 
operations 
Pension                        --         --                --                     (3     )  (1    )          (0.01   ) 
curtailment/withdrawal/other 
Indirect tax reserve           --         --                --                     (1     )  (1    )          (0.01   ) 
- Brazil 
Tax basis difference           --         --                --                     --         --                0.01 
adjustment 
Tax                            --         --                --                     --         (25   )          (0.21   ) 
audit 
settlement/reserve 
adjustment 
Tax valuation allowance        --         --                --                     --         6                0.05 
adjustment 
Tax on unremitted              --         --                --                     --         648              5.37 
earnings 
Impact of significant          5         4                0.03                  (109   )  548              4.54 
items on income 
(loss) 
from discontinued 
operations 
Impact of using diluted        --         --                --                     --         --                0.05 
versus basic shares 
Impact of significant          $ (9  )   $ 6              $ 0.05                $ (255 )  $ 448            $ 3.76 
items on net income 
(loss) attributable to 
Hillshire Brands 
Impact of significant 
items on income from 
continuing operations 
before income taxes 
Cost of sales                  $ (5  )                                          $ (10  ) 
Selling, general and           (7    )                                          (86    ) 
administrative 
expenses 
Exit and business              (2    )                                          (11    ) 
dispositions 
Debt extinguishment            --                                                (39    ) 
costs 
Total                          $ (14 )                                          $ (146 ) 
 
 
Notes: 
(1) EPS amounts are rounded to the nearest 
$0.01 and may not add to  the total. 
 
 
Significant Items 
Twelve Months ended 
June 29, 
2013 and June 30, 2012 
(in millions, 
except per 
share data--unaudited) 
                               Twelve Months Ended June 29, 2013                Twelve Months Ended June 30, 2012 
                                         Net        Diluted                               Net        Diluted 
                               Pretax    Income/    EPS                         Pretax    Income/    EPS 
(In millions except            Impact    (loss)     Impact (1)                  Impact    (loss)     Impact (1) 
per share data) 
Continuing Operations: 
Restructuring actions: 
Severance/ retention           $ (4  )   $ (2 )     $ (0.02 )                   $ (31  )  $ (20 )    $ (0.17 ) 
costs 
Lease and contractual          (12   )   (8   )     (0.06   )                   (55    )  (35   )    (0.29   ) 
obligation 
exit costs 
Consulting/advisory            (38   )   (25  )     (0.20   )                   (110   )  (84   )    (0.70   ) 
and other costs 
Income from asset              6         4          0.03                        --         --          -- 
dispositions 
Accelerated                    (29   )   (18  )     (0.15   )                   (46    )  (29   )    (0.25   ) 
depreciation 
Total restructuring            (77   )   (49  )     (0.40   )                   (242   )  (168  )    (1.40   ) 
actions 
Gain on HBI tax                --         --          --                           15        15         0.12 
settlement 
Impairment charges             (1    )   (1   )     (0.01   )                   (14    )  (9    )    (0.07   ) 
Litigation accrual             --         --          --                           (11    )  (7    )    (0.06   ) 
Pension                        (5    )   (3   )     (0.03   )                   (6     )  (4    )    (0.03   ) 
settlement/withdrawal/other 
Tax indemnification            10        10         0.08                        3         4          0.03 
accrual adjustment 
Workers' compensation          7         5          0.04                        --         --          -- 
deposit adjustment 
Debt extinguishment            --         --          --                           (39    )  (25   )    (0.21   ) 
costs 
Impact of significant          (66   )   (38  )     (0.31   )                   (294   )  (194  )    (1.62   ) 
items on 
income (loss) from 
continuing 
operations before 
significant 
tax matters 
Tax                            --         10         0.09                        --         1          0.01 
audit 
settlement/reserve 
adjustments 
Impact of significant          (66   )   (28  )     (0.23   )                   (294   )  (193  )    (1.61   ) 
items on income 
(loss) from continuing 
operations 
Discontinued 
operations: 
Severance/ retention           --         --          --                           (73    )  (55   )    (0.46   ) 
costs 
Lease and contractual          --         --          --                           (108   )  (79   )    (0.66   ) 
obligation 
exit costs 
Consulting, advisory           (3    )   (2   )     (0.02   )                   (145   )  (105  )    (0.87   ) 
& other costs 
Impairment charges             --         --          --                           (414   )  (365  )    (3.05   ) 
Gain on the sale               68        53         0.43                        772       405        3.38 
of discontinued 
operations 
Thailand flood loss            --         --          --                           (2     )  (1    )    (0.01   ) 
Pension                        1         1          --                           (6     )  (3    )    (0.02   ) 
curtailment/withdrawal/other 
Indirect tax reserve           --         --          --                           (1     )  (1    )    (0.01   ) 
- Brazil 
Tax basis difference           --         4          0.03                        --         186        1.56 
adjustment 
Tax                            --         1          0.01                        --         80         0.67 
audit 
settlement/reserve 
adjustments 
Tax valuation allowance        --         --          --                           --         (66   )    (0.55   ) 
adjustment 
Tax on unremitted              --         --          --                           --         471        3.94 
earnings 
Impact of significant          66        57         0.46                        23        467        3.90 
items on income 
from discontinued 
operations 
Impact of using diluted        --         --          --                           --         --          0.07 
versus basic shares 
Impact of significant          $ --       $ 29       $ 0.23                      $ (271 )  $ 274      $ 2.36 
items on net income 
(loss) attributable to 
Hillshire Brands 
Impact of significant 
items on income from 
continuing operations 
before income taxes 
Cost of sales                  $ (11 )                                          $ (28  ) 
Selling, general and           (45   )                                          (132   ) 
administrative 
expenses 
Impairment charges             (1    )                                          (14    ) 
Exit and business              (9    )                                          (81    ) 
dispositions 
Debt extinguishment            --                                                (39    ) 
costs 
Total                          $ (66 )                                          $ (294 ) 
 
 
Notes: 
(1) EPS amounts are rounded to the nearest 
$0.01 and may not add to  the total. 
 
 
EPS 
Reconciliation--Reported 
to Adjusted 
Quarters ended 
June 29, 2013 
and June 30, 
2012 (in 
millions,  except 
per share 
data--unaudited) 
                          Quarter ended June 29, 2013                   Quarter ended June 30, 2012 
                                      Impact of                                     Impact of 
                          As          Significant                       As          Significant 
                          Reported    Items          Adjusted (1)       Reported    Items          Adjusted (1) 
Continuing 
operations: 
Income (loss) from        $ 38        $ (14  )       $ 52               $ (73   )   $ (146  )      $ 73 
continuing 
operations 
before income 
taxes 
Income tax expense        3           (16    )       19                 (11     )   (46     )      35 
(benefit) 
Income (loss) from        35          2              33                 (62     )   (100    )      38 
continuing 
operations 
Discontinued 
operations: 
Income                    2           --              2                  658         545            113 
from discontinued 
operations, 
net of tax 
Gain on sale of           4           4              --                  3           3              -- 
discontinued 
operations, 
net of tax 
Net income from           6           4              2                  661         548            113 
discontinued 
operations 
Net income                41          6              35                 599         448            151 
Less: Income from 
noncontrolling 
interests, 
net of tax 
Discontinued              --           --              --                  --           --              -- 
operations 
Net                       $ 41        $ 6            $ 35               $ 599       $ 448          $ 151 
income 
attributable 
to Hillshire 
Brands 
Amounts 
attributable 
to Hillshire 
Brands: 
Net income (loss)         $ 35        $ 2            $ 33               $ (62   )   $ (100  )      $ 38 
from 
continuing 
operations 
Net income from           6           4              2                  661         548            113 
discontinued 
operations 
Earnings per share 
of common stock: 
Diluted 
Income (loss) from        $ 0.28      $ 0.02         $ 0.26             $ (0.52 )   $ (0.83 )      $ 0.31 
continuing 
operations 
Net income                $ 0.33      $ 0.05         $ 0.28             $ 5.02      $ 3.76         $ 1.26 
Effective                 7.7    %                   37.4   %           15.0    %                  48.4   % 
tax 
rate--continuing 
operations 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release

 
EPS 
Reconciliation--Reported 
to Adjusted 
Twelve Months 
ended 
June 29, 
2013 and June 30, 
2012 
(in millions, 
except per 
share 
data--unaudited) 
                          Twelve Months Ended June 29, 2013                  Twelve Months Ended June 30, 2012 
                                      Impact of                                          Impact of 
                          As          Significant                            As          Significant 
                          Reported    Items          Adjusted (1)            Reported    Items          Adjusted (1) 
Continuing 
operations: 
Income (loss) from        $ 256       $ (66   )      $ 322                   $ (35   )   $ (294  )      $ 259 
continuing 
operations 
before income 
taxes 
Income tax expense        72          (38     )      110                     (15     )   (101    )      86 
(benefit) 
Income (loss) from        184         (28     )      212                     (20     )   (193    )      173 
continuing 
operations 
Discontinued 
operations: 
Income                    15          4              11                      463         62             401 
from discontinued 
operations, 
net of tax 
Gain on sale of           53          53             --                       405         405            -- 
discontinued 
operations, 
net of tax 
Net income from           68          57             11                      868         467            401 
discontinued 
operations 
Net income                252         29             223                     848         274            574 
Less: Income from 
noncontrolling 
interests, 
net of tax 
Discontinued              --           --              --                       3           --              3 
operations 
Net                       $ 252       $ 29           $ 223                   $ 845       $ 274          $ 571 
income 
attributable 
to Hillshire 
Brands 
Amounts 
attributable 
to Hillshire 
Brands: 
Net (loss) income         $ 184       $ (28   )      $ 212                   $ (20   )   $ (193  )      $ 173 
from 
continuing 
operations 
Net income from           68          57             11                      865         467            398 
discontinued 
operations 
Earnings per share 
of common stock: 
Diluted 
Income (loss) from        $ 1.49      $ (0.23 )      $ 1.72                  $ (0.16 )   $ (1.61 )      $ 1.45 
continuing 
operations 
Net income                $ 2.04      $ 0.23         $ 1.81                  $ 7.13      $ 2.36         $ 4.77 
Effective                 28.1   %                   34.2   %                44.2    %                  33.1   % 
tax 
rate--continuing 
operations 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

 
Operating 
Income 
Reconciliation--Reported 
to Adjusted 
Quarters ended 
June 29, 2013 
and June 30, 
2012 (in 
millions,  except 
per share 
data--unaudited) 
                          Quarter ended June 29, 2013 
                                      Impact of 
                          As          Significant 
                          Reported    Items          Dispositions    Adjusted (1) 
Net Sales                 $ 962       $ --            $ --             $ 962 
Cost of Sales             698         5              --               693 
Gross Profit              264         (5     )       --               269 
MAP Expense               47          --              --               47 
SG&A (excluding           166         7              --               159 
MAP) 
Net charges               2           2              --               -- 
for exit 
activities, 
asset and business 
dispositions 
Impairment charges        --           --              --               -- 
Operating income          $ 49        $ (14  )       $ --             $ 63 
                          Quarter ended June 30, 2012 
                                      Impact of 
                          As          Significant 
                          Reported    Items          Dispositions    Adjusted (1) 
Net Sales                 $ 983       $ --            $ --             $ 983 
Cost of Sales             713         10             1               702 
Gross Profit              270         (10    )       (1  )           281 
MAP Expense               26          --              (2  )           28 
SG&A (excluding           258         86             1               171 
MAP) 
Net charges               11          11             --               -- 
for exit 
activities, 
asset and business 
dispositions 
Impairment charges        --           --              --               -- 
Operating income          $ (25 )     $ (107 )       $ --             $ 82 
(loss) 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

 
Operating 
Income 
Reconciliation--Reported 
to Adjusted 
Twelve Months 
ended 
June 29, 
2013 and June 30, 
2012 
(in millions, 
except per 
share 
data--unaudited) 
                          Twelve Months ended June 29, 2013 
                                      Impact of 
                          As          Significant 
                          Reported    Items          Dispositions    Adjusted (1) 
Net Sales                 $ 3,920     $ --            $ --             $ 3,920 
Cost of Sales             2,758       11             --               2,747 
Gross Profit              1,162       (11    )       --               1,173 
MAP Expense               174         --              --               174 
SG&A (excluding           681         45             --               636 
MAP) 
Net charges               9           9              --               -- 
for exit 
activities, 
asset and business 
dispositions 
Impairment charges        1           1              --               -- 
Operating income          $ 297       $ (66  )       $ --             $ 363 
                          Twelve Months Ended June 30, 2012 
                                      Impact of 
                          As          Significant 
                          Reported    Items          Dispositions    Adjusted (1) 
Net Sales                 $ 3,958     $ --            $ 55            $ 3,903 
Cost of Sales             2,857       28             40              2,789 
Gross Profit              1,101       (28    )       15              1,114 
MAP Expense               135         --              --               135 
SG&A (excluding           795         132            7               656 
MAP) 
Net charges               81          81             --               -- 
for exit 
activities, 
asset and business 
dispositions 
Impairment charges        14          14             --               -- 
Operating income          $ 76        $ (255 )       $ 8             $ 323 
 
 

(1) Represents a non-GAAP financial measure. See detailed explanation of these and other non-GAAP measures at end of this release.

 

Explanation of Non-GAAP Financial Measures

 

Management measures and reports Hillshire Brands' financial results in accordance with U.S. generally accepted accounting principles ("GAAP"). In this release, Hillshire Brands highlights certain items that have significantly impacted the company's financial results and uses several non-GAAP financial measures to help investors understand the financial impact of these significant items. Other companies may calculate these non-GAAP financial measures differently than Hillshire Brands.

 

"Significant items" are income or charges (and related tax impact) that management believes have had or are likely to have a significant impact on the earnings of the applicable business segment or on the total company for the period in which the item is recognized, are not indicative of the company's core operating results and affect the comparability of underlying results from period to period. Significant items may include, but are not limited to: charges for exit activities; consulting and advisory costs; lease and contractual obligation exit costs; impairment charges; tax charges on deemed repatriated earnings; tax costs and benefits resulting from the disposition of a business; impact of tax law changes; gains on the sale of discontinued operations; changes in tax valuation allowances; and favorable or unfavorable resolution of open tax matters based on the finalization of tax authority examinations or the expiration of statutes of limitations. Management highlights significant items to provide greater transparency into the underlying sales or profit trends of Hillshire Brands or the applicable business segment or discontinued operations and to enable more meaningful comparability between financial results from period to period. Additionally, Hillshire Brands believes that investors desire to understand the impact of these factors to better project and assess the longer term trends and future financial performance of the company.

 

This release contains certain non-GAAP financial measures that exclude from a financial measure computed in accordance with GAAP the impact of the significant items and the impact of dispositions. Management believes that these non-GAAP financial measures reflect an additional way of viewing aspects of Hillshire Brands' business that, when viewed together with Hillshire Brands' financial results computed in accordance with GAAP, provide a more complete understanding of factors and trends affecting Hillshire Brands' historical financial performance and projected future operating results, greater transparency of underlying profit trends and greater comparability of results across periods. These non-GAAP financial measures are not intended to be a substitute for the comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

 

In addition, investors frequently have requested information from management regarding the impact of significant items. Management believes, based on feedback it has received during earnings calls and discussions with investors, that these non-GAAP measures enhance investors' ability to assess Hillshire Brands' historical and projected future financial performance. Management also uses certain of these non-GAAP financial measures, in conjunction with the GAAP financial measures, to understand, manage and evaluate our businesses, in planning for and forecasting financial results for future periods, and as one factor in determining achievement of incentive compensation. Two of the five performance measures under Hillshire Brands' annual incentive plan are net sales and earnings before interest and taxes (EBIT), which are the reported amounts as adjusted for significant items and other items. Many of the significant items will recur in future periods; however, the amount and frequency of each significant item varies from period to period.

 

The following is an explanation of the non-GAAP financial measures presented in this release.

 

"Adjusted Diluted EPS" excludes from diluted EPS for continuing operations the per share impact of significant items.

 

"Adjusted Net Income" excludes from net income the impact of significant items related to both continuing and discontinued operations recognized in the fiscal period presented. It does not exclude the impact of businesses that have been exited or divested and does not exclude the impact of businesses acquired after the start of the fiscal period presented. Results for businesses acquired are included from the date of acquisition onward.

 

"Adjusted Net Sales" for continuing operations for all segments combined or net sales for an indicated business segment excludes the impact of businesses that have been exited or divested for all periods presented but does not exclude the impact of businesses acquired after the start of the fiscal period presented. Results for businesses acquired are included from the date of acquisition onward.

 

"Adjusted Operating Income" for continuing operations excludes from operating income the impact of significant items. It also excludes the results of businesses that have been exited or divested for all periods presented but does not exclude the impact of businesses acquired after the start of the fiscal period presented. Results for businesses acquired are included from the date of acquisition onward.

 

"Operating Segment Margin" for continuing operations or an indicated business segment equals operating segment income for a business segment divided by adjusted net sales for that business segment.

 

"Operating Segment Income" for all business segments combined or for an indicated business segment excludes the impact of significant items recognized by that portion of the business during the fiscal period presented and excludes the results of businesses that have been exited or divested for all periods presented but does not exclude the impact of businesses acquired after the start of the fiscal period presented. Results for businesses acquired are included from the date of acquisition onward.

 

"Adjusted Income from Continuing Operations" excludes from income from continuing operations the impact of significant items related to continuing operations recognized in the fiscal period presented. It does not exclude the impact of businesses that have been exited or divested and does not exclude the impact of businesses acquired after the start of the fiscal period presented. Results for businesses acquired are included from the date of acquisition onward.

 

The Hillshire Brands CompanyMedia: Jon Harris, 1.312.614.8661Analysts: Melissa Napier, 1.312.614.8739

 
 
This information is provided by Business Wire 
 
 
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