B&G Foods, Inc.

Good day, and welcome to the B&G Foods third quarter 2022 earnings call. Today's call, which is being recorded, is scheduled to last about one hour, including remarks by B&G Foods management and the question and answer session. I would now like to turn the call over to Sarah Duralim, Senior Director of Corporate Strategy and Business Development for B&G Foods. Please go ahead.

Good afternoon, and thank you for joining us. With me today are Casey Keller, our Chief Executive Officer, and Bruce Wacca, our Chief Financial Officer. You can access Detailed Financial in the earnings release we issued today, which is available at the Investor Relations section of BGFoods.com. Before we begin our formal remarks, I need to remind everyone that part of the discussion today includes forward-looking statements. These statements are not guarantees of future performance, and therefore, undue reliance should not be placed upon them. We refer you to B&G Foods' annual report on Form 10-K and subsequent SEC filings for a more detailed discussion of the risks that could impact our company's future operating results and financial conditions. B&G Foods undertakes no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events, or otherwise. We will also be making references on today's call to the non-GAAP financial measures adjusted EBITDA, adjusted net income, adjusted diluted earnings per share, and base business net sales. Reconciliations of these financial measures to the most directly comparable GAAP financial measures are provided in today's earnings release. Casey will begin the call with opening remarks and discuss various factors that affect our results, collective business highlights, and his thoughts concerning the outlook for the remainder of fiscal 2022 and beyond. Bruce will then discuss our financial results for the third quarter of 2022 and our guidance for full year fiscal 2022. I would now like to turn the call over to Casey.

Good afternoon. Thank you, Sarah, and thank you all for joining us today for our third quarter earnings call. Third quarter performance improved sequentially as pricing actions covered more of the inflationary costs. Net sales increased 2.6% versus last year, with adjusted EBITDA margin at 15.2% compared to 11.3% in Q2. Adjusted gross profit margin improved to 20.4%, down 340 basis points versus last year, compared to Q2 at 16.5%, which was down 760 basis points versus last year. Some key perspectives on the results. Inflation. Total fiscal year 22 input cost inflation impact remains at plus 20%. This is the first quarter in fiscal year 22 that has not worsened. In addition, freight, transportation, and weary housing costs have moderated from last summer, although still significantly higher than last year. Pricing. In total, pricing realization contributed $75.5 million in Q3, compared to only $20.5 million in Q2. Net pricing actions recovered in excess of 80% of inflation in the quarter, with full recovery expected in Q4, behind final fiscal year 22 price increases implemented in August and on October 3rd. Volume. Sales results were slightly below our expectations and impacted by volume declines on Green Giant canned vegetables and spices and seasonings. Green Giant declines were driven by the exit of a low-to-no-profit business in the dollar channel and higher elasticity following summer price increases. We are seeing some recovery during the fall promotion season. On spices and seasonings, trends reflected distribution losses from supply and service issues in Q1 and Q2, and a general slowdown of category trends post-pandemic. We are now recovering distribution in key accounts behind improved service with very strong spice and seasoning sales in October. Supply. Customer service and fill rates improved during the third quarter, reaching over 93% by the quarter's end. we are on track to deliver between 94% to 95% customer fill rates in Q4. Some supply issues still remain behind materials availability, but those are becoming more isolated situations. Looking forward, we are on track for stronger Q4 delivery, expecting net sales to grow mid-single digits with adjusted EBITDA at or above last year. Q4 projections are based on full pricing actions moderating costs, and comparisons to the COVID Omicron service and shipping disruptions last December across several production and distribution facilities. As discussed, we have been implementing pricing actions to recover inflationary input costs as fast as possible during fiscal year 22. By October, all current year pricing increases were sold through an effective catching up to known costs for the remainder of the year. For fiscal year 23, we expect inflation to continue, but at a much lower rate, currently estimated at plus 4% to 5%, with the biggest pressures on tomatoes, glass, et cetera. So far, we have not seen significant declines on key commodities, for example, soybean oil, corn, wheat, et cetera, from average cost levels in fiscal year 22. Again, we expect to raise prices to recover higher input costs, but with a more surgical approach against key commodity categories versus the broader actions required in fiscal year 22. In terms of elasticies, we project that price elasticies will increase modestly as the economy tightens next year, and some consumers trade down on the margin to cheaper alternatives. Further, we will be taking additional steps to manage cash flow and reduce debt in the near term. Although our leverage ratio will improve with stronger EBITDA flow in Q4 and early fiscal year 23, the debt level at $2.4 billion is too high in a rising interest rate environment, with interest expenses on short-term debt increasing significantly. Working capital needs have also increased over the past year with higher inventory valuations as a result of cost inflation. At this point, we are taking actions to manage the capital structure that Bruce will address in more detail later, but at a high level include revising our dividend payout rate to return a substantial portion of free cash flow to shareholders, but directing a significant remainder to reduce debt obligations. Completing divestitures of non-core businesses to generate proceeds to pay down debt and reduce leverage, we are actively seeking to sell the Back to Nature brand and have initiated a strategic review to identify other potential divestitors that will shape the B&G Foods portfolio for future focus and strength. Finally, I am encouraged by the startup of the four business units, spices and seasonings, meals, frozen and vegetables, and specialty. As discussed, these units are intended to clarify portfolio focus and future platforms and push accountability down to improve management and decision-making. Although early days, we are already building stronger plans, identifying margin improvement opportunities, making faster decisions, and more closely integrating demand and supply. I am confident this structure will sharpen our focus build critical capabilities, and deliver improved sales and margin performance over time. Thank you, and I will now turn the call over to Bruce for more detail on the quarterly performance and outlook for the remainder of the year. Thank you, Casey.

Good afternoon, everyone. As Casey just discussed, while our third quarter was not without challenges, we believe that we are finally nearing the inflection point from a performance standpoint. Sales remain strong and are benefiting from pricing. Costs remain elevated but are beginning to stabilize. Margins are still lower than where we would like them to be but are now improving rather than deteriorating. Sequentially, we have seen approximately 250 basis points of improvement in both our gross profit as a percentage of net sales and our adjusted EBITDA as a percentage of net sales in the third quarter as compared to the first half of the year. While we are still not where we would like to be, we are confident that we are moving in the right direction, and we expect further improvement in the fourth quarter of this year and additional recovery in 2023. During the third quarter of 2022, we generated net sales of $528.4 million, adjusted EBITDA of $80.2 million, and adjusted diluted earnings per share of 31 cents. Net sales for third quarter 2022 increased $13.4 million, or 2.6%. Price increases coupled with product mix increased net sales by approximately $75.5 million, which was offset by volume declines of $61.3 million and the negative impact of FX of $1.2 million. Volume declines were driven by a combination of supply chain challenges, which has continued to improve over the course of the year, but are still not fully back to normal across the entire portfolio, and elasticity. We knew that we needed to take price, just like everybody else in our industry, and as uncomfortable as that may be at times, we fully expect to see some levels of elasticity driven volume declines. So we are closely monitoring our volumes by brand and evaluating volume losses against the pricing model that we constructed to better evaluate the impact of elasticity. Net sales of Crisco, the biggest beneficiary of pricing in the portfolio, increased by $27.3 million, or 38.3% for the third quarter of fiscal 2022, as compared to the third quarter of 2021. Net sales of Crisco are now up by $61.7 million, or 32.9%, for the first three quarters of the year compared to last year. Crisco, which was expected to deliver $270 million in net sales annually when we acquired it in late 2020, is now on pace to generate more than $350 million of net sales this year. While costs are up significantly and margins are down, We continue to expect Crisco to deliver profit dollars that are generally in line with our acquisition model. Collabergirl also performed well. Net sales increased by $5.5 million, or 26.6%, in the third quarter of 2022, as compared to the third quarter of last year. Collabergirl is having a strong year, with net sales up $10.6 million, or 19%, for the first three quarters of the year, as compared to last year. Net sales of Prima wheat increased by $3.1 million or 20.4% for the quarter and $9 million or 18.8% for the year-to-date period. Net sales of Ortega increased by $1 million or 2.6% for the quarter. Ortega is recovering nicely from the supply chain challenges that hurt performance earlier this year. Through the first three quarters of the year, net sales of Ortega are nearly flat or down just $0.5 million or 0.4% compared to last year. Maple Grove Farms decreased $0.6 million, or 2.9%, in the third quarter of 2022 compared to 2021. Our spices and seasonings business, which had been plagued with supply chain challenges throughout the first half of the year and is lapping peak 2021 performance earlier this year, also showed improvements in the third quarter. Net sales of spices and seasonings were down $6.1 million, or 6.5% in the third quarter of 2022, as compared to the prior year. This compares favorably to performance during the first half of the year when net sales were down $19.3 million, or 9.5% as compared to the prior year period. Although we are still lapping strong Q3 2021 prices for spices and seasonings, our fill rates have improved as factory performance has continued to normalize, which has helped sales. Performance for spices and seasonings has also benefited from the launches of Cinnamon Toast Crunch Spread, Snickers Shakers, Twix, and Einstein Brother Everything Bagel Seasonings licensing partnerships, which have also been very well received in retail. Compared to pre-pandemic 2019, Net sales of the company's spices and seasonings increased by $20.1 million, or 8.1%, through the first three quarters of 2022. Net sales of Green Giant, including Le Sour, decreased by $17.7 million, or 12.6%, for the third quarter of fiscal 2022, as compared to the third quarter of 2021. Green Giant is somewhat challenged this year, although some of the performance in the third quarter was related to timing and a portion also related to our decision to walk away from certain low margin business in the discount channel that became problematic in this year's cost environment. On a year-to-date basis, despite the soft third quarter performance, net sales of Green Giant are down just $8.3 million or 2.2% as compared to last year. Base business, Net sales in all other brands in the aggregate increased by $0.5 million or 0.5% for the third quarter of 2022 as compared to the third quarter of 2021. Gross profit was $105.8 million for the third quarter of 2022 or 20% of net sales. Excluding the negative impact of $2.2 million of acquisition divestiture related expenses, and non-recurring expenses included in cost of goods sold during the third quarter of 2022, gross profit would have been $108 million or 20.4% of net sales. Gross profit was $105.7 million for the third quarter of 2021 or 20.5% of net sales. Excluding the negative impact of a $14.1 million accrual for the estimated present value of a multi-employer pension plan withdrawal liability in connection with the sale and closure of the company's Portland, Maine, manufacturing facility, and $2.8 million of acquisition divestiture-related expenses and non-recurring expenses included in cost of goods sold during the third quarter of 2021, gross profit would have been $122.6 million for 23.8% of net sales. Similar to the first two quarters of 2022, Third quarter gross profit was negatively impacted by input cost inflation. However, our efforts to mitigate this inflation have been more effective in the third quarter, largely driven by our price increases, which we have taken throughout the year, as well as cost containment measures, including our strategy of locking in costs with forward purchasing, coupled with product waitouts or downsizing and other productivity measures that we have executed in our factories. As a result, we have seen sequential improvements in margins, with adjusted gross profit excluding adjustments as a percentage of net sales in the third quarter, increasing by approximately 240 basis points when compared to the first two quarters of the year. Selling general and administrative expenses increased by $1.1 million, or 2.4%, to $47.5 million for the third quarter of 2022, from $46.4 million for the third quarter of 2021. The increase was composed of increases in general and administrative expenses of $1.1 million, selling expenses of $0.7 million, and consumer marketing expenses of $0.3 million, partially offset by a decrease in acquisition divestiture related and non-recurring expenses of $1 million. Expressed as a percentage of net sales Selling general and administrative expenses remained flat at 9% for the third quarter of 2022 and the third quarter of 2021. We generated $80.2 million in adjusted EBITDA in the third quarter of 2022, compared to $96.2 million in the third quarter of 2021. The decrease in adjusted EBITDA was primarily attributable to industry-wide input cost inflation and supply chain disruptions. These cost challenges were partially offset by list price increases, locking in costs through forward purchasing, product waitouts or downsizing, and other productivity measures in our factories. Adjusted EBITDA as a percentage of net sales was 15.2% in the third quarter of 2022, compared to 18.7% in the third quarter of 2021. However, similar to the sequential improvements that we saw in gross profit as a percentage of net sales, Adjusted EBITDA as a percentage of net sales in the third quarter improved by 260 basis points when compared to the first two quarters of 2022. Interest expense was $31.9 million for the third quarter of 2022 compared to $26.6 million in the third quarter of 2021. The primary driver for the increase in interest expense was an increase in our variable rate debt, which is currently tied to LIBOR. Interest expense was also modestly affected by increased borrowing during the quarter relative to last year. Depreciation and amortization was $20.8 million in the third quarter of 2022 compared to $20.7 million in the third quarter of last year. We generated $0.31 in adjusted diluted earnings per share in the third quarter of 2022 compared to $0.55 in the prior year. While our performance was solid in the quarter, it was a little bit light of where we wanted to be. We still feel good about our ability to turn the corner in the fourth quarter and get even closer to historical margin dollars, but we think that it's prudent to tighten our guidance somewhat at this point. We continue to expect net sales of 2.1 to 2.14 billion dollars, and we now expect adjusted EBITDA to be in a range of 290 to 300 million dollars. Our updated guidance reflects our continued belief that while we have not fully returned to normal, we have seen the worst of the escalation in inflationary pressures and that pricing is finally catching up the costs. Additionally, we expect for full year fiscal 2022 interest expense of $122.5 million to $127.5 million, including cash interest of $117.5 to $122.5 million. Depreciation expense of $57.5 to $62.5 million. Amortization expense of $20.5 to $22.5 million. An effective tax rate of 26% to 27% and capex of $35 million. Key factors that could lend to either upside or downside to our guidance include the level of elasticity that we face given the price increases that we have already executed, as well as any additional elasticity as a result of our trade spend optimization efforts. And while we are hoping for at least a pause in the levels of inflationary pressures that we are seeing in certain input costs, we still live in a very uncertain world. While many of our costs for the year are largely locked in at this point, there are still some costs, such as transportation costs, that have an immediate impact on our P&L. Also, as Casey mentioned earlier, Our supply chain situation and customer fill rates are improving and are expected to be a tailwind for the remainder of the year. There are obviously no guarantees in this world, and as we saw last year with the Omicron COVID variant, we must still expect the unexpected. Finally, while it's still a little premature to provide a full outlook for 2023, we continue to believe that net sales will benefit from price and thus net sales growth will likely be at the high end or exceed our long-term growth algorithm. We also continue to expect that adjusted EBITDA will be up above our 2022 finish, but still not at our 2021 level. When we think about our adjusted EBITDA and the question of when adjusted EBITDA returns to its historical level, we also must think about this in the context of our dividend policy. We have long held a commitment to create stockholder value by consistently paying a generous dividend to our stockholders. And we remain committed to our policy of returning to our stockholders in the form of dividends, substantial portion of our cash in excess of operating needs, interest and principal payments on our indebtedness and capital expenditures sufficient to maintain our properties and other assets. However, Our dividend policy was built on an assumption that we would use roughly half of our excess cash to pay the dividend and roughly half of our excess cash to reduce debt. In the current environment of high inflation and rising interest rates, however, our adjusted EBITDAs temporarily declined while interest expense has risen substantially, resulting in a dividend payment that now consumes substantially all of our excess cash. The model has been further strained by the increased costs that float into our inventory. over the past two years, resulting in significant revolver draws to fund our working capital needs. While we expect working capital to be a modest benefit over the next year or two, allowing us to reduce debt as costs stabilize, that has not been the case in 2021 and 2022. Therefore, we and our board of directors determined that it was prudent to reexamine our dividend rate in light of the current inflationary environment and our current cash flows and working capital needs. The result is a right-sizing of the dividend to better reflect the current environment. Beginning with the dividend payment declared yesterday and payable on January 30, 2023, the current intended dividend rate for our common stock has been reduced from $1.90 per share per annum to $0.76 per share per annum. Based upon the new current intended dividend rate of 76 cents per share, and our current number of outstanding shares, we expect our aggregate dividend payments in fiscal 2023 to be approximately $55 million. By comparison, including the dividend payment that we made in the fourth quarter on October 31st, 2022, we will have paid quarterly dividends of $133.4 million in 2022. We believe that the combination of better operating performance in 2023, coupled with more favorable working capital trends and the reduction in our dividend will help drive our efforts to reduce leverage and improve our balance sheet. Earlier on the call, Casey mentioned that in conjunction with our transition to a business unit organization structure, we are continuing to review our portfolio to ensure that we focus on brands that are consistent with the strategies of each business unit going forward. This review will influence the types of brands that we want to buy. It will also influence which brands we decide to keep and which we seek to divest. One of the brands that we have been focused on already is Back to Nature. This is a brand that made sense for B&G Foods to acquire when we were attempting to build our snacking portfolio. However, given our current focus, we now believe that there are better owners for Back to Nature than B&G Foods. As a result, We were actively looking to sell the brand and have therefore reclassified the assets of the Back to Nature business as assets held for sale on our balance sheet. Following this reclassification and consistent with the accounting requirements, we then measured the book value of the assets held for sale compared to the estimated fair value less anticipated cost to sell and recorded a pre-tax, non-cash impairment charge of $103.6 million during the third quarter of 2022. You can find additional information about the impairment charges in our earnings release in 10Q for the third quarter. We believe that a sale of Back to Nature and possibly other brands that may be a better fit in someone else's portfolio will help accelerate our efforts to reduce our debt. We will provide further portfolio updates as appropriate in the coming quarters. Now, I will turn the call back over to Casey for further remarks.

Thank you, Bruce. In summary, the third quarter showed continued pricing recovery, offsetting roughly 80% of the gross margin impact of rising inflationary input and operating costs. We have implemented all pricing actions to fully recover projected costs in fiscal year 22 and expect the fourth quarter to show continued improvement. Further, we are taking actions to improve our capital structure in a rising interest rate and inflationary environment. including divesting non-core assets to improve portfolio focus and reduce debt, and lowering the dividend to a more sustainable level that continues to provide a strong yield to our shareholders. This concludes our remarks, and now we would like to begin the Q&A portion of our call. Operator?

Thank you. If you would like to ask a question, please press star 1 on your telephone keypad now. You'll be placed into a queue in the order received. please be prepared to ask your question when prompted. Once again, if you have a question, please press star 1 on your phone now. And we will hear first from Andrew Lazar with Barclays Capital.

Great. Thanks very much. I appreciate the questions. Maybe to start off, you mentioned, I guess, if I compare sort of your pricing contribution and the volume impact, right, the volume impact's been much more severe, it seems. than most of your peers in response to pretty similar pricing. You called out two specific aspects, right? The green giant piece and spices and seasonings capacity constraints. If we were to sort of take those out of the equation for a minute, I guess what are you seeing more broadly across the rest of the portfolio on elasticity? Is it greater than kind of what we're seeing for peers and how does that sort of I guess, affect the potential for what may be needed in terms of incremental pricing as we go forward?

I guess there's two ways I'd talk about this, Andrew. So first, if you look at our results in the third quarter, I do believe the volume declines. Some of them are not related to elasticity. So the spices and seasonings is really recovering distribution that we lost in the supply disruptions of the first quarter and the second quarter. So it's not really, that's not really a pricing elasticity issue. And that was a big chunk of the volume decline. I would say that on some other businesses, we are seeing elasticities that are marginally higher than we forecast, but not dramatically higher. So for instance, Crisco, which would have the largest movements, you know, we initially, I think when we first started pricing, we're seeing elasticities in the 0.5 range and I would say in the last quarter they were more like 0.7, 0.6 to 0.7. And, you know, we're actually measuring this at a store level so we can see exactly what it is. And I think going forward we are expecting that it could increase a little bit to like 0.8. So that would be kind of a dimensionalization of how we think about it. I do believe, you know, I can't really comment on other people's portfolios, but I do believe we operate to some extent in categories with a higher private label presence. So we will see a little bit higher elasticity than maybe other categories and, you know, our brand positions, et cetera. I would say, though, that relative to historical levels, you know, we're still seeing relatively low elasticities. In a couple of cases, our pricing is maybe moving faster than competition or private label. So we might have a period in Q3, like on the green giant can business, where our pricing was a little bit ahead. So you might see some slightly higher last SISIs. But we expect, you know, as pricing moves in the entire category, that that will normalize. So the bottom line is, I think if you just – if you looked at our – business in Q3, the volume impact is not really being driven totally by the elasticity, and we expect, particularly in the spice and seasoning business, to have it recover in Q4.

Got it, got it. And as we think about the new dividend rate, sort of capital spending that you anticipate, some of the working capital release that you hopefully get next year, and EBITDA, that could be sort of between, you know, 21 and sort of 22 levels. I guess, where could we see leverage go, call it by, you know, the, the end of next year. And some of this is going to be dependent on divestitures, right. But assuming some, some level of divestiture activity as well. I mean, is there a, you know, where do you sort of try and target where you think you can reasonably get to with some of these actions, uh, in sort of late next year?

Certainly down from where it is. It's hard to answer that question without giving you our 2023 EBITDA guidance number. Um, You know, we should certainly expect to see working capital not be as punishing as it was the last two years. And so you should see, you know, some nice debt repayment. It's hard for me to give you a leveraged target without giving you an EBITDA number.

Yeah. I mean, Andrew, the only thing I would say is, you know, our long-term range that we want to leverage, we want to be in four and a half to five and a half. We're not going to get there. But I think we can get down closer to the low sixes. maybe even six. I mean, that would be my goal if we can get to that point within the next 12 months or so.

Got it, got it. And the last thing for me would be just as you think about, you know, the characteristics or the filter that you're using, to sort of determine what businesses maybe would be a better fit for someone else than for you as you go through this portfolio. How do you sort of think about that? Is it businesses with better growth patterns, profitability patterns, certain categories that you're just like with the snack piece that you're like, that's just not where we're going to be? How are you thinking through that as you go through the portfolio review?

It's a little bit of all of the above. I mean, certainly, you know, the expectation isn't we're going to go sell all of our great brands. I mean, think about when we sold Pirates. It was a great brand, but we got a really good price. And as a result of that, we just really weren't in snacks in any kind of way that made sense. And so you think about other things, like Back to Nature, sort of doesn't really fit in what we're doing anymore. There are certainly some Older businesses that we could look at and see if we could monetize those at a level that makes sense. And, you know, maybe someone that makes a lot more sense for. And so I think it's a, you look at the portfolio, you look at the business units and you look and say, does this make sense in the current construct with where we're looking to spend money to invest in the brand and build the business?

And I think, you know, if you think about our business units, Andrew, we're trying to set up platforms. And the platform to me is a place where we think we can build capabilities where it fits and longer term fits with our core competencies, where we have sales and profit growth potential, and also M&A platforms, where if we acquire businesses, we can bring them in. We can wrap them into our infrastructure and run them well, and they fit with what we do best. And, you know, some of the business like snacking, you know, cookie cracker is just not where we've built a capability. It's a small business. It's just not, you know, something that we're going to build scale in. It doesn't play to our core strengths of, you know, kind of dry warehouse distribution and, you know, longer shelf life products. So I think, you know, we're trying to set up the platforms where we want to drive the growth. the criteria are, you know, you would, are pretty, I think they're pretty consistent across, you know, where do we think we have the strengths and where can we drive future growth and valuation.

Great. Thanks so much.

And our next question comes from Carla Casella with JP Morgan Chase.

Hi, thank you for taking the questions. Did you give the EVA job from the back to nature business?

Did not.

Okay. Any sense for whether it's higher or lower margin, or does it generate EBITDA?

It generates EBITDA. Really not fair to give a margin number out.

Okay. And I know you renegotiated covenants. What's your comfort level with those? And just your thoughts on, you mentioned you have too much debt for the, given the current rate environment, and I know your term loan is now more expensive than your bond. Does that make you look at, you know, pay down differently than you would have in the past? Are you focusing on the term loan versus refinancing or paying down bonds?

Always looking and seeing what we can do to optimize. And in the world that we're living in, that theoretically could change every week with some of the moves that we've seen. So we're always looking. Bonds are majority of 2025, so we still have a little bit of time before we have to do anything there.

Okay, and the covenant level, you're comfortable with those, no more renegotiation?

Yeah, we negotiated them to a certain level for a reason.

Okay, great. Thank you. And we'll move next to Hale Holden with Barclays Capital.

Hey, thanks for all the detail there, Bruce. I have a quick question on just back to nature. Last time I saw sales on it, it was sort of plus or minus $60 million. Is that sort of still the right zip code?

Probably been about $50 million for the last few years. Early on when we bought it, it was closer to $60. There was some really low-margin business like cereals, juice boxes that we exited, and it's been kind of comparable levels since then. The business that performed fine during the pandemic but didn't really get a big lift like some of the things like, you know, canned vegetables or canned beans or canned meat. And it's kind of just had, you know, decent performance, just not the right business for us over the long term now.

And then just as a quick follow up on that, I mean, deleveraging is all about multiples, right? So if you were not going to get a sale price that was deleveraging or below kind of where your current leverage is on a tax adjusted basis, is that still something you would consider?

In this case or in any case?

I guess in this case or in any case, because the company historically has not sold assets for, you know, because of multiples or because the cash flow is worth more to you. So I was wondering how you feel about that.

Certainly in this case, our expectation would be that we'd be selling this at a price that would allow us to de-lever. Given the size, it's probably really not going to move the needle too much. But it would be, you know, our view is we can sell this for certainly more than our leverage ratio is. And as we look at other things in the portfolio, you know, there's a matter of fit. There's a matter of growth profile, margin profile, capital intensity. But absolutely, there's also a concept of what do we think we could sell it for? Who are the likely buyers? And is that something that's going to allow us to delever? And so all of those factor into our portfolio review.

Got it. And then I just had one last question on spices. We saw the announcement from McCormick that they were going to put out more of a value line. And I was wondering if you, and I know your spice profile is a little bit different, so I was wondering if that's a competitive threat or something that you would have to compete for Shell Space on.

I mean, they're certainly the big player in the industry. They have a different portfolio strategy than us and, you know, let them answer questions on their strategy. we play a couple of different areas and a couple of different brands and categories. And so we have a different strategy than they do. And, you know, we're perfectly happy with that.

We don't really have an entry in that, in that segment. I mean, our, our portfolio is more blends. It's all free. We have spice islands, which would be an AZ, but more in the premium segment. So, um, I mean, we don't have a direct, a direct line. It's in that, that's that value space.

Great. That was what I needed. Thank you very much. I appreciate it.

And as a reminder, if you'd like to ask a question, you may signal by pressing star 1 at this time. And we will take our next question from Crew Martinson with Jeffries.

Good afternoon. Last quarter, I think we had talked to that we'd realized about 85% offsets on the inflation and kind of 100% in the fourth quarter. I thought I heard you say we were kind of at 80%. Is that just a timing aspect of when those prices went in, or are you seeing a greater-than-expected inflationary push out there?

I mean, the actual number – I was just speaking around that. The actual number is like 83% to 84%. Okay. So I said in excess of 80%, so it's pretty close. I would say, like we talked at the beginning – A little bit more volume softness, maybe slightly more elasticity than what we modeled, but pretty close, and I think we're on track with what we expect for Q4.

When you look at that volume softness, where is that volume going? Is it transitioning into private label, or is there a competitive response out there?

The volume software that we talked about, it's really the two biggest, the two significant drivers are green giant canned vegetables. I think the biggest piece of volume is that we exited a discount channel or dollar business that was looking to be no profit for us in this inflationary environment. So we dropped that distribution. So that's one. And canned vegetables also are pricing moved probably earlier than either private label or the Del Monte. So we're a little bit ahead of the curve, which caused a little volume softness, but we fully expect category pricing is going to move. On the spice and seasonings business, frankly, it's really mostly related to we had significant disruptions in our factory in the Q1 period during Omicron. And at the time, we couldn't support kind of sales or distribution, so we had to kind of, some of our distribution got pulled back, and we're just now kind of getting it back in with full service and capability. Like I said, Bison is easy. I'm not worried about it because I can already see the quarter to date, the October numbers, and they're pretty strong. They're growing. So that one I'm less worried about. The green giant, we want to keep watching that trend on pricing pretty closely.

Okay. And then when you referenced next year, call it inflation of 4% to 5% tomatoes, glass, and other things, is there another round of pricing that's coming, or did that October price increase that you guys put in account for that future inflation?

No, the October price increase was really just to cover the current fiscal year 22 cost run The new cost increases that we expect to come in next year of that 4% to 5%, we will have to execute new pricing, but it won't be that broad. It will be on things that are really sensitive to the major commodity movements because what we're seeing is a lot of commodities have stabilized or a lot of input costs have stabilized, but there's a few isolated ones like tomatoes because of the drought in the West Coast that are up significantly. Tomatoes are up 30%, 40%. And then glass, glass continues to be short in the industry, so we know anything in a glass jar or bottle is going to have some cost increases. So we'll be much more surgical next year about where we take pricing to recover the significant inputs. We won't have to do anything broadly in the line. It'll be against the product lines that are really experiencing the cost increases.

Thank you very much, guys. Appreciate it. Thanks, Chris.

And we will move next to William Reuter with Bank of America.

Hi. So when you guys were responding to the previous question about leverage and I know that you didn't want to provide something that would give us, you know, what EBITDA guidance would be for next year. But it did sound like you're hoping that through divestitures plus business improvements, the next year you guys could be down to a six times range. and then with a longer-term target of 4.5 to 5.5. Was that the message we were supposed to take from that?

We want to decline from where we are now. We want to get below 7 first. We want to try and get into the 6s, even the low 6s, if possible. I think that's what you heard from us. We're not going to probably be able to get down to our long-term range. But all that will depend on, you know, we expect working capital needs will be lower. So we expect EBITDA flows to improve. And then we'll have some divesters that will hopefully help us de-lever as well. So all those things happening, depending on what degree they happen, will drive how much progress we can make.

Understood. Are there certain assets that are off the table in terms of looking at, and I guess, is there other scenarios where you could end up selling really large components of the business if there were buyers out there that would decrease leverage really meaningfully far below six times.

I think at the end of it, it's kind of hard to comment on M&A before it's happened. Certainly, we are financially driven. We've always been financially driven, so I think we'll evaluate things based on opportunities and based on value and valuation and what the financial impact is, but certainly it's We're very much interested in what our portfolio is going to look like when we're done with all of that, and we're very focused on having a portfolio that's consistent with the business unit strategies that Casey laid out and something that we're going to want to run as a public company. Got it. Yeah, I know that.

We'll evaluate FIT pretty strongly in terms of where we want to go. We're not just going to do this for just purely deleveraging. It's going to be about our strategy and shaping the portfolio against the businesses that we can grow that we can create platforms for, we can add value, get synergies. We'll be focused on that as much as can we get some deleveraging out of it.

Perfect. And then just lastly for me, I know you mentioned that you lost some shelf space in spices and seasonings. Did you get all of it back or was some of that permanently lost? And I guess was there any other shelf space that you guys lost permanently as a result of low fill rates earlier in the year?

I think most of it we're getting back. It's just happening on different time frames. Some of it was just we were out of stock, so we're just now getting back into the shelf from an out-of-stock situation. In other cases, retailers kind of temporarily replaced us, and we're working our way back in to get our individual items back in where we couldn't service it. In other cases, you know, there might have been longer-term losses, but we've gone in and sold in the new planograms and mods and been able to get most of that back. So I feel pretty confident, like I said, that we're on the right track getting spice and seasonings growing again. And as I said, you know, the fourth quarter start looks pretty good.

Perfect. That's all from me. Thank you. Thank you.

Once again, it's Star 1 if you'd like to ask a question. And our next question will come from Eric Larson from Seaport Research Partners.

Yeah, thanks, guys. Thanks for taking my question. So we've talked a lot about pricing, and that's been kind of the center of discussion. But you haven't really given us an idea of sort of what kind of productivity you have this year. That also probably has to help you somewhat and at least limit some of your pricing. So what is your productivity contribution this year, and how much could you expect to have? I don't want guidance per se, but will productivity play an important role again in 23 as well?

Yeah, so we do have a productivity program. I think this year it's kind of hard to separate a couple of impacts, so Productivity is that, you know, I'd say in pure cost savings, we have delivered, you know, probably around 1% in productivity. But we've also had a lot of engineering effort against doing some down weight and downsizing. So think about Crisco, some of the green giant box products. So a lot of our productivity efforts went towards, you know, changing our patching size and configurations and managing through all that. I think that's probably, you know, we're through most of that now, so we're going to direct that effort to pure cost savings. I would say next year my goal would be to get us up to at least 2% pure productivity. And we've got, you know, our business units are now working against that harder to try and find value engineering and product reengineering opportunities. you know, opportunities. So I want to grow this over time, but next year I would say we're going to get up to probably more of a 2% run rate versus this year to 1% with a lot of, with a lot of packaging reduction activity.

And one other thing to mention. Yeah. One other thing to mention. We've talked previously when we were talking about pricing of getting to a $200 million plus number for the year. And so, you know, with the benefit of the third quarter, A lot of this was back half-weighted, but we're something north of $130 million in benefits already through three quarters. We feel very comfortable with that target for the full year.

So with an October 3rd price increase, I'm guessing that you probably won't get the full benefit of that in the fourth quarter. Maybe by first quarter next year, you'll get that full benefit. So if you kind of look at your pricing less, kind of the loss of volume, et cetera, have you been able to actually cover the gross profit dollars in terms of your cost increases, or are you still short on a dollar basis? I'd rather hear more about the dollars than the percent margins.

I mean, that's the 83% to 84% number in the third quarter that I quoted before. An expectation that you're covering that by the fourth quarter. Yeah.

Okay, got it.

And the 10-3 price increase, honestly, was kind of a smaller level. So I think we're going to get 80% to 90% of the benefit of that in the fourth quarter.

Okay, perfect. Thank you for clarifying that. Thanks.

And our next question comes from Ken Zeslow with Bank of Montreal. Hey, good evening, guys.

Thank you. So I guess my first question is, you said during the call that the veggie oil business is actually on par relative to your base case or your business case. So my question is, when I think about your total reduction of guidance from the real beginning, which I think was like $60-something million reduction, where was that from? So it wasn't at all related to

Crisco in any way and it was all related to the base business is that the way to think about it it's both you know so so I guess the point from a Crisco perspective there was a lot of cost increases there have been a lot of price increases it is still performing and so our expectation is that that business is still going to perform in line with our model on a this year basis you know we saw margin compression across the portfolio

Some areas more than others. In Crisco, I would say we were getting back to delivering against the acquisition model in the third quarter, but we were not there in the first two quarters because costs were moving faster than pricing. But we now feel faster than pricing.

I misunderstood you. I thought you said it hit your business case. for the acquisition. So it is starting to hit that versus where it did.

The run rates are starting to return to that. It hit it in 21, but in the first two quarters of 22, we had a little depression, but we're now on a run rate basis kind of getting back.

Yeah, the real challenge was two of the months in the second quarter were really bad, where costs escalated, and we were not able to raise price fast enough.

What happens in 2023 if there's another sizable increase in veggie oil prices as more renewable diesel comes online? I think there's another slotting of renewable diesel. Can you be proactive and be ahead of that? Do you have to wait for the pricing of vegetable oil to go up? How do you think about that?

Our goal is to be tighter from a pricing standpoint than we were this year. I think with all of the price increases that we've had and cost increases on Crisco, we've done a pretty good job at covering that with the exception of April and May of this year, which is really where a lot of the pain on a year-to-date basis is. If costs increase, and not so long ago people were talking about relief on vegetable oil, costs increase, we're going to be as aggressive as we can and as fast as we can to then now those costs increases with price increases. And we've seen an ability so far to pass price on. Expectation is, you know, we're going to do as good of a job as we can going forward.

We are shifting our approach. We are shifting our approach on Crisco pricing, by the way. So we're moving to more of a kind of quarterly commodity-based pricing model with our retailers so that we will have, you know, we'll kind of go actually take an average market cost and then price to that with the retailers and on kind of a forward basis. So I think you're going to see us, we're moving our pricing structure and how we manage it to try and get much tighter against the actual costs running through the P&L than we were this year, which we got kind of shocked by the Ukraine war situation and everything went out of whack. So I'm pretty confident we're going to move to a better model in fiscal year 23 with our retailers.

Okay, and my second question is, I think you said that all your pricing has caught up to your commodity inflation and has covered that. Then when I think about 2023, 2024, how come your recovering EBITDA will be quicker if your pricing has caught up to the inflation? Is it still just the challenges on the supply chain? What's the discrepancy between that if you were able to catch all your pricing? And I'll leave it there, and I appreciate your time.

Yeah, I think the biggest part of that, Ken, is it's still a very uncertain world. There's been massive cost increases. We've taken price. We've been fairly aggressive taking price. It's hard to sit back right now and say, hey, we're going to take our margin dollars back up to where they were in 2021 or 2020 in 2023. It's a lot. And so we want to be really cautious on that.

Great. I appreciate that. Thank you. Yep.

And our next question comes from Robert Moscow with Credit Suisse.

Hi. Thank you. You're not alone in terms of spices, seasonings, companies having problems with supply chain. And I just wanted to know, maybe give a little more detail on what were the core reasons for it. I mean, was it, hard to get spices from overseas, like hard to get the raw materials? Was it labor or was it capacity constraints? And why is it better now?

So it's probably a mix of capacity, labor, and some other issues. The biggest driver when you really think about the spices and seasonings category is the massive uptick in sales and demand that we had on a delayed draw with COVID, and so kind of reacted six, eight months after the beginning of COVID, and the category just got really big. And so where we thought we had a lot of excess capacity, suddenly we were running up in the capacity constraints, and that was exasperated by a tough labor market for a little while. And then COVID happened to hit some areas harder during the Omicron phase, than it did at the height of the pandemic for some factory disruption. It was kind of a perfect storm.

For us, it was really December through March of last year. Number one, we had a big plan in Iowa. We had a lot of call-outs. We had a lot of Omicron infections. We were understaffed. The labor market was really tight. We were having trouble with getting even availability of some materials, packaging, and other things. our service levels fell down below 80% in the first quarter. So that was where we were. So we're just recovering from that, and now we're up in the mid-90s. So we feel we're back in service. We're able to kind of supply the business. But we went through a period where we were not able to do it, and that was really a tough trough to dig out of because we went low on safety stocks, started cutting customers, and I think we're now back in business. And so I feel... I feel we're on the right track.

And part of that was this weird dynamic when we bought that business. That factory, state-of-the-art factory, we always said we had excess capacity there. Part of the M&A strategy became let's buy more things and spices and seasonings because we've got a lot of capacity in the factory. The reality is the way the category grew, 2021 entering 2022, the sales demand was so much bigger than what we were able to, even in a normal environment, provide, coupled with then we had challenges from a, you know, as Casey outlined, from COVID and disruption and labor.

We were 10% understaffed at that plant in January because of the tight labor market, and then we had 20% call-outs because of Omicron. So, I mean, just that's what happened. And then we had some material shortages and It all compounded, but we're back in business. We're running well. We're fully staffed, and we've got what we need to kind of service the business now.

Okay. Well, my follow-up is now that you're taking steps to kind of rejigger the capital structure, I've noticed that your CapEx spending is well below your peers on a percent of sales basis, and you are bringing up the fact that you've bumped up against capacity levels here in spice and seasonings. Will there be any thinking internally on increasing investment behind the business, or at least in the areas of the business that really need it?

Yeah, I mean, I would say, number one, my perspective on the capital is it's really not that far off of our peers because you've got to consider that half of our product lines, half of our sales are co-manufactured, where we're not really – spending the capital. We're spending capital on half of our product lines and our own assets. On that basis, we're not too far off. We're not too far off, at least my experience in the food industry. I would say that We will invest where we need capacity. So we have invested in some new lines at Ankeny in the spices business, particularly in some of our food service and chef bottles and other places. We have invested in capacity on taco sauce, on Ortega. So we will invest in capacity where we need it. I mean, right now I don't think there's a lot of places that we necessarily need to build additional capacity. But there will be some minor investments to do that over time. And when we cross a threshold where we need to do it, we will invest, even if it means going above our current capital.

Okay. Thank you.

Thanks, Rob.

And this concludes our question and answer session. I'd like to turn the call back to Casey Keller for closing remarks.

Thank you, everyone, for joining us. And I appreciate all the questions, and we will talk to you next quarter.

This concludes today's conference call. Thank you for attending.