Hormel Foods 10-Q 2025-04-27

Filed 2025-05-29. 8 sections, 185K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 27, 2025

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to _______________

Commission File Number: 1-2402

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HORMEL FOODS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware41-0319970
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1 Hormel Place, Austin Minnesota55912-3680
(Address of principal executive offices)(Zip Code)

(507) 437-5611

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common Stock$0.01465par valueHRLNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ClassOutstanding at May 26, 2025
Common Stock$0.01465par value549,894,589
Common Stock Nonvoting$0.01par value0

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION3
Item 1.Financial Statements3
Consolidated Statements of Operations3
Consolidated Statements of Comprehensive Income4
Consolidated Statements of Financial Position5
Consolidated Statements of Changes in Shareholders’ Investment6
Consolidated Condensed Statements of Cash Flows8
Notes to the Consolidated Financial Statements9
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Results of Operations21
Overview21
Consolidated Results22
Segment Results24
Related Party Transactions27
Non-GAAP Measures27
Liquidity and Capital Resources30
Critical Accounting Estimates32
Forward-looking Statements32
Item 3.Quantitative and Qualitative Disclosures About Market Risk33
Item 4.Controls and Procedures33
PART II - OTHER INFORMATION34
Item 1.Legal Proceedings34
Item 1A.Risk Factors34
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds34
Item 3.Defaults Upon Senior Securities34
Item 4.Mine Safety Disclosures34
Item 5.Other Information34
Item 6.Exhibits35
SIGNATURES36

PART I – FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

HORMEL FOODS CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

Quarter EndedSix Months Ended
In thousands, except per share amountsApril 27, 2025April 28, 2024April 27, 2025April 28, 2024
Net Sales$2,898,810$2,887,352$5,887,623$5,884,263
Cost of Products Sold2,414,3772,383,5464,927,9574,871,723
Gross Profit484,433503,806959,6661,012,539
Selling, General, and Administrative251,432266,668514,445507,054
Equity in Earnings of Affiliates15,35015,18231,46131,273
Operating Income248,352252,320476,682536,758
Interest and Investment Income1,65313,49710,85732,932
Interest Expense19,51621,67938,97740,005
Earnings Before Income Taxes230,489244,139448,561529,685
Provision for Income Taxes50,74754,93198,289121,749
Net Earnings179,742189,207350,272407,936
Less: Net Earnings (Loss) Attributable to Noncontrolling Interest(275)(70)(320)(204)
Net Earnings Attributable to Hormel Foods Corporation$180,017$189,278$350,592$408,140
Net Earnings Per Share
Basic$0.33$0.35$0.64$0.75
Diluted$0.33$0.34$0.64$0.74
Weighted-average Shares Outstanding
Basic550,277547,868549,868547,444
Diluted550,611548,685550,233548,303

See Notes to the Consolidated Financial Statements

HORMEL FOODS CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Unaudited

Quarter EndedSix Months Ended
In thousandsApril 27, 2025April 28, 2024April 27, 2025April 28, 2024
Net Earnings$179,742$189,207$350,272$407,936
Other Comprehensive Income (Loss), Net of Tax:
Foreign Currency Translation(28,120)(19,315)(55,199)(7,856)
Pension and Other Benefits2,5422,0684,9084,197
Derivatives and Hedging(3,883)11,99811,97917,205
Equity Method Investments1,902(6,444)2,376(3,561)
Total Other Comprehensive Income (Loss)(27,559)(11,693)(35,936)9,985
Comprehensive Income152,183177,515314,336417,921
Less: Comprehensive Income (Loss) Attributable to Noncontrolling Interest(497)(220)(987)(146)
Comprehensive Income Attributable to Hormel Foods Corporation$152,680$177,735$315,323$418,067

See Notes to the Consolidated Financial Statements

HORMEL FOODS CORPORATION

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

Unaudited

In thousands, except share and per share amountsApril 27, 2025October 27, 2024
Assets
Cash and Cash Equivalents$669,688$741,881
Short-term Marketable Securities29,29324,742
Accounts Receivable (Net of Allowance for Doubtful Accounts of $3,664 at April 27, 2025, and $3,712 at October 27, 2024)743,981817,908
Inventories1,729,2371,576,300
Taxes Receivable50,52950,380
Prepaid Expenses and Other Current Assets59,34135,265
Total Current Assets3,282,0693,246,476
Goodwill4,920,6354,923,487
Intangible Assets1,724,8101,732,705
Pension Assets196,736205,964
Investments in Affiliates682,810719,481
Other Assets422,903411,889
Property, Plant, and Equipment
Land73,37275,159
Buildings1,498,5151,503,519
Equipment2,912,5552,905,058
Construction in Progress297,683228,726
Less: Allowance for Depreciation(2,590,282)(2,517,734)
Net Property, Plant, and Equipment2,191,8432,194,728
Total Assets$13,421,808$13,434,729
Liabilities and Shareholders’ Investment
Accounts Payable$716,892$735,604
Accrued Expenses53,35366,380
Accrued Marketing Expenses119,092108,156
Employee-related Expenses239,392283,490
Interest and Dividends Payable180,561175,941
Taxes Payable11,12521,916
Current Maturities of Long-term Debt7,2497,813
Total Current Liabilities1,327,664

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

Overview

The Company is a global manufacturer and marketer of branded food products. The Company’s three reportable segments, Retail, Foodservice, and International, are described in Note N - Segment Reporting in the Notes to the Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

The Company reported diluted earnings per share of $0.33 for the second quarter of fiscal 2025, down 3 percent compared to the same period last year. Adjusted diluted earnings per share(1) was $0.35. Significant factors impacting the quarter are listed below. All comparisons are to the same period of the prior year unless otherwise noted.

  • Net sales for the second quarter were comparable to the prior year. Organic net sales(1) increased 1 percent with growth from the Foodservice and International segments and comparable net sales in the Retail segment.

  • Total segment profit for the second quarter decreased 3 percent. Segment profit growth in the Retail segment was more than offset by declines in segment profit for each of the Foodservice and International segments.

  • Retail segment profit grew in the second quarter primarily due to benefits from operational efficiencies as part of the Transform and Modernize (T&M) initiative and favorable selling, general, and administrative (SG&A) expenses.

  • Foodservice segment profit decreased in the second quarter, as higher net sales were more than offset by margin pressures, primarily in non-core businesses.

  • International segment profit declined in the second quarter, as meaningful net sales growth was primarily offset by a shift in export customer mix and softness in Brazil.

  • Earnings before income taxes for the second quarter decreased 6 percent, as the benefits from higher net sales and lower SG&A expenses were more than offset by higher cost of products sold and lower interest and investment income compared to the prior period. Adjusted earnings before income taxes(1) decreased 8 percent.

  • The pre-tax impact of non-recurring expenses related to the Company’s T&M initiative in the second quarter of fiscal 2025 was $16.6 million, most of which was recorded in SG&A.

  • Cash flow from operations was $366 million for the first six months of fiscal 2025, a 43 percent decrease from the comparable period of the prior year. The decline in cash flow from operations was primarily due to an inventory build in the second quarter of fiscal 2025 in advance of the important summer selling season.

Changes in global trade policies, including recently announced tariffs and retaliatory tariffs, did not have a material impact on our results of operations during the second quarter or first six months of fiscal 2025. The Company continues to monitor and evaluate the impact of proposed and enacted tariffs, including proposed and enacted retaliatory tariffs, and other trade restrictions, as well as our ability to mitigate their impacts, which remains uncertain.

Consolidated Results

Volume, Net Sales, Earnings, and Diluted Earnings Per Share

Quarter EndedSix Months Ended
In thousands, except per share amountsApril 27, 2025April 28, 2024% ChangeApril 27, 2025April 28, 2024% Change
Volume (lbs.)999,3901,059,843(5.7)2,054,6982,161,397(4.9)
Organic Volume (lbs.)(1)999,3901,043,258(4.2)2,054,6982,128,882(3.5)
Net Sales$2,898,810$2,887,3520.4$5,887,623$5,884,2630.1
Organic Net Sales(1)2,898,8102,859,1411.45,887,6235,829,1541.0
Earnings Before Income Taxes230,489244,139(5.6)448,561529,685(15.3)
Net Earnings Attributable to Hormel Foods Corporation180,017189,278(4.9)350,592408,140(14.1)
Diluted Earnings Per Share0.330.34(2.9)0.640.74(13.5)
Adjusted Diluted Earnings Per Share(1)0.350.38(7.9)0.700.79(11.4)

(1) See the “Non-GAAP Measures” section below for a description of the Company’s use of measures not defined by United States (U.S.) Generally Accepted Accounting Principles (GAAP).

Volume and Net Sales

Net sales increased and volume decreased for the second quarter and first six months of fiscal 2025 compared to the prior year.

For the second quarter of fiscal 2025, net sales increased in each of the Foodservice and International segments and were comparable in the Retail segment. Organic net sales(1) growth was broad-based in the Foodservice segment, with notable contributions from the customized solutions business and the turkey portfolio. The International segment drove net sales performance through exports and robust growth in the China market. Within the Retail segment, the Mexican portfolio and value-added turkey products each delivered high-single-digit growth, which was primarily offset by the impacts of promotional timing.

For the first six months of fiscal 2025, net sales increased in each of the Foodservice and International segments and decreased in the Retail segment. The Foodservice segment led the Company's overall organic net sales(1) growth through the customized solutions business, the turkey portfolio, and premium prepared proteins. In the International segment, the China market and exports were the largest contributors to top-line performance. For the Retail segment, growth from value-added turkey, Applegate**®** natural and organic meats, the Mexican portfolio, and the SPAM**®** family of products was primarily offset by declines in branded and private label deli meats.

For the second quarter of fiscal 2025, volume growth in the International segment was more than offset by volume declines in the Retail and Foodservice segments. For the first six months of fiscal 2025, organic volume(1) in the Foodservice segment was comparable to the prior year. Volume increased in the International segment and declined in the Retail segment for the first six months of fiscal 2025.

In the third quarter of fiscal 2025, the Company expects net sales growth from each of its segments compared to the prior year.

Cost of Products Sold

Quarter EndedSix Months Ended
In thousandsApril 27, 2025April 28, 2024% Change**April 27,

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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is exposed to various forms of market risk as a part of its ongoing business practices including commodity price risk, interest rate risk, foreign currency exchange rate risk, investment risk, and credit risk, among others.

Commodity Price Risk: The Company is subject to commodity price risk through grain, lean hog, natural gas, and diesel fuel markets. To reduce these exposures and offset the fluctuations caused by changes in market conditions, the Company employs hedging programs. These programs utilize futures, swaps, and options contracts and are accounted for as cash flow hedges. The fair value of the Company’s cash flow commodity contracts as of April 27, 2025 was $7.8 million compared to $(5.9) million as of October 27, 2024. The Company measures its market risk exposure on its cash flow commodity contracts using a sensitivity analysis, which considers a hypothetical 10 percent change in the market prices. A 10 percent decrease in the market price would have negatively impacted the fair value of the Company’s cash flow commodity contracts as of April 27, 2025 by $29.2 million, which in turn would have lowered the Company’s future cost on purchased commodities by a similar amount.

Interest Rate Risk: The Company is subject to interest rate risk primarily from changes in fair value of long-term fixed rate debt. The Company’s long-term debt had a fair value of $2.5 billion as of April 27, 2025, and October 27, 2024. The Company measures its market risk exposure of long-term fixed rate debt using a sensitivity analysis, which considers a 10 percent change in interest rates. A 10 percent decrease in interest rates would have positively impacted the fair value of the Company’s long-term debt as of April 27, 2025 by $68.0 million. A 10 percent increase would have negatively impacted the long-term debt by $63.2 million.

Foreign Currency Exchange Rate Risk: The fair values of certain Company assets are subject to fluctuations in foreign currency exchange rates. The Company’s net asset position in foreign currencies was $1.2 billion as of April 27, 2025, and October 27, 2024, with most of the exposure existing in Chinese yuan, Indonesian rupiah, and Brazilian real. The Company currently does not use market risk sensitive instruments to manage this risk.

Investment Risk: The Company has corporate-owned life insurance policies classified as trading securities as part of a rabbi trust to fund certain supplemental executive retirement plans and deferred income plans. As of April 27, 2025, the balance of these securities totaled $208.6 million compared to $209.7 million as of October 27, 2024. The rabbi trust is invested primarily in fixed income funds. The Company is subject to market risk due to fluctuations in the value of the remaining investments as unrealized gains and losses associated with these securities are included in the Company’s net earnings on a mark-to-market basis. A 10 percent decline in the value of the investments not held in fixed income funds would have negatively impacted the Company’s pre-tax earnings by approximately $10.1 million, while a 10 percent increase in value would have a positive impact of the same amount.

Concentration of Credit Risk: The Company is exposed to credit risk from its customers. The Company regularly assesses the credit worthiness of its customers. As of April 27, 2025, and October 27, 2024, one customer accounted for more than 10% of net accounts receivable.

Item 4. CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures.

As of the end of the period covered by this report (the Evaluation Date), the Company carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act)). In designing and evaluating the disclosure controls and procedures, management recognized any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded, as of the Evaluation Date, the Company’s disclosure controls and procedures were effective to provide reasonable assurance the information the Company is required to disclose in

reports it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

(b) Internal Control over Financial Reporting.

The Company is in the midst of a multi-year transformation project to achieve better analytics, customer service, and process efficiencies through the use of Oracle Cloud Solutions. During fiscal 2024, the Company began implementing the order-to-cash phase at certain business locations. Additional implementations are expected to continue over the next several years. Emphasis has been on the maintenance of effective internal controls and assessment of the design and operating effectiveness of key control activities throughout each development and deployment phase.

With the exception of the order-to-cash implementation described above, there were no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) in the second quarter of fiscal 2025 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

Information regarding legal proceedings is available in Note J - Commitments and Contingencies of the Notes to the Consolidated Financial Statements.

Item 1A. RISK FACTORS

The Company’s business, operations, and financial condition are subject to various risks and uncertainties. There have been no material changes to the risk factors previously disclosed in Part I, Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the fiscal year ended October 27, 2024.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

There were no issuer purchases of equity securities in the quarter ended April 27, 2025. On January 29, 2013, the Company’s Board of Directors authorized the repurchase of 10,000,000 shares of its common stock with no expiration date. On January 26, 2016, the Board of Directors approved a two-for-one split of the Company’s common stock to be effective January 27, 2016. As part of the stock split resolution, the number of shares remaining to be repurchased was adjusted proportionately. As of April 27, 2025, the maximum number of shares that may yet be purchased under the repurchase plans or programs is 3,677,494.

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. MINE SAFETY DISCLOSURES

None.

Item 5. OTHER INFORMATION

During the fiscal quarter ended April 27, 2025, no director or officer of the Company adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as the terms are defined in Item 408(a) of Regulation S-K.

Item 6. EXHIBITS

10.1U.S. $750,000,000 Credit Agreement, dated as of March 25, 2025, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, Swing Line Lender and Issuing Lender, and the lenders identified on the signature pages thereof (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on March 26, 2025, File No. 001- 02402.)
31.1Certification Required Under Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification Required Under Section 302 of the Sarbanes-Oxley Act of 2002.
32.1Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 27, 2025, formatted in Inline XBRL: (i) Consolidated Statements of Operations, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Statements of Financial Position, (iv) Consolidated Statements of Changes in Shareholders’ Investment, (v) Consolidated Condensed Statements of Cash Flows, and (vi) Notes to the Consolidated Financial Statements.
104The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 27, 2025, formatted in Inline XBRL (included as Exhibit 101).

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 thereunto duly authorized.

HORMEL FOODS CORPORATION
(Registrant)
Date: May 29, 2025By:/s/ JACINTH C. SMILEY
JACINTH C. SMILEY
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
Date: May 29, 2025By:/s/ PAUL R. KUEHNEMAN
PAUL R. KUEHNEMAN
Vice President and Controller
(Principal Accounting Officer)