-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EzVnUuyBoTnrscKwGnlBwWin++BiW6jQQygOX1URJPz2oxgcS0z99lSLEMHpE61S 6R4Lt9UJtKkuWdS9K/TynQ== 0001047469-98-000221.txt : 19980108 0001047469-98-000221.hdr.sgml : 19980108 ACCESSION NUMBER: 0001047469-98-000221 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19971123 FILED AS OF DATE: 19980107 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONAGRA INC /DE/ CENTRAL INDEX KEY: 0000023217 STANDARD INDUSTRIAL CLASSIFICATION: MEAT PACKING PLANTS [2011] IRS NUMBER: 470248710 STATE OF INCORPORATION: DE FISCAL YEAR END: 0525 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 002-21378 FILM NUMBER: 98501750 BUSINESS ADDRESS: STREET 1: ONE CONAGRA DR CITY: OMAHA STATE: NE ZIP: 68102 BUSINESS PHONE: 4025954000 FORMER COMPANY: FORMER CONFORMED NAME: NEBRASKA CONSOLIDATED MILLS CO DATE OF NAME CHANGE: 19721201 10-Q 1 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 23, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number 1-7275 - ------------------------------------------------------------------------------ CONAGRA, INC. - ------------------------------------------------------------------------------ (Exact name of registrant, as specified in charter) Delaware 47-0248710 - ------------------------------------------------------------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One ConAgra Drive, Omaha, Nebraska 68102-5001 - ------------------------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) (402) 595-4000 - ------------------------------------------------------------------------------ (Registrant's telephone number, including area code) NA - ------------------------------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Number of shares outstanding of issuer's common stock, as of December 21, 1997, was 475,529,134. 1 PART I - FINANCIAL INFORMATION ITEM 1. CONDENSED FINANCIAL STATEMENTS CONAGRA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (In millions except per share amounts) (unaudited)
THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED ------------------------- -------------------------- NOV. 23, NOV. 24, NOV. 23, NOV. 24, 1997 1996 1997 1996 ---------- ---------- ----------- ------------ Net sales $ 6,433.6 $ 6,590.2 $ 12,574.0 $ 12,747.7 Costs and expenses Cost of goods sold 5,434.5 5,632.0 10,732.8 10,997.6 Selling, administrative and general expenses 580.0 569.2 1,166.9 1,128.2 Interest expense, net 75.2 72.7 148.3 142.8 ---------- ---------- ----------- ----------- 6,089.7 6,273.9 12,048.0 12,268.6 ---------- ---------- ----------- ----------- Income before income taxes 343.9 316.3 526.0 479.1 Income taxes 133.3 129.0 205.2 195.7 ---------- ---------- ----------- ----------- NET INCOME $ 210.6 $ 187.3 $ 320.8 $ 283.4 ========== ========== =========== =========== NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE $ 0.460 $ 0.408 $ 0.700 $ 0.618 ========== ========== =========== =========== Weighted average number of common and common equivalent shares outstanding 458.0 459.3 458.5 458.6 ========== ========== =========== =========== Cash dividends declared per common share $ 0.1563 $ 0.1362 $ 0.2925 $ 0.2550 ========== ========== =========== ===========
See notes to the condensed consolidated financial statements. 2 CONAGRA, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in millions) (unaudited)
NOV. 23, MAY 25, NOV. 24, 1997 1997 1996 ------- ------ ------- ASSETS Current assets Cash and cash equivalents $ 62.2 $ 105.8 $ 78.4 Receivables, less allowance for doubtful accounts of $78.5, $67.2 and $69.8 2,500.7 1,367.6 2,469.1 Inventories 4,095.5 3,342.9 4,080.0 Prepaid expenses 381.7 388.7 433.7 --------- --------- --------- Total current assets 7,040.1 5,205.0 7,061.2 --------- --------- --------- Property, plant and equipment Cost 5,342.5 5,274.3 5,192.6 Less Accumulated depreciation (2,129.4) (2,031.8) (2,010.5) Valuation reserve related to restructuring - - (164.8) --------- --------- --------- Property, plant and equipment, net 3,213.1 3,242.5 3,017.3 Brands, trademarks and goodwill, at cost less accumulated amortization 2,402.6 2,434.0 2,460.2 Other assets 404.2 395.6 415.8 --------- --------- --------- Total assets $13,060.0 $11,277.1 $12,954.5 ========= ========= =========
See notes to the condensed consolidated financial statements. 3 CONAGRA, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in millions except per share amount) (unaudited)
NOV. 23, MAY 25, NOV. 24, 1997 1997 1996 ------- ------ ------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Notes payable $ 3,001.5 $ 529.0 $ 2,864.9 Current installments of long-term debt 78.0 352.9 356.4 Accounts payable 1,879.5 1,894.7 1,977.1 Advances on sales 245.4 766.5 244.0 Other accrued liabilities 1,491.6 1,446.5 1,378.3 --------- --------- --------- Total current liabilities 6,696.0 4,989.6 6,820.7 Senior long-term debt, excluding current installments 1,642.6 1,605.7 1,557.2 Other noncurrent liabilities 888.2 935.1 938.4 Subordinated debt 750.0 750.0 750.0 Preferred securities of subsidiary company 525.0 525.0 525.0 Common stockholders' equity Common stock of $5 par value, authorized 1,200,000,000 shares, issued 506,388,739, 506,161,530 and 506,116,426 2,532.0 1,265.4 1,265.3 Additional paid-in capital 543.8 643.3 568.9 Retained earnings 1,235.0 2,061.2 1,851.9 Foreign currency translation adjustment (48.0) (31.5) (11.9) Less treasury stock, at cost, common shares 34,328,054, 30,036,626 and 25,656,378 (800.2) (655.1) (526.0) --------- --------- --------- 3,462.6 3,283.3 3,148.2 Less unearned restricted stock and value of 23,726,267, 26,202,608 and 28,767,992 common shares held in Employee Equity Fund (904.4) (811.6) (785.0) --------- --------- --------- Total common stockholders' equity 2,558.2 2,471.7 2,363.2 --------- --------- --------- $13,060.0 $11,277.1 $12,954.5 ========= ========= =========
See notes to the condensed consolidated financial statements. 4 CONAGRA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in millions) (unaudited)
TWENTY-SIX WEEKS ENDED ---------------------- NOV. 23, NOV. 24, 1997 1996 ------- ------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS Cash flows from operating activities Net income $ 320.8 $ 283.4 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and other amortization 183.4 170.5 Goodwill amortization 34.7 34.7 Other noncash items (includes nonpension postretirement benefits) 46.4 (7.9) Change in assets and liabilities before effects from business acquisitions (2,525.5) (2,487.2) -------- -------- NET CASH FLOWS FROM OPERATING ACTIVITIES (1,940.2) (2,006.5) -------- -------- Cash flows from investing activities Additions to property, plant and equipment (198.0) (289.0) Payment for business acquisitions - (192.5) Sale of businesses and property, plant and equipment 139.5 17.9 Notes receivable and other items (53.8) (51.2) -------- -------- NET CASH FLOWS FROM INVESTING ACTIVITIES (112.3) (514.8) -------- -------- Cash flows from financing activities Net short-term borrowings 2,472.5 2,433.3 Proceeds from issuance of long-term debt 305.0 397.5 Repayment of long-term debt (544.1) (140.2) Cash dividends paid (122.4) (107.3) Treasury stock purchases (140.7) (131.1) Other items 38.6 33.8 -------- -------- NET CASH FLOWS FROM FINANCING ACTIVITIES 2,008.9 2,486.0 -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (43.6) (35.3) Cash and cash equivalents at beginning of period 105.8 113.7 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 62.2 $ 78.4 ======== ========
See notes to the condensed consolidated financial statements. 5 CONAGRA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THIRTEEN AND TWENTY-SIX WEEKS ENDED NOVEMBER 23, 1997 AND NOVEMBER 24, 1996 (UNAUDITED) 1. ACCOUNTING POLICIES The unaudited interim financial information included herein reflects the adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the results of operations, financial position, and cash flows for the periods presented. Such interim information should be read in conjunction with the financial statements and notes thereto included in the Company's 1997 annual report to stockholders, which are incorporated by reference into the Company's annual report on Form 10-K for the fiscal year ended May 25, 1997. The results of operations for any interim period are not necessarily indicative of the results to be expected for other interim periods or the full year. DERIVATIVE INSTRUMENTS - The SEC is requiring expanded disclosure for derivative instruments which is fully effective for the Company's annual financial statements for the fiscal year ended May 31, 1998. As required for this interim report, specific information on the Company's accounting policies for derivatives is provided below. The Company uses derivatives for the purpose of hedging commodity price and interest rate exposures which exist as a part of its ongoing business operations. In general, derivatives used as hedges must be effective at reducing the risk associated with the exposure being hedged and must be designated as a hedge at the inception of the contract. Accordingly, changes in market values of derivative instruments must be highly correlated with changes in market values of underlying hedged items both at inception of the hedge and over the life of the hedge contract. Deferred gains or losses related to any instrument 1) designated but ineffective as a hedge of existing assets, liabilities, or firm commitments, or 2) designated as a hedge of an anticipated transaction which is no longer likely to occur, are recognized immediately in the statement of earnings. Interest Rate Swap Agreements - The Company utilizes interest rate swap agreements to alter the impact of changes of interest rates. Interest differentials to be paid or received on the swap are recognized in income as incurred, as a component of interest expense. Commodity Contracts - Commodities are subject to price fluctuations which create price risk. Generally, the Company intends to hedge commodities to mitigate this price risk. The Company uses commodity futures, options, forwards and swaps to manage price fluctuations of the underlying commodity. While this may tend to limit the Company's ability to participate in gains from commodity price fluctuations, it also tends to reduce the risk of loss from changes in commodity prices. Commodity price risk can be hedged by selling (or buying) the underlying commodity, or by using an appropriate derivative instrument. The particular hedging methods employed by the 6 CONAGRA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THIRTEEN AND TWENTY-SIX WEEKS ENDED NOVEMBER 23, 1997 AND NOVEMBER 24, 1996 (UNAUDITED) Company depend on a number of factors, including availability of appropriate derivative contracts. The Company may, at times, utilize non-exchange traded derivatives, in which case the Company monitors the amount of associated credit risk. ConAgra's board of directors has established policies which limit the amount of unhedged inventory positions permissible for ConAgra's independent operating companies. Trading businesses are generally limited to dollar risk exposure stated in relation to equity capital. Processing company limits are expressed in terms of weeks of commodity usage. In the trading businesses, commodity contracts are marked-to-market with net amounts due to or from brokers recorded in accounts receivable or payable and the related gains or losses recorded in the statement of earnings. In the processing companies, commodity contract gains and losses are deferred and recognized as an adjustment to the basis of the underlying hedged commodity purchased; gains or losses are recognized in the statement of earnings as a component of cost of goods sold. The cash flows related to derivative financial instruments are classified in the statement of cash flows in a manner consistent with those of the transactions being hedged. EARNINGS PER SHARE - Statement of Financial Accounting Standards No. 128 (SFAS No. 128), EARNINGS PER SHARE, requires presentation of basic and diluted earnings per share, replacing prior presentation of primary and fully diluted earnings per share. Basic earnings per share is calculated on the basis of weighted average outstanding common shares, after giving effect to preferred stock dividends. Diluted earnings per share is computed on the basis of weighted average outstanding common shares, outstanding options that are dilutive, and equivalent shares assuming conversion of outstanding convertible securities. Primary earnings per share and pro forma earnings per share (the latter computed in accordance with SFAS No. 128) for the thirteen and twenty-six week periods ended November 23, 1997 and November 24, 1996 are as follows: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED -------------------- ---------------------- NOV. 23, NOV. 24, NOV. 23, NOV. 24, 1997 1996 1997 1996 --------- -------- ------- ----------- Primary earnings per share - as reported $ 0.460 $ 0.408 0.700 0.618 Pro forma diluted earnings per share 0.460 0.408 0.700 0.618 Pro forma basic earnings per share 0.470 0.415 0.716 0.628 7 CONAGRA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THIRTEEN AND TWENTY-SIX WEEKS ENDED NOVEMBER 23, 1997 AND NOVEMBER 24, 1996 (UNAUDITED) 2. CAPITAL STOCK On July 11, 1997, the Company's Board of Directors declared a two-for-one split of the Company's common stock in the form of a stock dividend. This was paid October 1, 1997, to shareholders of record as of September 5, 1997. All share and per share data have been restated to reflect the stock split for all periods presented. 3. INVENTORIES The composition of inventories is as follows (in millions): NOV. 23, MAY 25, NOV. 24, 1997 1997 1996 ---------- ---------- ---------- Hedged commodities $ 1,454.8 $ 1,169.8 $ 1,338.4 Food products and livestock 1,453.2 1,191.0 1,390.2 Agricultural chemicals, fertilizer and feed 539.7 381.4 538.3 Retail merchandise 3.9 127.5 118.5 Other, principally ingredients and supplies 643.9 473.2 694.6 ---------- ---------- ---------- $ 4,095.5 $ 3,342.9 $ 4,080.0 ========== ========== ========== 4. CONTINGENCIES In fiscal 1991, ConAgra acquired Beatrice Company ("Beatrice"). As a result of the acquisition and the significant pre-acquisition tax and other contingencies of the Beatrice businesses and its former subsidiaries, the consolidated post-acquisition financial statements of ConAgra reflected significant liabilities and valuation allowances associated with the estimated resolution of these contingencies. The material pre-acquisition tax contingencies were resolved in fiscal 1995. Beatrice is also engaged in various litigation and environmental proceedings related to businesses divested by Beatrice prior to its acquisition by ConAgra. The environmental proceedings include litigation and administrative proceedings involving Beatrice's status as a potentially responsible party at 41 Superfund, proposed Superfund or state-equivalent sites. Beatrice has paid or is in the process of paying its liability share at 35 of these sites. Substantial reserves for these matters have been established based on the Company's best estimate of its undiscounted remediation liabilities, which estimates include evaluation of investigatory studies, extent of required cleanup, the known volumetric contribution of Beatrice and other potentially responsible parties and its experience in remediating sites. 8 CONAGRA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THIRTEEN AND TWENTY-SIX WEEKS ENDED NOVEMBER 23, 1997 AND NOVEMBER 24, 1996 (UNAUDITED) ConAgra is a party to a number of other lawsuits and claims arising out of the operation of its businesses. After taking into account liabilities recorded for all of the foregoing matters, management believes the ultimate resolution of such matters should not have a material adverse effect on ConAgra's financial condition, results of operations or liquidity. 5. SENIOR LONG-TERM DEBT On August 1, 1997, the Company issued $300 million of senior notes with an interest rate of 6.70% due August 1, 2027 and redeemable at the option of the holders on August 1, 2009. The notes were priced at par. 9 CONAGRA, INC. AND SUBSIDIARIES PART I - FINANCIAL INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Following is management's discussion and analysis of certain significant factors which have affected the Company's financial condition and operating results for the periods included in the accompanying consolidated condensed financial statements. Results for the thirteen and twenty-six week periods ended November 23, 1997 are not necessarily indicative of results which may be attained in the future. This report contains forward-looking statements. The statements reflect management's current views and estimates of future economic circumstances, industry conditions, company performance and financial results. The statements are based on many assumptions and factors including availability and prices of raw materials, product pricing, competitive environment and related market conditions, operating efficiencies, access to capital and actions of governments. Any changes in such assumptions or factors could produce significantly different results. FINANCIAL CONDITION The Company's capital investment (working capital plus noncurrent assets) increased $76.5 million compared to May 25, 1997. Working capital increased $128.7 million and noncurrent assets decreased $52.2 million. The increase in working capital was primarily caused by normal seasonal increases in accounts receivable and inventory offset by a related increase in short term debt. The decrease in noncurrent assets was primarily caused by the sale of businesses and normal depreciation and amortization offset by property, plant and equipment additions. The Company's objective is that senior long-term debt normally will not exceed 30 percent of total long-term debt plus equity. This objective was met for all periods presented. 10 CONAGRA, INC. AND SUBSIDIARIES PART I - FINANCIAL INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OPERATING RESULTS A summary of the period to period increases (decreases) in the principal components of operations is shown below (dollars in millions, except per share amounts).
NOVEMBER 23, 1997 & NOVEMBER 24, 1996 -------------------------------------------- THIRTEEN WEEKS TWENTY-SIX WEEKS -------------------------------------------- DOLLAR PERCENT DOLLAR PERCENT CHANGE CHANGE CHANGE CHANGE ------ ------- ------ ------- Net sales $(156.6) (2.4) $(173.7) (1.4) Costs and expenses Cost of goods sold (197.5) (3.5) (264.8) (2.4) Selling, administrative and general expenses 10.8 1.9 38.7 3.4 Interest expense, net 2.5 3.4 5.5 3.9 Income before income taxes 27.6 8.7 46.9 9.8 Income taxes 4.3 3.3 9.5 4.9 Net income 23.3 12.4 37.4 13.2 Net income per common and common equivalent share 0.052 12.7 0.082 13.3
Two of ConAgra's industry segments, Grocery & Diversified Products and Food Inputs & Ingredients, increased operating profit in the second quarter and first half of fiscal 1998 versus the same periods in fiscal 1997. The increase in those segments was somewhat offset by a decrease in the Refrigerated Foods segment second quarter and first half operating profit. For ConAgra in total, fiscal 1998 second quarter sales decreased 2 percent to $6.43 billion from $6.59 billion. First half sales decreased 1 percent to $12.57 billion from $12.75 billion. ConAgra's effective tax rates were 38.8 percent in fiscal 1998's second quarter and 39.0 percent in fiscal 1998's first half versus 40.8 percent in both periods last year and 39.6 percent for the full fiscal year 1997. In fiscal 1998's second quarter, earnings per share rose 12.7 percent to 46.0 cents from 40.8 cents in last year's second quarter, and net income increased 12.4 percent to $210.6 million from $187.3 million. In fiscal 1998's first half, earnings per share rose 13.3 percent to 70.0 cents from 61.8 cents a year ago, and net income increased 13.2 percent to $320.8 million from $283.4 million. In ConAgra's Grocery & Diversified Products industry segment, operating profit was up 9 percent in the second quarter and 6 percent in the first half of fiscal 1998 versus the same periods 11 CONAGRA, INC. AND SUBSIDIARIES PART I - FINANCIAL INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in fiscal 1997. Segment sales increased 1 percent in the second quarter and 2 percent in the first half. ConAgra Frozen Foods achieved operating profit growth in fiscal 1998's second quarter and first half. Unit volume growth helped shelf-stable foods - the Hunt-Wesson companies and Golden Valley - increase second quarter operating earnings. In the first half, Golden Valley increased earnings, while Hunt-Wesson's earnings declined due to heavy first quarter spending to introduce several lines of new products. The Lamb-Weston potato products business and the seafood business both increased second quarter and first half earnings. In ConAgra's Food Inputs & Ingredients industry segment, operating profit grew 9 percent in the second quarter and 20 percent in the first half of fiscal 1998 versus the same periods in fiscal 1997. Segment sales decreased 3 percent in the second quarter and were down less than 1 percent in the first half. ConAgra's major crop inputs business, United Agri Products, had significant sales growth and strong operating profit growth in fiscal 1998's second quarter and first half. Commodity services, flour milling and specialty food ingredients contributed to segment operating profit growth in both periods. Earnings declined in grain merchandising and a number of other ingredients businesses. In ConAgra's Refrigerated Foods industry segment, operating profit decreased 6 percent in the second quarter and 7 percent in the first half of fiscal 1998 versus the same periods in fiscal 1997. Segment sales decreased 3 percent in both periods. The branded processed meats businesses improved margins and increased earnings in the second quarter and first half. Earnings rose in the Australia beef business in both periods and declined in the U.S. beef business in both periods. Second quarter and first half earnings were down in the pork, poultry and cheese businesses. 12 CONAGRA, INC. AND SUBSIDIARIES PART II - OTHER INFORMATION ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES ConAgra issued 88,646 shares of its common stock in connection with the transaction by which Rygmyr Foods, Inc. was merged with a subsidiary of ConAgra on October 31, 1997. The common stock was issued in this transaction in reliance on the exemption from registration provided by the Section 4(2) of the Securities Act of 1933 and Regulation D thereunder. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) Exhibits 12 - Statement regarding computation of ratio of earnings to fixed charges. (B) Reports on Form 8-K None CONAGRA, INC. By: /s/ James P. O'Donnell _______________________ James P. O'Donnell Executive Vice President, Chief Financial Officer Corporate Secretary By: /s/ Kenneth W. DiFonzo _______________________ Kenneth W. DiFonzo Senior Vice President and Controller Dated this 6th day of January, 1998. 13 CONAGRA, INC. AND SUBSIDIARIES EXHIBIT INDEX EXHIBIT DESCRIPTION PAGE 12 Statement regarding computation of ratio of 15 earnings to fixed charges 14 EX-12 2 EX-12 EXHIBIT 12 CONAGRA, INC. AND SUBSIDIARIES COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in millions) TWENTY-SIX WEEKS ENDED NOVEMBER 23, 1997 ----------------- Fixed charges Interest expense $ 180.1 Capitalized interest 6.4 Interest in cost of goods sold 8.5 One third of non-cancellable lease rent 19.0 -------- Total fixed charges (A) $ 214.0 ======== Earnings Pretax income $ 526.0 Add fixed charges 214.0 Less capitalized interest (6.4) -------- Earnings and fixed charges (B) $ 733.6 ======== Ratio of earnings to fixed charges (B/A) 3.4 For the purpose of computing the above ratio of earnings to fixed charges, earnings consist of income before taxes and fixed charges. Fixed charges, for the purpose of computing earnings, are adjusted to exclude interest capitalized. Fixed charges include interest on both long and short-term debt (whether said interest is expensed or capitalized and including interest charged to cost of goods sold), and a portion of noncancellable rental expense representative of the interest factor. The ratio is computed using the amounts for ConAgra as a whole, including its majority-owned subsidiaries, whether or not consolidated, and its proportionate share of any 50% owned subsidiaries, whether or not ConAgra guarantees obligations of these subsidiaries. 15 EX-27 3 EX-27
5 1,000 6-MOS MAY-31-1998 MAY-26-1997 NOV-23-1997 62200 0 2579200 78500 4095500 7040100 5342500 2129400 13060000 6696000 2392600 0 525000 2532000 26200 13060000 12574000 12574000 10732800 10732800 1166900 0 148300 526000 205200 320800 0 0 0 320800 0.700 0
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