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) August 24, 2017
HORMEL FOODS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
1-2402 |
41-0319970 |
(State or Other |
(Commission File |
(IRS Employer |
1 Hormel Place
Austin, MN 55912
(Address of Principal Executive Office)
Registrants telephone number, including area code: (507) 437-5611
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))
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
On August 24, 2017, Hormel Foods Corporation issued a press release announcing it has acquired Cidade do Sol, a growing, branded, value-added meats company in Brazil. A copy of the release is furnished as Exhibit 99 to this Form 8-K and is incorporated herein by reference.
Section 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits furnished pursuant to Item 7.01
99 Press release issued August 24, 2017
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.
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HORMEL FOODS CORPORATION | |
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(Registrant) |
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Dated: August 24, 2017 |
By |
/s/ JAMES P. SNEE |
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JAMES P. SNEE |
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President and |
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Chief Executive Officer |
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Dated: August 24, 2017 |
By |
/s/ JAMES N. SHEEHAN |
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JAMES N. SHEEHAN |
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Senior Vice President and |
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Chief Financial Officer |
Exhibit 99
INVESTOR CONTACT: |
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MEDIA CONTACT: |
Nathan Annis |
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Wendy Watkins |
(507) 437-5248 |
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(507) 437-5345 |
ir@hormel.com |
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media@hormel.com |
FOR IMMEDIATE RELEASE
Hormel Foods Adds to Its Growing International Portfolio with the
Acquisition of the Ceratti® brand
Acquisition Marks Companys First Entry into South America
AUSTIN, Minn., (August 24, 2017) Hormel Foods Corporation (NYSE: HRL) today announced it has acquired Cidade do Sol, a growing, branded, value-added meats company in Brazil. The company offers more than 70 products in 15 categories including authentic meats such as mortadella, sausage and salami for Brazilian retail and foodservice markets under the popular Ceratti® brand.
Strategic international growth is important to Hormel Foods and South America has been of interest to us for several years, said Jim Snee, president and chief executive officer, Hormel Foods. The Ceratti® brand has a strong family ownership and a rapidly-growing distribution of its portfolio of value-added products. This acquisition is a strategic fit for Hormel Foods, provides us an initial entry into the Brazilian market and will serve as a platform for future growth in South America.
The acquisition of the Ceratti® brand allows us to enter the fast-growing Brazilian market with a premium brand, said Larry Vorpahl, group vice president, Hormel Foods and president, Hormel Foods International Corporation. The Ceratti® brand is poised for continued growth given its strong reputation in the market and outstanding products. This acquisition allows us to establish a full in-country presence with an excellent team of professionals in sales, marketing, operations, logistics and accounting. We are committed to continued international expansion and, with the addition of the Ceratti® brand, our global footprint will continue to grow.
We are certainly proud to become part of the Hormel Foods family, said Mauro Preti, chief executive officer of Cidade do Sol. Hormel Foods has a strong reputation with values that align closely with the values we have built throughout our 85-year history. They share an unwavering focus on product quality, state-of-the-art technology, and transparency. Hormel Foods acquisition of the Ceratti® brand provides the resources of a global company and will allow us to facilitate our plans for expansion and growth.
The purchase price was approximately US$104 million, subject to customary working capital adjustments. Cidade do Sol will report into Hormel Foods International Corporation. Hormel Foods was advised by HT Capital Advisors LLC, Faegre Baker Daniels LLP, and TozziniFreire Advogados.
Hormel Foods will provide further comment about this deal during its third quarter earnings call on August 24, 2017, at 8:30 a.m. CST.
About Hormel Foods Corporation Inspired People. Inspired Food.
Hormel Foods Corporation, based in Austin, Minn., is a global branded food company with over $9 billion in annual revenues across 75 countries worldwide. Its brands include SKIPPY®, SPAM®, Hormel® Natural Choice®, Applegate®, Justins®, Wholly Guacamole®, Hormel® Black Label® and more than 30 other beloved brands. The company is a member of the S&P 500 Index and the S&P 500 Dividend Aristocrats, was named one of The 100 Best Corporate Citizens by Corporate Responsibility Magazine for the ninth year in a row, and has received numerous other awards and accolades for its corporate responsibility and community service efforts. In 2016, the company celebrated its 125th anniversary and announced its new vision for the future - Inspired People. Inspired Food. - focusing on its legacy of innovation. For more information, visit www.hormelfoods.com and http://csr.hormelfoods.com/.
About the Ceratti® brand The art of flavor
Present in homes of Brazilians for more than 80 years, the Ceratti® brand is one of the most traditional brands of cold cuts in the country, standing out for the unparalleled quality and incomparable flavor of its products. The company has more than 70 premium products, with various flavors which follow strict criteria for ingredient selection and production processes. Cidade do Sol complies with all the regulations required in Brazil, in addition to having a series of inspection procedures that ensure the quality of the products. The company also distinguishes itself from being the largest importer of jamón (Spanish raw ham) in the country and for product awards, including its traditional Mortadella Bologna, recognized for seven consecutive years as the Best Mortadella of the Public Market in São Paulo (source: CICESP). For more information, visit www.ceratti.com.br.
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking information based on managements current views and assumptions. Actual events may differ materially. Factors that may affect actual results include, but are not limited to: whether and when the Company will be able to realize the expected financial results of the transaction, and how customers, competitors, suppliers and employees will react to the transaction. Please refer to the cautionary statement regarding Forward-Looking Statements and Risk Factors that appear on pages 32 - 38 in the companys Form 10-Q for the quarter ended April 30, 2017, which can be accessed at www.hormelfoods.com under Investors-SEC Filings.