false
0000880117
SANFILIPPO JOHN B & SON INC
0000880117
2024-05-01
2024-05-01
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): May 01, 2024 (
May 01, 2024
)
JOHN B. SANFILIPPO & SON, INC.
(Exact name of Registrant as Specified in Its Charter)
Delaware 0-19681 36-2419677
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
1703 N. RANDALL ROAD
Elgin 60123-7820
,
Illinois
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code:
(847)
289-1800
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 Name of each exchange on which registered
Symbol(s)
Common Stock, $.01 par value per share JBSS 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 ((s)/230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ((s)/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.
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Item 2.02 Results of Operations and Financial Condition.
The following information is furnished pursuant to Item 2.02, "Results of
Operations and Financial Condition".
On May 1, 2024, John B. Sanfilippo & Son, Inc. issued a press release
regarding its financial results for the third quarter and thirty-nine weeks
ended March 28, 2024. This press release is attached hereto as Exhibit 99.1
and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The exhibits furnished herewith are listed in the Exhibit Index of this
Current Report on Form 8-K.
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EXHIBIT INDEX
Exhibits Description
99.1 Press Release dated May 1, 2024.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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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.
JOHN B. SANFILIPPO & SON, INC.
Date: May 1, 2024 By: /s/ Frank S. Pellegrino
Frank S. Pellegrino
Chief Financial Officer, Executive Vice President,
Finance and Administration
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Exhibit 99.1
John B. Sanfilippo & Son, Inc. Reports Fiscal 2024 Third Quarter Results
Sales Volume Increased 22.6% and Net Sales Increased 14.0% to $271.9M Driven
by Snack Bar Sales from the Lakeville Acquisition*
Elgin, IL, May 1, 2024 -- John B. Sanfilippo & Son, Inc. (NASDAQ: JBSS)
(the Company) today announced financial results for its fiscal 2024 third
quarter ended March 28, 2024.
Third Quarter Summary*
"
Net sales increased $33.3 million, or 14.0%, to $271.9 million
"
Sales volume increased 17.0 million pounds, or 22.6%, to 92.0 million pounds
"
Gross profit decreased 1.2% to $49.2 million
"
Diluted EPS decreased 14.8% to $1.15 per share
CEO Commentary
I am pleased to report the Lakeville Acquisition increased quarterly sales
volume by 18.1 million pounds, or 24.1% over the third quarter of fiscal 2023,
and increased our quarterly net sales by approximately $46.9 million, or 19.7%
over the third quarter of fiscal 2023. We have made great progress in
optimizing the operations in Lakeville and we currently expect it to become
accretive to our operating income during the upcoming fourth quarter, which is
significantly ahead of our initial schedule. We also sold in the third quarter
approximately $3.2 million of our own internally developed nutrition bars,
which complements the snack bars produced in Lakeville. I would like to
personally thank all our employees who have worked with passion, dedication,
and a sense of urgency to optimize the operations at Lakeville and continue to
drive improvements, stated Jeffrey T. Sanfilippo, Chief Executive Officer.
Sales volume for the third quarter, excluding the impact of the Lakeville
Acquisition, decreased 1.4% mainly due to decreased sales volume in our
contract packaging sales channel. Even though we continue to operate in an
environment of elevated retail selling prices and cautious consumers, our
consumer distribution channel delivered strong results. Our private brand
business reversed two consecutive quarters of decreasing sales volume. While
our branded business sales volume decreased in the quarter, it represented a
significant improvement over the decreases we experienced over the last three
quarters as we continue to see strong momentum at a major e-commerce customer
for our branded products, Mr. Sanfilippo stated.
*
Results include the impact of the acquisition of the TreeHouse Foods snack bar
business (the Lakeville Acquisition) which was completed on September 29,
2023, the first day of our second fiscal quarter.
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Third Quarter Results
Net Sales
Net sales for the third quarter of fiscal 2024 increased $33.3 million, or
14.0%, to $271.9 million and included approximately $46.9 million of net sales
from the Lakeville Acquisition. Excluding the Lakeville Acquisition, net sales
decreased $13.6 million, or 5.7%. The decline was due to a 4.3% decrease in
the weighted average sales price per pound and a 1.4% decrease in sales
volume, which is defined as pounds sold to customers. The decrease in the
weighted average selling price primarily resulted from lower commodity
acquisition costs for all major tree nuts except walnuts, which was partially
offset by higher commodity acquisition costs for peanuts. Sales volume
declined for all major nut types in the third quarter.
Sales
Volume
Consumer Distribution Channel + 33.1% (+0.3% excluding the impact of the
Lakeville Acquisition)
"
Private Brand + 38.6%
This sales volume increase was driven by the Lakeville Acquisition, which
sales volume is almost exclusively private brand bars. Excluding the Lakeville
Acquisition, sales volume increased 0.5%. The increase was driven by increased
peanut butter and nutrition bar distribution, which was partially offset by a
decrease in snack and trail mix volume at a mass merchandising retailer. In
addition, new sales distribution of snack and trail mix at a grocery store
retailer was partially offset by lost distribution at a drug channel customer.
"
Branded** - 5.8%
This sales volume decrease was primarily attributable to a 15.8% decrease in
the sales volume of
Fisher
snack nuts due to lost distribution at a mass merchandising retailer and
decreased sales volume at several grocery store retailers. These decreases
were partially offset by an increase in e-commerce sales volume.
Commercial Ingredients Distribution Channel
2.4% (- 3.0% excluding the impact of the Lakeville Acquisition)
This sales volume decrease was mainly driven by decreased sales volume due to
competitive pricing pressure and non-recurring peanut butter sales at a
foodservice distributor that occurred in the third quarter of fiscal 2023.
This decrease was partially offset by new peanut butter business at two other
foodservice distributors and sales volume of loose granola associated with the
Lakeville Acquisition.
Contract Packaging Distribution Channel
11.3%
This sales volume decrease was due to decreased cashew and mixed nut
distribution by a major customer due to soft consumer demand.
Gross Profit
Gross profit margin decreased to 18.1% of net sales from 20.9% of net sales in
the prior comparable quarter mainly related to the higher net sales base from
the Lakeville Acquisition. Gross profit, which was positively impacted
approximately $3.0 million due to the Lakeville Acquisition, of which
approximately $1.7 million was related to the partial release of an inventory
valuation reserve initially recorded at the acquisition date, decreased
slightly by approximately $0.6 million, or 1.2%. Excluding the Lakeville
Acquisition, gross profit margin decreased slightly by 0.3% and gross profit
decreased by approximately $3.6 million, or 7.2%. The decrease in gross profit
margin and gross profit was due to higher commodity acquisition costs for
peanuts and walnuts, reduced production volume and increased expenditures
relating to facility repairs and maintenance, noncompliant inventory and
incentive compensation.
**
Includes
Fisher
recipe nuts,
Fisher
snack nuts,
Orchard Valley Harvest
and
Southern Style Nuts.
2
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Operating Expenses, net
Total operating expenses increased $2.9 million in the quarterly comparison,
of which approximately $1.8 million directly relates to operating expenses
associated with the Lakeville Acquisition. Excluding the Lakeville
Acquisition, total operating expenses increased $1.1 million mainly due to an
increase in incentive compensation, which was partially offset by decreases in
freight and advertising expenses. Total operating expenses, as a percentage of
net sales, decreased to 11.3% from 11.7% in the prior comparable quarter due
to the reasons noted above and a higher net sales base due to the Lakeville
Acquisition. Excluding the impact of the Lakeville Acquisition, total
operating expenses, as a percentage of net sales, increased to 12.9% from
11.7% due to the reasons noted above and a lower net sales base.
Inventory
The value of total inventories on hand at the end of the current third quarter
increased $20.3 million, or 10.7%. The increase was mainly due to the
additional $24.9 million of inventory associated with the Lakeville
Acquisition. Excluding the Lakeville Acquisition, the value of total
inventories on hand decreased $4.5 million, or 2.4%, year over year. The
decrease in the value of total inventories was primarily due to lower
quantities of finished goods and lower quantities and commodity acquisition
cost for work-in-process, raw materials, cashews, and almonds. This was offset
by higher quantities of pecans and walnuts and higher commodity acquisition
cost for walnuts. The weighted average cost per pound of raw nut and dried
fruit input stock on hand, excluding the impact of the Lakeville Acquisition,
decreased 11.7% year over year mainly due to higher quantities of peanuts and
inshell walnuts and pecans.
Nine Month Results
"
Net sales
increased 4.1% to $797.2 million, primarily due to the Lakeville Acquisition.
Excluding the impact of the Lakeville Acquisition, net sales decreased 5.7% to
$721.6 million. The decrease in net sales was primarily attributable to a 3.8%
decline in sales volume and a 2.0% decrease in weighted average selling price
per pound.
"
Sales volume
increased 8.8%, primarily due to the Lakeville Acquisition. Excluding the
impact of the Lakeville Acquisition, sales volume decreased 3.8% primarily due
to sales volume decreases in the consumer and contract packaging channels.
"
Gross profit
margin
increased slightly from 20.5% to 20.6% of net sales.
"
Operating expenses
increased $5.4 million to $93.6 million. The increase in total operating
expenses was mainly due to increases in incentive compensation, incremental
operating expenses associated with the Lakeville Acquisition, advertising
expense and charitable food donations. These increases were partially offset
by the one-time bargain purchase gain from the Lakeville Acquisition and a
decrease in freight expense.
"
Diluted EPS
increased 3.9%, or $0.16 per diluted share, to $4.30.
In closing, Mr. Sanfilippo commented, Looking ahead to the fourth quarter and
fiscal 2025, we are optimistic about the contribution of the Lakeville
Acquisition to our operating results based on the current performance and
ongoing and expected future operational improvements. We initially estimated
the current fiscal year dilution due to the Lakeville Acquisition to range
from $0.80 to $1.00 per diluted share, which we have updated to $0.25 to $0.50
per diluted share as a direct result of our teams excellence in optimizing the
operations in Lakeville during the third quarter. In addition, we are working
on numerous sales opportunities utilizing our new snack and nutrition bar
capabilities. We are also cautiously optimistic that consumer demand will
stabilize and slowly begin to recover in the core nut and trail mix
categories. As we continue to execute our strategic initiatives, I am
confident we can continue to deliver strong operating results and create
long-term value for our shareholders.
Conference Call
The Company will host an investor conference call and webcast on Thursday, May
2, 2024, at 10:00 a.m. Eastern (9:00 a.m. Central) to discuss these results.
To participate in the call via telephone, please register using the following
Participant Registration link:
https://register.vevent.com/register/BIebe8c03d89ca44fa82651d9f28ad0afb
. Once registered, attendees will receive a dial-in number and their own
unique PIN number. This call is also being webcast by Notified and can be
accessed at the Companys website at
www.jbssinc.com
.
About John B. Sanfilippo & Son, Inc.
Based in Elgin, Illinois, John B. Sanfilippo & Son, Inc. is a processor,
packager, marketer and distributor of nut and dried fruit products, snack
bars, and dried cheese snacks, that are sold under the Companys
Fisher
(R),
Orchard Valley Harvest
(R),
Squirrel Brand
(R),
Southern Style Nuts
(R) and
Just the Cheese
(R)
brand names and under a variety of private brands.
3
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Forward Looking Statements
Some of the statements in this release are forward-looking. These
forward-looking statements may be generally identified by the use of
forward-looking words and phrases such as will, intends, may, believes,
anticipates, should and expects and are based on the Companys current
expectations or beliefs concerning future events and involve risks and
uncertainties. Consequently, the Companys actual results could differ
materially. The Company undertakes no obligation to update publicly or
otherwise revise any forward-looking statements, whether as a result of new
information, future events or other factors that affect the subject of these
statements, except where expressly required to do so by law. Among the factors
that could cause results to differ materially from current expectations are:
(i) sales activity for the Companys products, such as a decline in sales to
one or more key customers, or to customers or in the nut category generally,
in some or all channels, a change in product mix to lower price products, a
decline in sales of private brand products or changing consumer preferences,
including a shift from higher margin products to lower margin products; (ii)
changes in the availability and costs of raw materials and ingredients and the
impact of fixed price commitments with customers; (iii) the ability to pass on
price increases to customers if commodity costs rise and the potential for a
negative impact on demand for, and sales of, our products from price
increases; (iv) the ability to measure and estimate bulk inventory,
fluctuations in the value and quantity of the Companys nut inventories due to
fluctuations in the market prices of nuts and bulk inventory estimation
adjustments, respectively; (v) the Companys ability to appropriately respond
to, or lessen the negative impact of, competitive and pricing pressures; (vi)
losses associated with product recalls, product contamination, food labeling
or other food safety issues, or the potential for lost sales or product
liability if customers lose confidence in the safety of the Companys products
or in nuts or nut products in general, or are harmed as a result of using the
Companys products; (vii) the ability of the Company to control costs
(including inflationary costs) and manage shortages in areas such as inputs,
transportation and labor; (viii) uncertainty in economic conditions, including
the potential for inflation or economic downturn leading to decreased consumer
demand; (ix) the timing and occurrence (or nonoccurrence) of other
transactions and events which may be subject to circumstances beyond the
Companys control; (x) the adverse effect of labor unrest or disputes,
litigation and/or legal settlements, including potential unfavorable outcomes
exceeding any amounts accrued; (xi) losses due to significant disruptions at
any of our production or processing facilities or employee unavailability due
to labor shortages; (xii) the ability to implement our Long-Range Plan,
including growing our branded and private brand product sales, diversifying
our product offerings (including by the launch of new products) and expanding
into alternative sales channels; (xiii) technology disruptions or failures or
the occurrence of cybersecurity incidents or breaches; (xiv) the inability to
protect the Companys brand value, intellectual property or avoid intellectual
property disputes; (xv) our ability to manage the impacts of changing weather
patterns on raw material availability due to climate change; and (xvi) our
ability to operate and integrate the acquired snack bar related assets of
TreeHouse and realize efficiencies and synergies from such acquisition.
Contacts:
Company: Investor Relations:
Frank S. Pellegrino John Beisler or Steven Hooser
Chief Financial Officer Three Part Advisors, LLC
847-214-4138 817-310-8776
-more-
4
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JOHN B. SANFILIPPO & SON, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
For the Quarter Ended For the Thirty-Nine Weeks Ended
March 28, March 30, March 28, March 30,
2024 2023 2024 2023
Net sales $ 271,884 $ 238,535 $ 797,211 $ 765,464
Cost of sales 222,707 188,767 633,073 608,551
Gross profit 49,177 49,768 164,138 156,913
Operating expenses:
Selling expenses 18,654 18,109 61,647 57,921
Administrative expenses 12,171 9,841 34,187 30,296
Bargain purchase gain, net (2,226 )
Total operating expenses 30,825 27,950 93,608 88,217
Income from operations 18,352 21,818 70,530 68,696
Other expense:
Interest expense 785 552 2,067 1,828
Rental and miscellaneous expense, net 324 371 940 1,084
Pension expense (excluding service costs) 350 349 1,050 1,046
Total other expense, net 1,459 1,272 4,057 3,958
Income before income taxes 16,893 20,546 66,473 64,738
Income tax expense 3,416 4,814 16,237 16,554
Net income $ 13,477 $ 15,732 $ 50,236 $ 48,184
Basic earnings per common share $ 1.16 $ 1.36 $ 4.33 $ 4.16
Diluted earnings per common share $ 1.15 $ 1.35 $ 4.30 $ 4.14
Weighted average shares outstanding
Basic 11,626,886 11,592,362 11,614,388 11,570,954
Diluted 11,698,531 11,656,194 11,683,579 11,632,656
5
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JOHN B. SANFILIPPO & SON, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands)
March 28, June 29, March 30,
2024 2023 2023
ASSETS
CURRENT ASSETS:
Cash $ 377 $ 1,948 $ 365
Accounts receivable, net 75,638 72,734 74,534
Inventories 210,672 172,936 190,351
Prepaid expenses and other current assets 9,636 6,812 9,325
296,323 254,430 274,575
PROPERTIES, NET: 162,393 135,481 136,650
OTHER LONG-TERM ASSETS:
Intangibles, net 17,953 18,408 18,850
Deferred income taxes 651 3,592 2,374
Operating lease right-of-use assets 7,409 6,427 6,582
Other assets 7,199 6,949 6,029
33,212 35,376 33,835
TOTAL ASSETS $ 491,928 $ 425,287 $ 445,060
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Revolving credit facility borrowings $ 32,093 $ $ 27,825
Current maturities of long-term debt, net 721 672 657
Accounts payable 51,458 42,680 42,264
Bank overdraft 1,351 285 458
Accrued expenses 34,767 42,051 31,554
120,390 85,688 102,758
LONG-TERM LIABILITIES:
Long-term debt, less current maturities 6,555 7,102 7,276
Retirement plan 27,570 26,653 29,471
Long-term operating lease liabilities 5,553 4,771 4,905
Other 10,048 8,866 8,332
49,726 47,392 49,984
STOCKHOLDERS' EQUITY:
Class A Common Stock 26 26 26
Common Stock 91 91 91
Capital in excess of par value 134,530 131,986 131,649
Retained earnings 188,573 161,512 164,220
Accumulated other comprehensive loss (204 ) (204 ) (2,464 )
Treasury stock (1,204 ) (1,204 ) (1,204 )
TOTAL STOCKHOLDERS EQUITY 321,812 292,207 292,318
TOTAL LIABILITIES & STOCKHOLDERS EQUITY $ 491,928 $ 425,287 $ 445,060
6
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