Form 8-K Seneca Foods Corp For: Jun 09

New York

(State or Other Jurisdiction of Incorporation)

0-01989

(Commission File Number)

16-0733425

(IRS Employer Identification No.)

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Exhibit 99.1

Press Release dated June 9, 2015 announcing Seneca Foods Corporation's results of operations for fourth quarter and year ended March 31, 2015 .

 

 

Seneca Foods Reports Earnings of $2.8 Million or $0.26 per Diluted Share for
 the Fourth Quarter of Fiscal Year 2015

MARION, N.Y. June 9, 2015 -- Seneca Foods Corporation (NASDAQ: SENEA, SENEB) reported that net earnings for the fiscal fourth quarter of 2015 was $2.8 million, or $0.26 per diluted share, compared to a loss of $(1.0) million, or $(0.09) per diluted share, in the fiscal fourth quarter of 2014.  Net sales for the fourth quarter ended March 31, 2015, decreased from the fourth quarter ended March 31, 2014, by 5.4%, to $277.9 million.  The decrease is attributable to decreased sales volume of $25.0 million partially offset by higher selling prices/more favorable sales mix of $9.2 million.

Net earnings for the fiscal year ended March 31, 2015, decreased to $9.9 million, or $0.90 per diluted share, compared to $13.8 million, or $1.23 per diluted share, in the fiscal year ended March 31, 2014.  Net sales for the fiscal year ended March 31, 2015, decreased from the fiscal year ended March 31, 2014 by 4.0%, to $1,286.4 million.  The decrease is attributable to decreased sales volume of $95.5 million partially offset by higher selling prices/more favorable sales mix of $41.6 million.

Excluding a non-cash after-tax LIFO credit of $0.1 million, net earnings per diluted share was $0.25 during the quarter ended March 31, 2015 versus an earnings per diluted share of $(0.19) during the quarter ended March 31, 2014, which included a non-cash after-tax LIFO credit of $1.1 million.  Excluding a non-cash after-tax LIFO charge of $6.9 million, net earnings per diluted share were $1.54 during the year ended March 31, 2015, versus $2.42 per diluted share during the year ended March 31, 2014, which included a non-cash after-tax LIFO charge of $13.2 million.

Other operating income in 2015 included a gain of $5.0 million related to a contractual payment received in connection with the closing of a Midwest plant and a charge of $0.3 million related to environmental costs related to a Company-owned plant in New York State.  The Company also recorded a gain of $0.1 million from the sale of other fixed assets.

Other operating income in 2014 included a gain of $2.9 million from a break-up fee earned as a result of the Company being named the stalking horse bidder in an attempt to acquire substantially all the operating assets of Allens, Inc. in a bankruptcy court supervised auction, a gain of $0.7 million from the sale of two aircraft and a gain of $0.1 million as a result of adjustments related to the purchase of Sunnyside.  The Company also recorded a loss of $0.5 million on the disposal of a warehouse located in Sunnyside, Washington and a net gain of $0.2 from the sale of other fixed assets.

About Seneca Foods Corporation

Seneca Foods is North America's leading provider of packaged fruits and vegetables, with facilities located throughout the United States. Its high quality products are primarily sourced from over 2,000 American farms.  Seneca holds the largest share of the retail private label, food service, and export canned vegetable markets, distributing to over 90 countries.   Products are also sold under the highly regarded brands of Libby's®, Green Valley®, Aunt Nellie's®, READ®, Seneca Farms® and Seneca labels, including Seneca snack chips.  In addition, Seneca provides vegetable products under an alliance with General Mills Operations, LLC, a subsidiary of General Mills, Inc., under the Green Giant label.   Seneca's common stock is traded on the Nasdaq Global Stock Market under the symbols "SENEA" and "SENEB". SENEA is included the S&P SmallCap 600, Russell 2000 and Russell 3000 indices.

Non-GAAP Financial Measures—Net Earnings Excluding LIFO Impact, EBITDA and FIFO EBITDA
 

Net Earnings excluding LIFO, EBITDA and FIFO EBITDA are non-GAAP financial measures. The Company believes these non-GAAP financial measures provide a basis for comparison to companies that do not use LIFO and to periods prior to 2008 when the company did not use LIFO and enhance the understanding of the company's operating performance.  The Company does not intend for this information to be considered in isolation or as a substitute for other measures prepared in accordance with GAAP.

Set forth below is a reconciliation of reported net earnings and reported diluted earnings per share to net earnings excluding LIFO and diluted earnings per share excluding LIFO.

Quarter Ended

March 31, 2015

March 31, 2014

Income

Diluted

Income

Diluted

(in millions)

EPS

(in millions)

EPS

Net earnings (loss), as reported:

$

2.8

$

0.26

$

(1.0

)

$

(0.09

)

  LIFO credit, after tax at statutory federal rate

(0.1

)

(0.01

)

(1.1

)

(0.10

)

    Net earnings (loss), excluding LIFO impact

$

2.7

$

0.25

$

(2.1

)

$

(0.19

)

Diluted weighted average common shares outstanding (in thousands)

10,525

10,816

Year Ended

March 31, 2015

March 31, 2014

Income

Diluted

Income

Diluted

(in millions)

EPS

(in millions)

EPS

Net earnings, as reported:

$

9.9

$

0.90

$

13.8

$

1.23

  LIFO charge, after tax at statutory federal rate

6.9

0.64

13.2

1.19

    Net earnings, excluding LIFO impact

$

16.8

$

1.54

$

27.0

$

2.42

Diluted weighted average common shares outstanding (in thousands)

10,762

10,819

Set forth below is a reconciliation of reported net earnings to EBITDA and FIFO EBITDA (earnings before interest, income taxes, depreciation, amortization, non-cash charges and credits related to the LIFO inventory valuation method). The Company does not intend for this information to be considered in isolation or as a substitute for other measures prepared in accordance with GAAP.

 

Year Ended

EBITDA and FIFO EBITDA:

March 31, 2015

March 31, 2014

(In thousands)

Net earnings

$

9,899

$

13,779

Interest expense, net of interest income

5,656

6,262

Income tax expense

4,221

3,563

Depreciation and amortization

21,834

23,281

Interest amortization

(299

)

(300

)

EBITDA

41,311

46,585

LIFO charge

10,682

20,370

FIFO EBITDA

$

51,993

$

66,955

Seneca Foods Corporation

Unaudited Condensed Consolidated Statements of Net Earnings

For the Periods Ended March 31, 2015 and 2014

(In thousands of dollars, except share data)

Quarter

Year-to-Date

Fiscal 2015

Fiscal 2014

Fiscal 2015

Fiscal 2014

Net sales

$

277,939

$

293,759

$

1,286,350

$

1,340,208

Plant restructuring expense (note 3)

$

487

$

-

$

1,376

$

501

Other operating  (loss) income, net (note 4)

$

(91

)

$

2,848

$

4,748

$

3,271

Operating  income (notes 1 and 2)

$

5,995

$

2,491

$

19,148

$

23,604

Earnings from equity investment

(397

)

-

(628

)

-

Interest expense, net

1,739

1,463

5,656

6,262

 Earnings before income taxes

$

4,653

$

1,028

$

14,120

$

17,342

Income tax expense

1,888

2,045

4,221

3,563

Net earnings (loss)

$

2,765

$

(1,017

)

$

9,899

$

13,779

  Earnings (loss) attributable to common stock (note 5)

2,722

(991

)

9,716

13,318

Basic earnings (loss) per share

$

0.26

$

(0.09

)

$

0.91

$

1.24

Diluted earnings (loss) per share

$

0.26

$

(0.09

)

$

0.90

$

1.23

Weighted average shares outstanding basic

10,453,610

10,744,322

10,690,245

10,746,867

Weighted average shares outstanding diluted

10,525,389

10,816,242

10,762,024

10,818,787

Note 1: The effect of the LIFO inventory valuation method on fourth quarter pre-tax results was to increase operating earnings by $203 for the

three month period ended March 31, 2015 and increase operating earnings $1,741 for the three month period ended March 31, 2014.

Note 2: The effect of the LIFO inventory valuation method on year-to-date pre-tax results was to reduce operating earnings by $10,682 for the

year ended March 31, 2015 and by $20,370, for the year ended March 31, 2014.

Note 3: The year ended March 31, 2015 included a restructuring charge for plant closure costs of $1,376.

Note 4: Other income for the current year of $4,748 represents a $5,000 gain related to a third party payment for the closing of a Midwest plant,

$250 charge related to environmental accrual and net loss on the sale of unused fixed assets of $2.

Other income for the prior year of $3,271 represents a gain of $2,873 from a break-up fee earned as a result of being named

the stalking horse bidder in an attempt to acquire Allens, Inc, a $691 gain on the sale of two aircraft and a gain of $75 related to

adjustments related to the purchase of Sunnyside. The Company also recorded a loss of $546 on the disposal of a warehouse located in

Sunnyside, Washington and a net gain of $178 from the sale of other fixed assets.

Note 5: The Company uses the "two-class" method for basic earnings per share by dividing the earnings attributable to common shareholders

by the weighted average of common shares outstanding during the period. The diluted earnings per share includes the effect of

convertible shares for each period presented.

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