- --------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
-----------
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1998
-----------
Commission File No. 000-24337
Horizon Organic Holding Corporation
(a Delaware Corporation)
I.R.S. Employer Identification Number 84-1405007
6311 Horizon Lane
Longmont, Colorado 80503
(303) 530-2711
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirement for the past 90 days. Yes X as to 1. No X as to 2.
As of August 4, 1998, the registrant had outstanding 9,606,676 shares of its
common stock, $.001 par value per share.
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<PAGE>
HORIZON ORGANIC HOLDING CORPORATION
Form 10-Q
Table of Contents
Page No.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets.................................. 3
Consolidated Statements of Operations........................ 4-5
Consolidated Statements of Cash Flows........................ 6
Notes to Consolidated Financial Statements................... 7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................... 8-10
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.......... 11
Item 5. Other Information............................................ 11
Item 6. Exhibits and Reports on Form 8-K............................. 12
SIGNATURE............................................................. 13
<PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financials Statements
HORIZON ORGANIC HOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
as of June 30, 1998 (unaudited) and December 31, 1997
(in thousands, except share amounts)
ASSETS
June 30 Dec. 31
1998 1997
---- ----
<S> <C> <C>
Current Assets:
Cash and cash equivalents.......................... $ 132 $ 404
Trade accounts receivable, net..................... 4,246 2,393
Inventories........................................ 4,048 4,870
Deferred income tax assets......................... 78 55
Other current assets............................... 441 292
------- -------
Total current assets........................... 8,945 8,014
Property, Equipment and Cattle
Cattle, net........................................ 8,979 7,652
Property and equipment, net........................ 14,864 14,238
------- -------
Total property, equipment and cattle........... 23,843 21,890
Other Assets:
Note receivable from Aurora Dairy Corporation...... 250 250
Intangible assets, net ............................ 8,407 2,205
Other assets, net.................................. 962 378
------- -------
Total other assets............................. 9,619 2,833
------- -------
Total Assets.............................. $42,407 $32,737
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Trade accounts payable............................. $ 3,455 $ 3,841
Current portion of long-term debt.................. 570 553
Other accrued expenses............................. 2,553 685
Notes payable ..................................... 5,992 ---
------- -------
Total current liabilities...................... 12,570 5,079
Long-Term Liabilities:
Long-term debt less current portion................ 20,366 17,960
Deferred income tax liabilities.................... 768 812
------- -------
Total long-term liabilities.................... 21,134 18,772
------- -------
Total liabilities......................... 33,704 23,851
------- -------
Commitments and contingencies
Stockholders' Equity:
Preferred stock, $.001 par value, authorized
2,000,000 shares; no shares
issued or outstanding.............................. --- ---
Common stock, $.001 par value, authorized
8,000,000 shares; issued 5,056,341 and 5,172,418
and outstanding 5,056,341 and 5,052,418 shares in
1998 and 1997, respectively........................ 5 5
Additional paid-in capital............................ 11,278 11,834
Accumulated deficit................................... (2,580) (2,371)
------- -------
Treasury stock, 120,000 shares in 1997, at cost.... --- (582)
------- -------
Total stockholders' equity......................... 8,703 8,886
------- -------
Total Liabilities and Stockholders' Equity.... $42,407 $32,737
======= =======
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
<PAGE>
<TABLE>
HORIZON ORGANIC HOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
for the three months ended June 30, 1998 and 1997
(in thousands, except per share amounts)
(unaudited)
1998 1997
---- ----
<S> <C> <C>
Net sales.......................................... $ 11,793 $ 6,740
Cost of sales...................................... 8,040 5,269
---------- ----------
Gross profit................................. 3,753 1,471
---------- ----------
Operating expenses:
Selling..................................... 2,437 1,333
General and administrative.................. 756 459
---------- ----------
Total operating expenses................. 3,193 1,792
---------- ----------
Operating income (loss)........................... 560 (321)
---------- ----------
Other expense:
Interest expense, net of capitalized
interest of $99 in 1997................. 662 224
Other, net.................................. 14 2
---------- ----------
Total other expense...................... 676 226
---------- ----------
Net loss before income
taxes and minority interest...... (116) (547)
---------- ----------
Income tax benefit ............................... 23 155
Minority interest in loss of subsidiary........... ---- 116
---------- ----------
Net loss............................ $ (93) $ (276)
========== ==========
Net loss per share basic and diluted........ $ (.02) $ (.07)
========== ==========
Weighted average shares outstanding
basic and diluted.................. 5,056 4,165
========== ==========
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
<PAGE>
<TABLE>
HORIZON ORGANIC HOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
for the six months ended June 30, 1998 and 1997
(in thousands, except per share amounts)
(unaudited)
1998 1997
---- ----
<S> <C> <C>
Net sales.......................................... $ 21,895 $ 12,875
Cost of sales...................................... 15,064 10,372
---------- ----------
Gross profit................................. 6,831 2,503
---------- ----------
Operating expenses:
Selling...................................... 4,569 2,480
General and administrative................... 1,368 868
---------- ----------
Total operating expenses.................. 5,937 3,348
---------- ----------
Operating income (loss)................... 894 (845)
---------- ----------
Other expense:
Interest expense, net of capitalized
interest of $187 in 1997................. 1,133 377
Other, net................................... 36 3
---------- ----------
Total other expense....................... 1,169 380
---------- ----------
Net loss before income taxes
and minority interest ............. (275) (1,225)
---------- ----------
Income tax benefit ................................ 66 219
Minority interest in loss of subsidiary............ -- 687
---------- ----------
Net loss .......................................... $ (209) $ (319)
========== ==========
Net loss per share basic and diluted......... $ (.04) $ (.08)
========== ==========
Weighted average shares outstanding
basic and diluted.............. 5,056 3,913
========== ==========
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
<PAGE>
<TABLE>
HORIZON ORGANIC HOLDING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
for the six months ended June 30, 1998 and 1997
(in thousands)
(unaudited)
1998 1997
---- ----
<S> <C> <C>
Net cash provided by (used in) operating activities.... $ 1,905 $ (419)
Cash flows from investing activities:
Purchases of equipment............................ (1,121) (84)
Purchases and cost of cattle ..................... (3,018) (756)
Payments for acquisitions, net of cash required... (2,140) (3,566)
Proceeds from equipment sales..................... 45 4
Proceeds from cattle sales........................ 388 68
Other, net........................................ (662) 288
---------- ----------
Net cash used in investing activities.......... (6,508) (4,046)
---------- ----------
Cash flows from financing activities:
Change in book overdrafts......................... --- (194)
Borrowings under long-term lines of credit........ 25,034 ---
Payments on long-term lines of credit............. (22,865) (957)
Proceeds from issuance of term note............... 2,000 5,921
Proceeds from long-term debt, other than line
of credit.............. 500 ---
Repayment of long-term debt, other than line
of credit............... (338) (37)
Payment on term loan.............................. --- (63)
Loan to Aurora Dairy Corporation.................. --- (250)
Proceeds from issuance of common stock, net....... --- 4,810
Payments to acquire treasury stock................ --- (582)
---------- ----------
Net cash provided by financing activities...... 4,331 8,648
---------- ----------
Net increase (decrease) in cash and cash equivalents.... (272) 4,183
Cash and cash equivalents at beginning of period........ 404 600
Cash and cash equivalents at end of period............. $ 132 $ 4,783
========== ==========
Supplemental disclosure of cash flow information:
Cash paid during the year for interest, net
of amount capitalized of $187 in 1997 ...... $ 943 $ 302
========== ==========
Cash paid during the year for income taxes....... $ --- $ 23
========== ==========
Non-cash investing and financing activities:
Non-interest bearing note was issued for
acquisition (Note 2) ...... $ 4,000 $ ---
========== ==========
Common stock issued for services................. $ 26 $ ---
========== ==========
The Company purchased the remaining 73.175%
of common stock of Sunrise Organic Farms,
Inc. In connection with this acquisition,
assets acquired and liabilities were
assumed as follows:
Fair value of assets acquired................. $ --- $ 23,751
Cash paid for common stock.................... --- (3,566)
Company stock issued for common stock......... --- (2,378)
---------- ----------
Liabilities assumed...................... $ --- $ 17,807
========== ==========
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
<PAGE>
HORIZON ORGANIC HOLDING CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(unaudited)
1. Basis of Presentation
The accompanying consolidated financial statements have been prepared
by Horizon Organic Holding Corporation (the "Company") pursuant to the rules and
regulations of the Securities and Exchange Commission ("SEC"). Certain
information and footnote disclosures normally accompanying financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such SEC rules and regulations. In management's
opinion, all adjustments necessary for a fair presentation of the results of
operations for the periods presented have been made and are of a normal and
recurring nature.
These consolidated financial statements and accompanying notes should
be read in conjunction with the consolidated financial statements and notes
thereto, together with management's discussion and analysis of financial
condition and results of operations, contained in the Company's Prospectus dated
July 2, 1998, as filed with the SEC.
2. Acquisition of Juniper Valley Farms Brand Name
On April 8, 1998, the Company acquired certain assets including
inventory and the Juniper Valley Farms brand name for $6.0 million. The
acquisition was financed with two notes payable; $2.0 million term loan payable
to a bank, bearing interest at prime plus 2% and due July 31, 1998 and a $4.0
million non-interest bearing secured promissory note due July 8, 1998. The
Company also issued a warrant exercisable for 3,500 shares of common stock with
an exercise price of $8.00 per share which expires April 8, 2000. The Company
acquired certain intangible assets for $5.9 million and acquisition costs of $.5
million are being amortized on a straight-line basis over 15 years. The
non-interest bearing note was recorded at its estimated present value which was
discounted at 10.5%.
3. Stockholders' Equity
In April 1998, the Company retired its 120,000 shares of treasury
stock.
4. Long term Debt
On April 15, 1998, the Company entered into a $500,000 note payable to
Peoples Bank of Kent County, Maryland bearing interest at 8.25% and payable in
monthly installments with the unpaid balance due April 15, 2018. The note holder
has the right to demand repayment of principal and interest in full at any time
on or after April 15, 2001. The note is secured by specific property.
5. Subsequent Event
On July 2, 1998, the Company completed its initial public offering
selling 3,450,000 shares of Common Stock at an initial public offering price of
$11.00 per share. Concurrently, the Company sold 1,100,000 shares of Common
Stock to Suiza Foods Corporation in a Private Placement (the "Concurrent
Placement") at a price of $11.00 per share. A portion of the net proceeds from
the initial public offering were used to repay principal and accrued interest
on: the $4.0 million non-interest bearing secured promissory note due July 8,
1998; the $2.0 million term loan due July 31, 1998; $9.3 million outstanding on
a revolving line of credit; $3.6 million in unsecured subordinated promissory
notes; and $3.1 million of senior subordinated promissory notes.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
This following discussion and analysis should be read in conjunction
with the Company's unaudited consolidated financial statements and accompanying
notes included herein and the Company's Prospectus dated July 2, 1998, as filed
with the SEC. Except for the historical information contained herein, the
discussion in this Quarterly Report on Form 10-Q contains certain
forward-looking statements that involve risks and uncertainties, including the
risk factors specifically delineated and described in the Company's Prospectus
dated July 2, 1998, as filed with the SEC. The actual results that the Company
achieves may differ materially from any forward-looking statements due to such
risks and uncertainties. The Company undertakes no obligation to update any
forward-looking statements in order to reflect events or circumstances that may
arise after the date of this Quarterly Report on Form 10-Q.
Results of Operations
Three Months Ended June 30, 1998, Compared to Three Months Ended June 30, 1997
Net Sales. Net sales for the three months ended June 30, 1998 were
$11.8 million, an increase of $5.1 million, or 76%, from $6.7 million for the
comparable period in 1997. This increase was primarily due to the addition of
new retail accounts, including a major conventional supermarket chain, increased
sales to existing accounts, the introduction of several new products, including
organic chocolate milk and cottage cheese, a price increase, and sales generated
under the Juniper Valley Brand.
Gross Profit. Gross profit for the three months ended June 30, 1998 was
$3.8 million, an increase of $2.3 million, or 155%, from $1.5 million for the
comparable period in 1997. As a percentage of net sales, gross profit increased
to 31.8% from 21.8%. This increase is primarily due to decreases in losses from
the Company reaching capacity at the Company's organic dairy farm in Southern
Idaho (the "Idaho Dairy").
Selling Expenses. Selling expenses for the three months ended June 30,
1998 were $2.4 million, an increase of $1.1 million, or 82.8%, from $1.3 million
for the comparable period in 1997. As a percentage of net sales, selling
expenses increased to 20.7% from 19.8%. The increase in selling expenses was
primarily due to increased levels of marketing expenditures, including hiring
additional marketing personnel.
General and Administrative Expenses. General and administrative
expenses for the three months ended June 30, 1998 were $.8 million, an increase
of $.3 million, or 64.7%, from $.5 million during the comparable period in 1997.
As a percentage of net sales, general and administrative expenses decreased to
6.4% from 6.8% due to a larger sales base.
Other Expense, Net. Other expense, net for the three months ended June
30, 1998 was $.7 million, an increase of $.5 million from $.2 million during the
comparable period in 1997. This increase is primarily attributable to higher
levels of indebtedness incurred to acquire the remaining interest in the Idaho
Dairy, to finance the acquisition and development of a second organic farm in
Maryland (the "Maryland Dairy") and to finance the acquisition of the Juniper
Valley Farms brand.
Minority Interest in Loss of Subsidiary. Minority interest in loss of
subsidiary includes the minority stockholders' share of the losses from
operations of the Idaho Dairy for the period prior to the Company's acquisition
of the remainder of Sunrise Organic Farms, Inc. in the second quarter of fiscal
1997. Minority interest in loss of subsidiary was $.1 million for the three
months ended June 30, 1997. In 1998 the operations of the Idaho Dairy are
reflected in the Company's cost of sales.
Six months ended June 30, 1998, Compared to Six months ended June 30, 1997
Net Sales. Net sales for the six months ended June 30, 1998 were $21.9
million, an increase of $9.0 million, or 70%, from $12.9 million for the
comparable period in 1997. This increase was primarily due to the addition of
new retail accounts, including a major conventional supermarket chain, increased
sales to existing accounts, the introduction of several new products, including
organic chocolate milk and cottage cheese, a price increase, and sales generated
under the Juniper Valley Brand.
<PAGE>
Gross Profit. Gross profit for the six months ended June 30, 1998 was
$6.8 million, an increase of $4.3 million, or 173%, from $2.5 million for the
comparable period in 1997. As a percentage of net sales, gross profit increased
to 31.2% from 19.4%. This increase is due primarily to decreases in losses from
the Company reaching capacity at the Idaho Dairy.
Selling Expenses. Selling expenses for the six months ended June 30,
1998 were $4.6 million, an increase of $2.1 million, or 84.2%, from $2.5 million
for the comparable period in 1997. As a percentage of net sales, selling
expenses increased to 20.9% from 19.3%. The increase in selling expenses was
primarily due to increased levels of marketing expenditures, including hiring
additional marketing personnel.
General and Administrative Expenses. General and administrative
expenses for the six months ended June 30, 1998 were $1.4 million, an increase
of $.5 million, or 57.6%, from $.9 million during the comparable period in 1997.
As a percentage of net sales, general and administrative expenses decreased to
6.3% from 6.7% due to a larger sales base.
Other Expense, Net. Other expense, net for the six months ended June
30, 1998 was $1.2 million, an increase of $.8 million from $.4 million during
the comparable period in 1997. This increase is primarily attributable to higher
levels of indebtedness incurred to acquire the remaining interest in the Idaho
Dairy, to finance the acquisition and development of the Maryland Dairy and to
finance the acquisition of the Juniper Valley Farms brand.
Minority Interest in Loss of Subsidiary. Minority interest in loss of
subsidiary includes the minority stockholders' share of the losses from
operations of the Idaho Dairy for the period prior to the Company's acquisition
of the remainder of Sunrise Organic Farms, Inc. in the second quarter of fiscal
1997. Minority interest in loss of subsidiary was $.7 million for the six months
ended June 30, 1997. In 1998 the operations of the Idaho Dairy are reflected in
the Company's cost of sales.
<PAGE>
Liquidity and Capital Resources
Cash from Operations. Cash provided by operations during the six months
ended June 30, 1998 was $1.9 million, an increase of $2.3 million from cash used
by operations of $.4 million during the comparable period in 1997. The increase
in cash provided by operations was due primarily to non-cash charges associated
with depreciation and amortization and the loss on disposal of cattle combined
with cash provided by inventories and an increase in other accrued expenses
offset by an increase in trade accounts receivable.
Cash Used in Investing Activities. Cash used in investing activities
during the six months ended June 30, 1998 totaled $6.5 million, as compared to
$4.0 million for the comparable period in 1997. The increase was primarily due
to the purchase of property and equipment at the Maryland Dairy and the
purchases and costs of raising cattle at the Maryland Dairy and the Idaho Dairy
offset partially by a decrease in payments for acquisitions.
Cash Provided by Financing Activities. Cash provided by financing
activities during the six months ended June 30, 1998 totaled $4.3 million, as
compared to $8.6 million for the comparable period in 1997. This decrease is
primarily due to the Company receiving net proceeds of $4.2 million (net of
treasury stock acquired) from the sale of common stock in 1997.
The Company anticipates that it will spend approximately $1.3 million
in the last two quarters of 1998 for fixed asset additions at both the Idaho
Dairy and the Maryland Dairy as well as $1.2 million for replacement cows. The
Company believes that the net proceeds from the initial public offering and the
Concurrent Placement, together with cash generated from operations and funds
available under a revolving line of credit, will be sufficient to satisfy its
cash requirements through fiscal 2000.
Long-term Debt. The Company has a revolving line of credit with an
available principal amount of up to $10.0 million, as determined pursuant to a
borrowing base. The line of credit bears interest at U.S. Bancorp's announced
reference rate plus 1.25% and has a final maturity of June 30, 1999. As of June
30, 1998, the Company had $9.1 million outstanding under the revolving line of
credit. On July 8, 1998, with the proceeds from the initial public offering, the
Company repaid all amounts outstanding under the line of credit.
On April 15, 1998, the Company entered into a $500,000 note payable to
Peoples Bank of Kent County, Maryland bearing interest at 8.25% and payable in
monthly installments with the unpaid balance due April 15, 2018. The note holder
has the right to demand repayment of principal and interest in full at any time
on or after April 15, 2001. The note is secured by specific property. A portion
of the proceeds were used to repay a $.1 million note payable to 44 Exchange
Services.
In April 1998 in connection with the Juniper Valley Farms brand
acquisition, the Company issued a non-interest bearing secured promissory note
with a principal amount of $4.0 million and a maturity date of July 8, 1998. In
addition, the Company received a commitment from U.S. Bancorp for a $2.0 million
term loan at prime plus 2% with a maturity date of July 31, 1998. On July 8,
1998, with the proceeds from the initial public offering, the Company repaid
both the $4.0 million non-interest bearing secured promissory note and the $2.0
million term loan.
On July 8, 1998, with the proceeds from the initial public offering,
the Company repaid $3.6 million of outstanding unsecured subordinated promissory
notes and $3.1 million of outstanding senior subordinated promissory notes.
Year 2000 Compliance. Certain management information systems use two
digit data fields which recognize dates using the assumption that the first two
digits are "19" (i.e., the number 98 is recognized as the year 1998). Although
the Company has not conducted any testing or expended any funds in response to
year 2000 issues, the Company believes that all of its major software and
hardware systems are year 2000 compliant and will recognize data fields beyond
1999. The Company intends to test its systems for year 2000 compliance and is in
the process of verifying whether its major suppliers, service providers, and
financial institutions are year 2000 compliant. The Company will make any
necessary investments in its software and hardware systems and applications to
ensure that they are year 2000 compliant. The Company does not expect the amount
of such investments to be material to the Company's business, operating results
and financial condition.
<PAGE>
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
On April 30, 1998, the Company held its annual meeting of stockholders,
at which the stockholders elected eight directors, who were each classified into
one of three Classes, with the Class I group serving until the annual meeting of
stockholders to be held in 1999, the Class II directors serving until the annual
meeting of stockholders to be held in 2000 and the Class III directors serving
until the annual meeting of stockholders to be held in 2001, and in each case
until their respective successors are elected and qualified or until such
directors' death, resignation or removal. The stockholders also (i) approved the
amendment and restatement of the Company's Certificate of Incorporation, (ii)
approved the amendment and restatement of the Company's Stock Option Plan,
including increasing the number of shares of Common Stock reserved for issuance
thereunder, and an amendment to the Company's Shareholder's Agreement, (iii)
approved the adoption of the 1998 Employee Stock Purchase Plan, and (iv)
ratified the selection of KPMG Peat Marwick LLP as independent auditors of the
Company for the fiscal year ending December 31, 1998. Votes were cast as
follows:
<TABLE>
<S> <C> <C> <C> <C>
Broker
For Against Abstaining Non-Vote
--------- -------- ---------- --------
Board of Directors Elections
Class I Directors:
------------------
Mark A. Retzloff 4,710,626 0 0 N/A
Thomas Clark Jr. 4,710,626 0 0 N/A
Class II Directors:
-------------------
Paul B. Repetto 4,710,626 0 0 N/A
Richard L. Robinson 4,710,626 0 0 N/A
Clark R. Mandigo 4,710,626 0 0 N/A
Class III Directors:
--------------------
Marcus B. Peperzak, Jr. 4,710,626 0 0 N/A
Barnet M. Feinblum 4,710,626 0 0 N/A
Thomas D. McCloskey 4,710,626 0 0 N/A
Amendment and restatement of Certificate of Incorporation 4,710,626 0 0 N/A
Amendment and restatement of Stock Option Plan 4,661,086 49,540 0 N/A
Adoption of 1998 Employee Stock Purchase Plan 4,703,140 7,486 0 N/A
Ratification of KPMG Peat Marwick LLP as auditors 4,710,626 0 0 N/A
- --------------------------------------------------------- --------- -------- ---------- --------
</TABLE>
Item 5. Other Information
Notice of Deadlines for Stockholder Proposals for 1999 Proxy
The deadline for submitting a stockholder proposal for inclusion in the
Company's proxy statement and form of proxy for the Company's 1999 annual
meeting of stockholders pursuant to Rule 14a-8, "Shareholder Proposals," of the
Securities and Exchange Commission's Regulation 14A and the date after which
notice of a stockholder proposal submitted outside the procedures of Rule 14a-8
is considered untimely is December 15, 1998.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
Exhibits
Exhibit 11.1 Calculation of Earnings Per Share of Common Stock
Exhibit 27 Financial Data Schedule
Reports on Form 8-K
There were no reports on Form 8-K for the six month period ended June 30, 1998.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
HORIZON ORGANIC HOLDING CORPORATION
Date: August 17, 1998 /s/ Don J. Gaidano
-------------------
Don J. Gaidano
Vice President, Finance and Administration,
Chief Financial Officer, Treasurer and
Assistant Secretary (principal financial and
accounting officer of the Company)
<PAGE>
Exhibit 11.1
Horizon Organic Holding Corporation
Calculation of Earnings Per Share of Common Stock
<TABLE>
<S> <C> <C> <C> <C>
(In thousands, except per share amounts) Three Months Ended Six Months Ended
- ---------------------------------------- ------------------- ----------------
June 30, June 30, June 30, June 30,
1998 1997 1998 1997
Net loss $ (93) (276) (209) (319)
Common and common equivalent shares outstanding:
Historical common shares outstanding at beginning of period 5,056 3,664 5,052 3,649
Weighted average common and common equivalent shares issued -- 501 4 264
Weighted average common shares issued - basic 5,056 4,165 5,056 3,913
Weighted average common equivalent shares issued -- -- -- --
Weighted average common shares issued - diluted 5,056 4,165 5,056 3,913
Basic and diluted loss per share (.02) (.07) (.04) (.08)
- ---------------------------------------- ------- ------- ------- -------
</TABLE>
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheet as of June 30, 1998, and the consolidated statement
of operations for the six months ended June 30, 1998, and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-1-1998
<PERIOD-END> JUN-30-1998
<CASH> 132
<SECURITIES> 0
<RECEIVABLES> 4,308
<ALLOWANCES> (62)
<INVENTORY> 4,048
<CURRENT-ASSETS> 8,945
<PP&E> 25,715
<DEPRECIATION> (1,872)
<TOTAL-ASSETS> 42,407
<CURRENT-LIABILITIES> 12,570
<BONDS> 0
0
0
<COMMON> 5
<OTHER-SE> 8,698
<TOTAL-LIABILITY-AND-EQUITY> 42,407
<SALES> 21,895
<TOTAL-REVENUES> 21,895
<CGS> 15,064
<TOTAL-COSTS> 15,064
<OTHER-EXPENSES> 5,937
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,133
<INCOME-PRETAX> (275)
<INCOME-TAX> 66
<INCOME-CONTINUING> (209)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (209)
<EPS-PRIMARY> (.04)
<EPS-DILUTED> (.04)
</TABLE>
