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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
- --------------------------------------------------------------------------------
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 16, 1999
[VLASIC FOODS INTERNATIONAL INC. LOGO]
(Exact name of registrant as specified in its charter)
NEW JERSEY 1-13933 52-2067518
(STATE OF INCORPORATION) (COMMISSION (IRS EMPLOYER IDENTIFICATION NO.)
FILE NUMBER)
VLASIC PLAZA
SIX EXECUTIVE CAMPUS
CHERRY HILL, NEW JERSEY 08002-4112
(PRINCIPAL EXECUTIVE OFFICES)
TELEPHONE NUMBER: 856-969-7100
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ITEM 5. OTHER INFORMATION
The information included in this item is set forth in a press release
issued by us dated September 16, 1999, announcing our fiscal 1999 fourth quarter
and year-end results and is attached as Exhibit 99.1 and is incorporated herein
by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
(99.1) Press Release dated September 16, 1999 from Vlasic Foods
International Inc.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
VLASIC FOODS INTERNATIONAL INC.
Date: September 22, 1999 By: /s/ Mitchell P. Goldstein
----------------------------------
Mitchell P. Goldstein
Vice President and Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
(99.1) Press Release dated September 16, 1999 announcing Vlasic Foods
International Inc.'s fiscal 1999 fourth quarter and year-end
results.
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EXHIBIT 99.1
CONTACT: Kevin G. Lowery
(856) 969-7417
Bill Fasel (analysts)
(856) 969-7428
VLASIC FOODS INTERNATIONAL ANNOUNCES F1999 4Q RESULTS
NEW "VLASIC", "SWANSON" PRODUCT INTRO'S ON SCHEDULE FOR F2000.
CHERRY HILL, NJ -- SEPTEMBER 16, 1999 - Vlasic Foods International (NYSE: VL)
today announced its fiscal 1999 fourth quarter and year-end results for the
period ending August 1. The Company also said that its new "Vlasic" and
"Swanson" product introductions, announced in May, are on schedule for fiscal
2000 and are expected to be on shelf by late fall.
Vlasic Foods reported fourth quarter sales of $304 million, compared to
$313 million a year ago. For the year, sales were $1.308 billion, versus $1.357
billion a year ago. Excluding the divested Kattus and Swift-Armour businesses,
sales were even for the year.
On an operating basis, which excludes special items and one-time
charges, the company reported a fourth quarter loss of $3.94 million, or a loss
of $0.09 per share compared with a loss of $0.05 per share in the quarter last
year. Results for the quarter were driven by continued significant weakness in
the company's mushroom and U.K. frozen food operations, increased marketing
expenses, and higher interest expenses. Including special items, the loss in the
fourth quarter was $2.67 million or a loss of $0.06 per share. During the
quarter the company recognized a $1.27 million after tax net credit which
included a benefit of $2.27 million on the final sale of Swift-Armour, partially
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offset by a $1 million restructuring charge for administrative staff reductions
in the United Kingdom.
"This has been a challenging year. Significant accomplishments that
have put Vlasic Foods in a position of real growth were masked by a financial
performance that did not meet our expectations. However, we believe the actions
we took during this transitional year provide a solid foundation for business
improvement and value creation. We have strong programs in place for fiscal 2000
to grow our core "Vlasic" and "Swanson" businesses," said Robert F. Bernstock,
Vlasic Foods International President and Chief Executive Officer.
In the second half of fiscal 1999, the company reversed a three-year
consumption decline for both its "Vlasic" pickles and "Swanson" dinners
businesses. "For fiscal 1999, "Vlasic" was both the largest and fastest growing
retail pickle brand in the U.S. This growth was driven by renewed merchandising
efforts, successful advertising and the launch of Hamburger Stackers, whose two
flavors now rank nationally as the second and fourth largest products in the
shelf-stable pickle category," said Bernstock. For the year, "Vlasic"
consumption grew 5 percent, and 11 percent in the second half.
For fiscal 2000, Vlasic Foods will continue its successful
merchandising and advertising programs and introduce a line of refrigerated
"Vlasic" Deli pickles designed to grow the entire refrigerated pickle category.
This product utilizes an innovative technology application which results in a
pickle with refrigerated crunch, improved flavor and a dramatically longer shelf
life. The brand also will gain the benefit of an additional six months' sales of
"Hamburger Stackers," which were launched in the second half of the year.
The second-half upturn in the "Swanson" dinners business was spurred by
the successful re-launch of the company's fried chicken dinners, including the
introduction of
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Swanson Boneless Fried Chicken Dinners. In just a matter of months "Swanson
Hungry Man" Boneless Fried Chicken Dinners have become the top-selling item of
the more than 446 entries in the entire frozen dinner category. The "Swanson"
dinners business grew 2 percent in the second half of the year.
"We will continue to build our dinners business in fiscal 2000, and
also focus on other segments, including our pot pies and breakfast products
where we expect strong dollar growth," said Bernstock.
Earnings before special items and one-time charges for the year were
$20.4 million, or $0.45 per share. Special items and one-time charges totaled
$138 million, or $3.03 per share, related principally to the divestiture of the
Swift-Armour Argentine beef business. Including special items, Vlasic Foods
International reported a loss for the year of $126.3 million, or a loss of $2.78
per share.
FORWARD LOOKING STATEMENT
This release contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Company believes the
assumptions underlying the forward-looking statements, including those relating
to new products, consumption patterns, marketing strategies, and agricultural
operations are reasonable. However, any of the assumptions could be inaccurate,
and therefore there can be no assurance that the forward-looking statements
contained in this release will prove to be accurate. Additional information that
could cause actual results to vary materially from the results anticipated may
be found in the Company's most recent Form 10-K and other reports filed with the
Securities Exchange Commission. Furthermore, the Company disclaims any
obligation or intent to update any such factors or forward-looking statements to
disclaim future events and developments.
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VLASIC FOODS INTERNATIONAL
STATEMENTS OF EARNINGS
(in thousands except per share amounts)
<TABLE>
<CAPTION>
QUARTERS ENDED FISCAL YEARS ENDED
--------------------------- -------------------------------
August 1, August 2, August 1, August 2,
1999 1998 1999 1998
---- ---- ---- ----
(Actual) (Actual) (Actual) (Pro Forma) (1)
(Unaudited)
<S> <C> <C> <C> <C>
Net sales $ 303,678 $ 313,411 $ 1,307,986 $ 1,357,274
--------- --------- ----------- -----------
Costs and expenses
Cost of products sold 214,434 227,344 922,357 978,025
Marketing and selling expenses 68,942 74,351 244,810 245,119
Administrative expenses 13,768 18,016 62,799 64,063
Research and development expenses 2,114 2,064 8,034 7,907
Other expenses (income) 683 (2,713) 1,421 (2,927)
Special items (1,271) 14,400 135,314 42,450
--------- --------- ----------- -----------
Total costs and expenses 298,670 333,462 1,374,735 1,334,637
--------- --------- ----------- -----------
Earnings (loss) before interest and taxes 5,008 (20,051) (66,749) 22,637
Interest expense, net 11,580 9,089 43,782 38,613
--------- --------- ----------- -----------
Earnings (loss) before taxes (6,572) (29,140) (110,531) (15,976)
Taxes on earnings (3,900) (5,028) 15,800 7,750
--------- --------- ----------- -----------
Net earnings (loss) $ (2,672) $ (24,112) $ (126,331) $ (23,726)
========= ========= =========== ===========
Per share - basic $ (0.06) $ (0.53) $ (2.78) $ (0.52)
Weighted average shares outstanding - basic 45,500 45,466 45,500 45,458
Per share - assuming dilution $ (0.06) $ (0.53) $ (2.78) $ (0.52)
Weighted average shares outstanding
- assuming dilution 45,500 (2) 45,466 (2) 45,500 (2) 45,458 (2)
</TABLE>
(1) Pro Forma Net Loss for the fiscal year ended August 2, 1998, gives effect to
interest expense on debt assumed as of the spin-off date as if it were
outstanding for the entire period. The related tax impact of the pro forma
interest expense is included within taxes on earnings. Pro Forma Net Loss Per
Share for the fiscal year ended August 2, 1998, assumes common shares
outstanding as of the spin-off date were outstanding for the entire period.
(2) Excludes potentially dilutive shares as the result would be antidilutive.
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VLASIC FOODS INTERNATIONAL
SCHEDULES OF SEGMENT INFORMATION
(IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
QUARTERS ENDED FISCAL YEARS ENDED
----------------------------- ---------------------------------
August 1, August 2, August 1, August 2,
1999 1998 1999 1998
---- ---- ---- ----
(Actual) Actual) (Actual) (Pro Forma) (1)
(Unaudited)
<S> <C> <C> <C> <C>
Net Sales
Frozen Foods $ 106,693 $ 104,819 $ 528,657 $ 541,436
Grocery Products 123,107 135,014 452,623 477,395
Agricultural Products 76,000 75,441 334,059 347,872
Eliminations (2,122) (1,863) (7,353) (9,429)
----------- ----------- ----------- -----------
Net sales $ 303,678 $ 313,411 $ 1,307,986 $ 1,357,274
=========== =========== =========== ===========
Earnings (Loss) Before Interest and Taxes (2)
Frozen Foods $ (1,581) $ (2,782) $ 37,971 $ 31,469
Grocery Products 8,822 (15,396) 46,149 (2,517)
Agricultural Products (2,233) (1,873) (150,869) (6,315)
----------- ----------- ----------- -----------
Earnings (loss) before interest and taxes 5,008 (20,051) (66,749) 22,637
Earnings (Loss) Per Share
Interest expense, net 11,580 9,089 43,782 38,613
----------- ----------- ----------- -----------
Earnings (loss) before taxes (6,572) (29,140) (110,531) (15,976)
Taxes on earnings (3,900) (5,028) 15,800 7,750
----------- ----------- ----------- -----------
Net earnings (loss) $ (2,672) $ (24,112) $ (126,331) $ (23,726)
=========== =========== =========== ===========
Earnings (loss) per share - basic $ (0.06) $ (0.53) $ (2.78) $ (0.52)
Earnings (loss) per share - assuming dilution $ (0.06) $ (0.53) $ (2.78) $ (0.52)
</TABLE>
(1) Pro Forma Net Loss for the fiscal year ended August 2, 1998, gives effect to
interest expense on debt assumed as of the spin-off date as if it were
outstanding for the entire period. The related tax impact of the pro forma
interest expense is included within taxes on earnings.
(2) Contributions to earnings (loss) before interest and taxes by segment
include the following: 1) fourth quarter fiscal 1999 restructuring charge for
the United Kingdom business and a benefit on the final sale of the Swift-Armour
Argentine beef business, 2) third quarter fiscal 1999 charge of $140.0 million
for the divestiture of Swift-Armour and $3.0 million for charges associated with
the closure of the Dublin, Ga., mushroom farm, partially offset by reversing
$3.2 million of a $28.1 million reserve established in fiscal 1998 for
restructuring which is now complete, and 3) $3.2 million special benefit
incurred in the second quarter of fiscal 1999 related to the sale of the Kattus
business.
<TABLE>
<CAPTION>
QUARTERS ENDED FISCAL YEARS ENDED
--------------------------- ----------------------------
August 1, August 2, August 1, August 2,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Frozen Foods $ (1,000) $ -- $ 1,115 $ (9,700)
Grocery Products -- (14,400) 4,300 (32,350)
Agricultural Products 2,271 -- (140,729) (400)
--------- --------- --------- ---------
Total $ 1,271 $ (14,400) $(135,314) $ (42,450)
</TABLE>
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VLASIC FOODS INTERNATIONAL
SCHEDULES OF GEOGRAPHIC INFORMATION
(in thousands except per share amounts)
<TABLE>
<CAPTION>
QUARTERS ENDED FISCAL YEARS ENDED
----------------------------- ---------------------------------
August 1, August 2, August 1, August 2,
1999 1998(1) 1999(1) 1998(1)
---- ------- ------- -------
(Actual) Actual) (Actual) (Pro Forma) (2)
(Unaudited)
<S> <C> <C> <C> <C>
Net Sales
United States $ 221,549 $ 203,298 $ 904,384 $ 883,288
Europe 41,942 63,394 225,915 276,679
South America 42,309 48,582 185,040 206,736
Elimination (2,122) (1,863) (7,353) (9,429)
----------- ----------- ----------- -----------
Net sales $ 303,678 $ 313,411 $ 1,307,986 $ 1,357,274
=========== =========== =========== ===========
Earnings (Loss) Before Interest and Taxes (3)
United States $ (2,910) $ (6,157) $ 51,383 $ 44,723
Europe 1,222 (14,869) 13,015 (22,217)
South America 6,696 975 (131,147) 131
----------- ----------- ----------- -----------
Earnings (loss) before interest and taxes 5,008 (20,051) (66,749) 22,637
Earnings (Loss) Per Share
Interest expense, net 11,580 9,089 43,782 38,613
----------- ----------- ----------- -----------
Earnings (loss) before taxes (6,572) (29,140) (110,531) (15,976)
Taxes on earnings (3,900) (5,028) 15,800 7,750
----------- ----------- ----------- -----------
Net earnings (loss) $ (2,672) $ (24,112) $ (126,331) $ (23,726)
=========== =========== =========== ===========
Earnings (loss) per share - basic $ (0.06) $ (0.53) $ (2.78) $ (0.52)
Earnings (loss) per share - assuming dilution $ (0.06) $ (0.53) $ (2.78) $ (0.52)
</TABLE>
(1) Prior quarter amounts have been reclassified to conform with current year
presentation.
(2) Pro Forma Net Loss for the fiscal year ended August 2, 1998, gives effect to
interest expense on debt assumed as of the spin-off date as if it were
outstanding for the entire period. The related tax impact of the pro forma
interest expense is included within taxes on earnings.
(3) Contributions to earnings (loss) before interest and taxes by geographic
region include the following: 1) fourth quarter fiscal 1999 restructuring charge
for the United Kingdom business and a benefit on the final sale of the
Swift-Armour Argentine beef business, 2) third quarter fiscal 1999 charge of
$140.0 million for the divestiture of Swift-Armour and $3.0 million for charges
associated with the closure of the Dublin, Ga., mushroom farm, partially offset
by reversing $3.2 million of a $28.1 million reserve established in fiscal 1998
for restructuring which is now complete, and 3) $3.2 million special benefit
incurred in the second quarter of fiscal 1999 related to the sale of the Kattus
business.
<TABLE>
<CAPTION>
QUARTERS ENDED FISCAL YEARS ENDED
--------------------------- ----------------------------
August 1, August 2, August 1, August 2,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
United States $ -- $ -- $ (1,900) $ (15,650)
Europe (1,000) (14,440) 4,315 (26,800)
South America 2,271 -- (137,729) --
--------- --------- --------- ---------
Total $ 1,271 $ (14,440) $(135,314) $ (42,450)
</TABLE>
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VLASIC FOODS INTERNATIONAL
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
August 1, August 2,
1999 1998
---- ----
<S> <C> <C>
Current assets $ 268,200 $ 352,940
Plant assets, net 317,651 520,075
Other assets, principally intangibles, net 79,582 86,258
--------- ---------
Total assets $ 665,433 $ 959,273
========= =========
Current liabilities $ 154,057 $ 227,075
Long-term debt 469,134 558,873
Nonpension postretirement benefits 35,921 32,493
Other liabilities 26,722 34,228
Shareowners' equity (deficit) (20,401) 106,604
--------- ---------
Total liabilities and shareowners' equity (deficit) $ 665,433 $ 959,273
========= =========
Total debt $ 469,328 $ 571,408
========= =========
</TABLE>
