The Hain Celestial Group Announces Third Quarter Results

MELVILLE, N.Y., May 5 /PRNewswire-FirstCall/ -- The Hain Celestial Group, Inc. NASDAQ: HAIN, a leading natural and organic food and personal care products company, today reported results for the third quarter ended March 31, 2008 and announced the creation of a new executive position with the promotion of John Carroll to Chief Executive Officer-Hain Celestial United States.

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"Our third quarter results were strong despite escalating commodity costs and concerns about consumer spending," said Irwin D. Simon, President and Chief Executive Officer of Hain Celestial. "We are particularly encouraged that we are seeing consumers continue to be concerned about leading a healthy lifestyle. In addition, the challenging economy is resulting in greater at- home consumption of meals, which helps account for the continued solid sales we saw in April."

The Company reported net sales of $264.6 million, an 11.2% increase over the prior year's third quarter sales. Net income in the current year third quarter was $8.3 million on a GAAP basis and $14.8 million after reflecting adjustments resulting from the implementation of a Stock Keeping Unit ("SKU") Rationalization Program and continued acquisition-related integration and start-up costs in the United Kingdom. Diluted earnings per share for the current year third quarter totaled $0.20 on a GAAP basis and $0.36 after these adjustments.

"The strength in our third quarter sales was largely attributable to strong brand performance in various distribution channels from Terra(R), Garden of Eatin'(R), Arrowhead Mills(R), Earth's Best(R), Spectrum(R), FreeBird(TM), Plainville Farms(R), Alba(R), Avalon(R) and JASON(R) in North America and Lima(R) and Natumi(R) along with various U.S. brands sold in the European markets. Celestial Seasonings(R) achieved moderate sales growth with margin improvement during this transition year for the brand," commented Irwin Simon.

Adjusted for the SKU Rationalization and start-up costs, gross margin for the same brands operated by the Company in each year's third quarter (other than the Company's lower margin Hain Pure Protein joint venture) was 30.7% this year vs. 30.5% last year. This 20 basis point improvement came during a time of significant increases in input costs and resulted from the combination of the Company's ability to increase selling prices and achieve operating productivity improvements. The Company's gross margin has been adjusted to eliminate the negative impacts from the non-cash SKU Rationalization charge of $6.0 million and from $1.8 million of costs incurred in connection with the start-up and integration of the Haldane Foods meat-free frozen products in the Company's Fakenham, United Kingdom manufacturing facility.

Adjusted selling, general and administrative expense for the third quarter was 18.4% of sales compared to 19.9% in the prior year, as the Company benefited from the integration of several of its recent acquisitions.

Expanded Management Responsibilities

The Company also announced the appointment of John Carroll to the newly created position of Chief Executive Officer-Hain Celestial United States, effective immediately, where he will be responsible for all Hain Celestial United States operations-Celestial Seasonings; Grocery and Snacks; and Personal Care. Mr. Carroll had most recently been President-Grocery and Snacks and Personal Care, and since joining the Company in 2004 has been assigned increasing areas of responsibility.

"Since joining the Company four years ago, John's discipline and proven management skills have resulted in achieving key performance objectives with improved sales, margin enhancement, productivity initiatives, innovative new product introductions and the successful integration of numerous acquisitions," commented Irwin Simon.

"This consolidation of operations allows us to leverage our strengths across the United States with the strong leadership team in place to enable us to increase our sales, margin and earnings growth and other initiatives," said John Carroll, Chief Executive Officer-Hain Celestial United States. "I look forward to this exciting and challenging opportunity."

SKU Rationalization Program

The Company also announced the implementation of its SKU Rationalization Program after a lengthy review of the strategic positioning of the combined personal care operations of Avalon Organics(R), Alba Botanica(R), JASON, Queen Helene(R), and Zia(R) Natural Skincare. As previously disclosed, shortly after the acquisition of Avalon Natural Products, the Company began a comprehensive review of all aspects of its Personal Care operations. The review included identification of SKUs which the Company believes should be eliminated, development of a plan to optimize the production of product within the Company's own manufacturing facilities and by outside contract manufacturers, the identification of the most appropriate enterprise resource planning platform for the combined personal care operations and implementation of the optimal organization structure to position the unit for future growth.

The Company's third quarter results include total pre-tax charges of $8.5 million, or $0.13 per share, in connection with the program. Of the amount, $6.0 million is for inventory related to SKUs that will be eliminated, $1.8 million of other assets that will not have continuing value, and personnel related costs of $0.7 million. In addition to the charges included in the third quarter, the Company anticipates severance and related expenses estimated at $2 million, which will be recorded when incurred over the next year. The implementation of the SKU Rationalization Program resulted in a reduction of third quarter sales this year approximating $5.0 million related to SKUs already discontinued.

During the next year, the decrease in sales volume from the discontinued SKUs is expected to be offset by an acceleration of sales of continuing SKUs with higher margins than those eliminated, along with sales from the introduction of new products and brand extensions. The Company's gross margin is expected to improve as a result of these higher margin product sales, and from cost savings achieved by improved in-house manufacturing, procurement synergies, warehouse efficiencies and personnel reductions. In all, the program is expected to improve consolidated gross margin by approximately 100 basis points and reduce annual compensation costs by approximately $1.5 million when fully implemented through the completion of fiscal year 2009.

The Company would also look to divest its smaller, non-core brands and exit slower-growth categories while it seeks to acquire brands and enter categories that are experiencing higher growth where it can increase market share.

Supplemental Third Quarter Results

Interest and other expenses, net, in the third quarter this year was $3.5 million versus $3.3 million in the prior year quarter. The Company's effective tax rate for the quarter was 40.2 % versus 38.8% in the prior year quarter. The Company has updated its estimated effective tax rate for the full 2008 fiscal year to 38.2% due to a change in the distribution of income expected to be earned in the various tax jurisdictions in which it has operations. The Company had estimated a 37.5% rate through the first two quarters of the 2008 fiscal year, and as the result of the upward revision of the rate, the Company has recorded $0.3 million of tax expense in the third quarter this year which is directly attributable to the income reported for the first two quarters of the year. The Company's balance sheet remains strong with $262.7 million in working capital and a current ratio of 2.8 at March 31, 2008. Debt as a percentage of equity was 40.4% with equity at $740.0 million.

"As we move forward toward the end of our fiscal year and into fiscal year 2009, it remains a challenging environment with significant economic pressures on our business," commented Irwin Simon. "We are confident, however, that we will create value for our shareholders by implementing our long-term strategy of sustainable growth in North America, Europe and Asia, while streamlining our business, which may include the disposition of non-core brands and non- essential categories."

Fiscal Year 2008 Outlook

The Company confirmed its fiscal year 2008 guidance and narrowed the range to $1.040 to $1.050 billion in sales and $1.38 to $1.40 per share in earnings. The Company plans to provide its fiscal year 2009 guidance when it reports its earnings for the full fiscal year 2008 during the latter part of August. The 2008 guidance does not include charges for stock compensation expense or adjustments which may be presented in the future, such as further start-up costs or additional charges related to the SKU Rationalization.

Webcast and Upcoming Events

Hain Celestial will host a conference call and webcast at 8:15 AM Eastern Daylight Time today to review its third quarter fiscal year 2008 results. On May 12, 2008 the Company is scheduled to present at Goldman Sachs Consumer Products Symposium and on June 11, 2008 the Company is scheduled to present at the Piper Jaffray Consumer Conference. These events will be webcast and available under the Investor Relations section of the Company's website at www.hain-celestial.com.

The Hain Celestial Group

The Hain Celestial Group NASDAQ: HAIN, headquartered in Melville, NY, is a leading natural and organic food and personal care products company in North America and Europe. Hain Celestial participates in almost all natural food categories with well-known brands that include Celestial Seasonings(R), Terra(R), Garden of Eatin'(R), Health Valley(R), WestSoy(R), Earth's Best(R), Arrowhead Mills(R), MaraNatha(R), SunSpire(R), DeBoles(R), Hain Pure Foods(R), FreeBird(TM), Plainville Farms(R), Hollywood(R), Spectrum Naturals(R), Spectrum Essentials(R), Walnut Acres Organic(R), Imagine(R), Rice Dream(R), Soy Dream(R), Rosetto(R), Ethnic Gourmet(R), Yves Veggie Cuisine(R), Granose(R), Realeat(R), Linda McCartney(R), Daily Bread(TM), Lima(R), Grains Noirs(R), Natumi(R), JASON(R), Zia(R) Natural Skincare, Avalon Organics(R), Alba Botanica(R), Queen Helene(R), Tushies(R) and TenderCare(R). Hain Celestial has been providing "A Healthy Way of Life(TM)" since 1993. For more information, visit www.hain-celestial.com.

Safe Harbor Statement

This press release contains forward-looking statements within and constitutes a "Safe Harbor" statement under the Private Securities Litigation Act of 1995. Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements that involve known and unknown risks and uncertainties, which could cause our actual results to differ materially from those described in the forward- looking statements. These risks include but are not limited to general economic and business conditions; our ability to implement our business and acquisition strategy; our ability to effectively integrate our acquisitions; competition; availability and retention of key personnel; our reliance on third party distributors, manufacturers and suppliers; changes in customer preferences; international sales and operations; the resolution of the SEC inquiry and litigation regarding our stock option practices; changes in, or the failure to comply with, government regulations; and other risks detailed from time-to-time in the Company's reports filed with the SEC, including the annual report on Form 10-K, for the fiscal year ended June 30, 2007. As a result of the foregoing and other factors, no assurance can be given as to future results, levels of activity and achievements and neither the Company nor any person assumes responsibility for the accuracy and completeness of these statements.

Non-GAAP Financial Measures

Management believes that the non-GAAP financial measures presented provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures. In addition, these non-GAAP measures may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. They should only be read in connection with the Company's condensed consolidated statements of earnings presented in accordance with GAAP.

                        THE HAIN CELESTIAL GROUP, INC.
                         Consolidated Balance Sheets
                                (In thousands)

                                                     March 31,       June 30,
                                                       2008            2007
                                                   (Unaudited)
    ASSETS
    Current assets:
       Cash and cash equivalents                      $86,732        $60,518
       Trade receivables, net                         131,775         95,405
       Inventories                                    158,638        129,062
       Deferred income taxes                            8,115          8,069
       Other current assets                            21,663         22,950
            Total current assets                      406,923        316,004

    Property, plant and equipment, net                152,314        114,901
    Goodwill, net                                     530,248        509,336
    Trademarks and other intangible assets, net       126,033         96,342
    Other assets                                       19,304         21,873
            Total assets                           $1,234,822     $1,058,456

    LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
       Accounts payable and accrued expenses         $137,437       $112,458
       Income taxes payable                             6,429          4,456
       Current portion of long-term debt                  363            566
            Total current liabilities                 144,229        117,480

    Deferred income taxes and other liabilities        21,897         22,896
    Long-term debt, less current portion              298,765        215,446
            Total liabilities                         464,891        355,822

    Minority Interest                                  29,890          5,678

    Stockholders' equity:
       Common stock                                       411            409
       Additional paid-in capital                     489,477        487,750
       Retained earnings                              230,504        195,658
       Treasury stock                                 (15,473)       (12,745)
       Foreign currency translation adjustment         35,122         25,884
            Total stockholders' equity                740,041        696,956

            Total liabilities and
             stockholders' equity                  $1,234,822     $1,058,456



                        THE HAIN CELESTIAL GROUP, INC.
                    Consolidated Statements of Operations
                   (in thousands, except per share amounts)

                                       Three Months Ended   Nine Months Ended
                                            March 31,           March 31,
                                         2008      2007       2008      2007
                                                    (Unaudited)

    Net sales                         $264,632  $238,027   $778,110  $678,112
    Cost of sales                      195,910   167,289    561,393   478,673
    Gross profit                        68,722    70,738    216,717   199,439

    SG&A expenses                       51,291    47,198    151,719   134,094

    Operating income                    17,431    23,540     64,998    65,345

    Interest expense and
     other expenses                      3,528     3,292      8,799     6,866
    Income before income taxes          13,903    20,248     56,199    58,479
    Income tax provision                 5,588     7,858     21,482    23,137
    Net income                          $8,315   $12,390    $34,717   $35,342

    Basic per share amounts              $0.21     $0.31      $0.87     $0.90

    Diluted per share amounts            $0.20     $0.30      $0.83     $0.86

    Weighted average common
     shares outstanding:
       Basic                            40,101    39,528     40,058    39,149
       Diluted                          41,588    41,500     41,837    40,909



                        THE HAIN CELESTIAL GROUP, INC.
            Consolidated Statements of Operations With Adjustments
           Reconciliation of GAAP Results to Non-GAAP Presentation
                   (in thousands, except per share amounts)

                                          Three Months Ended March 31,
                                    2008                  2008       2007
                                    GAAP   Adjustments  Adjusted   Adjusted
                                                 (Unaudited)

    Net sales                     $264,632              $264,632   $238,027
    Cost of sales                  195,910  $(7,808)(1)  188,102    167,289
    Gross profit                    68,722    7,808       76,530     70,738

    SG&A expenses                   51,291   (2,681)(2)   48,610     47,296(2)

    Operating income                17,431   10,489       27,920     23,442

    Interest and other expenses,
     net                             3,528                 3,528      3,292
    Income before income taxes      13,903   10,489       24,392     20,150
    Income tax provision             5,588    4,007(3)     9,595      7,820(3)
    Net income                      $8,315   $6,482      $14,797    $12,330

    Basic per share amounts          $0.21    $0.16        $0.37     $0.31

    Diluted per share amounts        $0.20    $0.16        $0.36     $0.30

    Weighted average common
     shares outstanding:
       Basic                        40,101                40,101    39,528
       Diluted                      41,588                41,588    41,500



                                                           2008      2007
    (1) Start-up costs at the Fakenham manufacturing
         facility related to the integration of the
         Haldane Foods frozen meat-free operations        $1,796        -

        SKU rationalization                                6,012        -
                                                          $7,808        -

    (2) Professional fees and other expenses
         incurred in connection with the review
         of the Company's stock option practices            $682

        Stock compensation in connection with
         the requirements of SFAS 123R to record
         compensation when there is a contractual
         requirement to grant stock options, whether
         or not such options have been granted.
         The Company marks to market the Black-Scholes
         value of the ungranted stock options               (459)      $98

        Severance and other reorganization costs           2,458
                                                          $2,681       $98

    (3) Tax effects of the adjustments described above



                        THE HAIN CELESTIAL GROUP, INC.
            Consolidated Statements of Operations With Adjustments
           Reconciliation of GAAP Results to Non-GAAP Presentation
                   (in thousands, except per share amounts)

                                           Nine Months Ended March 31,
                                    2008                  2008       2007
                                    GAAP   Adjustments  Adjusted   Adjusted
                                                 (Unaudited)

    Net sales                     $778,110              $778,110   $678,112
    Cost of sales                  561,393 $(10,965)(1)  550,428    476,924(1)
    Gross profit                   216,717   10,965      227,682    201,188

    SG&A expenses                  151,719   (7,009)(2)  144,710    133,469(2)

    Operating income                64,998   17,974       82,972     67,719

    Interest and other
     expenses, net                   8,799    2,002(3)    10,801      7,130(3)
    Income before income taxes      56,199   15,972       72,171     60,589
    Income tax provision            21,482    6,030(4)    27,512     23,482(4)
    Net income                     $34,717   $9,942      $44,659    $37,107

    Basic per share amounts          $0.87    $0.25        $1.11      $0.95

    Diluted per share amounts        $0.83    $0.24        $1.07      $0.91

    Weighted average common
     shares outstanding:
       Basic                        40,058                40,058     39,149
       Diluted                      41,837                41,837     40,909


                                                            2008      2007
    (1) Start-up costs at the Fakenham manufacturing
         facility related to the integration of
         the Haldane Foods frozen meat-free
         operations (2008) and at the West Chester
         Frozen foods facility (2007)                     $4,953     $1,749

        SKU rationalization                                6,012         -
                                                         $10,965     $1,749

    (2) Professional fees and other expenses
         incurred in connection with the review
         of the Company's stock option practices          $4,695

        Stock compensation in connection with
         the requirements of SFAS 123R to record
         compensation when there is a contractual
         requirement to grant stock options, whether
         or not such options have been granted.
         The Company marks to market the Black-Scholes
         value of the ungranted stock options               (144)      $625

        Severance and other reorganization costs           2,458
                                                          $7,009       $625

    (3) Gain on the sale of the Company's
         investment in a rice cake manufacturing
         joint venture in Belgium recorded in
         the first quarter of fiscal 2008                $(2,002)

        Gain on the sale of Biomarche                               $(2,510)

        Charge in connection with the decision
         by the German government regarding
         application of VAT on non-dairy beverages                   $2,246
                                                         $(2,002)     $(264)

    (4)  Tax effects of the adjustments described above