Hormel Foods 8-K 2023-02-28

Filed 2023-02-28. 1 sections, 12K characters. Original on sec.gov · Markdown · JSON

Form 8-K

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 28, 2023

HORMEL FOODS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware1-240241-0319970
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification Number)
1 Hormel Place, Austin, Minnesota55912-3680
(Address of principal executive offices)(Zip Code)

(507) 437-5611

Registrant’s telephone number, including area code

None

(Former name or former address, if changed since last report)

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 classTrading SymbolName of each exchange on which registered
Common Stock $0.01465 par valueHRLNew 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 7 – REGULATION FD

Item 7.01 Regulation FD Disclosure

Hormel Foods Corporation (the Company) is filing this Current Report on Form 8-K (Form 8-K) to provide investors supplemental information related to a change in segment reporting in fiscal 2023. The Company is providing certain unaudited historical financial information, which has been recast to align with the new segment structure. This recast financial information is being provided to aid in comparability and has no impact on previously reported consolidated financial statements for any period.

On October 31, 2022, the beginning of the first quarter of fiscal 2023, the Company transitioned to a new strategic operating model, which aligns its businesses to be more agile, consumer and customer focused, and market driven. The Company transitioned from four operating segments: Grocery Products, Refrigerated Foods, Jennie-O Turkey Store, and International & Other to three operating and reportable segments: Retail, Foodservice, and International. The new reportable segments align with how the chief operating decision maker assesses performance and allocates resources.

The Retail segment consists primarily of the processing, marketing, and sale of food products sold predominantly in the retail market. This segment also includes the results from the Company’s MegaMex Foods, LLC joint venture.

The Foodservice segment consists primarily of the processing, marketing, and sale of food and nutritional products for foodservice, convenience store, and commercial customers.

The International segment processes, markets, and sells products internationally. This segment also includes the results from the Company’s international joint ventures and royalty arrangements.

For informational purposes, the Company's historical recast of certain segment data, reflective of the segment changes noted above, is included in this report.

HORMEL FOODS CORPORATION

HISTORICAL RECAST OF SEGMENT DATA

Unaudited

Fiscal 2022
Three Months EndedThree Months EndedSix Months EndedThree Months EndedNine Months EndedThree Months EndedTwelve Months Ended
in thousandsJanuary 30, 2022May 1, 2022May 1, 2022July 31, 2022July 31, 2022October 30, 2022October 30, 2022
Volume (lbs)
Retail868,939824,5391,693,478742,1032,435,581810,0443,245,625
Foodservice252,249257,914510,164250,513760,677266,4471,027,124
International83,68481,745165,42981,993247,42183,999331,421
Total1,204,8721,164,1982,369,0701,074,6093,443,6791,160,4904,604,169
Net Sales
Retail$1,995,896$2,000,695$3,996,591$1,924,553$5,921,145$2,066,454$7,987,598
Foodservice854,194909,8721,764,066917,6712,681,7371,009,6723,691,408
International194,268185,992380,260192,190572,450207,350779,799
Total$3,044,358$3,096,559$6,140,917$3,034,414$9,175,331$3,283,475$12,458,806
Segment Profit
Retail$169,702$190,186$359,888$163,092$522,980$198,852$721,832
Foodservice134,758135,927270,685128,798399,482148,203547,686
International27,23927,13054,36924,46478,83328,810107,642
Total Segment Profit$331,699$353,243$684,941$316,354$1,001,295$375,865$1,377,161

HORMEL FOODS CORPORATION

HISTORICAL RECAST OF SEGMENT DATA

Unaudited

Fiscal 2021
Three Months EndedThree Months EndedSix Months EndedThree Months EndedNine Months EndedThree Months EndedTwelve Months Ended
in thousandsJanuary 24, 2021April 25, 2021April 25, 2021July 25, 2021July 25, 2021October 31, 2021October 31, 2021
Volume (lbs)
Retail885,458857,7091,743,167822,8182,565,985980,3393,546,324
Foodservice207,759246,751454,510252,047706,557301,1111,007,667
International86,48988,488174,977105,770280,74698,399379,145
Total1,179,7061,192,9482,372,6541,180,6343,553,2881,379,8484,933,136
Net Sales
Retail$1,689,867$1,719,702$3,409,569$1,827,461$5,237,030$2,181,048$7,418,079
Foodservice572,588696,1691,268,757817,7832,086,5401,043,6343,130,174
International198,692190,750389,442218,426607,868230,068837,936
Total$2,461,147$2,606,621$5,067,768$2,863,670$7,931,438$3,454,751$11,386,189
Segment Profit
Retail$184,567$189,601$374,168$148,409$522,576$167,551$690,127
Foodservice80,98795,115176,10292,523268,625163,367431,992
International26,96323,78750,75126,86577,61538,970116,585
Total Segment Profit$292,517$308,503$601,020$267,796$868,817$369,888$1,238,704

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 28, 2023By/s/ PAUL R. KUEHNEMAN
PAUL R. KUEHNEMAN
Vice President and Controller
Dated: February 28, 2023By/s/ JACINTH C. SMILEY
JACINTH C. SMILEY
Executive Vice President and
Chief Financial Officer