8-K
false0000910406The Hain Celestial Group, Inc.00009104062024-08-272024-08-27

 

UNITED STATES
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): August 27, 2024

 

 

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THE HAIN CELESTIAL GROUP, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

 

 

Delaware

0-22818

22-3240619

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

221 River Street,

 

Hoboken, New Jersey

 

07030

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 516 587-5000

 

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $.01 per share

 

HAIN

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

On August 27, 2024, The Hain Celestial Group, Inc. issued a press release announcing financial results for its fourth quarter and fiscal year ended June 30, 2024. A copy of the press release is furnished as Exhibit 99.1 hereto.

 

The information contained in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

 

 

 

 

 

 

 

Exhibit No.

 

Description

99.1

Press Release of The Hain Celestial Group, Inc. dated August 27, 2024

104

 

Cover Page Interactive Data File (embedded within the inline XBRL document)

 

 

 

 


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.

 

 

 

 

Date:

August 27, 2024

By:

/s/ Lee A. Boyce

 

 

 

Lee A. Boyce
Chief Financial Officer

 


EX-99.1

Exhibit 99.1

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Hain Celestial Reports Fourth Quarter and Fiscal Year 2024

Financial Results

 

Delivers Strong Operating Cash Flow, Debt Reduction & Achieves Updated Guidance

Company Positioned to Deliver Sustainable Growth in Fiscal 2025

 

HOBOKEN, N.J., August 27, 2024 — Hain Celestial Group (Nasdaq: HAIN), a leading global health and wellness company whose purpose is to inspire healthier living through better-for-you brands, today reported financial results for its fourth quarter and fiscal year ended June 30, 2024.

 

“Fiscal 2024 was the foundational year of our Hain Reimagined strategy, during which we made substantial progress in simplifying our business and generating fuel. We transitioned to a global operating model, reducing geographic complexity and driving scale, and developed a performance-driven, values-based culture,” said Wendy Davidson, President and CEO. “Our fuel initiatives exceeded our targets for fiscal 2024, allowing us to pay down debt, invest in capabilities, and to deliver on our updated full-year guidance.”

 

Davidson added, “Building on this solid foundation, in fiscal 2025 we will focus on commercial execution to accelerate top- and bottom-line growth. We remain confident in our Hain Reimagined strategy, the strength of our diversified portfolio and geographic footprint, the benefits of our scale model, and our ability to deliver sustainable growth and long-term value to shareholders.”

“We are pleased with our free cash flow generation in fiscal 2024 which came in above our expectations for the year. This strong performance enabled us to reduce net debt by $86 million over the course of the year, and drive improvement in our leverage ratio to 3.7x. Reduction in net debt remains a top priority as we progress towards our leverage goal of 2x to 3x by fiscal 2027,” stated Lee Boyce, CFO.

FINANCIAL HIGHLIGHTS*

 

Summary of Fiscal Fourth Quarter Results Compared to the Prior Year Period

 

Net sales were $419 million, down 6% year-over year.
o
Organic net sales decreased 4% compared to the prior year period.
Gross profit margin was 23.4%, a 90-basis point increase from the prior year period.
o
Adjusted gross profit margin was 23.4%, a 70-basis point increase from the prior year period.
Net loss was $3 million compared to net loss of $19 million in the prior year period.
o
Adjusted net income was $11 million compared to adjusted net income of $10 million in the prior year period.
Net loss margin was (0.7%), as compared to net loss margin of (4.2%) in the prior year period.
o
Adjusted net income margin was 2.7%, as compared to 2.2% in the prior year period.
Adjusted EBITDA was $40 million compared to $44 million in the prior year period; Adjusted EBITDA margin was 9.4%, a 30-basis point decrease compared to the prior year period.
Loss per diluted share was $0.03 compared to $0.21 in the prior year period.
o
Adjusted earnings per share (“EPS”) was $0.13 compared to $0.11 in the prior year period.

 

* This press release includes certain non-GAAP financial measures, which are intended to supplement, not substitute for, comparable GAAP financial measures. Reconciliations of non-GAAP financial measures to GAAP financial measures and other non-GAAP financial calculations are provided in the tables included in this press release.


Summary of Fiscal Full Year 2024 Results Compared to the Prior Year

 

Net sales were $1,736 million, down 3% year-over year.
o
Organic net sales decreased 2% compared to the prior year. The decrease in organic net sales is inclusive of approximately 1 percentage point of benefit from foreign exchange.
Gross profit margin was 21.9%, a 10-basis point decrease from the prior year.
o
Adjusted gross profit margin was 22.4%, a 30-basis point increase from the prior year.
Net loss was $75 million compared to net loss of $117 million in the prior year.
o
Adjusted net income was $30 million compared to adjusted net income of $45 million in the prior year.
Net loss margin was (4.3%), as compared to net loss margin of (6.5%) in the prior year.
o
Adjusted net income margin was 1.7%, as compared to 2.5% in the prior year.
Adjusted EBITDA was $155 million compared to $167 million in the prior year; Adjusted EBITDA margin was 8.9%, a 40-basis point decrease compared to the prior year.
Loss per diluted share was $0.84 compared to $1.30 in the prior year.
o
Adjusted EPS was $0.33 compared to $0.50 in the prior year.

 

Cash Flow and Balance Sheet Highlights

 

Net cash provided by operating activities in the fiscal fourth quarter was $39 million compared to $41 million in the prior year period.
Free cash flow in the fiscal fourth quarter was $31 million compared to $34 million in the prior year period.
Total debt at the end of the fiscal year was $744 million down from $829 million at the beginning of the fiscal year.
Net debt at the end of the fiscal year was $690 million compared to $775 million at the beginning of the fiscal year.
The company ended the fiscal year with a net secured leverage ratio of 3.7x as calculated under our amended credit agreement as compared to 4.3x at the beginning of the fiscal year.

 

SEGMENT HIGHLIGHTS

 

The company operates under two reportable segments: North America and International.

 

 

Net Sales

 

Quarter Ended June 30, 2024

Year Ended June 30, 2024

 

$ Millions

Reported Growth Y/Y

M&A/Exit Impact1

Organic Growth Y/Y2

FX Impact2

$ Millions

Reported Growth Y/Y

M&A/Exit Impact1

Organic Growth Y/Y2

FX Impact2

North America

260

-8%

-3%

-5%

0%

1,056

-7%

-1%

-6%

0%

International

159

-4%

0%

-4%

0%

681

4%

0%

4%

4%

 

 

 

 

 

 

 

 

 

 

 

Total

419

-6%

-2%

-4%

0%

1,736

-3%

-1%

-2%

1%

 

1 Reflects the impact within reported net sales growth of the following items that are excluded from organic net sales growth: net sales from divested brands (Thinsters® snacks brand and Queen Helene® personal care brand), discontinued brands, and exited product categories.

2 For fiscal 2024, organic net sales growth is not adjusted for the impact of foreign exchange.

 

 


North America

The fiscal fourth quarter organic net sales decrease was 5% year-over-year, due primarily to lower sales in personal care, in part due to portfolio simplification, as well as reduced sales in infant formula within baby and kids, partially offset by growth in snacks.

 

Segment gross profit in the fiscal fourth quarter was $59 million, a decrease of 7% from the prior year period. Adjusted gross profit was also $59 million, a decrease of 9% from the prior year period. Gross margin was 22.6%, a 20-basis point increase from the prior year period, and adjusted gross margin was also 22.6%, a 20-basis point decrease from the prior year period. The increase in gross margin was driven by pricing partially offset by deleverage on lower sales volume. The decrease in adjusted gross margin was driven primarily by cost inflation and deleverage on lower sales volume, partially offset by productivity and pricing.

 

Adjusted EBITDA in the fiscal fourth quarter was $21 million compared to $27 million in the prior year period. The decrease was driven primarily by deleverage on lower volume. Adjusted EBITDA margin was 8.0% compared to 9.6% in the prior year period.

 

For fiscal 2024, North America organic net sales decreased 6% compared to the prior year. The decrease was primarily due to lower sales in infant formula within baby and kids as well as personal care, in part due to portfolio simplification, partially offset by growth in beverages.

 

Segment gross profit in fiscal 2024 was $231 million, a decrease of 12% from the prior year. Adjusted gross profit was $239 million, a decrease of 9% from the prior year. Gross margin was 21.9%, a 120-basis point decrease from the prior year, and adjusted gross margin was 22.6%, a 50-basis point decrease from the prior year. The decrease was driven primarily by cost inflation and deleverage on lower sales volume, partially offset by productivity and pricing.

 

Adjusted EBITDA in fiscal 2024 was $99 million compared to $123 million in the prior year. The decrease was driven primarily by deleverage on lower volume and inflation, partially offset by pricing. Adjusted EBITDA margin was 9.4% compared to 10.8% in the prior year period.

 

International

The fiscal fourth quarter organic net sales decline was 4% year-over-year, due primarily to lower sales in plant-based meat free within meal prep as well as in snacks, partially offset by growth in beverages.

 

Segment gross profit in the fiscal fourth quarter was $39 million, a 5% increase from the prior year period. Adjusted gross profit was also $39 million, an increase of 5% from the prior year period. Gross margin and adjusted gross margin were both 24.8%, a 210-basis point increase from the prior year period. The increase was primarily due productivity, partially offset by inflation.

 

Adjusted EBITDA in the fiscal fourth quarter was $27 million, compared to $27 million in the prior year period, as productivity offset inflation. Adjusted EBITDA margin was 17.0%, a 40-basis point improvement from the prior year period.

 

For fiscal 2024, organic net sales increased 4% year-over-year. The increase was primarily due to growth in soups within meal prep as well as in beverages, partially offset by lower sales in snacks. Organic net sales growth reflects 4 percentage points of growth from the favorable impact of foreign exchange.

 

Segment gross profit in fiscal 2024 was $150 million, a 12% increase from the prior year. Adjusted gross profit was $151 million, an increase of 13% from the prior year. Gross margin was 22.1%, a 170-basis point increase from the prior year, and adjusted gross margin was 22.2%, a 180-basis point increase from the prior year. The increase was mainly due to productivity and pricing, partially offset by inflation.

 

Adjusted EBITDA in fiscal 2024 was $95 million, an increase of 15% compared to the prior year. The increase was driven primarily by productivity, partially offset by inflation. Adjusted EBITDA margin was 14.0%, a 130-basis point improvement from the prior year.

 


 

CATEGORY HIGHLIGHTS

 

 

Net Sales

 

Quarter Ended June 30, 2024

Year Ended June 30, 2024

 

$ Millions

Reported Growth Y/Y

M&A/Exit Impact1

Organic Growth Y/Y2

FX Impact2

$ Millions

Reported Growth Y/Y

M&A/Exit Impact1

Organic Growth Y/Y2

FX Impact2

Snacks

121

-6%

-6%

0%

0%

463

-5%

-3%

-2%

0%

Baby & Kids

64

-10%

0%

-10%

0%

253

-11%

0%

-11%

2%

Beverages

56

3%

0%

3%

-1%

253

6%

0%

6%

2%

Meal Prep

149

-5%

0%

-5%

0%

662

1%

-1%

2%

3%

Personal Care

29

-21%

-4%

-17%

0%

105

-21%

-1%

-20%

0%

 

 

 

 

 

 

 

 

 

 

 

Total

419

-6%

-2%

-4%

0%

1,736

-3%

-1%

-2%

1%

 

1 Reflects the impact within reported net sales growth of the following items that are excluded from organic net sales growth: net sales from divested brands (Thinsters® snacks brand and Queen Helene® personal care brand), discontinued brands, and exited product categories.

2 For fiscal 2024, organic net sales growth is not adjusted for the impact of foreign exchange.

Snacks

Fiscal fourth quarter organic net sales growth was flat year-over-year, driven primarily by growth in Terra® and Garden Veggie Snacks™, offset by softness in Hartley’s® Jelly. For fiscal 2024, organic net sales growth was down 2% from the prior year. The decline in organic net sales was driven predominately by Terra® and ParmCrisps®, partially offset by growth in Garden Veggie Snacks™.

 

Baby & Kids

The fiscal fourth quarter organic net sales decline of 10% year-over-year was primarily driven by infant formula supply, partially offset by growth in Earth’s Best® snacks and Ella’s Kitchen®. For fiscal 2024, the organic net sales decline of 11% from the prior year was driven primarily by infant formula supply.

 

Beverages

Fiscal fourth quarter organic net sales growth was 3% year-over-year. The increase was driven by non-dairy beverage in Europe. For fiscal 2024, organic net sales growth was 6% versus the prior year. The increase was driven by non-dairy beverage as well as Celestial Seasonings® tea.

 

Meal Prep

The fiscal fourth quarter organic net sales decline of 5% year-over-year was driven primarily by softness in meat-free in both Linda McCartney’s® Foods in the UK and Yves® in North America, as well as by short-term softness in private label spreads & drizzles in the UK. This was partially offset by continued strong growth in the soup brands in the UK. For fiscal 2024 organic net sales growth was 2% versus the prior year. The increase was driven by strength in soup and private label spreads and drizzles in the UK, partially offset by softness in Linda McCartney’s® Foods and Yves® plant-based meat free.

 

Personal Care

The fiscal fourth quarter organic net sales decline was 17% year-over-year. The decline was driven by softness across the portfolio and by the impact of portfolio simplification as we continue to focus on the execution of our stabilization plan. For fiscal 2024, the organic net sales decline was 20% versus the prior year, due to softness across most of the portfolio as we continue to focus on the execution of our stabilization plan.

 

 


FISCAL 2025 GUIDANCE*

 

The company is offering the following guidance for fiscal 2025:

 

Organic net sales growth is expected to be flat or better.
o
The definition of organic net sales will be updated for fiscal 2025 to exclude the impact of foreign exchange in addition to the impact of acquisitions, divestitures, discontinued brands and exited product categories.
Adjusted EBITDA is expected to grow by mid-single-digits.
Gross margin is expected to increase by at least 125 basis points.
Free cash flow is expected to be at least $60 million.

 

The forward-looking non-GAAP financial measures included in this section are not reconciled to the comparable forward-looking GAAP financial measures. The company is not able to reconcile these forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures without unreasonable efforts because the company is unable to predict with a reasonable degree of certainty the type and extent of certain items that would be expected to impact GAAP measures but would not impact the non-GAAP measures. Such items may include certain litigation and related expenses, transaction costs associated with acquisitions and divestitures, productivity and transformation costs, impairments, gains or losses on sales of assets and businesses, foreign exchange movements and other items. The unavailable information could have a significant impact on the company’s GAAP financial results.

 

Conference Call and Webcast Information

 

Hain Celestial will host a conference call and webcast today at 8:00 AM ET to discuss its results and business outlook. The live webcast and accompanying presentation are available under the Investors section of the company’s corporate website at www.hain.com. Investors and analysts can access the live call by dialing 877-407-9716 or 201-493-6779. Participation by the press and public in the Q&A session will be in listen-only mode. A replay of the call will be available approximately shortly after the conclusion of the live call until Tuesday, September 3, 2024, and can be accessed by dialing 844-512-2921 or 412-317-6671 and referencing the conference access ID: 13747882.

 

About The Hain Celestial Group

Hain Celestial Group is a leading health and wellness company whose purpose is to inspire healthier living for people, communities and the planet through better-for-you brands. For more than 30 years, Hain has intentionally focused on delivering nutrition and well-being that positively impacts today and tomorrow. Headquartered in Hoboken, N.J., Hain Celestial's products across snacks, baby/kids, beverages, meal preparation, and personal care, are marketed and sold in over 70 countries around the world. Our leading brands include Garden Veggie Snacks™, Terra® chips, Garden of Eatin'® snacks, Hartley’s® Jelly, Earth's Best® and Ella's Kitchen® baby and kids foods, Celestial Seasonings® teas, Joya® and Natumi® plant-based beverages, Greek Gods® yogurt, Cully & Sully®, Yorkshire Provender®, New Covent Garden® and Imagine® soups, Yves® and Linda McCartney's® (under license) meat-free, and Avalon Organics® personal care, among others. For more information, visit hain.com and LinkedIn.

 

 


Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks, uncertainties and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statements. The words “believe,” “expect,” “anticipate,” “may,” “should,” “plan,” “intend,” “potential,” “will” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements include, among other things: our beliefs or expectations relating to our future performance, results of operations and financial condition; our strategic initiatives, including statements related to Hain Reimagined; our business strategy; our supply chain, including the availability and pricing of raw materials; our brand portfolio; pricing actions and product performance; inflation rates; and current or future macroeconomic trends.

 

Risks and uncertainties that may cause actual results to differ materially from forward-looking statements include: challenges and uncertainty resulting from the impact of competition; our ability to manage our supply chain effectively; input cost inflation, including with respect to freight and other distribution costs; disruption of operations at our manufacturing facilities; reliance on independent contract manufacturers; changes to consumer preferences; customer concentration; our ability to execute our cost reduction initiatives and related strategic initiatives; reliance on independent distributors; risks associated with operating internationally; the availability of organic ingredients; risks associated with outsourcing arrangements; risks associated with geopolitical conflicts or events; our ability to identify and complete acquisitions or divestitures and our level of success in integrating acquisitions; our reliance on independent certification for a number of our products; our ability to attract and retain highly skilled people; risks related to tax matters; impairments in the carrying value of goodwill or other intangible assets; the reputation of our company and our brands; our ability to use and protect trademarks; foreign currency exchange risk; general economic conditions; compliance with our credit agreement; cybersecurity incidents; disruptions to information technology systems; the impact of climate change and related disclosure regulations; liabilities, claims or regulatory change with respect to environmental matters; pending and future litigation, including litigation relating to Earth’s Best® baby food products; potential liability if our products cause illness or physical harm; the highly regulated environment in which we operate; compliance with data privacy laws; the adequacy of our insurance coverage; and other risks and matters described in our most recent Annual Report on Form 10-K and our other filings from time to time with the U.S. Securities and Exchange Commission.

 

We undertake no obligation to update forward-looking statements to reflect actual results or changes in assumptions or circumstances, except as required by applicable law.

 

Non-GAAP Financial Measures

 

This press release and the accompanying tables include non-GAAP financial measures, including, among others, organic net sales, adjusted operating income and its related margin, adjusted gross profit and its related margin, adjusted net income and its related margin, adjusted earnings per diluted share, adjusted EBITDA and its related margin, free cash flow and net debt. The reconciliations of historic non-GAAP financial measures to the comparable GAAP financial measures are provided in the tables below. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures. In addition, these non-GAAP measures may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. They should be read only in connection with the company’s consolidated financial statements presented in accordance with GAAP.

 

We define our non-GAAP financial measures as follows:

 

Organic net sales (for fiscal 2024): net sales excluding the impact of acquisitions, divestitures, discontinued brands and exited product categories. To adjust organic net sales for the impact of acquisitions, the net sales of an acquired business are excluded from fiscal quarters constituting or falling within the current period and prior period where the applicable fiscal quarter in the prior

 


period did not include the acquired business for the entire quarter. To adjust organic net sales for the impact of divestitures, discontinued brands and exited product categories, the net sales of a divested business, discontinued brand or exited product category are excluded from all periods.

 

Organic net sales (for fiscal 2025): net sales excluding the impact of acquisitions, divestitures, discontinued brands and exited product categories and foreign exchange. To adjust organic net sales for the impact of acquisitions, the net sales of an acquired business are excluded from fiscal quarters constituting or falling within the current period and prior period where the applicable fiscal quarter in the prior period did not include the acquired business for the entire quarter. To adjust organic net sales for the impact of divestitures, discontinued brands and exited product categories, the net sales of a divested business, discontinued brand or exited product category are excluded from all periods. To adjust organic net sales for the impact of foreign exchange, current period net sales for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average monthly exchange rates in effect during the corresponding period of the prior fiscal year, rather than at the actual average monthly exchange rate in effect during the current period of the current fiscal year.

 

Adjusted gross profit and its related margin: gross profit, before plant closure related costs, net, warehouse and manufacturing consolidation and other costs, net, and other costs.

 

Adjusted operating income and its related margin: operating loss before certain litigation expenses, net, plant closure related costs, net, productivity and transformation costs, CEO succession costs, warehouse and manufacturing consolidation and other costs, net, costs associated with acquisitions, divestitures and other transactions, and intangibles and long-lived asset impairments.

 

Adjusted net income and its related margin and diluted net income per common share, as adjusted: net loss, adjusted to exclude the impact of certain litigation expenses, net, plant closure related costs, net, productivity and transformation costs, CEO succession costs, warehouse and manufacturing consolidation and other costs, net, costs associated with acquisitions, divestitures and other transactions, (gains) losses on sales of assets, intangibles and long-lived asset impairments, unrealized currency (gains) losses and the related tax effects of such adjustments, and other costs.

 

Adjusted EBITDA: net loss before net interest expense, income taxes, depreciation and amortization, equity in net loss of equity-method investees, stock-based compensation, net, unrealized currency losses, certain litigation and related costs, plant closure related costs, net, productivity and transformation costs, CEO succession costs, warehouse and manufacturing consolidation and other costs, costs associated with acquisitions, divestitures and other transactions, (gains) losses on sales of assets, transaction and integration costs, net, goodwill impairment, intangibles and long-lived asset impairments and other adjustments.

 

Free cash flow: net cash provided by operating activities less purchases of property, plant and equipment.

 

Net debt: total debt less cash and cash equivalents.

 

We believe that the non-GAAP financial measures presented provide useful additional information to investors about current trends in the company’s operations and are useful for period-over-period comparisons of operations. We provide:

 

Organic net sales to demonstrate the growth rate of net sales excluding the impact of acquisitions, divestitures and discontinued brands (and, starting in fiscal 2025, foreign exchange), and believe organic net sales is useful to investors because it enables them to better understand the growth of our business from period to period.

 

 


Adjusted results as important supplemental measures of our performance and believe they are frequently used by securities analysts, investors and other interested parties in the evaluation of our Company and companies in our industry.

 

Free cash flow as one factor in evaluating the amount of cash available for discretionary investments.

 

Net debt as a useful measure to monitor leverage and evaluate the balance sheet.

 

Investor Relations Contact:

Alexis Tessier
Investor.Relations@hain.com 

 

Media Contact:

Jen Davis

Jen.Davis@hain.com
 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

(unaudited and in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

 

 

 

 

 

 

 

 

Net sales

$418,799

 

$447,841

 

$1,736,286

 

$1,796,643

Cost of sales

320,796

 

347,098

 

1,355,454

 

1,400,229

Gross profit

98,003

 

100,743

 

380,832

 

396,414

Selling, general and administrative expenses

72,279

 

66,878

 

290,116

 

289,233

Intangibles and long-lived asset impairment

5,357

 

18,578

 

76,143

 

175,501

Productivity and transformation costs

7,294

 

1,592

 

27,741

 

7,284

Amortization of acquired intangible assets

1,061

 

1,601

 

5,780

 

10,016

Operating income (loss)

12,012

 

12,094

 

(18,948)

 

(85,620)

Interest and other financing expense, net

13,704

 

13,873

 

57,213

 

45,783

Other expense (income), net

4,327

 

591

 

4,120

 

(1,822)

Loss before income taxes and equity in net loss (income) of equity-method investees

(6,019)

 

(2,370)

 

(80,281)

 

(129,581)

(Benefit) provision for income taxes

(3,292)

 

16,421

 

(7,820)

 

(14,178)

Equity in net loss (income) of equity-method investees

210

 

(92)

 

2,581

 

1,134

Net loss

$(2,937)

 

$(18,699)

 

$(75,042)

 

$(116,537)

 

 

 

 

 

 

 

 

Net loss per common share:

 

 

 

 

 

 

 

Basic

$(0.03)

 

$(0.21)

 

$(0.84)

 

$(1.30)

Diluted

$(0.03)

 

$(0.21)

 

$(0.84)

 

$(1.30)

 

 

 

 

 

 

 

 

Shares used in the calculation of net loss per common share:

 

 

 

 

 

 

 

Basic

89,845

 

89,477

 

89,750

 

89,396

Diluted

89,845

 

89,477

 

89,750

 

89,396

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(unaudited and in thousands)

 

 

 

 

 

June 30, 2024

 

June 30, 2023

ASSETS

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$54,307

 

$53,364

Accounts receivable, net

179,190

 

160,948

Inventories

274,128

 

310,341

Prepaid expenses and other current assets

49,434

 

66,378

Total current assets

557,059

 

591,031

Property, plant and equipment, net

261,730

 

296,325

Goodwill

929,304

 

938,640

Trademarks and other intangible assets, net

244,799

 

298,105

Investments and joint ventures

10,228

 

12,798

Operating lease right-of-use assets, net

86,634

 

95,894

Other assets

27,794

 

25,846

Total assets

$2,117,548

$2,258,639

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

Current liabilities:

 

 

 

Accounts payable

$188,220

 

$134,780

Accrued expenses and other current liabilities

85,714

 

88,520

Current portion of long-term debt

7,569

 

7,567

Total current liabilities

281,503

 

230,867

Long-term debt, less current portion

736,523

 

821,181

Deferred income taxes

47,826

 

72,086

Operating lease liabilities, noncurrent portion

80,863

 

90,014

Other noncurrent liabilities

27,920

 

26,584

Total liabilities

1,174,635

 

1,240,732

Stockholders' equity:

 

 

 

Common stock

1,119

 

1,113

Additional paid-in capital

1,230,253

 

1,217,549

Retained earnings

577,519

 

652,561

Accumulated other comprehensive loss

(137,245)

 

(126,216)

 

1,671,646

 

1,745,007

Less: Treasury stock

(728,733)

 

(727,100)

Total stockholders' equity

942,913

1,017,907

Total liabilities and stockholders' equity

$2,117,548

 

$2,258,639

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

Net loss

$(2,937)

 

$(18,699)

 

$(75,042)

 

$(116,537)

Adjustments to reconcile net loss to net cash provided by operating activities

 

 

 

 

 

 

 

Depreciation and amortization

10,305

 

12,868

 

44,665

 

50,777

Deferred income taxes

(4,597)

 

18,856

 

(23,361)

 

(25,953)

Equity in net loss (income) of equity-method investees

210

 

(92)

 

2,581

 

1,134

Stock-based compensation, net

2,569

 

3,766

 

12,704

 

14,423

Intangibles and long-lived asset impairment

5,357

 

18,578

 

76,143

 

175,501

Loss (gain) on sale of assets

3,572

 

-

 

3,634

 

(3,529)

Other non-cash items, net

160

 

255

 

1,104

 

(1,271)

Increase (decrease) in cash attributable to changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

11,709

 

20,993

 

(18,963)

 

13,067

Inventories

4,039

 

8,723

 

31,471

 

189

Other current assets

276

 

(3,286)

 

14,106

 

(2,831)

Other assets and liabilities

1,174

 

(950)

 

(3,292)

 

2,546

Accounts payable and accrued expenses

7,559

 

(20,502)

 

50,605

 

(40,697)

Net cash provided by operating activities

39,396

 

40,510

 

116,355

 

66,819

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

Purchases of property, plant and equipment

(8,692)

 

(6,445)

 

(33,461)

 

(27,879)

Investments and joint ventures, net

-

 

-

 

-

 

433

Proceeds from sale of assets

8,019

 

48

 

9,539

 

7,806

Net cash used in investing activities

(673)

 

(6,397)

 

(23,922)

 

(19,640)

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

Borrowings under bank revolving credit facility

34,000

 

53,000

 

186,000

 

328,000

Repayments under bank revolving credit facility

(55,000)

 

(79,000)

 

(252,000)

 

(380,000)

Repayments under term loan

(12,575)

 

(1,875)

 

(18,200)

 

(7,500)

Payments of other debt, net

(21)

 

(29)

 

(3,896)

 

(2,145)

Employee shares withheld for taxes

(33)

 

(364)

 

(1,633)

 

(1,415)

Net cash used in financing activities

(33,629)

 

(28,268)

 

(89,729)

 

(63,060)

Effect of exchange rate changes on cash

(336)

 

3,837

 

(1,761)

 

3,733

Net increase (decrease) in cash and cash equivalents

4,758

 

9,682

 

943

 

(12,148)

Cash and cash equivalents at beginning of period

49,549

 

43,682

 

53,364

 

65,512

Cash and cash equivalents at end of period

$54,307

 

$53,364

 

$54,307

 

$53,364

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Net Sales, Gross Profit and Adjusted EBITDA by Segment

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

North America

 

International

 

Corporate/Other

 

Hain Consolidated

Net Sales

 

 

 

 

 

 

 

Net sales - Q4 FY24

$259,695

 

$159,104

 

$-

 

$418,799

Net sales - Q4 FY23

$281,756

 

$166,085

 

$-

 

$447,841

% change - FY24 net sales vs. FY23 net sales

(7.8)%

 

(4.2)%

 

 

 

(6.5)%

 

 

 

 

 

 

 

 

Gross Profit

 

 

 

 

 

 

 

Q4 FY24

 

 

 

 

 

 

 

Gross profit

$58,574

 

$39,429

 

$-

 

$98,003

Non-GAAP adjustments(1)

-

 

(12)

 

-

 

(12)

Adjusted gross profit

$58,574

 

$39,417

 

$-

 

$97,991

% change - FY24 gross profit vs. FY23 gross profit

(7.1)%

 

4.6%

 

 

 

(2.7)%

% change - FY24 adjusted gross profit vs. FY23 adjusted gross profit

(8.6)%

 

4.6%

 

 

 

(3.7)%

Gross margin

22.6%

 

24.8%

 

 

 

23.4%

Adjusted gross margin

22.6%

 

24.8%

 

 

 

23.4%

 

 

 

 

 

 

 

 

Q4 FY23

 

 

 

 

 

 

 

Gross profit

$63,051

 

$37,692

 

$-

 

$100,743

Non-GAAP adjustments(1)

1,025

 

-

 

-

 

1,025

Adjusted gross profit

$64,076

 

$37,692

 

$-

 

$101,768

Gross margin

22.4%

 

22.7%

 

 

 

22.5%

Adjusted gross margin

22.7%

 

22.7%

 

 

 

22.7%

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

 

 

 

 

Q4 FY24

 

 

 

 

 

 

 

Adjusted EBITDA

$20,900

 

$27,020

 

$(8,376)

 

$39,544

% change - FY24 adjusted EBITDA vs. FY23 adjusted EBITDA

(22.5)%

 

(1.7)%

 

23.4%

 

(9.1)%

Adjusted EBITDA margin

8.0%

 

17.0%

 

 

 

9.4%

 

 

 

 

 

 

 

 

Q4 FY23

 

 

 

 

 

 

 

Adjusted EBITDA

$26,959

 

$27,487

 

$(10,930)

 

$43,516

Adjusted EBITDA margin

9.6%

 

16.6%

 

 

 

9.7%

 

 

 

 

 

 

 

 

(1) See accompanying table "Adjusted Gross Profit and Adjusted Operating Income"

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Net Sales, Gross Profit and Adjusted EBITDA by Segment

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

North America

 

International

 

Corporate/Other

 

Hain Consolidated

Net Sales

 

 

 

 

 

 

 

Net sales - Q4 FY24 YTD

$1,055,527

 

$680,759

 

$-

 

$1,736,286

Net sales - Q4 FY23 YTD

$1,139,162

 

$657,481

 

$-

 

$1,796,643

% change - FY24 net sales vs. FY23 net sales

(7.3)%

 

3.5%

 

 

 

(3.4)%

 

 

 

 

 

 

 

 

Gross Profit

 

 

 

 

 

 

 

Q4 FY24 YTD

 

 

 

 

 

 

 

Gross profit

$230,689

 

$150,143

 

$-

 

$380,832

Non-GAAP adjustments(1)

8,157

 

804

 

-

 

8,961

Adjusted gross profit

$238,846

 

$150,947

 

$-

 

$389,793

% change - FY24 gross profit vs. FY23 gross profit

(12.1)%

 

12.1%

 

 

 

(3.9)%

% change - FY24 adjusted gross profit vs. FY23 adjusted gross profit

(9.4)%

 

12.7%

 

 

 

(1.9)%

Gross margin

21.9%

 

22.1%

 

 

 

21.9%

Adjusted gross margin

22.6%

 

22.2%

 

 

 

22.4%

 

 

 

 

 

 

 

 

Q4 FY23 YTD

 

 

 

 

 

 

 

Gross profit

$262,455

 

$133,959

 

$-

 

$396,414

Non-GAAP adjustments(1)

1,099

 

10

 

-

 

1,109

Adjusted gross profit

$263,554

 

$133,969

 

$-

 

$397,523

Gross margin

23.0%

 

20.4%

 

 

 

22.1%

Adjusted gross margin

23.1%

 

20.4%

 

 

 

22.1%

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

 

 

 

 

Q4 FY24 YTD

 

 

 

 

 

 

 

Adjusted EBITDA

$98,728

 

$94,974

 

$(39,180)

 

$154,522

% change - FY24 adjusted EBITDA vs. FY23 adjusted EBITDA

(20.0)%

 

14.5%

 

1.5%

 

(7.3)%

Adjusted EBITDA margin

9.4%

 

14.0%

 

 

 

8.9%

 

 

 

 

 

 

 

 

Q4 FY23 YTD

 

 

 

 

 

 

 

Adjusted EBITDA

$123,443

 

$82,945

 

$(39,766)

 

$166,622

Adjusted EBITDA margin

10.8%

 

12.6%

 

 

 

9.3%

 

 

 

 

 

 

 

 

(1) See accompanying table "Adjusted Gross Profit and Adjusted Operating Income"

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Adjusted Gross Profit and Adjusted Operating Income

(unaudited and in thousands, except per share amounts)

 

 

 

 

 

 

 

 

Reconciliation of Gross Profit, GAAP to Gross Profit, as Adjusted:

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

Gross profit, GAAP

$98,003

 

$100,743

 

$380,832

 

$396,414

Adjustments to Cost of sales:

 

 

 

 

 

 

 

Plant closure related costs, net

(12)

 

1,025

 

6,523

 

1,099

Warehouse/manufacturing consolidation and other costs, net

-

 

-

 

995

 

10

Other

-

 

-

 

1,443

 

-

Gross profit, as adjusted

$97,991

 

$101,768

 

$389,793

 

$397,523

 

 

 

 

 

 

 

 

Reconciliation of Operating Income (Loss), GAAP to Operating Income, as Adjusted:

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

Operating income (loss), GAAP

$12,012

 

$12,094

 

$(18,948)

 

$(85,620)

Adjustments to Cost of sales:

 

 

 

 

 

 

 

Plant closure related costs, net

(12)

 

1,025

 

6,523

 

1,099

Warehouse/manufacturing consolidation and other costs, net

-

 

-

 

995

 

10

Other

-

 

-

 

1,443

 

-

 

 

 

 

 

 

 

 

Adjustments to Operating expenses(a):

 

 

 

 

 

 

 

Productivity and transformation costs

7,294

 

1,592

 

27,741

 

7,284

Intangibles and long-lived asset impairment

5,357

 

18,578

 

76,143

 

175,501

Certain litigation expenses, net(b)

3,189

 

(4,732)

 

7,262

 

(1,369)

Plant closure related costs, net

(25)

 

-

 

154

 

(1)

Transaction and integration costs, net

(316)

 

34

 

(34)

 

2,018

CEO succession

-

 

-

 

-

 

5,113

Warehouse/manufacturing consolidation and other costs, net

-

 

127

 

-

 

2,696

Operating income, as adjusted

$27,499

 

$28,718

 

$101,279

 

$106,731

 

 

 

 

 

 

 

 

(a) Operating expenses include amortization of acquired intangibles, selling, general and administrative expenses, intangibles and long-lived asset impairment and productivity and transformation costs.

(b) Expenses and items relating to securities class action, baby food litigation and SEC investigation.

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Adjusted Net Income and Adjusted EPS

(unaudited and in thousands, except per share amounts)

 

 

 

 

 

 

 

 

Reconciliation of Net Loss, GAAP to Net Income, as Adjusted:

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

Net loss, GAAP

$(2,937)

 

$(18,699)

 

$(75,042)

 

$(116,537)

Adjustments to Cost of sales:

 

 

 

 

 

 

 

Plant closure related costs, net

(12)

 

1,025

 

6,523

 

1,099

Warehouse/manufacturing consolidation and other costs, net

-

 

-

 

995

 

10

Other

-

 

-

 

1,443

 

-

 

 

 

 

 

 

 

 

Adjustments to Operating expenses(a):

 

 

 

 

 

 

 

Productivity and transformation costs

7,294

 

1,592

 

27,741

 

7,284

Intangibles and long-lived asset impairment

5,357

 

18,578

 

76,143

 

175,501

Certain litigation expenses, net(b)

3,189

 

(4,732)

 

7,262

 

(1,369)

Plant closure related costs, net

(25)

 

-

 

154

 

(1)

Transaction and integration costs, net

(316)

 

34

 

(34)

 

2,018

CEO succession

-

 

-

 

-

 

5,113

Warehouse/manufacturing consolidation and other costs, net

-

 

127

 

-

 

2,696

 

 

 

 

 

 

 

 

Adjustments to Interest and other expense, net(c):

 

 

 

 

 

 

 

Loss (gain) on sale of assets

4,322

 

-

 

4,384

 

(3,529)

Unrealized currency (gains) losses

(74)

 

451

 

9

 

1,102

 

 

 

 

 

 

 

 

Adjustments to (Benefit) provision for income taxes:

 

 

 

 

 

 

 

Net tax impact of non-GAAP adjustments

(5,466)

 

11,673

 

(19,605)

 

(28,478)

Net income, as adjusted

$11,332

 

$10,049

 

$29,973

 

$44,909

Net loss margin

(0.7)%

 

(4.2)%

 

(4.3)%

 

(6.5)%

Adjusted net income margin

2.7%

 

2.2%

 

1.7%

 

2.5%

 

 

 

 

 

 

 

 

Diluted shares used in the calculation of net loss per common share:

89,845

 

89,477

 

89,750

 

89,396

Diluted shares used in the calculation of adjusted net income per common share:

89,965

 

89,698

 

89,923

 

89,604

 

 

 

 

 

 

 

 

Diluted net loss per common share, GAAP

$(0.03)

 

$(0.21)

 

$(0.84)

 

$(1.30)

Diluted net income per common share, as adjusted

$0.13

 

$0.11

 

$0.33

 

$0.50

 

 

 

 

 

 

 

 

(a) Operating expenses include amortization of acquired intangibles, selling, general and administrative expenses, intangibles and long-lived asset impairment and productivity and transformation costs.

(b) Expenses and items relating to securities class action, baby food litigation and SEC investigation.

(c) Interest and other expense, net includes interest and other financing expenses, net, unrealized currency (gains) losses, loss (gain) on sale of assets and other expense, net.

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Organic Net Sales Growth

(unaudited and in thousands)

 

 

 

 

 

 

Q4 FY24

North America

 

International

 

Hain Consolidated

Net sales

$259,695

 

$159,104

 

$418,799

Divestitures, discontinued brands and exited product categories

(1,043)

 

(593)

 

(1,636)

Organic net sales

$258,652

 

$158,511

 

$417,163

 

 

 

 

 

 

Q4 FY23

 

 

 

 

 

Net sales

$281,756

 

$166,085

 

$447,841

Divestitures, discontinued brands and exited product categories

(10,484)

 

(581)

 

(11,065)

Organic net sales

$271,272

 

$165,504

 

$436,776

 

 

 

 

 

 

Net sales decline

(7.8)%

 

(4.2)%

 

(6.5)%

Impact of divestitures, discontinued brands and exited product categories

3.1%

 

(0.0)%

 

2.0%

Organic net sales decline

(4.7)%

 

(4.2)%

 

(4.5)%

 

 

 

 

 

 

Q4 FY24 YTD

North America

 

International

 

Hain Consolidated

Net sales

$1,055,527

 

$680,759

 

$1,736,286

Divestitures, discontinued brands and exited product categories

(19,519)

 

(1,682)

 

(21,201)

Organic net sales

$1,036,008

 

$679,077

 

$1,715,085

 

 

 

 

 

 

Q4 FY23 YTD

 

 

 

 

 

Net sales

$1,139,162

 

$657,481

 

$1,796,643

Divestitures, discontinued brands and exited product categories

(36,093)

 

(2,662)

 

(38,755)

Organic net sales

$1,103,069

 

$654,819

 

$1,757,888

 

 

 

 

 

 

Net sales (decline) growth

(7.3)%

 

3.5%

 

(3.4)%

Impact of divestitures, discontinued brands and exited product categories

1.2%

 

0.2%

 

1.0%

Organic net sales (decline) growth

(6.1)%

 

3.7%

 

(2.4)%

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Adjusted EBITDA

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

 

 

 

 

 

 

 

 

Net loss

$(2,937)

 

$(18,699)

 

$(75,042)

 

$(116,537)

 

 

 

 

 

 

 

 

Depreciation and amortization

10,305

 

12,868

 

44,665

 

50,777

Equity in net loss (income) of equity-method investees

210

 

(92)

 

2,581

 

1,134

Interest expense, net

12,954

 

13,354

 

54,232

 

43,936

(Benefit) provision for income taxes

(3,292)

 

16,421

 

(7,820)

 

(14,178)

Stock-based compensation, net

2,569

 

3,766

 

12,704

 

14,423

Unrealized currency (gains) losses

(74)

 

278

 

17

 

929

Certain litigation expenses, net(a)

3,189

 

(4,732)

 

7,262

 

(1,369)

Restructuring activities

 

 

 

 

 

 

 

Productivity and transformation costs

7,294

 

1,592

 

27,741

 

7,284

Plant closure related costs, net

(37)

 

21

 

5,251

 

94

Warehouse/manufacturing consolidation and other costs, net

-

 

127

 

995

 

1,026

CEO succession

-

 

-

 

-

 

5,113

Acquisitions, divestitures and other

 

 

 

 

 

 

 

Loss (gain) on sale of assets

4,322

 

-

 

4,384

 

(3,529)

Transaction and integration costs, net

(316)

 

34

 

(34)

 

2,018

Impairment charges

 

 

 

 

 

 

 

Intangibles and long-lived asset impairment

5,357

 

18,578

 

76,143

 

175,501

Other

-

 

-

 

1,443

 

-

Adjusted EBITDA

$39,544

 

$43,516

 

$154,522

 

$166,622

 

 

 

 

 

 

 

 

(a) Expenses and items relating to securities class action, baby food litigation and SEC investigation.

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Free Cash Flow

(unaudited and in thousands)

 

 

 

 

 

 

 

 

 

Fourth Quarter

 

Fourth Quarter Year to Date

 

2024

 

2023

 

2024

 

2023

 

 

 

 

 

 

 

 

Net cash provided by operating activities

$39,396

 

$40,510

 

$116,355

 

$66,819

Purchases of property, plant and equipment

(8,692)

 

(6,445)

 

(33,461)

 

(27,879)

Free cash flow

$30,704

 

$34,065

 

$82,894

 

$38,940

 

 

 


THE HAIN CELESTIAL GROUP, INC. AND SUBSIDIARIES

Net Debt

(unaudited and in thousands)

 

 

 

 

 

June 30, 2024

 

June 30, 2023

Debt

 

 

 

Long-term debt, less current portion

$736,523

 

$821,181

Current portion of long-term debt

7,569

 

7,567

Total debt

744,092

 

828,748

Less: Cash and cash equivalents

54,307

 

53,364

Net debt

$689,785

 

$775,384