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
April 22, 2004
Date of Report
(Date of earliest event reported)
Hershey Foods Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
|
1-183
(Commission File Number) |
23-0691590
(IRS Employer Identification No.) |
100 Crystal A Drive, Hershey, Pennsylvania 17033
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (717) 534-6799
Page 1 of 3 Pages
Exhibit Index - Page 3
INFORMATION TO BE INCLUDED IN REPORT
Item 7. Financial Statements and Exhibits
(c) Exhibits
| 99.1 Press Release dated April 22, 2004 |
Item 9. Regulation FD Disclosure
Item 12. Results of Operations and Financial Condition
On April 22, 2004, Hershey Foods Corporation (the “Corporation”) issued a press release announcing sales and earnings for the first quarter of 2004 and also announced a two-for-one stock split effected in the form of a 100 percent stock dividend to stockholders of record May 25, 2004. A copy of the Corporation’s press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
The information in this Current Report, including the exhibit, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, and shall not be incorporated by reference into any registration statement or other document filed 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.
SIGNATURE
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.
Date: April 22, 2004
HERSHEY FOODS CORPORATION
By:
/s/Frank Cerminara
Frank Cerminara
Senior Vice President,
Chief Financial Officer
Page 2 of 3 Pages
Exhibit Index - Page 3
EXHIBIT INDEX
| Exhibit No. | Description |
| 99.1 |
Hershey Foods Corporation Press Release dated April 22, 2004. |
Page 3 of 3 Pages
Exhibit Index – Page
3
Exhibit 99.1
HERSHEY FOODS ANNOUNCES
RECORD FIRST QUARTER RESULTS
AND DECLARES A TWO-FOR-ONE STOCK SPLIT
HERSHEY, Pa., April 22, 2004 — Hershey Foods Corporation (NYSE:HSY) today announced record sales and earnings from operations for the first quarter ended April 4, 2004. Consolidated net sales for the first quarter were $1,013,089,000 compared with $953,162,000 for the first quarter of 2003, an increase of 6.3 percent. Net income was $107,147,000, or $.82 per share-diluted, compared with $97,558,000, or $.73 per share-diluted, in the first quarter of 2003, an increase of 12.3 percent in earnings per share.
The company also announced today that its Board of Directors has approved a two-for-one stock split in the form of a 100 percent stock dividend to stockholders of record May 25, 2004. Hershey stockholders will receive one additional share for each share in their possession on that date. This does not change the proportionate interest a stockholder maintains in the company. The additional shares will be distributed on June 15, 2004.
“I’m very pleased with our results this quarter,” said Richard H. Lenny, Chairman, President, and Chief Executive Officer. “The combination of higher margin, on-trend new items and continued cost control, yielded strong sales growth, market share expansion, and record profitability. We continue to gain momentum in our areas of strategic focus from both a consumer and customer standpoint.
“As we look ahead, innovative new products and packaging, within core confectionery and the broader snack market, will play a key role in delivering profitable, organic growth. Further, the two-for-one stock split approved by the Board of Directors reflects our belief in Hershey’s future growth prospects and our commitment to increasing shareholder value over the long term. For 2004, we continue to target sales growth of three to four percent and diluted earnings per share growth of nine to eleven percent,” Lenny concluded.
Safe Harbor Statement
This release contains statements which are forward looking. These statements are made based upon current expectations which are subject to risk and uncertainty. Actual results may differ materially from those contained in the forward-looking statements. Factors which could cause results to differ materially include, but are not limited to: changes in the confectionery and grocery business environment, including actions of competitors and changes in confectionery preferences; customer and consumer response to selling price increases; changes in governmental laws and regulations, including taxes; market demand for new and existing products; changes in raw material and other costs; pension cost factors such as actuarial assumptions, market performance, and employee retirement decisions; adequacy of the Company’s bad debt reserve; the Company’s ability to implement improvements to reduce costs associated with its supply chain; and the Company’s ability to successfully implement its rationalization and realignment initiatives, as discussed in the Company’s annual report on Form 10-K for 2003.
Live Webcast
As previously announced, the Company will hold a conference call with analysts today at 11 a.m. Eastern Time. The conference call will be webcast live via Hershey’s corporate Web site www.hersheys.com. Please go to the Investor Relations Section of the Web site for further details.
_________________
Media Contact: Christine M. Dugan
717-508-3238
Financial Contact: James A. Edris 717-534-7556
Hershey Foods Corporation
Summary of Consolidated Statements of Income
for the periods ended April 4, 2004 and March 30, 2003
(in thousands of dollars except per share amounts)
First Quarter
-------------
2004 2003
---- ----
Net Sales $1,013,089 $953,162
------------ -----------
Costs and Expenses:
Cost of Sales 625,632 596,879
Selling, Marketing and Administrative 204,133 187,552
------------ -----------
Total Costs and Expenses 829,765 784,431
------------ -----------
Income Before Interest and Income Taxes
(EBIT) 183,324 168,731
Interest Expense, net 14,854 14,611
------------ -----------
Income Before Income Taxes 168,470 154,120
Provision for Income Taxes 61,323 56,562
------------ -----------
Net Income $107,147 $97,558
============ ===========
Net Income Per Share - Basic $0.82 $0.73
============ ===========
- Diluted $0.82 $0.73
============ ===========
Shares Outstanding - Basic 129,880 133,366
============ ===========
- Diluted 131,027 134,228
============ ===========
Key Margins:
Gross Margin 38.2% 37.4%
EBIT Margin 18.1% 17.7%
Net Margin 10.6% 10.2%
Hershey Foods Corporation
Consolidated Balance Sheets
as of April 4, 2004 and December 31, 2003
(in thousands of dollars)
Assets 2004 2003
- ------ ---- ----
Cash and Cash Equivalents $235,372 $114,793
Accounts Receivable - Trade (Net) 273,448 407,612
Deferred Income Taxes 17,893 13,285
Inventories 551,826 492,859
Prepaid Expenses and Other 105,901 103,020
------------ ---------------
Total Current Assets 1,184,440 1,131,569
Net Plant and Property 1,677,147 1,661,939
Goodwill 388,469 388,960
Other Intangibles 38,454 38,511
Other Assets 352,453 361,561
------------ ---------------
Total Assets $3,640,963 $3,582,540
============ ===============
Liabilities and Stockholders' Equity
- ------------------------------------
Loans Payable $28,375 $12,509
Accounts Payable 153,299 132,222
Accrued Liabilities 365,012 416,181
Taxes Payable 47,626 24,898
------------ ---------------
Total Current Liabilities 594,312 585,810
Long-Term Debt 971,418 968,499
Other Long-Term Liabilities 378,720 370,776
Deferred Income Taxes 376,650 377,589
------------ ---------------
Total Liabilities 2,321,100 2,302,674
Total Stockholders' Equity 1,319,863 1,279,866
------------ ---------------
Total Liabilities and Stockholders' Equity $3,640,963 $3,582,540
============ ===============