SECURITIES AND EXCHANGE COMMISSION ---------------------------------- Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended April 25, 1998 Commission File Number 1-2402 HORMEL FOODS CORPORATION ------------------------ Incorporated Under the Laws of the State of Delaware Fein #41-0319970 1 Hormel Place Austin, Minnesota 55912-3680 Telephone - (507) 437-5737 None - -------------------------------------------------------------------------------- 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 [XXX] NO [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date. Class Outstanding at April 25, 1998 - -------------------------------------------------------------------------------- Common Stock - $.1172 par value 74,772,393 Common Stock Non-Voting - $.01 par value - 0 - Pages:This report contains ten pages numbered sequentially from this cover page. -1- STATEMENTS OF FINANCIAL POSITION Form 10-Q HORMEL FOODS CORPORATION (In Thousands of Dollars) April 25, October 25, 1998 1997 ------------ ----------- (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents ................. $ 170,000 $ 146,853 Short-term marketable securities-- at cost which approximates market ....... 56,593 5,533 Accounts receivable ....................... 190,617 233,966 Inventories ............................... 242,264 265,346 Deferred income taxes ..................... 12,486 12,204 Prepaid expenses .......................... 12,195 7,450 TOTAL CURRENT ASSETS 684,155 671,352 DEFERRED INCOME TAXES ....................... 68,445 68,629 INTANGIBLES ................................. 127,849 131,710 INVESTMENTS IN AFFILIATES ................... 117,147 113,372 OTHER ASSETS ................................ 61,560 54,734 PROPERTY, PLANT AND EQUIPMENT Land ...................................... 11,956 11,467 Buildings ................................. 241,604 242,124 Equipment ................................. 595,529 594,159 Construction in progress .................. 54,399 72,179 ----------- ----------- 903,488 919,929 Less allowance for depreciation ........... (431,392) (431,191) ----------- ----------- 472,096 488,738 ----------- ----------- $ 1,531,252 $ 1,528,535 =========== =========== See notes to financial statements -2- STATEMENTS OF FINANCIAL POSITION Form 10-Q HORMEL FOODS CORPORATION (In Thousands of Dollars) April 25, October 25, 1998 1997 ---------- ----------- (Unaudited) LIABILITIES AND SHAREHOLDERS' INVESTMENT CURRENT LIABILITIES Accounts payable ........................... $ 111,294 $ 120,385 Accrued expenses ........................... 27,567 34,564 Accrued marketing .......................... 20,767 21,543 Employee compensation ...................... 43,595 46,275 Taxes, other than federal income taxes ..... 17,999 16,524 Dividends payable .......................... 12,494 11,980 Federal income tax ......................... 0 4,712 Current maturities of long-term debt ....... 5,668 4,595 ---------- ---------- TOTAL CURRENT LIABILITIES .................... 239,384 260,578 LONG-TERM DEBT--less current maturities ...... 207,482 198,232 ACCUMULATED POSTRETIREMENT BENEFIT OBLIGATION ................................... 244,690 243,343 OTHER LONG-TERM LIABILITIES .................. 23,974 24,180 SHAREHOLDERS' INVESTMENT Preferred Stock, par value $.01 a share-- authorized 40,000,000 shares; issued--none Common Stock, non-voting, par value $.01 a share--authorized 40,000,000 shares; issued--none Common Stock, par value $.1172 a share-- authorized 200,000,000 shares; issued 74,772,393 shares April 25, 1998 issued 75,776,510 shares Oct. 25, 1997 8,763 8,881 Earnings reinvested in business ............ 806,959 793,321 ---------- ---------- 815,722 802,202 ---------- ---------- $1,531,252 $1,528,535 ========== ========== See notes to financial statements -3- STATEMENTS OF EARNINGS Form 10-Q (Unaudited) HORMEL FOODS CORPORATION (In Thousands, Except Per Share Amounts) Three Months Ended Six Months Ended April 25, April 26, April 25, April 26, 1998 1997 1998 1997 ---------- ----------- ----------- ----------- Sales, less returns and allowances ............... $ 778,325 $ 798,455 $ 1,593,239 $ 1,608,764 Cost of products sold ...... 577,809 608,841 1,183,005 1,235,641 ----------- ----------- ----------- ----------- GROSS PROFIT 200,516 189,614 410,234 373,123 Expenses: Selling and delivery ..... 76,191 77,972 153,346 153,807 Marketing ................ 66,050 52,129 133,113 108,666 Administrative and general 20,371 18,207 39,714 36,212 Gain on plant sale ....... 0 0 (28,379) 0 ----------- ----------- ----------- ----------- OPERATING INCOME 37,904 41,306 112,440 74,438 Other income and expenses: Other income--net ........ 4,532 2,356 7,285 5,330 Equity in earnings of affiliates ............. 1,367 518 2,567 518 Interest expense ......... (3,371) (3,342) (6,553) (6,400) ----------- ----------- ----------- ----------- EARNINGS BEFORE INCOME TAXES ...................... 40,432 40,838 115,739 73,886 Provision for income taxes . 14,136 15,150 42,594 27,216 ----------- ----------- ----------- ----------- NET EARNINGS $ 26,296 $ 25,688 $ 73,145 $ 46,670 =========== =========== =========== =========== Earnings per share: NET EARNINGS PER SHARE (DILUTED) .................. $ 0.34 $ 0.33 $ 0.95 $ 0.60 =========== =========== =========== =========== NET EARNINGS PER SHARE (BASIC) .................... $ 0.35 $ 0.33 $ 0.97 $ 0.61 =========== =========== =========== =========== See notes to financial statements -4- CONSOLIDATED STATEMENTS OF CASH FLOWS Form 10-Q HORMEL FOODS CORPORATION (In Thousands of Dollars) 6 Months Ended 6 Months Ended April 25, 1998 April 26, 1997 -------------- -------------- OPERATING ACTIVITIES Net earnings ................................. $ 73,145 $ 46,670 Adjustments to reconcile to net cash provided by operating activities: Depreciation ............................. 24,725 21,261 Amortization of intangibles .............. 3,562 3,959 Equity in earnings of affiliates ......... (2,567) 0 Provision for deferred income taxes ...... (98) 1,030 (Gain) loss on property/equipment sales .. 230 (446) (Gain) on Plant sale ..................... (17,592) 0 Changes in operating assets and liabilities: Decrease (increase) in accounts receivable 43,349 32,801 (Increase) decrease in inventories and prepaid expenses .................... 18,337 (3,948) Increase (decrease) in accounts payable and accrued expenses .................... (21,640) (58,185) --------- --------- NET CASH PROVIDED BY OPERATING ACTIVITIES ...... 121,451 43,142 INVESTING ACTIVITIES Sale of held-to-maturity securities ......... 7,680 26,300 Purchase of held-to-maturity securities ..... (58,740) (45,100) Acquisitions of businesses .................. 0 (18,065) Purchases of property/equipment ............. (29,785) (52,022) Proceeds from sales of property/equipment ... 39,063 3,807 (Increase) in investments and other assets .. (7,735) (53,443) --------- --------- Dividends from affiliate .................... 0 0 --------- --------- NET CASH USED IN INVESTING ACTIVITIES .......... (49,517) (138,523) FINANCING ACTIVITIES Proceeds from long-term borrowings .......... 15,038 64,337 Principal payments on long-term debt ........ (4,715) (1,668) Dividends paid on Common Stock .............. (23,884) (23,612) Stock Repurchase ............................ (36,703) (26,759) Other ....................................... 1,477 152 --------- --------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES ........................... (48,787) 12,450 --------- --------- (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS ............................... 23,147 (82,931) Cash and cash equivalents at beginning of year . 146,853 188,473 --------- --------- CASH AND CASH EQUIVALENTS AT END OF YEAR ............................... $ 170,000 $ 105,542 ========= ========= See notes to financial statements -5- FORM 10-Q NOTES TO FINANCIAL STATEMENTS (UNAUDITED) HORMEL FOODS CORPORATION NOTE A In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments (consisting of only normal recurring accruals) necessary for a fair presentation. The accounting policies followed by the Company are set forth in Note A to the Company's Financial Statements in the 1997 Hormel Foods Corporation Annual Report to Shareholders, which is incorporated by reference on Form 10-K. NOTE B The results of operations for the three and six month periods ended April 25, 1998 and April 26, 1997 are not necessarily indicative of the results to be expected for the full year. -6- FORM 10-Q MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (In Thousands) HORMEL FOODS CORPORATION RESULTS OF OPERATIONS Net earnings in the second quarter increased 2.4 percent to $26,296 from $25,688 during the same quarter of 1997. Sales for the quarter decreased 2.5 percent to $778,325 from $798,455 last year. Sales tonnage for the period increased 7.8 percent compared to the same quarter of 1997. Lower selling prices in the marketplace due to reduced price levels for pork raw materials contributed to the decline in dollar sales as tonnage volume increased. While live prices paid for hogs continued at levels less than the second quarter of 1997, procurement agreements with producers limited the reduction in live hog costs that would normally have been expected. In the long-term, however, contract buying should reduce the volatility in the supply and price of hogs experienced historically. Depressed turkey selling prices and margins also had a negative influence on the Company's second quarter performance. Earnings for the first six-months of fiscal 1998 were $73,145 compared to $46,670 in 1997. The 1998 results include a gain, net of taxes, of $17,402 on the sale of the Davenport, Iowa gelatin plant to Goodman Fielder, LTD., of Sydney, Australia. Excluding the one-time gain from the Davenport sale, sales and earnings for the first half were $1,593,239 and $55,743, respectively, compared to $1,608,764 and $46,670 for the same period last year. Tonnage volume for the first half increased 6.8 percent over 1997 to 1,377,390 pounds. Gross margins for the quarter and first six months as a percentage of sales were 25.8 percent compared to 23.8 and 23.2 percent for the corresponding periods of 1997. The effect of lower price levels for finished goods was more than offset by increased tonnage volume with a significant portion of the volume increase being higher margin manufactured items. Marketing expenses for the quarter and first half were $66,050 and $133,113, respectively, compared to $52,129 and $108,666 for 1997. The Company continues to emphasize its well-established products as well as its newer ethnic product lines in promotional programs targeted to increase sales of processed items which have higher margins than the commodity fresh pork and turkey product lines. Selling and delivery expenses for the quarter and six months as a percentage of sales were unchanged from 1997 at 9.8 percent and 9.6 percent respectively. Administrative and general expenses increased to 2.6 percent for the quarter and 2.5 percent for the six months compared to 2.3 percent for the same periods in 1997. The Company's core Hormel business continues to be the major contributor to earnings with the Prepared Foods, Meat Products, and Foodservice Groups all experiencing gains in sales of branded product lines. -7- FORM 10-Q MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (In Thousands) HORMEL FOODS CORPORATION RESULTS OF OPERATIONS Asian Pacific export sales were up 10 percent for the quarter compared to last year. Despite the difficult exchange rate issues, sales increases were achieved in Japan, Philippines and Australia. Stagg (R) Chili which has exceeded expectations in Canada will be introduced into the UK, Spain and Germany later in the year. Joint ventures in Shanghai and Beijing continue to expand their product offerings and distribution. Although Jennie-O experienced significant increases in both tonnage volume and dollar sales for the second quarter, margins continued to be difficult for the Company's turkey operations. Introduction of several new products later in the year along with continued moderation of feed grain costs should improve Jennie-O's performance. The effective tax rate for the quarter and first half was 35.0 and 36.8 percent compared to 37.1 and 36.8 for the same periods last year. The reduction during the quarter was primarily due to an increase in foreign dividend income taxed at a lower rate. FINANCIAL CONDITION FORM 10-Q Ratio comparisons presented below as of the end of the second quarter reflect the continued strong financial condition of the Company. End of Quarter 2nd Quarter 2nd Quarter 1998 1997 ------------ ----------- Liquidity Ratios Current ratio 2.9 3.1 Receivables turnover 15.0 15.0 Days sales in receivables 21.8 days 22.5 days Inventory turnover 9.3 9.1 Days sales in inventory 37.4 days 40.7 days Leverage Ratio Long-term debt to equity 26.13% 24.6% Operating Ratios Pre-tax profit to net worth 18.1% 18.9% Pre-tax profit to total assets 9.6% 10.3% Changes during the first six months in current asset and liability balances followed normal seasonal patterns. Inventory levels are considered adequate for the traditional promotional activities that occur during the third and fourth quarters. -8- FORM 10-Q MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (In Thousands) HORMEL FOODS CORPORATION FINANCIAL CONDITION During the first half, the Company invested $29,785 in new plant and equipment. Investment in plant and equipment continues to emphasize productivity gains and efficient product flow while improving ergonomics and safety conditions for employees at existing locations. The Company completed a new manufacturing plant and distribution center in Osceola, Iowa in 1997 which accounts for the increased investment level last year. During the second quarter additional investment was made in computer hardware and software for ongoing initiatives to improve data processing services in the accounting and distribution areas. As mentioned previously, the Company sold the Davenport gelatin plant late in the first quarter. The Company continues to keep excess funds invested short-term as it examines business opportunities that meet its long-term operating goals. Long-term debt primarily consists of small issue Industrial Revenue Bonds of varying maturities, debt used for investment in the Federal Affordable Housing Program, $110,000 in Senior Notes and $64,400 of long-term notes denominated in Spanish Pesetas used to purchase the equity interest in Campofrio. The leverage ratio indicates significant borrowing capacity remains to take advantage of any business opportunities that may arise through acquisition or internal expansion. During the first six months of Fiscal 1998, 1,079,908 shares of Hormel Common Stock were purchased under the share repurchase program at an average price per share of $33.99. -9- FORM 10-Q PART II - OTHER INFORMATION Item 4. Results of Votes of Security Holders. None Item 6. Exhibits and Reports on Form 8-K None 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. HORMEL FOODS CORPORATION Date:------------------------- By:------------------------- D. J. HODAPP Executive Vice President & Chief Financial Officer Date:------------------------- By:------------------------- J. M. ETTINGER Treasurer -10-