Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
K > SEC Filings for K > Form 10-Q on 3-Nov-2008All Recent SEC Filings

Show all filings for KELLOGG CO | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for KELLOGG CO


3-Nov-2008

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of operations
Overview
Kellogg Company is the world's leading producer of cereal and a leading producer of convenience foods, including cookies, crackers, toaster pastries, cereal bars, fruit snacks, frozen waffles, and veggie foods. Kellogg products are manufactured and marketed globally. Principal markets for these products include the United States and United Kingdom. We currently manage our operations in four geographic operating segments, comprised of North America and the three International operating segments of Europe, Latin America, and Asia Pacific. Our long-term annual growth targets are low single-digit (1 to 3%) for internal net sales, mid single-digit (4 to 6%) for internal operating profit and high single-digit (7 to 9%) for diluted net earnings per share. (Our measure of internal growth rates excludes the impact of changes in foreign currency exchange rates, and if applicable, acquisitions, dispositions, and shipping day differences.) For 2008, we expect to exceed our internal net sales growth target and achieve mid single-digit (4 to 6%) growth. We expect the higher-than-targeted net sales growth to come principally from previously announced pricing initiatives, improved product mix and continued innovation. We expect to meet our operating profit and net earnings per share growth targets. We believe our continued strong financial performance provides momentum for achieving these growth targets for the full year. The foreign exchange market has become volatile in the fourth quarter of 2008. From time to time we may manage our exposure by entering into foreign currency contracts to reduce volatility in the translation of foreign currency earnings to U.S. dollars. For full-year 2009 we expect internal net sales and operating profit to grow at mid single-digits (4 to 6%). The higher-than-targeted net sales growth will be achieved by building on our 2008 strategy including improved product mix and innovation. Volatility in the foreign exchange market makes it difficult to forecast reported net earnings per share. While non-U.S. Dollar operating profit represents 40-45% of our consolidated operating profit, 50-60% of our net income is non-U.S. Dollar denominated. This difference is because virtually all interest expense is incurred in the U.S. and we are subject to lower tax rates outside the United States. As a result, movements in foreign exchange rates against the U.S. Dollar can have a significant impact on our reported earnings per share. Excluding the impact of foreign exchange, we are confident in our ability to deliver high single-digit earnings per share growth for 2009. For the year-to-date period ended September 27, 2008, we reported consolidated net sales growth of 10% with internal growth of 6%. Consolidated operating profit increased 7% on internal growth of 6%. Diluted net earnings per share were $2.51, as compared to $2.31 in the comparable prior year period. Similarly for the third quarter of 2008, we reported consolidated net sales growth of 9% with internal growth of 7%. Consolidated operating profit increased 9% both on an as reported and internal basis. Diluted net earnings per share grew 17% from $.76 in the third quarter of 2007 to $.89 in the current period. Net sales and operating profit
The following table provides an analysis of net sales and operating profit performance for the third quarter of 2008 versus 2007:

                               North                           Latin          Asia Pacific
(dollars in millions)         America          Europe         America             (a)             Corporate         Consolidated

2008 net sales               $ 2,156          $  666          $  277          $      189            $    -          $     3,288

2007 net sales               $ 1,960          $  604          $  270          $      170            $    -          $     3,004

% change - 2008 vs.
2007:
Volume (tonnage) (b)             4.4 %          -1.5 %          -8.1 %               7.4 %               -                  2.3 %
Pricing/mix                      4.7 %           4.4 %           6.7 %               2.2 %               -                  4.6 %

Subtotal - internal
business                         9.1 %           2.9 %          -1.4 %               9.6 %               -                  6.9 %
Acquisitions (c)                  .9 %           5.7 %             -                 3.7 %               -                  2.0 %
Foreign currency
impact                             -             1.6 %           4.1 %              -1.5 %               -                  0.6 %

Total change                    10.0 %          10.2 %           2.7 %              11.8 %               -                  9.5 %


Table of Contents

                                 North                            Latin          Asia Pacific
(dollars in millions)           America          Europe          America             (a)              Corporate         Consolidated

2008 operating profit           $  380          $  113          $    61          $       26          $     (47 )         $      533

2007 operating profit           $  333          $  110          $    66          $       18          $     (35 )         $      492

% change - 2008 vs. 2007:
Internal business                 14.7 %           2.9 %          -10.2 %              54.6 %            -35.8 %                8.6 %
Acquisitions (c)                   -.4 %           2.0 %              -                -6.0 %                -                  0.0 %
Foreign currency impact            -.1 %          -2.0 %            3.9 %              -1.6 %                -                  0.0 %

Total change                      14.2 %           2.9 %           -6.3 %              47.0 %            -35.8 %                8.6 %

(a) Includes Australia, Asia and South Africa.

(b) We measure the volume impact (tonnage) on revenues based on the stated weight of our product shipments.

(c) Impact of results for the quarterly period ended September 27, 2008 from the acquisitions of United Bakers, Bear Naked, Specialty Cereals, Navigable Foods and certain assets and liabilities of the Wholesome & Hearty Foods Company and IndyBake Products.

Our strong consolidated net sales performance for the third quarter of 2008 was driven by our North America business with increases in both volume and price/mix for the quarter. Successful innovation, brand-building (advertising and consumer promotion) investment, as well as our recent price increases continued to drive the growth. Also contributing to our growth are our acquisitions including Bear Naked and the acquisition of certain assets and liabilities from the Wholesome & Hearty Foods Company which were completed in 2007. For further information on our 2008 acquisitions, refer to Note 2 within Notes to Consolidated Financial Statements, which is included herein under Part I, Item 2. Management has estimated that the pro forma effect on the Company's results of operations, as though these business combinations had been completed at the beginning of 2007, would have been immaterial. The growth in North America was partially offset by soft top-line growth in Europe and Latin America which are being impacted by the global economic slow down.
For the quarter, our North America operating segment reported strong, internal net sales growth of 9%, with each major product group contributing as follows:
retail cereal +7%; retail snacks (cookies, crackers, cereal bars, toaster pastries, and fruit snacks) +10%; frozen and specialty channels (frozen foods, food service and vending) +12%. The broad based growth was driven by volume growth, strong price realization and successful innovations. Retail cereal performed well with strong results from our core brands such as Mini-Wheats, Raisin Bran Crunch and Corn Pops and innovations such as Special K Cinnamon Pecan and Mini-Wheats Blueberry Muffin. Kashi's strong performance was lead by Go Lean Crunch Honey Almond Flax and Organic Promise. Our growth in snacks is driven from growth in volume, our previously announced price increases, and successful innovations such as Townhouse Flipsides. Core brands such as Cheez-It, Nutri-Grain and Chips Deluxe are performing well. In the quarter, our "Right Bites" 100 calorie cookie and cracker packs saw strong growth. Our frozen and specialty channels grew both volume and net sales realization with the specialty channel building upon the cereal and snacks innovation. Frozen realized strong sales due to innovations such as Bake Shop Swirlz as well as buying ahead of a previously announced price increase.
Our International operating segments collectively reported internal net sales growth of approximately 3%. Europe benefited from strong growth in the UK which was partially offset by softness in other markets impacted by the economic slow down. In Latin America, Mexico has been particularly impacted by economic weakness. Asia Pacific's performance was strong in the third quarter led by growth from Australia and South Africa.
For the quarter, our consolidated operating profit increased 9% both on a reported basis and on an internal basis. This growth was driven by strong price realization that offset higher commodity costs as well as productivity initiatives. Third quarter operating profit also benefited from lower incremental exit-plan related charges as compared to the third quarter of 2007. As discussed in the "Exit or disposal plans" section herein, this quarter's operating profit included $3 million of exit-plan related charges as compared to $30 million recorded in the third quarter of 2007. The net incremental impact on the operating segments is (in millions): North America-$28 (all within selling, general and administrative expense) and Europe-($1) (all within cost of goods sold).
Internal operating profit for our North America operating segment was strong due to lower exit costs; and increased sales, driven by price increases and innovation partially offset by higher commodity costs. Europe's internal operating profit increased due to increased prices which offset higher commodity costs and selective investment of advertising and promotion spend by concentrating on the most effective means. Latin America's operating profit decreased due to soft top line growth, increased commodity costs as well as import restrictions placed by the Venezuelan government. Internal operating profit growth in Asia Pacific was driven by its strong net sales performance.


Table of Contents

The following tables provide analysis of our net sales and operating profit performance for the year-to-date periods of 2008 as compared to 2007. The year-to-date net sales performance was similar to the quarter with growth driven by increased price/mix realized in North America. We are experiencing slowing growth in Latin America and Europe due to global economic conditions. Reported operating profit for the year-to-date period was up versus prior year due to sales growth and lower exit costs and other cost reduction initiatives, offset by increased commodity and fuel costs.

                               North                            Latin          Asia Pacific
(dollars in millions)         America          Europe          America             (a)             Corporate         Consolidated

2008 net sales               $ 6,431          $ 2,089          $  813          $      556            $    -          $     9,889

2007 net sales               $ 5,942          $ 1,801          $  752          $      487            $    -          $     8,982

% change - 2008 vs.
2007:
Volume (tonnage) (b)             2.0 %            0.7 %          -3.2 %               6.9 %               -                  1.5 %
Pricing/mix                      4.8 %            3.6 %           7.1 %               1.0 %               -                  4.6 %

Subtotal - internal
business                         6.8 %            4.3 %           3.9 %               7.9 %               -                  6.1 %
Acquisitions (c)                  .9 %            5.3 %             -                 1.3 %               -                  1.7 %
Foreign currency
impact                            .5 %            6.4 %           4.3 %               5.0 %               -                  2.3 %

Total change                     8.2 %           16.0 %           8.2 %              14.2 %               -                 10.1 %




                                  North                          Latin          Asia Pacific
(dollars in millions)            America         Europe         America             (a)              Corporate         Consolidated

2008 operating profit           $ 1,163          $ 347          $  166          $       79          $    (147 )        $     1,608

2007 operating profit           $ 1,059          $ 345          $  168          $       65          $    (128 )        $     1,509

% change - 2008 vs. 2007:
Internal business                   9.8 %          -.7 %          -5.2 %              17.2 %            -14.8 %                5.6 %
Acquisitions (c)                    -.7 %          -.8 %             -                -1.7 %                -                 -0.8 %
Foreign currency impact              .7 %          2.3 %           4.0 %               6.6 %                -                  1.8 %

Total change                        9.8 %          0.8 %          -1.2 %              22.1 %            -14.8 %                6.6 %

(a) Includes Australia, Asia and South Africa.

(b) We measure the volume impact (tonnage) on revenues based on the stated weight of our product shipments.

(c) Impact of results for the year-to-date period ending September 27, 2008 from the acquisitions of United Bakers, Bear Naked, Specialty Cereals, Navigable Foods and certain assets and liabilities of the Wholesome & Hearty Foods Company and IndyBake Products.

Margin performance
Margin performance for the third quarter and year-to-date periods of 2008 versus 2007 are presented in the following table:

                                                                   Change
                                                                vs. prior
                 Quarter               2008        2007       year (pts.)

                 Gross margin (a)      42.7 %      44.7 %            -2.0

                 SGA% (b)             -26.5 %     -28.3 %             1.8

                 Operating margin      16.2 %      16.4 %            -0.2




                    Year-to-date          2008        2007      Change

                    Gross margin (a)      42.6 %      44.3 %      -1.7

                    SGA% (b)             -26.3 %     -27.5 %       1.2

                    Operating margin      16.3 %      16.8 %      -0.5

(a) Gross profit as a percentage of net sales. Gross profit is equal to net sales less cost of goods sold.

(b) Selling, general and administrative expense as a percentage of net sales.

We strive for gross profit dollar growth to reinvest in brand-building and innovation expenditures. We maximize our gross profit dollars by managing external cost pressures through product pricing and mix improvements, implementing productivity savings and technological initiatives as well as entering into commodity hedges and fixed price contracts to reduce the cost of product ingredients and packaging. For the quarter, our gross profit was up $61 million, a 5% increase over the comparable 2007 period. Year-to-date gross profit was up $228 million, a 6% increase over the comparable 2007 period.


Table of Contents

As illustrated in the preceding table, our consolidated gross margin declined 200 basis points in the quarter and 170 basis points year-to-date versus the prior year periods. Our recent acquisitions lowered gross margin by approximately 50 basis points for both the quarter and year-to-date periods. We also continue to experience inflationary cost pressures for fuel, energy, commodities and benefits. During this period, higher costs were offset by savings from cost reduction initiatives and price increases.
For the full-year 2008, we currently expect cost pressures to be approximately 9% of prior year's cost of goods sold. Accordingly, we believe our full year consolidated gross margin could decline by approximately 200 basis points, half of which relates to acquisitions and increased investments in exit plans and other cost reduction initiatives expected in cost of goods sold. Exit or disposal plans
We view our continued spending on cost reduction initiatives as part of our ongoing operating principles to provide greater visibility in achieving our long-term profit growth targets. Initiatives undertaken are currently expected to recover cash implementation costs within a five-year period of completion. Each cost reduction initiative is normally up to three years in duration. Upon completion (or as each major stage is completed in the case of multi-year programs), the project begins to deliver cash savings and/or reduced depreciation. Certain of these initiatives represent exit or disposal plans for which material charges will be incurred. We include these charges in our measure of operating segment profitability.
Ongoing initiatives
We currently have two ongoing initiatives: the European manufacturing optimization plan (Manchester, England) and the reorganization of production processes to reflect changing market dynamics (Valls, Spain and Bremen, Germany). Total costs associated with these ongoing initiatives were $3 million and $2 million during the quarterly periods ended September 27, 2008 and September 29, 2007, respectively; on a year-to-date basis the costs for 2008 and 2007 amounted to $14 million and $14 million respectively. These costs were recorded in cost of goods sold and were attributable to the Europe operating segment.
We commenced the multi-year European manufacturing optimization plan in 2006 to improve utilization of our facility in Manchester, England and to better align production in Europe. Based on forecasted foreign exchange rates, we currently expect to incur approximately $55 million in total project costs. Of the $55 million in total project costs, $50 million has been incurred to date, of which $21 million represented costs related to employee severance. Refer to page 39 of the Company's 2007 Annual Report on Form 10-K for further information on this initiative.
The following tables present quarter and year-to-date project costs for our European manufacturing optimization plan. There were no exit cost reserves for this project at September 27, 2008 and December 29, 2007.

                                                                                                 Project costs
                                                                      Quarter ended                                   Year-to-date period ended
(millions)                                            September 27, 2008         September 29, 2007         September 27, 2008         September 29, 2007

Employee severance                                        $      -                    $        -               $         3                 $           7
Other cash costs (a)                                             1                             2                         2                             4
Asset write-offs (b)                                             -                             -                        (4 )                           3
Retirement benefits (c)                                          -                             -                         2                             -

Total                                                     $      1                    $        2               $         3                 $          14

(a) Primarily includes expenditures for equipment removal and relocation, and temporary contracted services to facilitate employee transitions.

(b) Net of gain on the sale of assets previously written down to estimated fair market value less cost to sell.

(c) Pension plan curtailment losses and special termination benefits recognized under SFAS No. 88 "Accounting for Settlements and Curtailments of Defined Benefit Pension Plans and for Termination Benefits."

We commenced the reorganization of certain production processes at our plants in Valls, Spain and Bremen, Germany in October 2007. Based on forecasted foreign exchange rates, we expect to incur approximately $20 million of total project costs, comprised primarily of asset write-offs, employee separation benefits and other cash costs. Of the $20 million in total project costs, $15 million has been incurred to date, of which $6 million represented costs related to employee severance. This initiative is expected to be completed by the end of 2008. Refer to page 40 of the Company's 2007 Annual Report on Form 10-K for further information on this initiative.


Table of Contents

The following tables present quarter and year-to-date project costs for the reorganization of production processes at our plants in Valls, Spain and Bremen, Germany, along with a reconciliation of employee severance reserves for this initiative.

                                                 Project costs
                                                       Year-to-date period ended
                                 Quarter ended               September 27,
       (millions)              September 27, 2008                2008

       Employee severance          $      -                    $          4
       Asset write-offs                   2                               6
       Other cash costs (a)               -                               1

       Total                       $      2                    $         11

(a) Primarily includes expenditures for equipment removal and relocation, and legal and consulting fees to facilitate employee transitions.

                                           Employee severance
                     (millions)                 reserves

                     December 29, 2007        $         2
                     Accruals                           4
                     Payments                          (5 )

                     September 27, 2008       $         1

2007 initiative
Selling, general, and administrative expense for the quarter and year-to-date periods ended September 29, 2007, included total exit plan-related charges of $28 million and $66 million respectively. These costs were recorded in our North America operating segment and related to the reorganization of our direct store-door delivery (DSD) operations in the southeastern United States. This initiative has been completed.
Other cost reduction initiatives
During the second quarter of 2008 we incurred $17 million of expense associated with other cost reduction initiatives related to the elimination of the accelerated ownership feature of certain employee stock options. Refer to Note 8 within Notes to Consolidated Financial Statements, which is included herein under Part I, Item 2 for further information. This expense was recorded in selling, general and administrative expense within corporate operating profit. We incurred $10 million of expense during the first quarter of 2008 in connection with a payment for the restructuring of our labor force at a manufacturing facility in Mexico. This cost was recorded in cost of goods sold and was attributable to the Latin America operating segment. Interest expense
For the quarter ended September 27, 2008, interest expense was $71 million and interest income (which is recorded within other income) was $5 million, as compared to the quarter ended September 29, 2007 with interest expense of $79 million and interest income of $6 million.
For the year-to-date period ended September 27, 2008, interest expense was $230 million and interest income (which is recorded within other income) was $15 million, as compared to the year-to-date period ended September 29, 2007 with interest expense of $233 million and interest income of $15 million. For the full year of 2008, we currently expect interest expense, net of interest income, to approximate the 2007 level.
Income taxes
The consolidated effective income tax rate was approximately 28% for the quarter ended September 27, 2008, as compared to 27% for the comparable quarter of 2007. The third quarter 2008 provision for income taxes was positively impacted by various individually insignificant provision-to-return adjustments. The third quarter 2007 effective income tax rate was positively impacted by statutory rate reductions as discussion on page 52 of the Company's 2007 Annual Report on Form 10-K.


Table of Contents

For the year-to-date period ended September 27, 2008, the consolidated effective income tax rate was 29%, as compared to 28% for the comparable prior year-to-date period.
For the full year 2008, we currently expect the consolidated effective income tax rate to be approximately 30%. Our estimate of effective income tax rate for any period is highly influenced by country mix of earnings, changes in statutory tax rates, timing of implementation of tax planning initiatives, and developments which affect our evaluation of uncertain tax positions. Liquidity and capital resources
Overview
Our principal source of liquidity is operating cash flows, supplemented by borrowings for major acquisitions and other significant transactions. Our cash-generating capability is one of our fundamental strengths and provides us with substantial financial flexibility in meeting operating and investing needs. During the third quarter of 2008 and thereafter, global capital and credit markets, including commercial paper markets, experienced increased volatility and disruption. Despite this volatility and disruption, we continued to have access to commercial paper.
Beginning in mid-September 2008, interest rates on our commercial paper borrowings increased by an average of 200 basis points. This was the result of an increase in the London Interbank Offered Rate (LIBOR), which is the benchmark used to determine the interest rate charged on commercial paper. LIBOR, which is based on the interest rate that banks pay one another for short term borrowings, increased in response to the turmoil in the markets. We do not expect the increase in interest rates on commercial paper to have a significant impact on our full-year 2008 interest expense.
If needed, we have additional sources of liquidity available to us. These sources include our short-term lines of credit, our access to public debt and/or equity markets, and the ability to sell trade receivables. Our Five-Year Credit Agreement, which expires in 2011, allows us to borrow, on a revolving credit basis, up to $2.0 billion. This source of liquidity is unused and available on an unsecured basis. Further information on our credit facilities is located on page 44 of the Company's Annual Report on Form 10-K.
We believe that our operating cash flow, together with our credit facilities and other available debt financing, will be adequate to meet our operating, investing and financing needs in the foreseeable future.
We monitor the financial strength of our third-party financial institutions, . . .

  Add K to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for K - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2009 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.