BGS B and G Foods Inc

B&G Foods, Inc. (NYSE: BGS) today announced financial results for the second quarter and first two quarters of 2011, reporting strong net sales and earnings growth.

Second Quarter 2011 Financial Highlights (vs. year-ago quarter where applicable):

• Net sales increased 6.9% to $129.4 million
• Net income increased 48.3% to $12.6 million
• Adjusted net income* increased 36.6% to $12.9 million
• Diluted earnings per share increased 44.4% to $0.26
• Adjusted diluted earnings per share* increased 36.8% to $0.26
• EBITDA* increased 8.2% to $30.3 million
• Fiscal 2011 EBITDA guidance reaffirmed at a range of $125.0 million to $128.0 million

David L. Wenner, President and Chief Executive Officer of B&G Foods, stated, “We are very pleased with the continued strong momentum in top and bottom line results, even after factoring in the benefit of the late Easter holiday. We remain confident that we will deliver full-year results within our previously announced EBITDA guidance of $125.0 to $128.0 million, with third quarter price increases and on-going cost reductions efforts expected to offset the cost increases we will experience in the second half of 2011.”

Financial Results for the Second Quarter of 2011

Net sales for the second quarter of 2011 increased 6.9% to $129.4 million from $121.1 million for the second quarter of 2010. This $8.3 million increase was attributable to an increase in unit volume of $11.3 million offset by a net decrease in pricing of $1.7 million and an increase in coupon expenses of $1.3 million. Net sales of the Company’s Don Pepino and Sclafani brands, which were acquired during the fourth quarter of 2010, contributed $3.5 million to the overall unit volume increase for the second quarter.

Gross profit for the second quarter of 2011 increased 7.0% to $42.2 million from $39.4 million in the second quarter of 2010. Gross profit expressed as a percentage of net sales increased 0.1 percentage points to 32.6% for the second quarter of 2011 from 32.5% in the second quarter of 2010. The increase in gross profit expressed as a percentage of net sales was primarily attributable to a sales mix shift to higher margin products. This mix shift offset the net decrease in pricing and slightly higher input costs. Operating income increased 8.3% to $26.3 million for the second quarter of 2011, from $24.3 million in the second quarter of 2010.

Net interest expense for the second quarter of 2011 decreased $2.6 million or 23.5% to $8.3 million from $10.9 million for the second quarter of 2010. The decrease in net interest expense for the second quarter was primarily attributable to the termination of an interest rate swap causing a reduction in the effective interest rate on $130.0 million of term loan borrowings from 7.0925% to 2.31% and the elimination of the unfavorable fair market value adjustment relating to the interest rate swap.

The Company’s reported net income under U.S. generally accepted accounting principles (GAAP) was $12.6 million, or $0.26 per diluted share, for the second quarter of 2011, as compared to reported net income of $8.5 million, or $0.18 per diluted share, for the second quarter of 2010. The Company’s adjusted net income for the second quarter of 2011 was $12.9 million, and adjusted diluted earnings per share was $0.26, as compared to adjusted net income of $9.4 million and adjusted diluted earnings per share of $0.19 for the second quarter of 2010.

For the second quarter of 2011, EBITDA increased 8.2% to $30.3 million from $28.0 million for the second quarter of 2010.

Financial Results for the First Two Quarters of 2011

Net sales for the first two quarters of 2011 increased 5.9% to $260.8 million from $246.3 million for the first two quarters of 2010. This $14.5 million increase was attributable to an increase in unit volume of $17.2 million offset by a net decrease in pricing of $1.5 million and an increase in coupon and slotting expenses of $1.2 million. Net sales of the Company’s Don Pepino and Sclafani brands, which were acquired during the fourth quarter of 2010, contributed $7.1 million to the overall unit volume increase for the first two quarters of 2011.

Gross profit for the first two quarters of 2011 increased 6.9% to $87.0 million from $81.4 million in the first two quarters of 2010. Gross profit expressed as a percentage of net sales increased 0.3 percentage points to 33.4% in the first two quarters of 2011 from 33.1% in the first two quarters of 2010. The increase in gross profit expressed as a percentage of net sales was primarily attributable to a sales mix shift to higher margin products and slightly reduced input costs offset by a reduction in sales prices and increased coupon and slotting expenses. Operating income increased 9.3% to $55.4 million in the first two quarters of 2011, from $50.7 million in the first two quarters of 2010.

Net interest expense for the first two quarters of 2011 decreased $5.0 million or 23.2% to $16.5 million from $21.5 million for in the first two quarters of 2010. The decrease in net interest expense for the first two quarters was primarily attributable to the termination of the interest rate swap causing a reduction in the effective interest rate on $130.0 million of term loan borrowings from 7.0925% to 2.31% and the elimination of the unfavorable fair market value adjustment relating to the interest rate swap.

The Company’s reported net income under U.S. GAAP was $25.9 million, or $0.53 per diluted share, for the first two quarters of 2011, as compared to reported net income of $8.8 million, or $0.18 per diluted share, for the first two quarters of 2010. The Company’s adjusted net income for the first two quarters of 2011 was $26.1 million, and adjusted diluted earnings per share was $0.54, as compared to adjusted net income of $19.8 million and adjusted diluted earnings per share of $0.41 for the first two quarters of 2010.

For the first two quarters of 2011, EBITDA increased 9.1% to $63.3 million from $58.0 million for the first two quarters of 2010.

Guidance

EBITDA for fiscal 2011 is expected to be approximately $125.0 million to $128.0 million. Capital expenditures for fiscal 2011 are expected to be approximately $11.0 million.

Conference Call

B&G Foods will hold a webcast and conference call at 4:30 p.m. ET today, July 26, 2011. The call will be webcast live from B&G Foods’ website at www.bgfoods.com under “Investor Relations—Company Overview.” The call can also be accessed live over the phone by dialing (877) 419-6594 for U.S. callers or (719) 325-4810 for international callers.

A replay of the call will be available one hour after the call and can be accessed by dialing (877) 870-5176 or (858) 384-5517 for international callers; the password is 4762334. The replay will be available from July 26, 2011, through August 3, 2011. Investors may also access a web-based replay of the call at the Investor Relations section of B&G Foods’ website, www.bgfoods.com.

About Non-GAAP Financial Measures and Items Affecting Comparability

“Adjusted net income,” “adjusted diluted earnings per share” and “EBITDA” (net income before net interest expense, income taxes, depreciation and amortization and loss on extinguishment of debt) are “non-GAAP financial measures.” A non-GAAP financial measure is a numerical measure of financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in B&G Foods’ consolidated balance sheets and related consolidated statements of operations and cash flows. Non-GAAP financial measures should not be considered in isolation or as a substitute for the most directly comparable GAAP measures. The Company’s non-GAAP financial measures may be different from non-GAAP financial measures used by other companies.

The Company uses “adjusted net income” and “adjusted diluted earnings per share,” which are calculated as reported net income and reported diluted earnings per share adjusted for certain items that affect comparability. These non-GAAP financial measures reflect adjustments to reported net income and diluted earnings per share to eliminate the items identified below. This information is provided in order to allow investors to make meaningful comparisons of the Company’s operating performance between periods and to view the Company’s business from the same perspective as the Company’s management. Because the Company cannot predict the timing and amount of charges associated with unrealized gains or losses on the Company’s interest rate swap and gains or losses on extinguishment of debt, management does not consider these costs when evaluating the Company’s performance or when making decisions regarding allocation of resources.

A reconciliation of EBITDA to net income and to net cash provided by operating activities is included below for the first two quarters of 2011 and 2010, along with the components of EBITDA. Also included below are reconciliations of the non-GAAP terms adjusted net income and adjusted diluted earnings per share to reported net income and reported diluted earnings per share.

About B&G Foods, Inc.

B&G Foods and its subsidiaries manufacture, sell and distribute a diversified portfolio of high-quality, shelf-stable foods across the United States, Canada and Puerto Rico. B&G Foods’ products include hot cereals, fruit spreads, canned meats and beans, spices, seasonings, hot sauces, wine vinegar, maple syrup, molasses, salad dressings, Mexican-style sauces, taco shells and kits, salsas, pickles, peppers and other specialty food products. B&G Foods competes in the retail grocery, food service, specialty, private label, club and mass merchandiser channels of distribution. Based in Parsippany, New Jersey, B&G Foods’ products are marketed under many recognized brands, including Ac’cent, B&G, B&M, Brer Rabbit, Cream of Rice, Cream of Wheat, Don Pepino, Emeril’s, Grandma’s Molasses, Joan of Arc, Las Palmas, Maple Grove Farms of Vermont, Ortega, Polaner, Red Devil, Regina, Sa-són, Sclafani, Trappey’s, Underwood, Vermont Maid and Wright’s.

Forward-Looking Statements

Statements in this press release that are not statements of historical or current fact constitute “forward-looking statements.” The forward-looking statements contained in this press release include, without limitation, statements related to B&G Foods’ expectations regarding cost, the Company’s ability to successfully implement sales price increases and cost reduction efforts, and EBITDA and capital expenditures for fiscal 2011. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the actual results of B&G Foods to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties readers are urged to consider statements labeled with the terms “believes,” “belief,” “expects,” “projects,” “intends,” “anticipates” or “plans” to be uncertain and forward-looking. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in B&G Foods’ filings with the Securities and Exchange Commission, including under Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for fiscal 2010 filed on March 1, 2011. B&G Foods undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

* Please see “About Non-GAAP Financial Measures and Items Affecting Comparability” below for definitions of the terms adjusted net income, adjusted diluted earnings per share and EBITDA, as well as information concerning certain items affecting comparability and reconciliations of the non-GAAP terms adjusted net income, adjusted diluted earnings per share and EBITDA to the most comparable GAAP financial measures.

    B&G Foods, Inc. and Subsidiaries Consolidated Balance Sheets (In thousands, except share and per share data) (Unaudited)   Assets July 2, 2011 January 1, 2011   Current assets: Cash and cash equivalents $ 101,531 $ 98,738 Trade accounts receivable, net 30,070 34,445 Inventories 89,905 74,563 Prepaid expenses 1,724 1,715 Income tax receivable 4,410 171 Deferred income taxes   1,514     5,439   Total current assets 229,154 215,071   Property, plant and equipment, net of accumulated depreciation of $85,571 and $80,862

60,198

60,812

Goodwill 253,744 253,744 Other intangibles, net 328,725 332,001 Other assets   9,409     10,095   Total assets $ 881,230   $ 871,723     Liabilities and Stockholders’ Equity   Current liabilities: Trade accounts payable $ 23,535 $ 15,531 Accrued expenses 25,733 25,584 Interest rate swap — 12,012 Dividends payable   10,063     8,099   Total current liabilities 59,331 61,226   Long-term debt 477,908 477,748 Other liabilities 1,810 4,232 Deferred income taxes   104,534     97,932   Total liabilities 643,583 641,138 Commitments and contingencies Stockholders’ equity: Preferred stock, $0.01 par value per share. Authorized 1,000,000 shares; no shares issued or outstanding — — Common stock, $0.01 par value per share. Authorized 125,000,000 shares; 47,918,033 and 47,639,924 shares issued and outstanding as of July 2, 2011 and January 1, 2011 479 476 Additional paid-in capital 182,398 201,770 Accumulated other comprehensive loss (6,475 ) (7,002 ) Retained earnings   61,245     35,341   Total stockholders’ equity   237,647     230,585   Total liabilities and stockholders’ equity $ 881,230   $ 871,723         B&G Foods, Inc. and Subsidiaries Consolidated Statements of Operations (In thousands, except per share data) (Unaudited)   Thirteen Weeks Ended Twenty-six Weeks Ended July 2, 2011   July 3, 2010 July 2, 2011   July 3, 2010   Net sales $ 129,453 $ 121,145 $ 260,858 $ 246,327 Cost of goods sold   87,284   81,747   173,822   164,901 Gross profit 42,169 39,398 87,036 81,426   Operating expenses: Selling, general and administrative expenses 14,194 13,463 28,344 27,515 Amortization expense   1,637   1,612   3,276   3,225 Operating income 26,338 24,323 55,416 50,686   Other expenses: Interest expense, net 8,341 10,898 16,531 21,520 Loss on extinguishment of debt   —   —   —   15,224 Income before income tax expense 17,997 13,425 38,885 13,942 Income tax expense   5,398   4,932   12,981   5,123 Net income $ 12,599 $ 8,493   25,904   8,819   Weighted average shares outstanding: Basic 47,906 47,625 47,944 47,526 Diluted 48,637 48,450 48,668 48,197   Earnings per share: Basic $ 0.26 $ 0.18 $ 0.54 $ 0.19 Diluted $ 0.26 $ 0.18 $ 0.53 $ 0.18   Cash dividends declared per share $ 0.21 $ 0.17 $ 0.38 $ 0.34       B&G Foods, Inc. and Subsidiaries Reconciliation of EBITDA to Net Income and to Net Cash Provided by Operating Activities (In thousands) (Unaudited)   Thirteen Weeks Ended Twenty-six Weeks Ended July 2, 2011   July 3, 2010 July 2, 2011   July 3, 2010   Net income $ 12,599 $ 8,493 $ 25,904 $ 8,819 Income tax expense 5,398 4,932 12,981 5,123 Interest expense, net (1) 8,341 10,898 16,531 21,520 Depreciation and amortization 3,972 3,698 7,926 7,357 Loss on extinguishment of debt (2)   —     —     —     15,224   EBITDA (3) 30,310 28,021 63,342 58,043 Income tax expense (5,398 ) (4,932 ) (12,981 ) (5,123 ) Interest expense, net (8,341 ) (10,898 ) (16,531 ) (21,520 ) Deferred income taxes 1,724 2,652 10,120 2,759 Amortization of deferred financing costs and bond discount 500 500 1,000 1,015 Unrealized loss on interest rate swap — 1,046 — 1,349 Realized gain on interest rate swap — — (612 ) — Reclassification to net interest expense for interest rate swap 424 424 847 847 Share-based compensation expense 1,157 1,007 1,872 1,470 Excess tax benefits from share-based compensation — — (1,117 ) (330 ) Changes in assets and liabilities   (5,861 )   3,799     (19,759 )   4,985   Net cash provided by operating activities $ 14,515   $ 21,619   $ 26,181   $ 43,495       (1) Net interest expense in the first two quarters of 2011 includes a benefit relating to the realized gain on an interest rate swap, and in the second quarter and first two quarters of 2011, a charge for the reclassification of the amount recorded in accumulated other comprehensive loss related to the swap. Net interest expense in second quarter and first two quarters of 2010 includes a charge relating to the unrealized loss on the interest rate swap and a charge for the reclassification of the amount recorded in accumulated other comprehensive loss related to the swap. See B&G Foods’ Quarterly Report on Form 10-Q filed with the SEC on July 26, 2011 for additional details.   (2) During the first two quarter of 2011, we did not extinguish any debt. Loss on extinguishment of debt for the first two quarters of 2010 includes costs relating to our repurchase of senior notes and senior subordinated notes during the first quarter of 2010, including the repurchase premium and the write-off of deferred debt financing costs. See our Quarterly Report on Form 10-Q filed with the SEC on July 26, 2011 for additional details.   (3) EBITDA is a non-GAAP financial measure used by management to measure operating performance. A non-GAAP financial measure is defined as a numerical measure of our financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in our consolidated balance sheets and related consolidated statements of operations, changes in stockholders’ equity and comprehensive income, and cash flows. We define EBITDA as net income before net interest expense, income taxes, depreciation and amortization and loss on extinguishment of debt. Management believes that it is useful to eliminate net interest expense, income taxes, depreciation and amortization and loss on extinguishment of debt because it allows management to focus on what it deems to be a more reliable indicator of ongoing operating performance and our ability to generate cash flow from operations. We use EBITDA in our business operations, among other things, to evaluate our operating performance, develop budgets and measure our performance against those budgets, determine employee bonuses and evaluate our cash flows in terms of cash needs. We also present EBITDA because we believe it is a useful indicator of our historical debt capacity and ability to service debt and because covenants in our credit facility and our senior notes indenture contain ratios based on this measure. As a result, internal management reports used during monthly operating reviews feature the EBITDA metric. However, management uses this metric in conjunction with traditional GAAP operating performance and liquidity measures as part of its overall assessment of company performance and liquidity and therefore does not place undue reliance on this measure as its only measure of operating performance and liquidity.   EBITDA is not a recognized term under GAAP and does not purport to be an alternative to operating income or net income as an indicator of operating performance or any other GAAP measure. EBITDA is not a complete net cash flow measure because EBITDA is a measure of liquidity that does not include reductions for cash payments for an entity’s obligation to service its debt, fund its working capital, capital expenditures and acquisitions and pay its income taxes and dividends. Rather, EBITDA is a potential indicator of an entity’s ability to fund these cash requirements. EBITDA is not a complete measure of an entity’s profitability because it does not include costs and expenses for depreciation and amortization, interest and related expenses, loss on extinguishment of debt and income taxes. Because not all companies use identical calculations, this presentation of EBITDA may not be comparable to other similarly titled measures of other companies. However, EBITDA can still be useful in evaluating our performance against our peer companies because management believes this measure provides users with valuable insight into key components of GAAP amounts.       B&G Foods, Inc. and Subsidiaries Items Affecting Comparability — Reconciliation of Adjusted Information to GAAP Information (In thousands) (Unaudited)   Thirteen Weeks Ended Twenty-six Weeks Ended July 2, 2011   July 3, 2010 July 2, 2011   July 3, 2010 Reported net income $ 12,599 $ 8,493 $ 25,904 $ 8,819 Loss on extinguishment of debt, net of tax(1) — — — 9,591

Non-cash adjustments on interest rate swap, net of tax(2)

 

271

 

926

 

150

 

1,383

Adjusted net income $ 12,870 $ 9,419 $ 26,054 $ 19,793 Adjusted diluted earnings per share $ 0.26 $ 0.19 $ 0.54 $ 0.41     (1) During the first two quarters of 2011, B&G Foods did not extinguish any debt. Loss on extinguishment of debt for the first two quarters of 2010 includes costs relating to the Company’s repurchase and redemption of $69.5 million aggregate principal amount of senior subordinated notes and $240.0 million aggregate principal amount of senior notes during the first quarter of 2010. See B&G Foods’ Quarterly Report on Form 10-Q filed with the SEC on July 26, 2011 for additional details.   (2) The first two quarters of 2011 includes a realized gain on interest rate swap and in the second quarter and first two quarters of 2011, a reclassification from accumulated other comprehensive loss to interest expense, net on interest rate swap. The second quarter and first two quarters of 2010 includes an unrealized loss on interest rate swap and a reclassification from accumulated other comprehensive loss to interest expense, net on interest rate swap. See B&G Foods’ Quarterly Report on Form 10-Q filed with the SEC on July 26, 2011 for additional details.