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)
May 7, 2004
THE HAIN CELESTIAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-22818 22-3240619
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
58 South Service Road
Melville, New York 11747
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (631) 730-2200
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-2-
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
- ----------- -----------
99.1 Press release dated May 7, 2004
Item 12. Results of Operations and Financial Condition
On May 7, 2004, The Hain Celestial Group, Inc. announced its earnings for
its third fiscal quarter 2004 ended March 31, 2004, as well as guidance for its
upcoming fiscal quarter. A copy of the related press release is attached as
Exhibit 99.1.
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 hereunto duly authorized.
THE HAIN CELESTIAL GROUP, INC.
Dated: May 7, 2004 By: /s/ Ira J. Lamel
-----------------------------------
Name: Ira J. Lamel
Title: Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press release dated May 7, 2004
Contact: Ira Lamel, CFO Jeremy Fielding/David Lilly
The Hain Celestial Group, Inc. Kekst and Company
631-730-2200 212-521-4800
FOR IMMEDIATE RELEASE
THE HAIN CELESTIAL GROUP
REPORTS THIRD QUARTER RESULTS
-- Sales Grow to $136.9 Million --
MELVILLE, NY, May 7, 2004 - The Hain Celestial Group (NASDAQ:HAIN), the leading
natural and organic food company, today announced that net sales for the third
quarter ended March 31, 2004 totaled $136.9 million, an increase of almost 6%
over the same quarter of the prior year. Gross sales before deducting trade and
other sales incentives increased 9% in the same period. Net income in the third
quarter this year was $5.0 million, or $0.14 per share on a diluted basis, as
compared with $7.9 million, or $0.23 per share in the third quarter of the prior
year.
Irwin D. Simon, Chairman, President and Chief Executive Officer of The Hain
Celestial Group, said, "In the quarter, we had higher costs, a soup supply
issue, and we took advantage of our investment opportunities behind the launch
of CarbFit(R). These events, which impacted earnings, do not obscure the
underlying health of our brands and business. The performance of our key brands
and business this quarter demonstrates that we maintain and continue to improve
our ability to meet the demand for natural and organic products. Importantly,
most of our key brands posted positive sales gains. In the third quarter of this
year we saw 21% growth in our Snacks business, 6% growth at Celestial
Seasonings, and 24% growth at Earth's Best. Our Canadian Business grew 24% while
our European Business grew 36%. We have laid a strong foundation for CarbFit, a
well-received brand that has quickly become one of America's leading brands
serving the needs of today's carb-conscious consumer."
Mr. Simon concluded, "With the continuing increases in costs, the time it will
take to rebuild our soup position despite having our co-packer issues resolved
- -- including securing opportunities to strategically invest in our soup business
to ensure it is well positioned for next soup season -- and with our recently
announced price adjustments not effective until July, we anticipate that our
fourth quarter earnings this year will be in the range of $0.13 to $0.15 per
share on revenues of $127 million to $130 million."
Hain Celestial's balance sheet continues to be strong. At the end of the third
quarter, working capital totaled approximately $108.4 million with a current
ratio of 2.4:1; debt to equity was 13.5%; and total equity reached $484.8
million.
Management will host a conference call to discuss its second quarter results at
9:00 a.m. EDT today, May 7, 2004. The call may be accessed through the Investor
Relations section of the Hain Celestial website at www.hain-celestial.com.
Please log in to the call at least fifteen minutes ahead of time to allow time
for registration. A replay of the call will be available on the same section of
the Hain Celestial website until June 7, 2004.
About The Hain Celestial Group
The Hain Celestial Group, headquartered in Melville, NY, is a natural, specialty
and snack food company. The Company is a leader in 13 of the top 15 natural food
categories, with such well-known natural food brands as Celestial Seasonings(R)
teas, Walnut Acres(R), Hain Pure Foods(R), Westbrae(R), Westsoy(R), Rice
Dream(R), Soy Dream(R), Imagine(R), Arrowhead Mills(R), Health Valley(R),
Breadshop's(R), Casbah(R), Garden of Eatin(R), Terra Chips(R), Yves Veggie
Cuisine(R), The Good Dog(R), The Good Slice(R), DeBoles(R), Lima(R),
Biomarche(R), Grains Noirs(R), Natumi(R), Milkfree(R), Earth's Best(R), and Nile
Spice(R). The Company's principal specialty product lines include Hollywood(R)
cooking oils, Estee(R) sugar-free products, Kineret(R) kosher foods, Boston
Better Snacks(R), and Alba Foods(R). The Hain Celestial Group's website can be
found at www.hain-celestial.com.
Statements made in this Press Release that are estimates of past or future
performance are based on a number of factors, some of which are outside of the
Company's control. Statements made in this Press Release that state the
intentions, beliefs, expectations or predictions of The Hain Celestial Group and
its management for the future are forward-looking statements. It is important to
note that actual results could differ materially from those projected in such
forward-looking statements. Information concerning factors that could cause
actual results to differ materially from those in forward-looking statements is
contained from time to time in filings of The Hain Celestial Group with the U.S.
Securities and Exchange Commission. Copies of these filings may be obtained by
contacting The Hain Celestial Group or the SEC.
-- TABLES FOLLOW --
###
THE HAIN CELESTIAL GROUP, INC.
Consolidated Balance Sheets
(In thousands)
March 31, June 30,
--------- --------
2004 2003
---- ----
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 21,101 $ 10,984
Trade receivables, net 70,731 61,215
Inventories 76,597 66,444
Recoverable income taxes 1,018 223
Deferred income taxes 3,171 3,171
Other current assets 10,422 7,671
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Total current assets 183,040 149,708
Property, plant and equipment, net 73,992 68,665
Goodwill, net 309,288 296,508
Trademarks and other intangible assets, net 55,909 55,975
Other assets 9,022 10,692
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Total assets $ 631,251 $ 581,548
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 53,921 $ 55,710
Income taxes payable 12,072 1,867
Current portion of long-term debt 8,648 8,807
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Total current liabilities 74,641 66,384
Deferred income taxes 14,912 14,912
Long-term debt, less current portion 56,871 59,455
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Total liabilities 146,424 140,751
Stockholders' equity:
Common stock 369 348
Additional paid-in capital 385,632 364,877
Deferred compensation (3,043) -
Retained earnings 101,017 79,089
Treasury stock (8,435) (8,156)
Foreign currency translation adjustment 9,287 4,639
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Total stockholders' equity 484,827 440,797
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Total liabilities and stockholders' equity $ 631,251 $ 581,548
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THE HAIN CELESTIAL GROUP, INC.
Consolidated Statements of Operations
(in thousands, except per share amounts)
Three Months Ended March 31, Nine Months Ended March 31,
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2004 2003 2004 2003
---- ---- ---- ----
(Unaudited) (Unaudited)
Net sales $ 136,862 $ 129,224 $ 406,707 $ 348,650
Cost of Sales 98,316 89,519 283,900 240,376
--------- --------- --------- ---------
Gross profit 38,546 39,705 122,807 108,274
SG&A expenses 29,527 25,901 85,393 72,971
Restructuring charges - - - 440
--------- --------- --------- ---------
Operating income 9,019 13,804 37,414 34,863
Interest expense and other expenses 932 1,184 2,073 1,560
--------- --------- --------- ---------
Income before income taxes 8,087 12,620 35,341 33,303
Income tax provision 3,073 4,764 13,413 12,572
--------- --------- --------- ---------
Net income $ 5,014 $ 7,856 $ 21,928 $ 20,731
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Basic per share amounts $ 0.14 $ 0.23 $ 0.63 $ 0.61
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Diluted per share amounts $ 0.14 $ 0.23 $ 0.61 $ 0.60
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Weighted average common shares outstanding:
Basic 35,694 34,081 34,943 33,853
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Diluted 36,804 34,887 36,098 34,579
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