North Carolina
(State or other jurisdiction of
incorporation or organization)
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56-0292920
(I.R.S. Employer Identification No.)
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13515 Ballantyne Corporate Place
Charlotte, North Carolina
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28277
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
þ
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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(Do not check if a smaller reporting company)
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Page
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Quarter Ended
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||||||
(in thousands, except per share data)
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April 4,
2015 |
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March 29,
2014 |
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Net revenue
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$
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402,341
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$
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373,016
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Cost of sales
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262,979
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239,830
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Gross margin
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139,362
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133,186
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Selling, general and administrative
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121,924
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116,064
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Impairment charges
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—
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1,000
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Gain on sale of route businesses, net
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(793
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)
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(1,163
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)
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Other (income)/expense, net
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(736
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)
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80
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Income before interest and income taxes
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18,967
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17,205
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Interest expense, net
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2,467
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3,390
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Income before income taxes
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16,500
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13,815
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Income tax expense
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5,918
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3,326
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Income from continuing operations
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10,582
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10,489
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Income from discontinued operations, net of income tax
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—
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6,322
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Net income
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10,582
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16,811
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Net loss attributable to noncontrolling interests
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(54
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)
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(5
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)
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Net income attributable to Snyder’s-Lance, Inc.
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$
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10,636
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$
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16,816
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Amounts attributable to Snyder's-Lance, Inc.:
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Continuing operations
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$
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10,636
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$
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10,494
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Discontinued operations
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—
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6,322
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Net income
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$
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10,636
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$
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16,816
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Basic earnings per share:
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Continuing operations
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$
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0.15
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$
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0.15
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Discontinued operations
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—
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0.09
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Total basic earnings per share
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$
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0.15
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$
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0.24
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Diluted earnings per share:
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Continuing operations
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$
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0.15
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$
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0.15
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Discontinued operations
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—
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0.09
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Total diluted earnings per share
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$
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0.15
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$
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0.24
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Cash dividends declared per share
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$
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0.16
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$
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0.16
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Quarter Ended
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||||||
(in thousands)
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April 4,
2015 |
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March 29,
2014 |
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Net income
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$
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10,582
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$
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16,811
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Net unrealized (losses)/gains on derivative instruments, net of income tax
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(841
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)
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36
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Foreign currency translation adjustment
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(447
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)
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(1,886
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)
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Total other comprehensive loss
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(1,288
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)
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(1,850
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)
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Total comprehensive income
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9,294
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14,961
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Comprehensive loss attributable to noncontrolling interests
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54
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5
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Total comprehensive income attributable to Snyder’s-Lance, Inc.
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$
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9,348
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$
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14,966
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(in thousands, except share data)
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April 4,
2015 |
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January 3,
2015 |
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ASSETS
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Current assets:
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Cash and cash equivalents
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$
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12,389
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$
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35,373
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Restricted cash
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966
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966
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Accounts receivable, net of allowances of $1,757 and $1,778, respectively
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134,220
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126,093
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Inventories
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123,517
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116,236
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Prepaid income taxes
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9,806
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4,175
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Deferred income taxes
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14,076
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13,189
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Assets held for sale
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12,279
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11,007
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Prepaid expenses and other current assets
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20,493
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22,112
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Total current assets
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327,746
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329,151
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Noncurrent assets:
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Fixed assets, net
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421,319
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423,612
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Goodwill
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540,726
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541,539
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Other intangible assets, net
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541,671
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545,212
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Other noncurrent assets
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24,016
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23,874
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Total assets
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$
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1,855,478
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$
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1,863,388
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LIABILITIES AND STOCKHOLDERS’ EQUITY
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Current liabilities:
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Current portion of long-term debt
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$
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8,541
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$
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8,561
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Accounts payable
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58,048
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57,407
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Accrued compensation
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25,203
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32,774
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Accrued casualty insurance claims
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4,096
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4,320
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Accrued selling and promotional costs
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12,100
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13,141
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Other payables and accrued liabilities
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24,376
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24,723
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Total current liabilities
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132,364
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140,926
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Noncurrent liabilities:
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Long-term debt
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436,261
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438,376
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Deferred income taxes
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169,479
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168,593
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Accrued casualty insurance claims
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13,629
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13,755
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Other noncurrent liabilities
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15,870
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15,030
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Total liabilities
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767,603
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776,680
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Commitments and contingencies
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Stockholders’ equity:
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Common stock, $0.83 1/3 par value. Authorized 110,000,000 shares; 70,587,344 and 70,406,086 shares outstanding, respectively
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58,820
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58,669
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Preferred stock, $1.00 par value. Authorized 5,000,000 shares; no shares outstanding
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—
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—
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Additional paid-in capital
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779,916
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776,930
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Retained earnings
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232,184
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232,812
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Accumulated other comprehensive loss
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(2,295
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)
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(1,007
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)
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Total Snyder’s-Lance, Inc. stockholders’ equity
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1,068,625
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1,067,404
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Noncontrolling interests
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19,250
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19,304
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Total stockholders’ equity
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1,087,875
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|
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1,086,708
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Total liabilities and stockholders’ equity
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$
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1,855,478
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|
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$
|
1,863,388
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Quarter Ended
|
||||||
(in thousands)
|
|
April 4,
2015 |
|
March 29,
2014 |
||||
Operating activities:
|
|
|
|
|
||||
Net income
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|
$
|
10,582
|
|
|
$
|
16,811
|
|
Adjustments to reconcile net income to cash from operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
17,413
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|
|
14,654
|
|
||
Stock-based compensation expense
|
|
1,350
|
|
|
1,514
|
|
||
Loss on sale of fixed assets, net
|
|
12
|
|
|
136
|
|
||
Gain on sale of route businesses, net
|
|
(793
|
)
|
|
(1,163
|
)
|
||
Gain on sale of investments
|
|
(436
|
)
|
|
—
|
|
||
Impairment charges
|
|
—
|
|
|
1,000
|
|
||
Deferred income taxes
|
|
524
|
|
|
154
|
|
||
Provision for doubtful accounts
|
|
236
|
|
|
363
|
|
||
Changes in operating assets and liabilities
|
|
(28,903
|
)
|
|
(7,870
|
)
|
||
Net cash (used in)/provided by operating activities
|
|
(15
|
)
|
|
25,599
|
|
||
|
|
|
|
|
||||
Investing activities:
|
|
|
|
|
||||
Purchases of fixed assets
|
|
(13,495
|
)
|
|
(17,242
|
)
|
||
Purchases of route businesses
|
|
(6,731
|
)
|
|
(4,393
|
)
|
||
Proceeds from sale of fixed assets
|
|
302
|
|
|
165
|
|
||
Proceeds from sale of route businesses
|
|
7,870
|
|
|
6,364
|
|
||
Proceeds from sale of investments
|
|
436
|
|
|
—
|
|
||
Net cash used in investing activities
|
|
(11,618
|
)
|
|
(15,106
|
)
|
||
|
|
|
|
|
||||
Financing activities:
|
|
|
|
|
||||
Dividends paid to stockholders
|
|
(11,264
|
)
|
|
(11,202
|
)
|
||
Issuances of common stock
|
|
2,589
|
|
|
2,481
|
|
||
Repurchases of common stock
|
|
(801
|
)
|
|
(1,152
|
)
|
||
Repayments of long-term debt
|
|
(1,875
|
)
|
|
(4,062
|
)
|
||
Net repayments of existing credit facilities
|
|
—
|
|
|
(5,000
|
)
|
||
Net cash used in financing activities
|
|
(11,351
|
)
|
|
(18,935
|
)
|
||
|
|
|
|
|
||||
Decrease in cash and cash equivalents
|
|
(22,984
|
)
|
|
(8,442
|
)
|
||
Cash and cash equivalents at beginning of period
|
|
35,373
|
|
|
14,080
|
|
||
Cash and cash equivalents at end of period
|
|
$
|
12,389
|
|
|
$
|
5,638
|
|
|
|
|
|
|
||||
Supplemental information:
|
|
|
|
|
||||
Cash paid for income taxes, net of refunds of $425 and $--, respectively
|
|
$
|
10,412
|
|
|
$
|
3,795
|
|
Cash paid for interest
|
|
$
|
1,246
|
|
|
$
|
2,126
|
|
(in thousands)
|
|
Quarter Ended March 29, 2014
|
||
Net revenue
|
|
$
|
63,812
|
|
Cost of sales
|
|
48,197
|
|
|
Gross margin
|
|
15,615
|
|
|
Selling, general and administrative
|
|
6,042
|
|
|
Other income, net
|
|
(334
|
)
|
|
Discontinued operations before income taxes
|
|
9,907
|
|
|
Income tax expense
|
|
3,585
|
|
|
Discontinued operations, net of income tax
|
|
$
|
6,322
|
|
|
|
Quarter Ended
|
||||||
(in thousands, except per share data)
|
|
April 4,
2015 |
|
March 29,
2014 |
||||
Basic EPS:
|
|
|
|
|
||||
Income from continuing operations
|
|
$
|
10,636
|
|
|
$
|
10,494
|
|
Income from continuing operations allocated to participating securities
|
|
(19
|
)
|
|
(33
|
)
|
||
Income from continuing operations allocated to common shares
|
|
$
|
10,617
|
|
|
$
|
10,461
|
|
Weighted average shares outstanding – Basic
|
|
70,259
|
|
|
69,738
|
|
||
Earnings per share – Basic
|
|
$
|
0.15
|
|
|
$
|
0.15
|
|
|
|
|
|
|
||||
Diluted EPS:
|
|
|
|
|
||||
Weighted average shares outstanding – Basic
|
|
70,259
|
|
|
69,738
|
|
||
Effect of dilutive securities on shares outstanding: Non-qualified stock options
|
|
743
|
|
|
774
|
|
||
Weighted average shares outstanding – Diluted
|
|
71,002
|
|
|
70,512
|
|
||
Earnings per share – Diluted
|
|
$
|
0.15
|
|
|
$
|
0.15
|
|
(in thousands)
|
|
April 4,
2015 |
|
January 3,
2015 |
||||
Finished goods
|
|
$
|
74,123
|
|
|
$
|
69,013
|
|
Raw materials
|
|
18,372
|
|
|
16,853
|
|
||
Maintenance parts, packaging and supplies
|
|
31,022
|
|
|
30,370
|
|
||
Total inventories
|
|
$
|
123,517
|
|
|
$
|
116,236
|
|
(in thousands)
|
|
April 4,
2015 |
|
January 3,
2015 |
||||
Land and land improvements
|
|
$
|
27,816
|
|
|
$
|
27,816
|
|
Buildings and building improvements
|
|
156,226
|
|
|
150,339
|
|
||
Machinery, equipment and computer systems
|
|
483,200
|
|
|
483,637
|
|
||
Trucks, trailers and automobiles
|
|
33,386
|
|
|
33,364
|
|
||
Furniture and fixtures
|
|
14,384
|
|
|
13,153
|
|
||
Construction in progress
|
|
11,995
|
|
|
11,848
|
|
||
|
|
727,007
|
|
|
720,157
|
|
||
Accumulated depreciation
|
|
(305,545
|
)
|
|
(296,354
|
)
|
||
|
|
421,462
|
|
|
423,803
|
|
||
Fixed assets held for sale
|
|
(143
|
)
|
|
(191
|
)
|
||
Fixed assets, net
|
|
$
|
421,319
|
|
|
$
|
423,612
|
|
(in thousands)
|
|
Carrying Amount
|
||
Balance as of January 3, 2015
|
|
$
|
541,539
|
|
Goodwill reclassified to assets held for sale
|
|
(813
|
)
|
|
Balance as of April 4, 2015
|
|
$
|
540,726
|
|
(in thousands)
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||
As of April 4, 2015:
|
|
|
|
|
|
|
||||||
Customer and contractual relationships – amortized
|
|
$
|
166,756
|
|
|
$
|
(28,469
|
)
|
|
$
|
138,287
|
|
Non-compete agreement – amortized
|
|
710
|
|
|
(206
|
)
|
|
504
|
|
|||
Developed technology - amortized
|
|
2,700
|
|
|
(145
|
)
|
|
2,555
|
|
|||
Reacquired rights – amortized
|
|
3,100
|
|
|
(1,423
|
)
|
|
1,677
|
|
|||
Patents – amortized
|
|
8,600
|
|
|
(1,940
|
)
|
|
6,660
|
|
|||
Routes – unamortized
|
|
16,027
|
|
|
—
|
|
|
16,027
|
|
|||
Trademarks – unamortized
|
|
375,961
|
|
|
—
|
|
|
375,961
|
|
|||
Balance as of April 4, 2015
|
|
$
|
573,854
|
|
|
$
|
(32,183
|
)
|
|
$
|
541,671
|
|
|
|
|
|
|
|
|
||||||
As of January 3, 2015:
|
|
|
|
|
|
|
||||||
Customer and contractual relationships – amortized
|
|
$
|
166,756
|
|
|
$
|
(26,151
|
)
|
|
$
|
140,605
|
|
Non-compete agreement – amortized
|
|
710
|
|
|
(173
|
)
|
|
537
|
|
|||
Developed technology - amortized
|
|
2,700
|
|
|
(100
|
)
|
|
2,600
|
|
|||
Reacquired rights – amortized
|
|
3,100
|
|
|
(1,327
|
)
|
|
1,773
|
|
|||
Patents – amortized
|
|
8,600
|
|
|
(1,744
|
)
|
|
6,856
|
|
|||
Routes – unamortized
|
|
16,880
|
|
|
—
|
|
|
16,880
|
|
|||
Trademarks – unamortized
|
|
375,961
|
|
|
—
|
|
|
375,961
|
|
|||
Balance as of January 3, 2015
|
|
$
|
574,707
|
|
|
$
|
(29,495
|
)
|
|
$
|
545,212
|
|
(in thousands)
|
|
Carrying Amount
|
||
Balance as of January 3, 2015
|
|
$
|
16,880
|
|
Route businesses reclassified to assets held for sale
|
|
(853
|
)
|
|
Balance as of April 4, 2015
|
|
$
|
16,027
|
|
(in thousands)
|
|
Carrying Amount
|
||
Balance as of January 3, 2015
|
|
$
|
10,816
|
|
Purchases of route businesses held for sale
|
|
6,731
|
|
|
Sales of route businesses held for sale
|
|
(7,077
|
)
|
|
Reclassifications from route intangibles and goodwill
|
|
1,666
|
|
|
Balance as of April 4, 2015
|
|
$
|
12,136
|
|
(in thousands)
|
|
April 4,
2015 |
|
January 3,
2015 |
||||
Revolving credit facility
|
|
$
|
50,000
|
|
|
$
|
50,000
|
|
Other long-term debt
|
|
394,802
|
|
|
396,937
|
|
||
Total debt
|
|
444,802
|
|
|
446,937
|
|
||
Less: Current portion of long-term debt
|
|
(8,541
|
)
|
|
(8,561
|
)
|
||
Total long-term debt
|
|
$
|
436,261
|
|
|
$
|
438,376
|
|
Level 1
|
–
|
quoted prices in active markets for identical assets and liabilities.
|
Level 2
|
–
|
observable inputs other than quoted prices for identical assets and liabilities.
|
Level 3
|
–
|
unobservable inputs for which there is little or no market data available, which required us to develop our own assumptions.
|
(in thousands)
|
|
Book Value
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Unobservable Inputs (Level 3)
|
||||||||
Balance as of April 4, 2015
|
|
|
|
|
|
|
|
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
12,389
|
|
|
$
|
12,389
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Restricted cash
|
|
966
|
|
|
966
|
|
|
—
|
|
|
—
|
|
||||
Total assets
|
|
$
|
13,355
|
|
|
$
|
13,355
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps
|
|
$
|
1,805
|
|
|
$
|
—
|
|
|
$
|
1,805
|
|
|
$
|
—
|
|
Total liabilities
|
|
$
|
1,805
|
|
|
$
|
—
|
|
|
$
|
1,805
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance as of January 3, 2015
|
|
|
|
|
|
|
|
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
35,373
|
|
|
$
|
35,373
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Restricted cash
|
|
966
|
|
|
966
|
|
|
—
|
|
|
—
|
|
||||
Total assets
|
|
$
|
36,339
|
|
|
$
|
36,339
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps
|
|
$
|
438
|
|
|
$
|
—
|
|
|
$
|
438
|
|
|
$
|
—
|
|
Total liabilities
|
|
$
|
438
|
|
|
$
|
—
|
|
|
$
|
438
|
|
|
$
|
—
|
|
(in thousands)
|
|
Balance Sheet Location
|
|
April 4,
2015 |
|
January 3,
2015 |
||||
Interest rate swaps
|
|
Other current liabilities
|
|
$
|
(362
|
)
|
|
$
|
(438
|
)
|
Interest rate swaps
|
|
Other noncurrent liabilities
|
|
(1,443
|
)
|
|
—
|
|
||
Total fair value of derivative instruments
|
|
|
|
$
|
(1,805
|
)
|
|
$
|
(438
|
)
|
|
|
Quarter Ended
|
||||||
(in thousands)
|
|
April 4,
2015 |
|
March 29,
2014 |
||||
(Losses)/gains on interest rate swaps, net of income tax benefit/(expense) of $525 and ($36), respectively
|
|
$
|
(841
|
)
|
|
$
|
58
|
|
Losses on foreign currency forwards, net of income tax benefit of $0 and $5, respectively
|
|
—
|
|
|
(22
|
)
|
||
Total change in unrealized losses from derivative instruments,
net of income tax (effective portion)
|
|
$
|
(841
|
)
|
|
$
|
36
|
|
|
|
|
|
Quarter Ended
|
||||||
(in thousands)
|
|
Income Statement Location
|
|
April 4,
2015 |
|
March 29,
2014 |
||||
Losses on cash flow hedges reclassified out of accumulated other comprehensive income:
|
|
|
|
|
|
|
||||
Interest rate swaps, net of tax of $56 and $60, respectively
|
|
Interest expense, net
|
|
$
|
(89
|
)
|
|
$
|
(96
|
)
|
Foreign currency forwards
|
|
Discontinued operations, net of income tax
|
|
—
|
|
|
(187
|
)
|
||
Total cash flow hedge reclassifications, net of tax
|
|
|
|
$
|
(89
|
)
|
|
$
|
(283
|
)
|
(in thousands)
|
|
Gains/(Losses) on Cash Flow Hedges
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||
Balance as of January 3, 2015
|
|
$
|
(270
|
)
|
|
$
|
(737
|
)
|
|
$
|
(1,007
|
)
|
|
|
|
|
|
|
|
||||||
Other comprehensive loss before reclassifications
|
|
(930
|
)
|
|
(447
|
)
|
|
(1,377
|
)
|
|||
Losses reclassified from accumulated other comprehensive income
|
|
89
|
|
|
—
|
|
|
89
|
|
|||
Net other comprehensive income/(loss)
|
|
(841
|
)
|
|
(447
|
)
|
|
(1,288
|
)
|
|||
|
|
|
|
|
|
|
||||||
Balance as of April 4, 2015
|
|
$
|
(1,111
|
)
|
|
$
|
(1,184
|
)
|
|
$
|
(2,295
|
)
|
(in thousands)
|
|
Gains/(Losses) on Cash Flow Hedges
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||
Balance as of December 28, 2013
|
|
$
|
(574
|
)
|
|
$
|
10,745
|
|
|
$
|
10,171
|
|
|
|
|
|
|
|
|
||||||
Other comprehensive loss before reclassifications
|
|
(247
|
)
|
|
(1,886
|
)
|
|
(2,133
|
)
|
|||
Losses reclassified from accumulated other comprehensive income
|
|
283
|
|
|
—
|
|
|
283
|
|
|||
Net other comprehensive income/(loss)
|
|
36
|
|
|
(1,886
|
)
|
|
(1,850
|
)
|
|||
|
|
|
|
|
|
|
||||||
Balance as of March 29, 2014
|
|
$
|
(538
|
)
|
|
$
|
8,859
|
|
|
$
|
8,321
|
|
|
|
Quarter Ended
|
||||||
(in thousands)
|
|
April 4,
2015 |
|
March 29,
2014 |
||||
Branded
|
|
$
|
276,686
|
|
|
$
|
262,281
|
|
Partner brand
|
|
85,086
|
|
|
80,025
|
|
||
Other
|
|
40,569
|
|
|
30,710
|
|
||
Net revenue
|
|
$
|
402,341
|
|
|
$
|
373,016
|
|
•
|
We introduced a number of successful new product offerings including Snyder’s of Hanover
®
Poppers™, Lance
®
Quick Starts™, Snack Factory
®
Pretzel Crisps
®
gluten-free minis, Late July
®
Clásico tortilla chips and Cape Cod
®
Dipping Shells as well as new flavors of Cape Cod
®
kettle cooked chips and popcorn. We continue to utilize our newly acquired Baptista's operations as well as our research and development center for product development and innovation.
|
•
|
We have significantly expanded the distribution of our Cape Cod
®
kettle cooked chips since the first quarter of 2014 and have experienced strong market share growth. This resulted in double-digit revenue growth for the Cape Cod
®
brand in the first quarter of 2015.
|
•
|
We continued to experience double-digit revenue growth and market share growth compared to the first quarter of 2014 for our Snack Factory
®
Pretzel Crisps
®
pretzel crackers.
|
•
|
Late July
®
gained market share and generated $9.5 million in Branded revenues in the first quarter of 2015, providing us with a stronger presence in organic and non-GMO snacking options.
|
•
|
Snyder's of Hanover
®
provided growth in both net revenue and market share compared to the first quarter of 2014, and continued to maintain its category leadership.
|
•
|
The decline in net revenue from Lance
®
sandwich crackers has slowed and we believe we are generating positive momentum as a result of additional promotional activities and investments in advertising.
|
•
|
The acquisition of Baptista's continued to provide cost savings related to our Snack Factory
®
Pretzel Crisps
®
as well as strong contract manufacturing revenue growth at their Franklin, Wisconsin location.
|
•
|
Income tax expense increased $2.6 million from the first quarter of 2014, primarily due to the increase in the effective tax rate from 24.1% for the first quarter of 2014 to a more normalized rate of 35.9% for the first quarter of 2015.
|
|
|
Quarter Ended
|
|
Favorable/
(Unfavorable)
Variance
|
|||||||||||||||||
(in thousands)
|
|
April 4, 2015
|
|
March 29, 2014
|
|
||||||||||||||||
Net revenue
|
|
$
|
402,341
|
|
|
100.0
|
%
|
|
$
|
373,016
|
|
|
100.0
|
%
|
|
$
|
29,325
|
|
|
7.9
|
%
|
Cost of sales
|
|
262,979
|
|
|
65.4
|
%
|
|
239,830
|
|
|
64.3
|
%
|
|
(23,149
|
)
|
|
(9.7
|
)%
|
|||
Gross margin
|
|
139,362
|
|
|
34.6
|
%
|
|
133,186
|
|
|
35.7
|
%
|
|
6,176
|
|
|
4.6
|
%
|
|||
Selling, general and administrative
|
|
121,924
|
|
|
30.3
|
%
|
|
116,064
|
|
|
31.1
|
%
|
|
(5,860
|
)
|
|
(5.0
|
)%
|
|||
Impairment charges
|
|
—
|
|
|
—
|
%
|
|
1,000
|
|
|
0.3
|
%
|
|
1,000
|
|
|
100.0
|
%
|
|||
Gain on sale of route businesses, net
|
|
(793
|
)
|
|
(0.2
|
)%
|
|
(1,163
|
)
|
|
(0.3
|
)%
|
|
(370
|
)
|
|
(31.8
|
)%
|
|||
Other (income)/expense, net
|
|
(736
|
)
|
|
(0.2
|
)%
|
|
80
|
|
|
—
|
%
|
|
816
|
|
|
nm
|
|
|||
Income before interest and income taxes
|
|
18,967
|
|
|
4.7
|
%
|
|
17,205
|
|
|
4.6
|
%
|
|
1,762
|
|
|
10.2
|
%
|
|||
Interest expense, net
|
|
2,467
|
|
|
0.6
|
%
|
|
3,390
|
|
|
0.9
|
%
|
|
923
|
|
|
27.2
|
%
|
|||
Income tax expense
|
|
5,918
|
|
|
1.5
|
%
|
|
3,326
|
|
|
0.9
|
%
|
|
(2,592
|
)
|
|
(77.9
|
)%
|
|||
Income from continuing operations
|
|
10,582
|
|
|
2.6
|
%
|
|
10,489
|
|
|
2.8
|
%
|
|
93
|
|
|
0.9
|
%
|
|||
Income from discontinued operations, net of income tax
|
|
—
|
|
|
—
|
%
|
|
6,322
|
|
|
1.7
|
%
|
|
(6,322
|
)
|
|
(100.0
|
)%
|
|||
Net income
|
|
$
|
10,582
|
|
|
2.6
|
%
|
|
$
|
16,811
|
|
|
4.5
|
%
|
|
$
|
(6,229
|
)
|
|
(37.1
|
)%
|
|
|
Quarter Ended
|
|
Favorable/
(Unfavorable)
Variance
|
|||||||||||||||||
(in thousands)
|
|
April 4, 2015
|
|
March 29, 2014
|
|
||||||||||||||||
Branded
|
|
$
|
276,686
|
|
|
68.8
|
%
|
|
$
|
262,281
|
|
|
70.3
|
%
|
|
$
|
14,405
|
|
|
5.5
|
%
|
Partner brand
|
|
85,086
|
|
|
21.1
|
%
|
|
80,025
|
|
|
21.5
|
%
|
|
5,061
|
|
|
6.3
|
%
|
|||
Other
|
|
40,569
|
|
|
10.1
|
%
|
|
30,710
|
|
|
8.2
|
%
|
|
9,859
|
|
|
32.1
|
%
|
|||
Net revenue
|
|
$
|
402,341
|
|
|
100.0
|
%
|
|
$
|
373,016
|
|
|
100.0
|
%
|
|
$
|
29,325
|
|
|
7.9
|
%
|
(in thousands)
|
|
April 4,
2015 |
|
March 29,
2014 |
||||
Net cash (used in)/provided by:
|
|
|
|
|
||||
Operating activities
|
|
$
|
(15
|
)
|
|
$
|
25,599
|
|
Investing activities
|
|
(11,618
|
)
|
|
(15,106
|
)
|
||
Financing activities
|
|
(11,351
|
)
|
|
(18,935
|
)
|
||
Net decrease in cash and cash equivalents
|
|
$
|
(22,984
|
)
|
|
$
|
(8,442
|
)
|
•
|
An $8.1 million increase in accounts receivable due to higher revenues at the end of the first quarter of 2015 compared to the end of the fourth quarter of fiscal 2014;
|
•
|
A $7.6 million decrease in accrued compensation primarily due to the payout of annual and long-term incentive plans in the first quarter of 2015;
|
•
|
A $7.3 million increase in inventory due to increased production and demand; and
|
•
|
A $5.6 million increase in prepaid income taxes due to timing of payments.
|
Period
|
|
Total Number of Shares Purchased (1)
|
|
Average Price Paid Per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)
|
|||||
January 4, 2015 - January 31, 2015
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
293,382
|
|
February 1, 2015 - February 28, 2015
|
|
26,175
|
|
|
30.61
|
|
|
—
|
|
|
267,207
|
|
|
March 1, 2015 - April 4, 2015
|
|
—
|
|
|
—
|
|
|
—
|
|
|
267,207
|
|
|
Total
|
|
26,175
|
|
|
$
|
30.61
|
|
|
—
|
|
|
267,207
|
|
(1)
|
In February 2014, the Board of Directors authorized the repurchase of up to 300,000 shares of common stock, which authorization expires in March 2016. The primary purpose of the repurchase program is to permit the Company to acquire shares of common stock from employees to cover withholding taxes payable by employees upon the vesting of shares of restricted stock. All of the shares reflected in the table were repurchased pursuant to the repurchase program.
|
|
No.
|
Description
|
|
|
|
|
10.1*
|
Snyder's-Lance, Inc. Annual Performance Incentive Plan for Officers and Key Managers, dated February 9, 2015, as amended, filed herewith.
|
|
|
|
|
10.2*
|
Snyder's of Hanover, Inc Non-Qualified Stock Option Plan, as amended and restated effective May 6, 2015, filed herewith.
|
|
|
|
|
31.1
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a), filed herewith.
|
|
|
|
|
31.2
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a), filed herewith.
|
|
|
|
|
32
|
Certification pursuant to Rule 13a-14(b), as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.
|
|
|
|
|
101
|
The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 4, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows and (v) the Notes to the Condensed Consolidated Financial Statements.
|
|
SNYDER’S-LANCE, INC.
|
||
|
|
|
|
|
|
|
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Dated: May 12, 2015
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By:
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/s/ Rick D. Puckett
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Rick D. Puckett
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Executive Vice President, Chief Financial Officer and Chief Administrative Officer
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•
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Motivate behaviors that lead to the successful achievement of specific sales, financial and operations goals that support Snyder’s-Lance, Inc. stated business strategy and to align participants’ interests with those of stockholders.
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Emphasize link between participants’ performance and rewards for meeting predetermined, specific goals.
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Focus participant’s attention on operational effectiveness from both an earnings and an investment perspective.
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Promote the performance orientation at Snyder’s-Lance, Inc. and communicate to employees that greater responsibility carries greater rewards.
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Threshold
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Target
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Maximum
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Award Level Funded
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TBD
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100.00%
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TBD
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Maximum
: Excellent; deserves an above-market incentive
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Target
: Normal or expected performance; deserves market-level incentive
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Threshold
: Lowest level of performance deserving payment above base salary; deserves below-market incentive
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I.
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Purpose
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II.
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Scope
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III.
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Administration
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IV.
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Eligibility
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V.
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Option Price
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VI.
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Option Grants
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VII.
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Vesting of Options
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VIII.
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Maximum Term; Exercise of Options
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IX.
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Effect of Death, Disability or Other Events on Vesting
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X.
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Exercise on Termination of Employment
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XI.
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[Reserved]
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XII.
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[Reserved]
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XIII.
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Changes in Company's Capital Structure
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XIV.
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No Right to Company Employment
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XV.
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Amendment or Termination of Plan
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XVI.
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Option Grants are Discretionary
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XVII.
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Liability
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XVIII.
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Effective Date
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1.
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I have reviewed this quarterly report on Form 10-Q of Snyder’s-Lance, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ Carl E. Lee, Jr.
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Carl E. Lee, Jr.
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President and Chief Executive Officer
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1.
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I have reviewed this quarterly report on Form 10-Q of Snyder’s-Lance, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/
Rick D. Puckett
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Rick D. Puckett
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Executive Vice President, Chief Financial
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Officer and Chief Administrative Officer
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(1)
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The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Carl E. Lee, Jr.
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/s/
Rick D. Puckett
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Carl E. Lee, Jr.
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Rick D. Puckett
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President and Chief Executive Officer
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Executive Vice President, Chief Financial
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May 12, 2015
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Officer and Chief Administrative Officer
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May 12, 2015
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