Item 6. Selected Financial Data.

7K characters. Original on sec.gov · Markdown

Item 6. Selected Financial Data.

Periods Presented:

On June 7, 2013, H. J. Heinz Company was acquired by Heinz (formerly known as Hawk Acquisition Holding Corporation), a Delaware corporation controlled by the Sponsors, pursuant to the Agreement and Plan of Merger, dated February 13, 2013, as amended by the Amendment to Agreement and Plan of Merger, dated March 4, 2013, by and among H. J. Heinz Company, Heinz, and Hawk Acquisition Sub, Inc. (“Hawk”).

The 2013 Merger established a new accounting basis for Heinz. Accordingly, the consolidated financial statements present both predecessor and successor periods, which relate to the accounting periods preceding and succeeding the completion of the 2013 Merger. The predecessor and successor periods are separated by a vertical line to highlight the fact that the financial information for such periods has been prepared under two different historical-cost bases of accounting.

Additionally, on October 21, 2013, our Board of Directors approved a change in our fiscal year-end from the Sunday closest to April 30 to the Sunday closest to December 31. In 2013, as a result of the change in fiscal year-end, the 2013 Merger, and the creation of Hawk, there are three 2013 reporting periods as described below.

The “Successor” (Heinz, renamed to The Kraft Heinz Company at the closing of the 2015 Merger) period includes:

•The consolidated financial statements for the year ended December 30, 2017 (a 52-week period, including a full year of Kraft Heinz results);
•The consolidated financial statements for the year ended December 31, 2016 (a 52-week period, including a full year of Kraft Heinz results);
•The consolidated financial statements for the year ended January 3, 2016 (a 53-week period, including a full year of Heinz results and post-2015 Merger results of Kraft);
•The consolidated financial statements for the year ended December 28, 2014 (a 52-week period, including a full year of Heinz results); and
  • The period from February 8, 2013 through December 29, 2013 (the “2013 Successor Period”), reflecting:
▪The creation of Hawk on February 8, 2013 and the activity from February 8, 2013 to June 7, 2013, which related primarily to the issuance of debt and recognition of associated issuance costs and interest expense; and
▪All activity subsequent to the 2013 Merger. Therefore, the 2013 Successor Period includes 29 weeks of operating activity (June 8, 2013 to December 29, 2013). We indicate in the selected financial data table the weeks of operating activities in this period.

The “Predecessor” (H. J. Heinz Company) period includes, but is not limited to:

•The consolidated financial statements of H. J. Heinz Company prior to the 2013 Merger on June 7, 2013, which includes the period from April 29, 2013 through June 7, 2013 (the “2013 Predecessor Period”); this represents six weeks of activity from April 29, 2013 through the 2013 Merger; and
•The consolidated financial statements of H. J. Heinz Company for the fiscal year from April 30, 2012 to April 28, 2013 (“Fiscal 2013”).

Selected Financial Data:

The following table presents selected consolidated financial data for 2017, 2016, 2015, 2014, the 2013 Successor Period, the 2013 Predecessor Period, and Fiscal 2013.

SuccessorPredecessor (H. J. Heinz Company)
December 30, 2017 (52 weeks)December 31, 2016 (52 weeks)(a)January 3, 2016 (53 weeks)December 28, 2014 (52 weeks)February 8 - December 29, 2013 (29 weeks)April 29 - June 7, 2013 (6 weeks)April 28, 2013 (52 weeks)
(in millions, except per share data)
Period Ended:
Net sales(b)(d)$26,232$26,487$18,338$10,922$6,240$1,113$11,529
Income/(loss) from continuing operations(b)10,9903,642647672(66)(191)1,102
Income/(loss) from continuing operations attributable to common shareholders(b)10,9993,452(266)(63)(1,118)(194)1,088
Income/(loss) from continuing operations per common share(b):
Basic9.032.84(0.34)(0.17)(2.97)(0.60)3.39
Diluted8.952.81(0.34)(0.17)(2.97)(0.60)3.37
As of:
Total assets(d)120,232120,480122,97336,57138,681NA12,920
Long-term debt(c)(d)28,33329,71325,15113,35814,326NA3,830
Redeemable preferred stock——8,3208,3208,320NA—
Cash dividends per common share2.452.351.70———2.06
(a)On December 9, 2016, our Board of Directors approved a change to our fiscal year end from Sunday to Saturday. Effective December 31, 2016, we operate on a 52 or 53-week fiscal year ending on the last Saturday in December in each calendar year. In prior years, we operated on a 52 or 53-week fiscal year ending the Sunday closest to December 31. As a result, we occasionally have a 53rd week in a fiscal year. Our 2015 fiscal year includes a 53rd week of activity.
(b)Amounts exclude the operating results and any associated impairment charges and losses on sale related to the Company's Shanghai LongFong Foods business in China and U.S. Foodservice frozen desserts business, which were divested in Fiscal 2013.
(c)Amounts exclude the current portion of long-term debt. Additionally, amounts include interest rate swap hedge accounting adjustments of $123 million at April 28, 2013. There were no interest rate swaps requiring such hedge accounting adjustments at December 30, 2017, December 31, 2016, January 3, 2016, December 28, 2014, or December 29, 2013.
(d)The increases in net sales, total assets, and long-term debt from December 28, 2014 to January 3, 2016 reflect the impact of the 2015 Merger. See Note 2, Merger and Acquisition, to the consolidated financial statements for additional information.

Previous: Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. · Next: Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.