Diamond Foods (DMND) 8-K Regulation FD Disclosure

June 2013

Diamond Foods

Building Sustainable Premium Brands

Exhibit 99.1

1

Important Information

This presentation includes forward-looking statements, including statements about our future financial and

operating

performance

and

results,

competitive

advantages

of

our

products,

progress

on

brand

growth

strategies, impact of walnut supply, trends in promotional spend, and estimated cost savings from optimizing

cost structure.

These forward-looking statements are based on our assumptions, expectations and

projections about future events only as of the date of this presentation, and we make such forward-looking

statements

pursuant

to

the

“safe

harbor”

provisions

of

the

Private

Securities

Litigation

Reform

Act

of

1995.

Many

of

our

forward-looking

statements

include

discussions

of

trends

and

anticipated

developments

under

the

“Risk

Factors”

and

“Management’s

Discussion

and

Analysis

of

Financial

Condition

and

Results

of

Operations”

sections

of

the

periodic

reports

that

we

file

with

the

SEC.

We

use

the

words

“anticipate,”

“believe,”

“estimate,”

“expect,”

“intend,”

“plan,”

“seek,”

“may”

and other similar expressions to identify

forward-looking

statements

that

discuss

our

future

expectations,

contain

projections

of

our

results

of

operations

or

financial

condition

or

state

other

“forward-looking”

information.

You

also

should

carefully

consider other cautionary statements elsewhere in this presentation and in other documents we file from

time

to

time

with

the

SEC.

We

do

not

undertake

any

obligation

to

update

forward-looking

statements

to

reflect

events

or

circumstances

occurring

after

the

date

of

this

presentation.

Actual

results

may

differ

materially

from

what

we

currently

expect

because

of

many

risks

and

uncertainties,

such

as:

risks

relating

to

our

leverage

and

its

effect

on

our

ability

to

respond

to

changes

in

our

business,

markets

and

industry;

increase in the cost of our debt and compliance with debt covenants; ability to raise additional capital and

possible

dilutive

impact

of

raising

such

capital;

risks

relating

to

litigation

and

regulatory

proceedings;

uncertainties relating to relations with growers; availability and cost of walnuts and other raw materials;

increasing competition and possible loss of key customers; and general economic and capital markets

conditions.

Diamond Foods separately reports financial results using non-GAAP financial measures; a

reconciliation of Diamond’s financial results determined in accordance with GAAP can be found in our press

release.

2

Who we Are

Building a company focused

on sustainable, profitable

growth

Diamond is an innovative

packaged food company

focused on building and

energizing brands

3

Company History

4

Revenue Mix Has Changed Significantly Over Time

*

Numbers rounded

**

Snack includes Emerald, Pop Secret and Kettle brands

Our brands compete in large and growing categories, possess insulating competitive

advantages and have the range to allow us to compete in complimentary segments.

Transformation into a Branded Snack Player

Brands in the Portfolio

Category Size¹

($B)

$1.1B

$2.7B/$3.3B³

$0.9B

$5.8B/$0.03B²

$3.4B

6

Category Growth¹

(%)

6.6%

6.6%/.8%³

-1.1%

3.6%/6.4%²

5.5%

Brand Position

#1

#3³

#2

#3/#1

2,4

#3

7

Market Share

23.0%¹

5.4%

1,3

22.7%¹

2.4%/60.4%²

4.4%

Brand Highlights

Branded

category leader

with 100 years

of history

Brand extended

to broader U.S.

Grocery

convenient 

breakfast

category in 2011

Has gained 360

basis pts of

share in past

three years

5

Leading potato

chip brand in

natural

segment; over

5x the size of the

next largest

brand

Leading

premium potato

chip brand in

U.K. Named to

U.K.

“Superbrands”

list in 2012

6

Diamond is Focused on Four Key Initiatives

Building a company

focused on

sustainable,

profitable growth

1. Rebuild Walnut

Supply

2. Re-position

Emerald brand

3. Re-invest in our brands

-Focus on innovation

-Equity inspired investment

4. Optimize cost

structure

California Walnut Production , China/Turkey Demand and Reported Price

1. Rebuild Walnut Supply

Both Price and Supply of Walnuts Have Grown Rapidly

Fiscal Years Ending July 31

7

8

1.

Competitive pricing and contract terms

2.

Grower  incentives

3.

Expanded grower services team

4.

Grower Advisory Board

5.

Continued leadership in grower services

6.

Significant increase in investment in Diamond brand culinary nuts

1. Rebuild Walnut Supply

Actions we are taking

9

2. Re-Position the Emerald brand

From: Top Line Focus

To: Sustainable Growth Focus

Focusing the portfolio on “insulated”

items

< 90 SKUs

> 250 SKUs

10

3. Re-invest in our Brands

11

3. Re-invest in our Brands:  Pop Secret (I)

Pop-Secret Reducing Reliance on Promotional Spend while Improving Market Share

Promoted/Non-Promoted Sales*

Market Share *

*52 Week Periods in U.S. xAOC

Source:  Nielsen

12

3. Re-invest in our Brands:  Pop Secret (II)

Pop-Secret Investing in Consumer Support and Innovation

Search

Social

Digital

Media

13

Kettle focus more balanced between innovation and promotional spending

Percent of Sales Sold on Promotion*

*Premium Kettle style segment of potato chip category

Source: Nielsen U.S. >$2MM, 12 week periods

First Potato Chip with Non-

GMO Project Verification

Only Baked Potato Chip made with real sliced potatoes

New On-Trend

Flavors

3. Re-invest in our Brands:  Kettle Brand

14

Source: Nielsen xAOC, 52 weeks ended May  11, 2013

3. Re-invest in our Brands:  Diamond of California

Diamond, the branded leader in Culinary Nuts supported by marketing focused on foodies, bakers and cooks who value quality

15

4. Optimize Cost Structure

Operations

•

Capacity rationalization

•

Productivity

•

Transportation and

Warehousing

•

Supplier Contracts

•

Formulation and

Packaging Optimization

Sourcing

SG& A

Cost savings estimated to be in the range of $35-40M in FY13 and FY14

16

4. Optimize Cost Structure

Manufacturing Footprint

Beloit, WI

Salem, OR

Norwich, England

Stockton, CA

Van Buren, IN

Doubled

capacity in

2012

Added additional 25%

capacity in 2011

Consolidating

all  Emerald

production

Added 

packaging

capacity in

2011/2012

Recently closed Fishers, IN

Emerald production facility

Production Facility

Co-Pack Facility

17

* Calculated as Earnings before Interest and Taxes, excluding costs associated with acquisitions and integration , warrant liability expense, certain SG&A costs related to Audit

Committee investigation, re-statement related expenses., Fishers plant closure, impairment of an intangible asset, consulting fees, retention  and severance, stock based

compensation and depreciation and amortization. Please refer to the last page of this presentation for a reconciliation between GAAP and non-GAAP figures.

Financial Performance

Gross Margin

Adjusted EBITDA* Margin

$216.5

$

18

Q3 Performance Over Past Three Years

Gross Margin

Revenue –

Net Sales

Adjusted EBITDA* Margin

* Calculated as Earnings before Interest and Taxes, excluding costs associated with acquisitions and integration , warranty liability expense, certain SG&A costs related to Audit

Committee investigation, re-statement related expenses.,  Fishers plant closure, impairment of intangible asset, consulting fees, retention  and severance, stock based

compensation and depreciation and amortization.

19

Financial Performance in Two New Reportable

Segments (YTD through Q3)

Snacks

•Pop Secret

•Kettle

Nuts

•Emerald

•Diamond of  

California

•Non-

retail

Note: Fiscal YTD performance through April 30, 2013

20

As noted in the Q3 earnings call, for the final quarter of  Diamond’s fiscal

year:

Expectations for Q4 of Fiscal 2013

•

Net

Sales:

Down

more

in

the

back

half

than

the

first

half

as

compared

to the prior year.  Therefore, sales to be down more comparatively than 

in Q3, driven by expected declines in the Nuts Segment

•

Gross margin:

Expect the fourth quarter to be roughly in line with

YTD performance

•

Ad

spending:

Expect

to

see

an

increase

in

advertising

spending

in

Q4

as compared to the same period last year driven by spending against

Kettle consumer acquisition effort and continued support of Pop Secret

21

Overview of Selected Elements of the Balance Sheet

•

Libor + 550 basis points, with 1.25% floor

•

Maturity: Feb 25, 2015

•

Cash and availability on Diamond’s bank revolving line of

credit on June 7, 2013 was approximately $96 million

•

Revolving credit facility decreases to $230M in July, 2013

•

$216M balance on term loan on April 30, 2013

•

Quarterly  term  payments $909K

•

$225M unsecured senior notes

•

12% coupon, PIK for first two years

•

Call premium 112%  through May 29, 2016

•

Maturity 2020

•

For ~4.4M shares with exercise price of $10 per share

•

Implied ownership of 16.4% on fully diluted basis  at close

22

Diamond Foods

Building a company focused

on sustainable, profitable

growth

23

Non-GAAP Reconciliation

($Millions, except per share  amounts)

Q3’13

2012

2011

2010

2009

2008

GAAP Net Sales

$184.9

$981.4

$966.7

$682.3

$570.9

$531.5

GAAP Cost of Sales

$141.6

$801.7

$750.2

$537.5

$435.3

$443.5

GAAP Operating Expense

$45.2

$230.4

$162.9

$109.6

$89.8

$64.1

Adjustment for acquisition and integration

related expenses; (gain)/loss on warrant

liability; stock based compensation; asset

impairment; forbearance fees; fees for tax

projects; certain SG&A costs

1

($14.7)

($92.5)

($20.4)

($12.1)

--

--

Non-GAAP Operating Expense

$30.5

$137.9

$142.5

$97.5

$89.8

$64.1

Non-GAAP Income from Operations

$12.8

$41.9

$74.0

$47.3

$45.8

$23.9

Stock-based compensation expense

$1.4

$9.2

$7.7

$3.7

$3.9

$6.9

Depreciation and Amortization

$9.1

$28.3

$28.1

$17.2

$11.4

$6.4

Adjusted EBITDA

$23.2

$79.4

$109.8

$68.2

$61.1

$37.2

GAAP Interest

$14.5

$34.0

$23.9

$10.2

$6.3

$1.0

GAAP Income Tax Expense (Benefit)

($0.8)

$1.7

$3.1

$7.5

$14.9

$8.1

Tax effect of Non-GAAP adjustments

($2.0)

($4.1)

$7.0

$4.8

$0.4

--

Non-GAAP Income Tax Expense (Benefit)

($2.8)

($2.4)

$10.1

$12.4

$15.3

$8.1

GAAP Net Income

($15.6)

($86.3)

$26.6

$15.7

$23.7

$14.8

Non-GAAP Net Income

$1.1

$12.7

$39.9

$24.8

$24.3

$14.8

GAAP EPS Diluted

($0.71)

($3.98)

$1.17

$0.82

$1.44

$0.91

Non-GAAP EPS Diluted

$0.05

$0.58

$1.76

$1.29

$1.47

$0.91

1

Related primarily to audit committee investigation, restatement related expenses, Fishers plant closure, impairment of intangible asset, consulting fees,

retention and severance