Cal-Maine Foods Inc 8-K, filed Jul 25, 2023
Cal-Maine Foods Inc (CALM)
8-K
2023-07-25
For: 2023-07-25
View Original
Added on
April 11, 2026
About this 8-K
Cal-Maine Foods Inc filed this 8-K on July 25, 2023.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
Date of Report (Date of Earliest Event Reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
incorporation)
(Commission File Number)
(IRS Employer Identification No.)
,
,
,
(Address of principal executive offices (zip code))
-
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2 below):
☐
☐
☐
☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
The
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
On July 25, 2023, Cal-Maine Foods, Inc. (the “Company”) issued a press release announcing its financial results for the fourth
quarter and fiscal year ended June 3, 2023. A copy of the Company’s press release is attached hereto as Exhibit 99.1 to this
Current Report.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 of this Current Report on Form 8-K,
including Exhibit 99.1 hereto, which are furnished herewith pursuant to and relate to this Item 2.02, shall not be deemed "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject
to the liabilities of Section 18 of the Exchange Act. The information in this Item 2.02 of this Current Report on Form 8-K and
Exhibit 99.1 hereto shall not be incorporated by reference into any filing or other document filed by the Company with the SEC
pursuant to the Securities Act of 1933, as amended, the rules and regulations of the SEC thereunder, the Exchange Act, or the
rules and regulations of the SEC thereunder except as shall be expressly set forth by specific reference to this Form 8-K in such
filing or document.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit
Number
Description
104
Cover Page Interactive Data File, (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements for 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.
CAL-MAINE FOODS, INC.
Date:
July 25, 2023
By:
/s/ Max P. Bowman
Max P. Bowman
Director, Vice President, and Chief Financial Officer
Exhibit 99.1
-MORE-
Contacts:
Sherman Miller, President and CEO
Max P. Bowman, Vice President and CFO
(601) 948-6813
CAL-MAINE FOODS REPORTS RESULTS
FOR FOURTH QUARTER AND FISCAL YEAR 2023
ANNOUNCES QUARTERLY CASH DIVIDEND OF $0.76 PER SHARE
RIDGELAND, Miss. (July 25, 2023) - Cal-Maine Foods, Inc. (NASDAQ: CALM) (“Cal-Maine Foods” or the
“Company”), the largest producer and distributor of fresh shell eggs in the United States, today reported
results for the fourth quarter of fiscal 2023 (fourteen weeks) and fiscal year 2023 (fifty-three weeks) ended
June 3, 2023. The fourth quarter of fiscal 2022 was a thirteen-week period and fiscal year 2022 was a fifty-
two week period.
Fourth Quarter and Fiscal Year 2023 Highlights
●
Quarterly net sales of $688.7 million, driven by increased sales volumes
●
Quarterly net income of $110.9 million, or $2.28 per basic and $2.27 per diluted common share
●
Fiscal year net sales of $3.1 billion and net income of $758.0 million
●
Cash dividend of $37.1 million, or $0.76 per share, pursuant to the Company’s established
dividend policy
Overview
Sherman Miller, president and chief executive officer of Cal-Maine Foods, Inc. stated, “Our fourth
quarter performance marked a solid finish to a strong fiscal year for Cal-Maine Foods. Our results for fiscal
2023 reflect the extreme market conditions we faced, with significantly higher average selling prices
compared with the prior-year period, primarily due to the highly pathogenic avian influenza (“HPAI”)
outbreak and higher grain and other input costs. Prices in the fourth quarter have decreased significantly
from the fiscal year’s highest levels as the egg industry begins to recover from the effects of HPAI. At the
same time, strong consumer demand for shell eggs supported higher sales for the fourth quarter, which
included the busy Easter holiday season.
“Our operations continued to run well in the fourth quarter despite a challenging environment with
inflationary pressures affecting our feed and other production costs. Cal-Maine Foods has a proven
operating model that has sustained our business throughout various economic cycles, and we remain
focused on managing the aspects of our business that we can control. The added challenges of the HPAI
outbreak have adversely affected the overall egg supply, and we have continued to navigate through the
related disruptions to meet the needs of our valued customers. Cal-Maine Foods has robust biosecurity
measures in place across our operations, and we continue to invest in additional resources necessary to
reduce risk. We commend our dedicated managers and employees across our operations who have followed
strict protocols and efficiently managed our operations under difficult conditions.”
Sales Performance & Operating Highlights
Max Bowman, vice president and chief financial officer of Cal-Maine Foods, added, “For the fourth
quarter of fiscal 2023, our net sales were $688.7 million compared with $593.0 million for the same period
last year. Our top line growth was driven by higher average selling price for specialty eggs as well as
increased sales volumes of both conventional and specialty eggs, due in part to having 14 weeks in the fourth
quarter of fiscal 2023 compared with 13 weeks in the prior-year period. Net income for the fourth quarter
Cal-Maine Foods Reports Fourth Quarter and Fiscal 2023 Results
Page 2
July 25, 2023
-MORE-
of fiscal 2023 was $110.9 million, or $2.27 per diluted share, compared with $110.0 million, or $2.25 per
diluted share, for the fourth quarter of fiscal 2022.
“For fiscal 2023, net sales were $3.1 billion compared with $1.8 billion for fiscal 2022, and net
income was $758.0 million, or $15.52 per diluted share, compared with net income of $132.7 million, or
$2.72 per diluted share. These results reflect the impact of the HPAI outbreak throughout fiscal 2023,
which began in February 2022 and caused higher prices for shell eggs due to the reduced egg supply. In
addition, our specialty egg net average selling price also increased in response to rising feed and other input
costs.
“Conventional egg net average selling price per dozen was $2.038 for the fourth quarter of fiscal
2023 compared with $2.108 the prior-year quarter and $2.739 for fiscal 2023. However, conventional egg
selling prices declined significantly during the latter part of the fourth quarter of fiscal 2023. Net average
selling price for specialty eggs rose to $2.499 per dozen, compared with $2.015 per dozen for the fourth
quarter of fiscal 2022 and $2.403 for fiscal 2023. Specialty dozens sold were 34.6% of total dozens sold in
the fourth quarter of fiscal 2023 compared with 34.0% in the prior-year period.
“We reported operating income of $136.2 million for the fourth quarter of fiscal 2023, compared
with $145.7 million for the prior year quarter, and operating income of $967.7 million for fiscal 2023
compared with $143.5 million for fiscal 2022. We remained focused on disciplined cost management as we
continued to incur higher costs across various inputs including feed, labor, packaging, and distribution.
Overall, fourth quarter farm production costs per dozen increased 9.9% compared with the prior-year
quarter, primarily tied to higher flock amortization and facility costs. For fiscal 2023, farm production costs
per dozen increased 16.1% compared with fiscal 2022, primarily tied to higher feed, facility, and flock
amortization costs. For the fourth quarter of fiscal 2023, feed costs per dozen were $0.671, a 4.7% increase
compared with the fourth quarter of fiscal 2022. For fiscal 2023, feed costs per dozen were $0.676, an
18.4% increase compared with fiscal 2022. Supplies of corn and soybean remained tight relative to demand,
as evidenced by a low stock-to-use ratio for corn, due to weather-related shortfalls in production and yields,
ongoing supply-chain disruptions and the Russia-Ukraine war and its impact on the export markets.”
added Bowman.
14 Weeks Ended
June 3, 2023
13 Weeks Ended
May 28, 2022
53 Weeks Ended
June 3, 2023
52 Weeks Ended
May 28, 2022
Dozen Eggs Sold (000)
296,554
271,961
1,147,373
1,083,789
Conventional Dozen Eggs Sold (000)
194,031
179,396
749,076
747,914
Specialty Dozen Eggs Sold (000)
102,523
92,565
398,297
335,875
Dozen Eggs Produced (000)
276,354
264,650
1,058,540
1,022,327
% Specialty Sales (dozen)
34.6
%
34.0
%
34.7
%
31.0
%
% Specialty Sales (dollars)
39.1
%
32.9
%
31.6
%
37.8
%
Net Average Selling Price (per dozen)
$
2.197
$
2.076
$
2.622
$
1.579
Net Average Selling Price Conventional
Eggs (per dozen)
$
2.038
$
2.108
$
2.739
$
1.420
Net Average Selling Price Specialty
Eggs (per dozen)
$
2.499
$
2.015
$
2.403
$
1.932
Feed Cost (per dozen)
$
0.671
$
0.641
$
0.676
$
0.571
Product Mix & Cage-Free Eggs
An important focus of Cal-Maine’s growth strategy is the expansion of its cage-free egg production
capacity in line with expected demand. As previously reported, a significant number of the Company’s
customers have announced goals to offer cage-free eggs exclusively on or before 2026, subject in most cases
to availability of supply, affordability, and consumer demand, among other contingencies. Some of these
customers have recently changed those goals to offer 70% cage-free eggs by the end of 2030. Cal-Maine
Cal-Maine Foods Reports Fourth Quarter and Fiscal 2023 Results
Page 3
July 25, 2023
-MORE-
Foods continually strives to engage with customers to help them meet their expected cage-free timelines
and goals. Cal-Maine Foods has made significant investments in its production and distribution capabilities
as sales of cage-free eggs continue to increase and account for a larger share of the Company’s product mix.
Cage-free egg sales comprised 26.2% and 20.1% of total net shell egg sales for the fourth quarter and fiscal
year 2023, respectively.
Table Egg Supply Outlook
The current HPAI outbreak has had a significant impact, lasting twice as long as the prior 2014-
2015 outbreak and affecting a larger number of hens in the U.S. Approximately 43.3 million commercial
layer hens and 1.0 million pullets have been depopulated due to HPAI, leading to higher prices for
conventional shell eggs beginning in the fourth quarter of fiscal 2022 and continuing into the first part of
the fourth quarter of fiscal 2023. Though the virus is still present in the wild bird population, HPAI has not
been detected in a commercial egg-laying flock since December 2022. While it is evident the industry and
USDA have devoted significant resources to attempt to prevent future outbreaks, no farm is immune, and
the focus is now on the fall migration season.
Layer hen numbers reported by the USDA as of July 1, 2023, were 317.4 million, which represents
an increase of 5.6% compared with the layer hen inventory a year ago. The USDA also reported that the
hatch from February 2023 through June 2023 increased 2.1% as compared with the prior-year period,
indicating that layer flocks may continue to increase in the future.
In calendar year 2022, per capita U.S. consumption was estimated to be 279 eggs. According to the
USDA, the decline in consumption was primarily due to limited availability caused by the outbreak of HPAI.
As of July 18, 2023, the USDA projects that the per capita consumption will increase in calendar year 2023
and 2024 to 282.6 and 292.7, respectively.
Looking Ahead
Miller added, “We are proud of our performance over the past year as we demonstrated solid
execution of our organic growth strategy in a dynamic market environment. Despite ongoing uncertainties
related to HPAI and other macroeconomic concerns, we remained focused on managing our operations as
efficiently and safely as possible. We have continued to deliver against our key performance metrics, and
we commend the work of our managers and employees for their dedication and continued support of our
valued customers. Across our operations, we have a shared commitment to our mission to be the most
reliable and sustainable producer of fresh shell eggs and egg products. While egg prices were higher during
most of fiscal 2023 due primarily to the impact of HPAI and higher grain and other input costs, they have
returned to pricing levels more in line with historic norms. Moving forward, we believe that the demand
for affordable food choices will continue to grow. As the largest producer and distributor of fresh shell eggs,
we are well positioned to support this need in more communities. Eggs offer a great nutritional value with
high quality protein and essential vitamins and minerals for healthy living such as choline, vitamin B12 and
iodine. Cal-Maine Foods’ proven operating model and differentiated product mix continue to support our
ability to meet changing customer demand and extend our market reach. Importantly, we have the financial
strength to support our growth strategy, which includes acquisitions and organic growth, and we look
forward to the opportunities ahead for Cal-Maine Foods in fiscal 2024.”
Dividend Payment
For the fourth quarter of fiscal 2023, Cal-Maine Foods will pay a cash dividend of approximately
$0.76 per share to holders of its common and Class A common stock. Pursuant to Cal-Maine Foods’ variable
dividend policy, for each quarter in which the Company reports net income, the Company pays a cash
dividend to shareholders in an amount equal to one-third of such quarterly income. Following a quarter
for which the Company does not report net income, the Company will not pay a dividend with respect to
that quarter or for a subsequent profitable quarter until the Company is profitable on a cumulative basis
Cal-Maine Foods Reports Fourth Quarter and Fiscal 2023 Results
Page 4
July 25, 2023
-MORE-
computed from the date of the most recent quarter for which a dividend was paid. The amount paid per
share will vary based on the number of outstanding shares on the record date. The dividend is payable on
August 22, 2023, to holders of record on August 7, 2023.
About Cal-Maine Foods
Cal-Maine Foods, Inc. is primarily engaged in the production, grading, packaging, marketing and
distribution of fresh shell eggs, including conventional, cage-free, organic, brown, free-range, pasture-
raised and nutritionally enhanced eggs. The Company, which is headquartered in Ridgeland, Mississippi,
is the largest producer and distributor of fresh shell eggs in the United States and sells the majority of its
shell eggs in states across the southwestern, southeastern, mid-western and mid-Atlantic regions of the
United States.
Forward Looking Statements
Statements contained in this press release that are not historical facts are forward-looking
statements as that term is defined in the Private Securities Litigation Reform Act of 1995. The forward-
looking statements are based on management’s current intent, belief, expectations, estimates and
projections regarding our company and our industry. These statements are not guarantees of future
performance and involve risks, uncertainties, assumptions and other factors that are difficult to predict
and may be beyond our control. The factors that could cause actual results to differ materially from those
projected in the forward-looking statements include, among others, (i) the risk factors set forth in the
Company’s SEC filings (including its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and
Current Reports on Form 8-K), (ii) the risks and hazards inherent in the shell egg business (including
disease, pests, weather conditions and potential for recall), including but not limited to the most recent
outbreak of highly pathogenic avian influenza affecting poultry in the U.S., Canada and other countries
that was first detected in commercial flocks in the U.S. in February 2022, (iii) changes in the demand for
and market prices of shell eggs and feed costs, (iv) our ability to predict and meet demand for cage-free
and other specialty eggs, (v) risks, changes or obligations that could result from our future acquisition of
new flocks or businesses and risks or changes that may cause conditions to completing a pending
acquisition not to be met, (vi) risks relating to increased costs, rising inflation and interest rates, which
began in response to market conditions caused in part by the COVID-19 pandemic and which generally
have been exacerbated by the Russia-Ukraine war that began in February 2022, (vii) our ability to retain
existing customers, acquire new customers and grow our product mix, and (viii) adverse results in
pending litigation matters . SEC filings may be obtained from the SEC or the Company’s website
,
www.calmainefoods.com. Readers are cautioned not to place undue reliance on forward-looking
statements because, while we believe the assumptions on which the forward-looking statements are based
are reasonable, there can be no assurance that these forward-looking statements will prove to be
accurate. Further, the forward-looking statements included herein are only made as of the respective
dates thereof, or if no date is stated, as of the date hereof. Except as otherwise required by law, we
disclaim any intent or obligation to publicly update these forward-looking statements, whether as a
result of new information, future events or otherwise.
Cal-Maine Foods Reports Fourth Quarter and Fiscal 2023 Results
Page 5
July 25, 2023
-MORE-
CAL-MAINE FOODS, INC. AND SUBSIDIARIES
FINANCIAL HIGHLIGHTS
(Unaudited)
(In thousands, except per share amounts)
SUMMARY STATEMENTS OF INCOME
14 Weeks Ended
June 3, 2023
13 Weeks Ended
May 28, 2022
53 Weeks Ended
June 3, 2023
52 Weeks Ended
May 28, 2022
Net sales
$
688,680
$
592,964
$
3,146,217
$
1,777,159
Cost of sales
490,588
397,879
1,949,760
1,440,100
Gross profit
198,092
195,085
1,196,457
337,059
Selling, general and administrative
62,159
51,640
232,207
198,631
Insurance recoveries
(125)
(2,267)
(3,345)
(5,492)
(Gain) loss on disposal of fixed assets
(167)
13
(131)
383
Operating income
136,225
145,699
967,726
143,537
Other income, net
9,690
664
30,824
22,478
Income before income taxes
145,915
146,363
998,550
166,015
Income tax expense
35,380
36,495
241,818
33,574
Net income
110,535
109,868
756,732
132,441
Less: Loss attributable to noncontrolling
interest
(396)
(118)
(1,292)
(209)
Net income attributable to Cal-Maine
Foods, Inc.
$
110,931
$
109,986
$
758,024
$
132,650
Net income per common share:
Basic
$
2.28
$
2.26
$
15.58
$
2.73
Diluted
$
2.27
$
2.25
$
15.52
$
2.72
Weighted average shares outstanding:
Basic
48,689
48,622
48,648
48,581
Diluted
48,838
48,791
48,834
48,734
Cal-Maine Foods Reports Fourth Quarter and Fiscal 2023 Results
Page 6
July 25, 2023
-END-
CAL-MAINE FOODS, INC. AND SUBSIDIARIES
FINANCIAL HIGHLIGHTS
(Unaudited)
(In thousands)
SUMMARY BALANCE SHEETS
June 3, 2023
May 28, 2022
ASSETS
Cash and short-term investments
$
647,914
$
174,513
Receivables, net
187,213
219,404
Inventories, net
284,418
263,316
Prepaid expenses and other current assets
5,380
4,286
Current assets
1,124,925
661,519
Property, plant and equipment, net
744,540
677,796
Other noncurrent assets
85,060
88,174
Total assets
$
1,954,525
$
1,427,489
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued expenses
$
145,601
$
148,018
Dividends payable
37,130
36,656
Current liabilities
182,731
184,674
Deferred income taxes and other liabilities
162,211
138,470
Stockholders' equity
1,609,583
1,104,345
Total liabilities and stockholders' equity
$
1,954,525
$
1,427,489