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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) November 1, 2023
  
Hawkins, Inc.
(Exact name of registrant as specified in its charter)
 
Minnesota   0-7647   41-0771293
(State of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
2381 Rosegate, Roseville, Minnesota 55113
(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code (612) 331-6910
  
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 (see General Instruction A.2. below):
¨ 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
HWKN
Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b 2).

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. ¨




Item 2.02. Results of Operations and Financial Condition.
On November 1, 2023, Hawkins, Inc. issued a press release announcing financial results for its fiscal 2024 second quarter ended October 1, 2023. A copy of the press release issued by the Registrant is furnished herewith as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No.    Description    Method of Filing
  
Press Release, dated November 1, 2023, announcing financial results of Hawkins, Inc. for its fiscal 2024 second quarter ended October 1, 2023.
   Filed Electronically
104  Cover Page Interactive Data File (embedded within the inline XBRL document) Filed Electronically




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.
 
  HAWKINS, INC.
Date: November 1, 2023
  By:   /s/ Jeffrey P. Oldenkamp
    Jeffrey P. Oldenkamp
    Executive Vice President and Chief Financial Officer


EX-99.1 2 hwknex9912024-q2.htm EX-99.1 Document

Exhibit 99.1
Hawkins, Inc. Reports
Second Quarter Fiscal 2024 Results

Roseville, Minn., November 1, 2023 – Hawkins, Inc. (Nasdaq: HWKN) today announced results for the three and six months ended October 1, 2023, its second quarter of fiscal 2024.

Second Quarter Fiscal Year 2024 Highlights:

•Second quarter sales of $236.5 million, with Water Treatment group sales growth of 17% over the same quarter in the prior year.
•Record quarterly gross profit of $53.9 million, a 16% increase over the prior year, contributing to record quarterly operating income of $33.0 million, a 25% year-over-year increase.
•Record second quarter diluted earnings per share ("EPS") of $1.10, 28% higher than the same period last year.
•Record quarterly earnings before interest, taxes, depreciation and amortization ("EBITDA"), a non-GAAP measure, of $41.5 million, a 22% increase over the same period of the prior year.
•Record quarterly operating cash flow of $57.8 million, a portion of which was used to pay down $28.6 million on our revolving line of credit, reducing our debt to $60.0 million and bringing our leverage ratio to 0.45x adjusted EBITDA.
•Year-to-date diluted EPS of $2.22 grew 24% over the prior year.
•After quarter-end, added six Water Treatment locations through acquisitions of Water Solutions Unlimited, Inc. and The Miami Products & Chemical Company.

Executive Commentary – Patrick H. Hawkins, Chief Executive Officer and President:

“We are pleased with our strong year-over-year performance in the second quarter, with our bottom line growing 29%, following our strong first-quarter growth of 19%. Our Water Treatment group once again led the way with revenue growth of 17% and operating income growth of nearly 70%. We continue to see profit growth within this segment, as we execute on our strategy to grow both the legacy business and the businesses we have acquired over the last few years. Although our Industrial group sales declined year-over-year, operating income was up 2%. In addition, the year-over-year second quarter sales decline in our Health and Nutrition group slowed to about half of what it was in the first quarter, showing signs of improvement."

Mr. Hawkins continued, "The strong first-half results, combined with disciplined inventory management, allowed us to pay down $52 million on our debt in the first six months of the year. Our strong financial position has allowed us to continue our strategy of Water Treatment growth as we added six additional locations through two acquisitions after quarter-end. We expect continued growth in our Water Treatment segment for the remainder of the year, remain cautiously optimistic about our Industrial segment, and expect the Health and Nutrition distribution business to improve on a year-over-year basis beginning in calendar 2024. With the diversity of our businesses and the overall strength of our Company, we believe we will continue to generate strong operating cash flow and will continue to manage our balance sheet during the remainder of the fiscal year." For the second quarter of fiscal 2024, the Company reported net income of $23.2 million, or $1.10 per diluted share, compared to net income for the second quarter of fiscal 2023 of $18.0 million, or $0.86 per diluted share.





Second Quarter Financial Highlights:

NET INCOME
REVENUE
Sales were $236.5 million for the second quarter of fiscal 2024, a decrease of $4.7 million, or 2%, from sales of $241.2 million in the same period a year ago. Decreased sales in our Industrial and Health and Nutrition segments more than offset increased sales in our Water Treatment segment. Industrial segment sales decreased $15.4 million, or 14%, to $98.5 million for the current quarter, from $113.9 million in the same period a year ago. The sale of our consumer bleach packaging business at the end of fiscal 2023 resulted in $4.0 million lower sales in the current quarter. In addition, Industrial segment sales declined due to overall lower volumes. Water Treatment segment sales increased $14.4 million or 17%, to $100.9 million for the current quarter, from $86.5 million in the same period a year ago. Water Treatment sales increased as a result of increased selling prices on many of our products as well as increased sales volumes of certain of our products. Health and Nutrition segment sales decreased $3.7 million, or 9%, to $37.1 million for the current quarter, from $40.8 million in the same period a year ago. Health and Nutrition segment sales decreased primarily due to lower demand from our customers, which we believe was driven by excess inventory at some of our customers as well as lower consumer demand for health and immunity products. The sales decline experienced in the second quarter of fiscal 2023 was about half the decline experienced in the first quarter of fiscal 2023.
GROSS PROFIT
Gross profit increased $7.5 million, or 16%, to $53.9 million, or 23% of sales, for the current quarter, from $46.4 million, or 19% of sales, in the same period a year ago. During the current quarter, the LIFO reserve decreased, and gross profit increased, by $3.2 million due primarily to decreasing raw material prices. In the same quarter a year ago, the LIFO reserve increased, and gross profit decreased, by $5.3 million due primarily to rising raw material prices. Gross profit for the Industrial segment increased $0.1 million, or 1%, to $17.8 million, or 18% of sales, for the current quarter, from $17.7 million, or 16% of sales, in the same period a year ago. Industrial segment gross profit increased slightly due to improved unit margins on certain products. Gross profit for the Water Treatment segment increased $8.8 million, or 43%, to $29.3 million, or 29% of sales, for the current quarter, from $20.5 million, or 24% of sales, in the same period a year ago. Water Treatment segment gross profit increased as a result of improved per-unit margins on many of our products as well as increased sales. Gross profit for our Health and Nutrition segment decreased $1.5 million, or 18%, to $6.7 million, or 18% of sales, for the current quarter, from $8.2 million, or 20% of sales, in the same period a year ago. Health and Nutrition segment gross profit decreased as a result of lower sales and lower per-unit margins on certain products.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses increased $1.1 million, or 6%, to $20.9 million, or 9% of sales, for the current quarter, from $19.8 million, or 8% of sales, in the same period a year ago. Expenses increased largely due to increased variable pay as well as added costs from acquired businesses.
ADJUSTED EBITDA
Adjusted EBITDA, a non-GAAP financial measure, is an important performance indicator and a key compliance measure under the terms of our credit agreement. An explanation of the computation of adjusted EBITDA is presented below. Adjusted EBITDA for the three months ended October 1, 2023 was $41.5 million, an increase of $7.5 million, or 22%, from $34.0 million in the same period a year ago.
INCOME TAXES
Our effective income tax rate was 27% for both the current quarter and the same period a year ago. The effective tax rate is impacted by projected levels of annual taxable income, permanent items, and state taxes. Our effective tax rate for the full year is currently expected to be approximately 26-27%.
BALANCE SHEET
During the second quarter, our working capital demands decreased in large part due to favorable cash collections on accounts receivable and disciplined management of our inventory levels. This improvement, along with higher net income, allowed us to reduce our debt by $28.6 million in the quarter and $52 million year to date. We now have total outstanding debt of $60 million, which is 0.45x our trailing twelve-month adjusted EBITDA, down from 0.96x at the end of fiscal 2023.




About Hawkins, Inc.

Hawkins, Inc. was founded in 1938 and is a leading specialty chemical and ingredients company that formulates, distributes, blends, and manufactures products for its Industrial, Water Treatment, and Health & Nutrition customers. Headquartered in Roseville, Minnesota, the Company has 58 facilities in 26 states and creates value for its customers through superb customer service and support, quality products and personalized applications. Hawkins, Inc. generated $935 million of revenue in fiscal 2023 and has approximately 950 employees. For more information, including registering to receive email alerts, please visit www.hawkinsinc.com/investors.

Reconciliation of Non-GAAP Financial Measures
We report our consolidated financial results in accordance with U.S. generally accepted accounting principles (GAAP). To assist investors in understanding our financial performance between periods, we have provided certain financial measures not computed according to GAAP, including adjusted EBITDA. This non-GAAP financial measure is not meant to be considered in isolation or as a substitute for comparable GAAP measures. The method we use to produce non-GAAP results is not computed according to GAAP and may differ from the methods used by other companies.
Management uses this non-GAAP financial measure internally to understand, manage and evaluate our business and to make operating decisions. Management believes that this non-GAAP financial measure reflects an additional way of viewing aspects of our operations that, when viewed with our GAAP results, provides a more complete understanding of the factors and trends affecting our financial condition and results of operations.
We define adjusted EBITDA as GAAP net income adjusted for the impact of the following: net interest expense resulting from our net borrowing position; income tax expense; non-cash expenses including amortization of intangibles, depreciation and charges for the employee stock purchase plan and restricted stock grants; and non-recurring items of income or expense, if applicable.

Adjusted EBITDA Three Months Ended Six months ended
(In thousands) October 1, 2023 October 2, 2022 October 1, 2023 October 2, 2022
Net Income (GAAP) $ 23,216  $ 18,000  $ 46,646  $ 37,695 
Interest expense, net 717  1,383  1,865  2,312 
Income tax expense 8,769  6,707  17,015  13,184 
Amortization of intangibles 1,724  1,749  3,394  3,506 
Depreciation expense 5,675  5,064  11,112  9,865 
Non-cash compensation expense 1,260  1,085  2,219  1,680 
Non-recurring acquisition expenses 122  —  122  — 
Adjusted EBITDA $ 41,483  $ 33,988  $ 82,373  $ 68,242 





 
HAWKINS, INC.
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(In thousands, except share and per-share data)
Three Months Ended Six Months Ended
October 01, 2023 October 02, 2022 October 01, 2023 October 02, 2022
Sales $ 236,526  $ 241,192  $ 487,646  $ 487,735 
Cost of sales (182,640) (194,818) (381,769) (394,612)
Gross profit 53,886  46,374  105,877  93,123 
Selling, general and administrative expenses (20,895) (19,838) (40,399) (38,723)
Operating income 32,991  26,536  65,478  54,400 
Interest expense, net (717) (1,383) (1,865) (2,312)
Other (expense) income (289) (446) 48  (1,209)
Income before income taxes 31,985  24,707  63,661  50,879 
Income tax expense (8,769) (6,707) (17,015) (13,184)
Net income $ 23,216  $ 18,000  $ 46,646  $ 37,695 
Weighted average number of shares outstanding - basic 20,903,690  20,814,686  20,905,707  20,861,754 
Weighted average number of shares outstanding - diluted 21,026,428  20,956,897  21,034,153  21,004,454 
Basic earnings per share $ 1.11  $ 0.86  $ 2.23  $ 1.81 
Diluted earnings per share $ 1.10  $ 0.86  $ 2.22  $ 1.79 
Cash dividends declared per common share $ 0.16  $ 0.14  $ 0.31  $ 0.28 
 






HAWKINS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands, except share data)
October 1,
2023
April 2,
2023
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 10,974  $ 7,566 
Trade accounts receivables, net 124,813  129,252 
Inventories 68,500  88,777 
Prepaid expenses and other current assets 2,966  6,449 
Total current assets 207,253  232,044 
PROPERTY, PLANT, AND EQUIPMENT: 361,362  344,753 
Less accumulated depreciation 168,504  158,950 
Net property, plant, and equipment 192,858  185,803 
OTHER ASSETS:
Right-of-use assets 11,323  10,199 
Goodwill 77,401  77,401 
Intangible assets, net of accumulated amortization 71,491  73,060 
Deferred compensation plan asset 8,917  7,367 
Other 6,054  4,661 
Total other assets 175,186  172,688 
Total assets $ 575,297  $ 590,535 
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable — trade $ 61,192  $ 53,705 
Accrued payroll and employee benefits 12,416  17,279 
Income tax payable 4,319  3,329 
Current portion of long-term debt 9,913  9,913 
Other current liabilities 6,622  6,645 
Total current liabilities 94,462  90,871 
LONG-TERM DEBT, LESS CURRENT PORTION 49,775  101,731 
LONG-TERM LEASE LIABILITY 9,522  8,687 
PENSION WITHDRAWAL LIABILITY 3,726  3,912 
DEFERRED INCOME TAXES 24,190  23,800 
DEFERRED COMPENSATION LIABILITY 10,317  9,343 
OTHER LONG-TERM LIABILITIES 649  2,175 
Total liabilities 192,641  240,519 
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY:
Common stock; authorized: 60,000,000 shares of $0.01 par value; 20,787,626 and 20,850,454 shares issued and outstanding as of October 1, 2023 and April 2, 2023, respectively
208  209 
Additional paid-in capital 35,918  44,443 
Retained earnings 342,535  302,424 
Accumulated other comprehensive income 3,995  2,940 
Total shareholders’ equity 382,656  350,016 
Total liabilities and shareholders’ equity $ 575,297  $ 590,535 




HAWKINS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands)
 
  Six Months Ended
  October 1,
2023
October 2,
2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 46,646  $ 37,695 
Reconciliation to cash flows:
Depreciation and amortization 14,506  13,371 
Operating leases 1,115  945 
(Gain) loss on deferred compensation assets (48) 1,208 
Stock compensation expense 2,219  1,680 
Other (34) 187 
Changes in operating accounts providing (using) cash:
Trade receivables 4,909  (8,481)
Inventories 20,752  (18,077)
Accounts payable 6,421  (4,609)
Accrued liabilities (7,149) (8,600)
Lease liabilities (1,127) (972)
Income taxes 990  2,031 
Other 3,430  2,425 
Net cash provided by operating activities 92,630  18,803 
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant, and equipment (16,922) (20,668)
Acquisitions (3,355) — 
Other 335  296 
Net cash used in investing activities (19,942) (20,372)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends declared and paid (6,535) (5,900)
New shares issued 1,147  1,004 
Payroll taxes paid in exchange for shares withheld (2,140) (1,550)
Shares repurchased (9,752) (6,557)
Payments on revolving loan (52,000) (30,000)
Proceeds from revolving loan borrowings —  45,000 
Net cash (used in) provided by financing activities (69,280) 1,997 
NET INCREASE IN CASH AND CASH EQUIVALENTS 3,408  428 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 7,566  3,496 
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 10,974  $ 3,924 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid for income taxes $ 16,025  $ 11,148 
Cash paid for interest $ 2,002  $ 1,879 
Noncash investing activities - capital expenditures in accounts payable $ 2,970  $ 2,535 




HAWKINS, INC.
REPORTABLE SEGMENTS (UNAUDITED)
(In thousands)

Industrial Water
Treatment
Health and Nutrition Total
Three months ended October 1, 2023:
Sales $ 98,535  $ 100,925  $ 37,066  $ 236,526 
Gross profit 17,844  29,308  6,734  53,886 
Selling, general, and administrative expenses 6,806  10,145  3,944  20,895 
Operating income 11,038  19,163  2,790  32,991 
Three months ended October 2, 2022:
Sales $ 113,939  $ 86,488  $ 40,765  $ 241,192 
Gross profit 17,713  20,504  8,157  46,374 
Selling, general, and administrative expenses 6,891  9,082  3,865  19,838 
Operating income 10,822  11,422  4,292  26,536 
Six months ended October 1, 2023:
Sales $ 219,408  $ 194,576  $ 73,662  $ 487,646 
Gross profit 37,150  55,716  13,011  105,877 
Selling, general and administrative expenses 13,381  19,271  7,747  40,399 
Operating income 23,769  36,445  5,264  65,478 
Six months ended October 2, 2022:
Sales $ 238,649  $ 164,978  $ 84,108  $ 487,735 
Gross profit 37,722  39,457  15,944  93,123 
Selling, general and administrative expenses 13,276  17,783  7,664  38,723 
Operating income 24,446  21,674  8,280  54,400 



Forward-Looking Statements. Various remarks in this press release constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include those relating to consumer demand for products containing our ingredients and the impacts of those demands, expectations for results in our business segments and the timing of our filings with the Securities and Exchange Commission. These statements are not historical facts, but rather are based on our current expectations, estimates and projections, and our beliefs and assumptions. Forward-looking statements may be identified by terms, including “anticipate,” “believe,” “can,” “could,” “expect,” “intend,” “may,” “predict,” “should,” or “will” or the negative of these terms or other comparable terms. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control and are difficult to predict. Actual results may vary materially from those contained in forward looking statements based on a number of factors, including, but not limited to, changes in regulation, changes in the labor markets, changes in competition and price pressures, changes in demand and customer requirements or processes for our products, availability of product and disruptions to supplies, interruptions in production resulting from hazards, transportation limitations or other extraordinary events outside our control that may negatively impact our business or the supply chains in which we participate, changes in imported products and tariff levels, the availability of products and the prices at which they are available, the acceptance of new products by our customers and the timing of any such acceptance, and changes in product supplies. Additional information concerning potential factors that could affect future financial results is included in our Annual Report on Form 10-K for the fiscal year ended April 2, 2023, as updated from time to time in amendments and subsequent reports filed with the SEC. Investors should take such risks into account when making investment decisions. Shareholders and other readers are cautioned not to place undue reliance on forward-looking statements, which reflect our management’s view only as of the date hereof. We do not undertake any obligation to update any forward-looking statements.

Contacts:    Jeffrey P. Oldenkamp
Executive Vice President and Chief Financial Officer
612/331-6910
ir@HawkinsInc.com