8-K
HORMEL FOODS CORP /DE/ (HRL)
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) February 10, 2021
HORMEL FOODS CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 1-2402 | 41-0319970 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File<br>Number) | (IRS Employer Identification Number) |
1 Hormel Place
Austin, MN 55912
(Address of Principal Executive Office)
(507) 437-5611
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:
☐ 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 Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock $0.01465 par value | HRL | New York Stock Exchange |
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. ☐
Section 1 — REGISTRANT'S BUSINESS AND OPERATIONS
Item 1.01 Entry into a Material Definitive Agreement
On February 10, 2021, Hormel Foods Corporation (the “Company”) entered into a definitive agreement to acquire the Planters® snack nut portfolio from the Kraft Heinz Company. The proposed transaction is expected to close in calendar Q2 2021, subject to regulatory review and approval.
The purchase price is $3.35 billion, subject to customary adjustments.
The Company intends to file the definitive agreement with its next quarterly report on Form 10-Q.
Section 7 — REGULATION FD
Item 7.01 Regulation FD Disclosure
On February 11, 2021, the Company issued a press release announcing a definitive agreement to acquire the Planters® snack nut portfolio. A copy of the press release is furnished as Exhibit 99 to this Form 8-K and is incorporated herein by reference.
Section 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 99 | Press release issued February 11, 2021 |
|---|---|
| 104 | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
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.
| HORMEL FOODS CORPORATION | ||
|---|---|---|
| (Registrant) | ||
| Dated: February 11, 2021 | By | /s/ JAMES N. SHEEHAN |
| JAMES N. SHEEHAN | ||
| Executive Vice President and | ||
| Chief Financial Officer | ||
| Dated: February 11, 2021 | By | /s/ JANA L. HAYNES |
| JANA L. HAYNES | ||
| Vice President and Controller |
3
Document
FOR IMMEDIATE RELEASE
Contact: Media Relations
507-434-6352
media@hormel.com
Hormel Foods Adds Another Strategic Leading Brand to its Portfolio with the Acquisition of Planters®
Acquisition of the Iconic Planters® Brand is a Continuation of the Company’s Evolution
as a Global Branded Food Company
AUSTIN, Minn., (Feb. 11, 2021) — Hormel Foods Corporation (NYSE: HRL), a global branded food company, announced today that it has entered into a definitive agreement to acquire the Planters® snack nut portfolio from the Kraft Heinz Company (Nasdaq: KHC). The proposed transaction is expected to close in calendar Q2 2021, subject to regulatory review and approval. The acquisition includes the Planters®, NUT-rition®, Planters® Cheez Balls and Corn Nuts® brands. Hormel Foods will acquire the business for $3.35 billion in cash in a transaction that provides a tax benefit valued at approximately $560 million, equating to an effective purchase price of $2.79 billion.
“Planters® is an iconic leading snack brand with universal consumer awareness,” said Jim Snee, chairman of the board, president and chief executive officer of Hormel Foods. “The acquisition of the Planters® business adds another $1 billion brand to our portfolio and significantly expands our presence in the growing snacking space. The Planters® brand enhances our portfolio built for individual and social snacking occasions, and perfectly complements our snacking brands such as Hormel Gatherings®, Columbus®, Justin’s®, SKIPPY®, Herdez® and Wholly®. This acquisition also meaningfully broadens our scope for future acquisitions in the snacking space.”
“Our competencies in brand stewardship, revenue growth management, e-commerce, innovation and consumer insights will be key to driving growth for the Planters® brand and for our customers,” Snee said. “We also expect significant synergies as we integrate this business into our One Supply Chain and Project Orion system.”
The Planters® snack nut portfolio net sales were approximately $1 billion in calendar year 2020 and are expected to grow at the company’s long-term organic growth target. Operating margins are expected to be accretive to the Grocery Products business in 2022 and enhance margins and cash flows for the total company. Hormel Foods expects to attain synergies of approximately $50-60 million to be realized by 2024. The acquisition includes three dedicated production facilities located in California, Arkansas and Virginia.
“The acquisition of the Planters® branded business further demonstrates our disciplined financial approach to M&A,” said Jim Sheehan, executive vice president and chief financial officer of Hormel Foods. “We expect this acquisition will responsibly leverage our balance sheet and will not compromise our disciplined capital allocation policy, especially our commitment to dividend growth.”
Citi and Credit Suisse are acting as financial advisors to Hormel Foods and Faegre Drinker Biddle & Reath is serving as legal counsel.
CONFERENCE CALL
A conference call will be webcast at 10 a.m. CT on Feb. 11, 2021. Access is available at www.hormelfoods.com by clicking on "Investors." The call will also be available via telephone by dialing 1-888-317-6003 and providing the access code 4708001. An audio replay is available by going to www.hormelfoods.com. The webcast replay will be available at 4 p.m. CT, Feb. 11, 2021, and will remain on the website for one year.
ABOUT HORMEL FOODS — Inspired People. Inspired Food.™
Hormel Foods Corporation, based in Austin, Minn., is a global branded food company with over $9 billion in annual revenue across more than 80 countries worldwide. Its brands include SKIPPY®, SPAM®, Hormel® Natural Choice®, Applegate®, Justin’s®, Wholly®, Hormel® Black Label®, Columbus® and more than 30 other beloved brands. The company is a member of the S&P 500 Index and the S&P 500 Dividend Aristocrats, was named on the “Global 2000 World’s Best Employers” list by Forbes magazine for three straight years, is one of Fortune magazine’s most admired companies, has appeared on Corporate Responsibility Magazine’s “The 100 Best Corporate Citizens” list for the 12th year in a row, and has received numerous other awards and accolades for its corporate responsibility and community service efforts. The company lives by its purpose statement — Inspired People. Inspired Food.™ — to bring some of the world’s most trusted and iconic brands to tables across the globe. For more information, visit www.hormelfoods.com
FORWARD-LOOKING STATEMENTS
This release contains forward-looking information based on management’s current views and assumptions. Actual events may differ materially. Factors that may affect actual results include, but are not limited to: whether and when the required regulatory approvals will be obtained, whether and when the closing conditions will be satisfied and whether and when the transaction will close, whether and when the Company will be able to realize the expected financial results, growth, and accretive effect of the transaction, and how customers, competitors, suppliers and employees will react to the transaction. Please refer to the cautionary statement regarding Forward-Looking Statements and Risk Factors that appear on pages 5-9 in the Company’s Form 10-K included in the Company’s 2020 annual report to stockholders available for viewing or download on the investor page of the Company’s website – hormelfoods.com.