<PAGE>
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-183
HERSHEY FOODS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 23-0691590
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
100 Crystal A Drive
Hershey, Pennsylvania 17033
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (717) 534-6799
(Former name, former address and former fiscal year, if changed since
last report)
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 requirements for the past 90 days.
YES X NO
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Common Stock, $1 par value - 61,619,824 shares, as of July 29, 1996.
Class B Common Stock, $1 par value - 15,241,454 shares, as of July 29,
1996.
Exhibit Index - Page 14
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HERSHEY FOODS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(in thousands of dollars except per share amounts)
For the Three Months Ended
June 30, July 2,
1996 1995
Net Sales $796,343 $722,269
Costs and Expenses:
Cost of sales 469,798 423,763
Selling, marketing and administrative 247,395 235,717
Total costs and expenses 717,193 659,480
Income before Interest and Income Taxes 79,150 62,789
Interest expense, net 10,958 7,849
Income before Income Taxes 68,192 54,940
Provision for income taxes 27,345 21,617
Net Income $ 40,847 $ 33,323
Net Income per Share $ .53 $ .38
Cash Dividends Paid per Share of Common Stock $ .3600 $ .3250
Cash Dividends Paid per Share of Class B
Common Stock $ .3250 $ .2950
The accompanying notes are an integral part of these statements.
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HERSHEY FOODS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(in thousands of dollars except per share amounts)
For the Six Months Ended
June 30, July 2,
1996 1995
Net Sales $1,727,857 $1,589,715
Costs and Expenses:
Cost of sales 1,019,546 927,124
Selling, marketing and administrative 517,747 489,265
Total costs and expenses 1,537,293 1,416,389
Income before Interest and Income Taxes 190,564 173,326
Interest expense, net 23,182 16,993
Income before Income Taxes 167,382 156,333
Provision for income taxes 67,120 62,377
Net Income $ 100,262 $ 93,956
Net Income per Share $ 1.30 $ 1.08
Cash Dividends Paid per Share of Common Stock $ .7200 $ .6500
Cash Dividends Paid per Share of Class B
Common Stock $ .6500 $ .5900
The accompanying notes are an integral part of these statements.
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HERSHEY FOODS CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
JUNE 30, 1996 AND DECEMBER 31, 1995
(in thousands of dollars)
ASSETS 1996 1995
Current Assets:
Cash and cash equivalents $ 48,228 $ 32,346
Accounts receivable - trade 183,410 326,024
Inventories 543,202 397,570
Deferred income taxes 83,421 84,785
Prepaid expenses and other 28,601 81,598
Total current assets 886,862 922,323
Property, Plant and Equipment, at cost 2,246,919 2,190,386
Less - accumulated depreciation and
amortization (804,791) (754,377)
Net property, plant and equipment 1,442,128 1,436,009
Intangibles Resulting from Business
Acquisitions 424,443 428,714
Other Assets 40,183 43,577
Total assets $2,793,616 $2,830,623
LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 109,951 $ 127,067
Accrued liabilities 262,271 308,123
Accrued income taxes - 15,514
Short-term debt 428,391 413,268
Current portion of long-term debt 1,737 383
Total current liabilities 802,350 864,355
Long-term Debt 354,173 357,034
Other Long-term Liabilities 337,070 333,814
Deferred Income Taxes 199,758 192,461
Total liabilities 1,693,351 1,747,664
Stockholders' Equity:
Preferred Stock, shares issued:
none in 1996 and 1995 - -
Common Stock, shares issued:
74,733,982 in 1996 and 1995 74,734 74,734
Class B Common Stock, shares issued:
15,241,454 in 1996 and 1995 15,241 15,241
Additional paid-in capital 43,320 47,732
Cumulative foreign currency translation
adjustments (27,260) (29,240)
Unearned ESOP compensation (33,531) (35,128)
Retained earnings 1,740,401 1,694,696
Treasury-Common Stock shares at cost:
13,051,778 in 1996 and 12,709,553
in 1995 (712,640) (685,076)
Total stockholders' equity 1,100,265 1,082,959
Total liabilities and stockholders'
equity $2,793,616 $2,830,623
The accompanying notes are an integral part of these balance sheets.
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HERSHEY FOODS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(in thousands of dollars)
For the Six Months Ended
June 30, July 2,
1996 1995
Cash Flows Provided from Operating Activities $129,520 $112,701
Cash Flows Provided from (Used by) Investing Activities
Capital additions (70,240) (66,569)
Proceeds from divestiture 27,472 -
Other, net 5,744 (3,423)
Net Cash Flows Used by Investing Activities (37,024) (69,992)
Cash Flows Provided from (Used by) Financing Activities
Net increase in short-term debt 15,123 40,948
Long-term borrowings - 410
Repayment of long-term debt (1,426) (5,839)
Cash dividends paid (54,557) (55,453)
Exercise of stock options 10,767 7,320
Incentive plan transactions (21,688) (12,026)
Repurchase of Common Stock (24,833) (12,893)
Net Cash Flows (Used by) Financing Activities (76,614) (37,533)
Increase in Cash and Cash Equivalents 15,882 5,176
Cash and Cash Equivalents, beginning of period 32,346 26,738
Cash and Cash Equivalents, end of period $ 48,228 $ 31,914
Interest Paid $ 25,033 $ 16,954
Income Taxes Paid $ 71,035 $ 63,040
The accompanying notes are an integral part of these statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The accompanying unaudited consolidated condensed financial
statements include the accounts of the Corporation and its
subsidiaries after elimination of intercompany accounts and
transactions. These statements reflect all adjustments which are,
in the opinion of management, necessary for a fair presentation of
the information contained herein. All such adjustments were of a
normal and recurring nature. Certain reclassifications have been
made to prior year amounts to conform to the 1996 presentations.
2. Interest expense, net consisted of the following:
For the Six Months Ended
June 30, 1996 July 2, 1995
(in thousands of dollars)
Interest expense $26,807 $19,318
Interest income (2,155) (1,572)
Capitalized interest (1,470) (753)
Interest expense, net $23,182 $16,993
3. Income per share has been computed based on the weighted average
number of shares of the Common Stock and the Class B Common Stock
outstanding during the period. Average shares outstanding during the
second quarter and six months ended June 30, 1996 were 77,144,016 and
77,228,795, respectively, and were 86,637,997 and 86,683,439 for the
respective periods in 1995. There were no shares of Preferred Stock
outstanding during the periods presented.
A total of 4,266,005 shares of Common Stock have been repurchased
under share repurchase programs which began in 1993. Of the total
shares repurchased, 264,000 shares were retired and the remainder
were held as Treasury Stock as of June 30, 1996. In addition, in
August 1995, the Corporation purchased 9,049,773 shares of its Common
Stock from Hershey Trust Company, as Trustee for the benefit of
Milton Hershey School. A total of 13,051,778 shares were held as
Treasury Stock as of June 30, 1996.
4. The majority of inventories are valued under the last-in, first-out
(LIFO) method. The remaining inventories are stated at the lower of
first-in, first-out (FIFO) cost or market. Inventories were as
follows:
June 30, 1996 December 31, 1995
(in thousands of dollars)
Raw materials $249,837 $189,371
Goods in process 38,563 28,201
Finished goods 329,388 249,106
Inventories at FIFO 617,788 466,678
Adjustment to LIFO (74,586) (69,108)
Total inventories $543,202 $397,570
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5. In the fourth quarter of 1994, the Corporation recorded a pre-tax
restructuring charge of $106.1 million following a comprehensive
review of domestic and international operations designed to enhance
performance of operating assets by lowering operating and
administrative costs, eliminating underperforming assets and
streamlining the overall decision-making process. The restructuring
program was essentially complete as of June 30, 1996.
6. In June 1995, the Corporation completed the sale of the outstanding
shares of Overspecht B.V. (OZF Jamin) to a management buyout group
at OZF Jamin, as part of the restructuring program announced by the
Corporation in late 1994. The Corporation purchased the outstanding
shares of OZF Jamin in October 1993 for approximately $20.2 million.
7. In January 1996, the Corporation completed the sale of the assets of
Hershey Canada, Inc.'s PLANTERS nut (Planters) and LIFE SAVERS and
BREATH SAVERS hard candy, and BEECH-NUT cough drop (Life Savers)
businesses to Johnvince Foods Group and Beta Brands Inc.,
respectively. Both transactions were part of the Corporation's
restructuring program.
8. In December 1995, the Corporation completed the acquisition of the
outstanding shares of the confectionery company Henry Heide,
Incorporated (Henry Heide), for approximately $12.5 million. Henry
Heide's manufacturing facility is located in New Brunswick, N.J.,
where it manufactures a variety of non-chocolate confectionery
products including JUJYFRUITS candies and WUNDERBEANS jellybeans.
The acquisition has been accounted for as a purchase and,
accordingly, results subsequent to the date of acquisition are
included in the consolidated financial statements. Had the results
of the Henry Heide acquisition been included in consolidated results
for the full corresponding six-month period of 1995, the effect would
not have been material.
9. In October 1995, the Corporation issued $200 million of 6.7% Notes
due 2005 (Notes) under Form S-3 Registration Statements which were
declared effective in June 1990 and November 1993. The proceeds from
issuance of the Notes were used to reduce short-term borrowings.
10. The carrying amounts of financial instruments including cash and cash
equivalents, accounts receivable, accounts payable and short-term
debt approximated fair value as of June 30, 1996 and December 31,
1995, because of the relatively short maturity of these instruments.
The carrying value of long-term debt, including the current portion,
also approximated fair value as of June 30, 1996 and December 31,
1995, based upon quoted market prices, as of those dates, for the
same or similar debt issues.
As of June 30, 1996, the Corporation had foreign exchange forward
contracts maturing in 1996 and 1997 to purchase $23.1 million in
foreign currency, primarily British sterling, German marks, and Irish
punt, and to sell $18.6 million in foreign currency, primarily
Canadian dollars and Japanese yen, at contracted forward rates.
As of December 31, 1995, the Corporation had foreign exchange forward
contracts maturing in 1996 and 1997 to purchase $54.7 million in
foreign currency, primarily Canadian dollars, British sterling and
Swiss francs, and to sell $26.4 million in foreign currency,
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primarily Italian lira, Canadian dollars and Japanese yen, at
contracted forward rates. Additionally, as of December 31, 1995, the
Corporation had purchased foreign exchange options of $11.5 million
and written foreign exchange options of $8.9 million, principally
related to British sterling. Such options expired or were settled
in the first quarter of 1996.
The fair value of foreign exchange forward contracts is estimated by
obtaining quotes for future contracts with similar terms, adjusted
where necessary for maturity differences, and the fair value of
foreign exchange options is estimated using active market quotations.
As of June 30, 1996 and December 31, 1995, the fair value of foreign
exchange forward and options contracts approximated carrying value.
The Corporation does not hold or issue financial instruments for
trading purposes.
In order to minimize its financing costs and to manage interest rate
exposure, the Corporation entered into interest rate swap agreements
in the fourth quarter of 1995 to effectively convert a portion of its
floating rate debt to fixed rate debt. As of June 30, 1996, the
Corporation had agreements outstanding with an aggregate notional
amount of $200.0 million with maturities through 1997. As of June
30, 1996, interest rates payable were at a weighted average fixed
rate of 5.6% and interest rates receivable were floating based on 30-
day commercial paper composite rates. Any interest rate differential
on interest rate swaps is recognized as an adjustment to interest
expense during the period. The Corporation's risk related to swap
agreements is limited to the cost of replacing such agreements at
current market rates.
11. Reference is made to the Registrant's 1995 Annual Report on Form 10-K
for more detailed financial statements and footnotes.
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Management's Discussion and Analysis
Results of Operations - Second Quarter 1996 vs. Second Quarter 1995
Consolidated net sales for the second quarter rose from $722.3
million in 1995 to $796.3 million in 1996, an increase of 10% from
the prior year. The higher sales primarily reflected incremental
sales from new confectionery and grocery products, confectionery
selling price increases in the United States and incremental sales
from the acquisition of Henry Heide. These increases were offset
somewhat by reduced sales volume for existing domestic
confectionery and pasta brands and lower sales resulting from the
divestitures of OZF Jamin in April 1995 and the Planters and Life
Savers businesses in January 1996.
The consolidated gross margin decreased from 41.3% in 1995 to 41.0%
in 1996. The decrease was primarily the result of higher costs for
certain major raw materials, particularly milk and cocoa beans, and
increased manufacturing costs primarily attributable to production
start-up and manufacturing of new products. These cost increases
were partially offset by confectionery price increases. Selling,
marketing and administrative expenses increased by 5%, due to
increased advertising and promotion expenses principally associated
with the introduction of new products.
Net interest expense in the second quarter of 1996 was $3.1 million
above the comparable period of 1995 primarily as a result of higher
fixed interest expense related to the issuance in October 1995 of
$200 million of 6.7% Notes due 2005 (Notes). The proceeds from the
issuance of the Notes were used to reduce short-term borrowings
required to fund capital additions, payment of cash dividends,
share repurchases and working capital requirements.
The second quarter effective income tax rate increased from 39.3%
in 1995 to 40.1% in 1996. The lower rate in 1995 was due primarily
to the impact of changes in Pennsylvania state tax regulations
which included a June 1995 reduction in the state income tax rate
which was retroactive to January 1, 1995.
Results of Operations - First Six Months 1996 vs. First Six Months
1995
Consolidated net sales for the first six months of 1996 increased
by $138.1 million or 9% as a result of incremental sales from new
confectionery and grocery products, confectionery selling price
increases in the United States and incremental sales from the
acquisition of Henry Heide. The increases were offset somewhat as
a result of the divestitures of OZF Jamin in the second quarter of
1995 and the Planters and Life Savers businesses in January 1996.
The consolidated gross margin decreased from 41.7% in 1995 to 41.0%
in 1996. The decrease was primarily the result of higher costs for
certain major raw materials, primarily cocoa beans, milk and durum
semolina, and increased manufacturing costs attributable to
production start-up and manufacturing of new products, along with
adverse weather conditions in the first quarter. These cost
increases were partially offset by confectionery price increases
and the favorable impact of the OZF Jamin divestiture. Selling,
marketing and administrative expenses increased by 6%, primarily
due to increased advertising and promotion expenses principally
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associated with the introduction of new products.
Net interest expense was $6.2 million above prior year, primarily
reflecting higher fixed interest expense resulting from the
issuance of $200 million of Notes in October 1995.
The effective income tax rate increased from 39.9% in 1995 to 40.1%
in 1996. The higher rate in 1996 was due primarily to changes in
the mix of the Corporation's income among various tax
jurisdictions.
Financial Condition
Historically, the Corporation's major source of financing has been
cash generated from operations. Domestic seasonal working capital
needs, which typically peak during the summer, generally have been
met by issuing commercial paper. During the first six months of
1996, the Corporation's cash and cash equivalents increased by
$15.9 million. Cash provided from operations, the divestiture of
the Planters and Life Savers businesses and short-term borrowings
was sufficient to finance capital additions of $70.2 million, pay
cash dividends of $54.6 million and fund share repurchases of $24.8
million. The increase in cash provided from operations primarily
reflected favorable changes in accrued liabilities and
restructuring reserve balances and higher income compared to 1995,
partially offset by reduced cash resulting from increases in
accounts receivable balances versus the prior year.
The ratio of current assets to current liabilities was 1.1:1 as of
June 30, 1996 and December 31, 1995. The Corporation's
capitalization ratio (total short-term and long-term debt as a
percent of stockholders' equity, short-term and long-term debt) was
42% as of June 30, 1996 and December 31, 1995.
In December 1995, the Corporation entered into committed credit
facility agreements with a syndicate of banks under which it could
borrow up to $600 million as of June 30, 1996, with options to
increase borrowings by $1.0 billion with the concurrence of the
banks. Of the total committed credit facility, $200 million is for
a renewable 364-day term and $400 million is effective for a five-
year term. The credit facilities may be used to fund general
corporate requirements, to support commercial paper borrowings and,
in certain instances, to finance future business acquisitions. In
addition, as of June 30, 1996 and July 2, 1995, the Corporation had
lines of credit with domestic and international commercial banks in
the amount of approximately $100 million and $470 million,
respectively, which could be borrowed directly or used to support
the issuance of commercial paper.
In October 1995, the Corporation issued $200 million of Notes under
Form S-3 Registration Statements which were declared effective in
June 1990 and November 1993. As of June 30, 1996, $300 million of
debt securities remained available for issuance under the November
1993 Registration Statement. Proceeds from any offering of the
$300 million of debt securities available under the shelf
registration may be used for general corporate requirements,
including reducing existing commercial paper borrowings, financing
capital additions, and funding future business acquisitions and
working capital requirements.
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In the fourth quarter of 1995, the Corporation entered into
interest rate swap agreements to effectively convert a portion of
its floating rate debt to fixed rate debt. As of June 30, 1996,
the Corporation had agreements outstanding with an aggregate
notional amount of $200.0 million, with maturities through 1997.
Any interest rate differential on interest rate swaps is recognized
as an adjustment to interest expense during the period.
As of June 30, 1996, the Corporation's principal capital
commitments included manufacturing capacity expansion and
modernization. The Corporation anticipates that capital
expenditures will be in the range of $150 million to $225 million
per annum during the next several years as a result of capacity
expansion to support new products and line extensions and continued
modernization of existing facilities.
Subsequent Event
On August 6, 1996, the Corporation's Board of Directors declared a
two-for-one split of the Corporation's Common Stock and Class B
Common Stock to stockholders of record August 23, 1996. The split
will be effected as a stock dividend by distributing one additional
share for each share currently held. The additional stock
certificates will be mailed on September 13, 1996.
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Part II
Items 1 through 4 have been omitted as not applicable.
Item 5 - Other Information
On August 6, 1996, the Corporation's Board of Directors declared a
two-for-one split of the Corporation's Common Stock and Class B
Common Stock to stockholders of record August 23, 1996. The split
will be effected as a stock dividend by distributing one additional
share for each share currently held. The additional stock
certificates will be mailed on September 13, 1996.
Item 6 - Exhibits and Reports on Form 8-K
a) Exhibits
The following items are attached and incorporated herein by
reference:
Exhibit 12 - Statement showing computation of ratio of
earnings to fixed charges for the six months ended June 30,
1996 and July 2, 1995.
Exhibit 27 - Financial Data Schedule for the period ended June
30, 1996 (required for electronic filing only).
Exhibit 99 - Press release announcing that the Corporation's
Board of Directors declared a two-for-one stock split to
stockholders of record August 23, 1996.
b) Reports on Form 8-K
No reports on Form 8-K were filed during the three-month
period ended June 30, 1996.
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SIGNATURES
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 thereunto duly authorized.
HERSHEY FOODS CORPORATION
(Registrant)
Date August 8, 1996 /s/ William F. Christ
William F. Christ
Senior Vice President and
Chief Financial Officer
Date August 8, 1996 /s/ David W. Tacka
David W. Tacka
Corporate Controller and
Chief Accounting Officer
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EXHIBIT INDEX
Exhibit 12 - Computation of Ratio of Earnings to Fixed
Charges
Exhibit 27 - Financial Data Schedule for the period
ended June 30, 1996 (required for electronic
filing only)
Exhibit 99 - Press release announcing that the
Corporation's Board of Directors declared a
two-for-one stock split to stockholders of
record August 23, 1996.
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EXHIBIT 12
HERSHEY FOODS CORPORATION
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
(in thousands of dollars except for ratios)
(Unaudited)
For the Six Months Ended
June 30, July 2,
1996 1995
Earnings:
Income before income taxes $167,382 $156,333
Add (deduct):
Interest on indebtedness 25,337 18,565
Portion of rents representative of the
interest factor(a) 4,161 4,100
Amortization of debt expense 116 27
Amortization of capitalized interest 1,664 1,578
Earnings as adjusted $198,660 $180,603
Fixed Charges:
Interest on indebtedness $25,337 $ 18,565
Portion of rents representative of the
interest factor(a) 4,161 4,100
Amortization of debt expense 116 27
Capitalized interest 1,470 753
Total fixed charges $31,084 $ 23,445
Ratio of earnings to fixed charges 6.39 7.70
NOTE:
(a) Portion of rents representative of the interest factor consists of one-
third of rental expense for operating leases.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM HERSHEY
FOODS CORPORATION'S CONSOLIDATED CONDENSED BALANCE SHEET AS OF JUNE 30, 1996
AND CONSOLIDATED STATEMENT OF INCOME FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 48,228
<SECURITIES> 0
<RECEIVABLES> 183,410<F1>
<ALLOWANCES> 0
<INVENTORY> 543,202
<CURRENT-ASSETS> 886,862
<PP&E> 2,246,919
<DEPRECIATION> 804,791
<TOTAL-ASSETS> 2,793,616
<CURRENT-LIABILITIES> 802,350
<BONDS> 354,173
0
0
<COMMON> 89,975
<OTHER-SE> 1,010,290
<TOTAL-LIABILITY-AND-EQUITY> 2,793,616
<SALES> 1,727,857
<TOTAL-REVENUES> 1,727,857
<CGS> 1,019,546
<TOTAL-COSTS> 1,537,293
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 23,182
<INCOME-PRETAX> 167,382
<INCOME-TAX> 67,120
<INCOME-CONTINUING> 100,262
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 100,262
<EPS-PRIMARY> 1.30
<EPS-DILUTED> 0
<FN>
<F1>BALANCE IS NET OF RESERVES FOR DOUBTFUL ACCOUNTS AND CASH DISCOUNTS.
</FN>
</TABLE>
<PAGE>
<PAGE>
EXHIBIT 99
FOR IMMEDIATE RELEASE CONTACT:
August 6, 1996 Natalie D. Bailey
717-534-7631
FINANCIAL CONTACT:
James A. Edris
717-534-7556
Hershey Declares 2-for-1 Stock Split
Dividends Increased
HERSHEY, Pa. --- The Board of Directors of Hershey Foods
Corporation today declared a two-for-one split of the
Corporation s Common Stock and Class B Common Stock to
stockholders of record August 23, 1996. The split will be
effected by distributing one additional share for each share
currently held. The additional stock certificates will be mailed
on September 13, 1996.
The Board of Directors also increased the quarterly dividend on
the Common Stock on a pre-split basis, from $.36 to $.40 per
share or 11.1 percent. In addition, the Board increased the
quarterly dividend on the Class B Common Stock on a pre-split
basis, from $.325 to $.36 per share or 10.8 percent.
The dividends are payable September 13, 1996, to stockholders of
record August 23, 1996.
- MORE -
<PAGE>
This is the 267th consecutive regular dividend and 22nd
consecutive annual increase on the Common Stock and the 48th
consecutive regular dividend and 12th consecutive annual increase
on the Class B Common Stock.
Stockholders are advised that the two-for-one split will increase
their number of shares in the Corporation, but will not change
their proportionate stockholder's interest. The old certificates
now in stockholders' possession are valid and should not be
destroyed nor should they be returned to the Corporation. They
continue to represent the number of shares shown on their face.
"This two-for-one stock split and increase in dividends reflects
our confidence in the future profitable growth of the
Corporation," said Kenneth L. Wolfe, Chairman and Chief Executive
Officer. "The stock split will place Hershey s stock in a more
popular price range and should enhance trading liquidity in our
stock. The dividend increase reflects an understanding of our
stockholders' need for an adequate return on their investment, as
well as the cash requirements of our businesses."
# # #
