GKIS Gold Kist

Gold Kist Inc. (NASDAQ:GKIS) today reported financial results for the fourth quarter and fiscal year ended September 30, 2006. For the 13-week fourth fiscal quarter, Gold Kist reported net income of $3.2 million, or $0.06 per diluted share, compared with net income of $25.0�million, or $0.49 per diluted share, for the 13-week fiscal quarter ended October 1, 2005. Gold Kist also reported adjusted net income of $7.8 million, or $0.15 per diluted share for the fourth fiscal quarter. Adjusted net income is a non-GAAP measure that excludes share-based compensation expense and costs associated with the unsolicited acquisition proposal and exploration of strategic alternatives incurred during the fourth quarter. A reconciliation of adjusted income to net income is included with the financial information attached to this press release. Fourth quarter net sales were $544.3�million, compared with $582.7�million for the quarter ended October 1, 2005. For fiscal 2006, the Company reported net sales of $2.13 billion, a decline of 7.7 percent, compared with net sales of $2.30 billion for fiscal 2005. Net operating loss for fiscal 2006 was $27.5 million compared with net operating income of $205.6�million for the 12 months ended October 1, 2005. Net loss for the fiscal year ended September 30, 2006, was $17.7�million, or $0.35 per diluted share, compared with net income of $112.2�million, or $2.22 per diluted share, for the fiscal year 2005. Adjusted net loss for the fiscal year ended September 30, 2006, was $11.0 million, or $0.22 per diluted share. Adjusted net loss is a non-GAAP measure that excludes share-based compensation expense, costs associated with the unsolicited acquisition proposal and exploration of strategic alternatives and proceeds from antitrust settlements incurred or received during the fiscal year. A reconciliation of adjusted net loss to net loss is included with the financial information attached to this press release. �Conditions in the poultry industry changed significantly in fiscal 2006 following the two best years in the Company�s history,� said John Bekkers, president and chief executive officer. �In fiscal 2006, an oversupply of broilers and competing meats led to a decline in broiler prices. The decrease in net sales was due to a decline of 8.3 percent in average broiler prices for fiscal 2006. We believe concern about avian influenza in export markets was the primary cause for reduced consumption in those markets, which further contributed to greater domestic supply and lower sales prices for the year." �Processing costs continued to increase for the fiscal year due to higher utilities, freight and packaging costs,� Bekkers added. �Total feed costs were slightly lower in fiscal 2006 due to a 10.8 percent decrease in soybean meal costs, which offset a 5.1 percent increase in the cost of corn. Feed costs are expected to increase in the first half of fiscal 2007 due to higher corn prices resulting from the increased demand for alternative energy production and the reduction in corn crop estimates by the USDA. �We continue to believe that our strategy of increasing value-added and private-label products, along with improving productivity, will help offset some of the impact of the latest industry downturn. With the opening in November 2006 of a $70 million, 180,000-square-foot expansion at our poultry processing facility in Live Oak, Florida, and the September 2006 opening of our $30 million, 80,000-square-foot expansion in Guntersville, Alabama, we mark the completion of two important steps in the execution of our strategic capital expenditure plan. Both of these plants add substantial capacity for producing value-added products and products that will be sold at retail markets under private labels. �In view of the continuing oversupply situation indicated by the weakness in the prices for white meat, Gold Kist is announcing today an additional 1.75 percent reduction in broiler placements. This will result in a total reduction of 5 percent, or 700,000 chickens, per week compared with our fiscal 2005 full production levels. In addition, we also will set lower target weights for a portion of our large bird deboning operations. We believe the Company is well-positioned, both financially and operationally, to weather the current industry conditions and prosper as the cycle improves,� said Bekkers. Gold Kist Inc. will hold a conference call today, November 16, 2006, at 11 a.m. Eastern Time to discuss financial and operational results for the fourth quarter and fiscal year ended September 30, 2006, and other matters related to the Company. Investors will have the opportunity to listen to a live Internet broadcast of the conference call through the Company's Web site at www.goldkist.com or through www.earnings.com. To listen to the live call, please go to the Web site at least 15 minutes early to register and download and install any necessary audio software. For those who cannot listen to the live broadcast, an Internet replay will be available shortly after the call. If Internet access is unavailable, you may listen to the live call by telephone by dialing (800) 289-0494. The confirmation number for this call is 6763149. This news release contains �forward-looking statements� as defined in the federal securities laws regarding Gold Kist�s beliefs, anticipations, expectations or predictions of the future, including statements relating to the Company�s strategy of enhancing its value-added product lines, focusing on cost controls, becoming more efficient, improving its performance and growing the Company�s private label business, and relating to pricing trends and processing costs. These forward-looking statements involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated in such forward-looking statements include market conditions for finished and value-added products including competitive factors and the supply and pricing of alternative meat proteins; effectiveness of the Company�s sales and marketing programs; disease outbreaks affecting broiler production, demand and/or marketability of the Company�s products; uncertainties relating to fluctuations in the cost and availability of raw materials, such as feed ingredients; risks associated with effectively executing risk management activities; changes in the availability and relative costs of labor and contract growers; effectiveness of the Company�s capital expenditures and other cost-savings measures; contamination of products, which can lead to product liability and product recalls; access to foreign markets together with foreign economic conditions; acquisition activities and the effect of completed acquisitions; pending or future litigation; the ability to obtain additional financing or make payments on the Company�s debt; regulatory developments, industry conditions and market conditions; and general economic conditions; as well as other risks described under �Risk Factors� in the Company�s Annual Report on Form 10-K for the fiscal year ended October 1, 2005, and subsequently filed Quarterly Reports on Form 10-Q. Gold Kist undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. About Gold Kist Gold Kist is the third largest chicken company in the United States, accounting for more than 9�percent of chicken produced in the United States in 2005. Gold Kist operates a fully integrated chicken production business that includes live production, processing, marketing and distribution. Gold Kist�s operations include nine divisions located in Alabama, Florida, Georgia, North Carolina and South Carolina. For more information, visit the Company�s Web site at http://www.goldkist.com. Gold Kist will file a proxy statement in connection with its 2007 annual meeting of stockholders. Gold Kist stockholders are strongly advised to read the proxy statement when it becomes available, as it will contain important information. Stockholders will be able to obtain the proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the Securities and Exchange Commission for free at the Internet website maintained by the Securities and Exchange Commission at www.sec.gov. Copies of the proxy statement and any amendments and supplements to the proxy statement will also be available for free at the Company�s Internet website at www.goldkist.com or by writing to Gold Kist Inc., Attn: Investor Relations, 244 Perimeter Center Parkway, N.E., Atlanta, Georgia 30346. In addition, copies of Gold Kist�s proxy materials may be requested by contacting Gold Kist�s proxy solicitor, MacKenzie Partners, Inc. at (800)�322 2885 toll-free or by email at proxy@mackenziepartners.com. Detailed information regarding the names, affiliations and interests of individuals who may be deemed participants in the solicitation of proxies of Gold Kist stockholders is available on Schedule 14A filed with the Securities and Exchange Commission on August�21, 2006. GOLD KIST INC. CONSOLIDATED BALANCE SHEETS (Amounts in Thousands) (Unaudited) � � October 1, Sept. 30, 2005� 2006� ASSETS Current assets: Cash and cash equivalents $ 143,567� $ 77,532� Receivables, net 125,389� 114,758� Inventories, net 233,681� 225,831� Deferred income taxes, net 11,506� 11,015� Other current assets � 26,873� � 14,279� Total current assets � 541,016� � 443,415� � Investments 10,747� 15,893� Property, plant and equipment, net 286,515� 332,902� Deferred income taxes, net 27,359� 17,682� Other assets � 52,284� � 59,245� $ 917,921� $ 869,137� � LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable and current maturities of long-term debt $ 1,518� $ 2,221� Accounts payable 77,492� 69,927� Accrued compensation and related expenses 27,292� 17,571� Income taxes payable 34,850� 18,244� Accrued insurance costs 39,458� 29,084� Other current liabilities � 36,105� � 36,904� Total current liabilities � 216,715� � 173,951� � Long-term debt, less current maturities 143,714� 141,440� Accrued postretirement benefit costs 58,411� 22,380� Accrued insurance costs 32,600� 44,389� Other liabilities � 13,527� � 15,519� Total liabilities � 464,967� � 397,679� � � Stockholders' equity: Preferred stock --� --� Common stock 511� 511� Additional paid-in capital 401,845� 407,973� Accumulated other comprehensive loss (61,265) (30,732) Retained earnings 112,246� 94,501� Common stock held in treasury � (383) � (795) Total stockholders' equity � 452,954� � 471,458� $ 917,921� $ 869,137� GOLD KIST INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in Thousands, Except Per Share Amounts) (Unaudited) � Three Months Ended Fiscal Years Ended October 1, Sept. 30, October 1, Sept. 30, 2005� 2006� 2005� 2006� � Net sales $ 582,660� $ 544,311� $ 2,304,262� $ 2,127,374� Cost of sales 505,462� � 502,030� � 1,984,178� � 2,041,171� Gross profit 77,198� 42,281� 320,084� 86,203� Distribution, administrative and general expenses 25,283� 28,955� 112,177� 107,526� Pension plan settlement loss 906� --� 906� --� Conversion expenses --� --� 1,418� --� Costs associated with unsolicited acquisition proposal and exploration of strategic alternatives � --� � 6,152� � --� � 6,152� Net operating income (loss) � 51,009� � 7,174� � 205,583� � (27,475) Other income (expenses): Interest and dividend income 2,085� 1,182� 5,906� 5,528� Interest expense (5,253) (3,245) (23,619) (15,347) Debt prepayment interest and write-off of related fees and discount (6,170) --� (16,186) --� Write off of investment (2,500) --� (2,500) --� Miscellaneous, net � 503� � 1,097� � 4,653� � 4,925� Total other expenses, net � (11,335) � (966) � (31,746) � (4,894) Income (loss) before income taxes 39,674� 6,208� 173,837� (32,369) Income tax expense (benefit) � 14,703� � 3,015� � 61,591� � (14,624) Net income (loss) $ 24,971� $ 3,193� $ 112,246� $ (17,745) � Net income (loss) per common share: Basic $ 0.50� $ 0.06� $ 2.24� $ (0.35) Diluted $ 0.49� $ 0.06� $ 2.22� $ (0.35) � Weighted average common shares outstanding: Basic � 50,042� � 50,122� � 49,999� � 50,100� Diluted � 50,855� � 51,217� � 50,636� � 50,100� GOLD KIST INC. RESULTS FROM OPERATIONS - NET INCOME RECONCILIATION (Amounts in Millions, Except Per Share Amounts) (Unaudited) � � Three Months Ended Fiscal Years Ended October 1, Sept. 30, October 1, Sept. 30, 2005� 2006� 2005� 2006� Net sales $ 582.7� $ 544.3� $ 2,304.3� $ 2,127.4� � Net income (loss) 25.0� 3.2� 112.2� (17.7) � GAAP earnings (loss) per share 0.49� 0.06� 2.22� (0.35) � Adjustments to net income: Conversion expense --� --� 1.4� --� Debt prepayment interest 6.2� --� 16.2� --� Share-based compensation expenses 0.9� 1.1� 9.8� 6.0� Anti-trust settlements (0.3) --� (2.4) (1.4) Pension settlement expense 0.9� --� 0.9� --� Loss on investment 2.5� --� 2.5� --� Costs associated with unsolicited acquisition proposal and exploration of strategic alternatives � --� 6.2� --� 6.2� Other � 1.8� � --� � 1.8� � --� Total Adjustments 12.0� 7.3� 30.2� 10.8� � Tax provision at 37.5% (4.5) (2.7) (11.3) (4.1) � Tax-affected adjustment � 7.5� � 4.6� � 18.9� � 6.7� � Adjusted net income (loss) $ 32.5� $ 7.8� $ 131.1� $ (11.0) � Adjusted earnings (loss) per share $ 0.64� $ 0.15� $ 2.59� $ (0.22) Gold Kist Inc. (NASDAQ:GKIS) today reported financial results for the fourth quarter and fiscal year ended September 30, 2006. For the 13-week fourth fiscal quarter, Gold Kist reported net income of $3.2 million, or $0.06 per diluted share, compared with net income of $25.0 million, or $0.49 per diluted share, for the 13-week fiscal quarter ended October 1, 2005. Gold Kist also reported adjusted net income of $7.8 million, or $0.15 per diluted share for the fourth fiscal quarter. Adjusted net income is a non-GAAP measure that excludes share-based compensation expense and costs associated with the unsolicited acquisition proposal and exploration of strategic alternatives incurred during the fourth quarter. A reconciliation of adjusted income to net income is included with the financial information attached to this press release. Fourth quarter net sales were $544.3 million, compared with $582.7 million for the quarter ended October 1, 2005. For fiscal 2006, the Company reported net sales of $2.13 billion, a decline of 7.7 percent, compared with net sales of $2.30 billion for fiscal 2005. Net operating loss for fiscal 2006 was $27.5 million compared with net operating income of $205.6 million for the 12 months ended October 1, 2005. Net loss for the fiscal year ended September 30, 2006, was $17.7 million, or $0.35 per diluted share, compared with net income of $112.2 million, or $2.22 per diluted share, for the fiscal year 2005. Adjusted net loss for the fiscal year ended September 30, 2006, was $11.0 million, or $0.22 per diluted share. Adjusted net loss is a non-GAAP measure that excludes share-based compensation expense, costs associated with the unsolicited acquisition proposal and exploration of strategic alternatives and proceeds from antitrust settlements incurred or received during the fiscal year. A reconciliation of adjusted net loss to net loss is included with the financial information attached to this press release. "Conditions in the poultry industry changed significantly in fiscal 2006 following the two best years in the Company's history," said John Bekkers, president and chief executive officer. "In fiscal 2006, an oversupply of broilers and competing meats led to a decline in broiler prices. The decrease in net sales was due to a decline of 8.3 percent in average broiler prices for fiscal 2006. We believe concern about avian influenza in export markets was the primary cause for reduced consumption in those markets, which further contributed to greater domestic supply and lower sales prices for the year." "Processing costs continued to increase for the fiscal year due to higher utilities, freight and packaging costs," Bekkers added. "Total feed costs were slightly lower in fiscal 2006 due to a 10.8 percent decrease in soybean meal costs, which offset a 5.1 percent increase in the cost of corn. Feed costs are expected to increase in the first half of fiscal 2007 due to higher corn prices resulting from the increased demand for alternative energy production and the reduction in corn crop estimates by the USDA. "We continue to believe that our strategy of increasing value-added and private-label products, along with improving productivity, will help offset some of the impact of the latest industry downturn. With the opening in November 2006 of a $70 million, 180,000-square-foot expansion at our poultry processing facility in Live Oak, Florida, and the September 2006 opening of our $30 million, 80,000-square-foot expansion in Guntersville, Alabama, we mark the completion of two important steps in the execution of our strategic capital expenditure plan. Both of these plants add substantial capacity for producing value-added products and products that will be sold at retail markets under private labels. "In view of the continuing oversupply situation indicated by the weakness in the prices for white meat, Gold Kist is announcing today an additional 1.75 percent reduction in broiler placements. This will result in a total reduction of 5 percent, or 700,000 chickens, per week compared with our fiscal 2005 full production levels. In addition, we also will set lower target weights for a portion of our large bird deboning operations. We believe the Company is well-positioned, both financially and operationally, to weather the current industry conditions and prosper as the cycle improves," said Bekkers. Gold Kist Inc. will hold a conference call today, November 16, 2006, at 11 a.m. Eastern Time to discuss financial and operational results for the fourth quarter and fiscal year ended September 30, 2006, and other matters related to the Company. Investors will have the opportunity to listen to a live Internet broadcast of the conference call through the Company's Web site at www.goldkist.com or through www.earnings.com. To listen to the live call, please go to the Web site at least 15 minutes early to register and download and install any necessary audio software. For those who cannot listen to the live broadcast, an Internet replay will be available shortly after the call. If Internet access is unavailable, you may listen to the live call by telephone by dialing (800) 289-0494. The confirmation number for this call is 6763149. This news release contains "forward-looking statements" as defined in the federal securities laws regarding Gold Kist's beliefs, anticipations, expectations or predictions of the future, including statements relating to the Company's strategy of enhancing its value-added product lines, focusing on cost controls, becoming more efficient, improving its performance and growing the Company's private label business, and relating to pricing trends and processing costs. These forward-looking statements involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated in such forward-looking statements include market conditions for finished and value-added products including competitive factors and the supply and pricing of alternative meat proteins; effectiveness of the Company's sales and marketing programs; disease outbreaks affecting broiler production, demand and/or marketability of the Company's products; uncertainties relating to fluctuations in the cost and availability of raw materials, such as feed ingredients; risks associated with effectively executing risk management activities; changes in the availability and relative costs of labor and contract growers; effectiveness of the Company's capital expenditures and other cost-savings measures; contamination of products, which can lead to product liability and product recalls; access to foreign markets together with foreign economic conditions; acquisition activities and the effect of completed acquisitions; pending or future litigation; the ability to obtain additional financing or make payments on the Company's debt; regulatory developments, industry conditions and market conditions; and general economic conditions; as well as other risks described under "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended October 1, 2005, and subsequently filed Quarterly Reports on Form 10-Q. Gold Kist undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. About Gold Kist Gold Kist is the third largest chicken company in the United States, accounting for more than 9 percent of chicken produced in the United States in 2005. Gold Kist operates a fully integrated chicken production business that includes live production, processing, marketing and distribution. Gold Kist's operations include nine divisions located in Alabama, Florida, Georgia, North Carolina and South Carolina. For more information, visit the Company's Web site at http://www.goldkist.com. Gold Kist will file a proxy statement in connection with its 2007 annual meeting of stockholders. Gold Kist stockholders are strongly advised to read the proxy statement when it becomes available, as it will contain important information. Stockholders will be able to obtain the proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the Securities and Exchange Commission for free at the Internet website maintained by the Securities and Exchange Commission at www.sec.gov. Copies of the proxy statement and any amendments and supplements to the proxy statement will also be available for free at the Company's Internet website at www.goldkist.com or by writing to Gold Kist Inc., Attn: Investor Relations, 244 Perimeter Center Parkway, N.E., Atlanta, Georgia 30346. In addition, copies of Gold Kist's proxy materials may be requested by contacting Gold Kist's proxy solicitor, MacKenzie Partners, Inc. at (800) 322 2885 toll-free or by email at proxy@mackenziepartners.com. Detailed information regarding the names, affiliations and interests of individuals who may be deemed participants in the solicitation of proxies of Gold Kist stockholders is available on Schedule 14A filed with the Securities and Exchange Commission on August 21, 2006. -0- *T GOLD KIST INC. CONSOLIDATED BALANCE SHEETS (Amounts in Thousands) (Unaudited) October 1, Sept. 30, 2005 2006 ---------- --------- ASSETS Current assets: Cash and cash equivalents $143,567 $ 77,532 Receivables, net 125,389 114,758 Inventories, net 233,681 225,831 Deferred income taxes, net 11,506 11,015 Other current assets 26,873 14,279 ---------- --------- Total current assets 541,016 443,415 ---------- --------- Investments 10,747 15,893 Property, plant and equipment, net 286,515 332,902 Deferred income taxes, net 27,359 17,682 Other assets 52,284 59,245 ---------- --------- $917,921 $869,137 ========== ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable and current maturities of long- term debt $ 1,518 $ 2,221 Accounts payable 77,492 69,927 Accrued compensation and related expenses 27,292 17,571 Income taxes payable 34,850 18,244 Accrued insurance costs 39,458 29,084 Other current liabilities 36,105 36,904 ---------- --------- Total current liabilities 216,715 173,951 ---------- --------- Long-term debt, less current maturities 143,714 141,440 Accrued postretirement benefit costs 58,411 22,380 Accrued insurance costs 32,600 44,389 Other liabilities 13,527 15,519 ---------- --------- Total liabilities 464,967 397,679 ---------- --------- Stockholders' equity: Preferred stock -- -- Common stock 511 511 Additional paid-in capital 401,845 407,973 Accumulated other comprehensive loss (61,265) (30,732) Retained earnings 112,246 94,501 Common stock held in treasury (383) (795) ---------- --------- Total stockholders' equity 452,954 471,458 ---------- --------- $917,921 $869,137 ========== ========= *T -0- *T GOLD KIST INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in Thousands, Except Per Share Amounts) (Unaudited) Three Months Ended Fiscal Years Ended -------------------- ----------------------- October 1, Sept. 30, October 1, Sept. 30, 2005 2006 2005 2006 ---------- --------- ----------- ----------- Net sales $582,660 $544,311 $2,304,262 $2,127,374 Cost of sales 505,462 502,030 1,984,178 2,041,171 -------- --------- ----------- ----------- Gross profit 77,198 42,281 320,084 86,203 Distribution, administrative and general expenses 25,283 28,955 112,177 107,526 Pension plan settlement loss 906 -- 906 -- Conversion expenses -- -- 1,418 -- Costs associated with unsolicited acquisition proposal and exploration of strategic alternatives -- 6,152 -- 6,152 ---------- --------- ----------- ----------- Net operating income (loss) 51,009 7,174 205,583 (27,475) ---------- --------- ----------- ----------- Other income (expenses): Interest and dividend income 2,085 1,182 5,906 5,528 Interest expense (5,253) (3,245) (23,619) (15,347) Debt prepayment interest and write- off of related fees and discount (6,170) -- (16,186) -- Write off of investment (2,500) -- (2,500) -- Miscellaneous, net 503 1,097 4,653 4,925 ---------- --------- ----------- ----------- Total other expenses, net (11,335) (966) (31,746) (4,894) ---------- --------- ----------- ----------- Income (loss) before income taxes 39,674 6,208 173,837 (32,369) Income tax expense (benefit) 14,703 3,015 61,591 (14,624) ---------- --------- ----------- ----------- Net income (loss) $ 24,971 $ 3,193 $ 112,246 $ (17,745) ========== ========= =========== =========== Net income (loss) per common share: Basic $ 0.50 $ 0.06 $ 2.24 $ (0.35) ========== ========= =========== =========== Diluted $ 0.49 $ 0.06 $ 2.22 $ (0.35) ========== ========= =========== =========== Weighted average common shares outstanding: Basic 50,042 50,122 49,999 50,100 ========== ========= =========== =========== Diluted 50,855 51,217 50,636 50,100 ========== ========= =========== =========== *T -0- *T GOLD KIST INC. RESULTS FROM OPERATIONS - NET INCOME RECONCILIATION (Amounts in Millions, Except Per Share Amounts) (Unaudited) Three Months Ended Fiscal Years Ended -------------------- -------------------- October 1, Sept. 30, October 1, Sept. 30, 2005 2006 2005 2006 ---------- --------- ---------- --------- Net sales $582.7 $544.3 $2,304.3 $2,127.4 Net income (loss) 25.0 3.2 112.2 (17.7) GAAP earnings (loss) per share 0.49 0.06 2.22 (0.35) Adjustments to net income: Conversion expense -- -- 1.4 -- Debt prepayment interest 6.2 -- 16.2 -- Share-based compensation expenses 0.9 1.1 9.8 6.0 Anti-trust settlements (0.3) -- (2.4) (1.4) Pension settlement expense 0.9 -- 0.9 -- Loss on investment 2.5 -- 2.5 -- Costs associated with unsolicited acquisition proposal and exploration of strategic alternatives -- 6.2 -- 6.2 Other 1.8 -- 1.8 -- ---------- --------- ---------- --------- Total Adjustments 12.0 7.3 30.2 10.8 Tax provision at 37.5% (4.5) (2.7) (11.3) (4.1) Tax-affected adjustment 7.5 4.6 18.9 6.7 ---------- --------- ---------- --------- Adjusted net income (loss) $ 32.5 $ 7.8 $ 131.1 $ (11.0) ========== ========= ========== ========= Adjusted earnings (loss) per share $ 0.64 $ 0.15 $ 2.59 $ (0.22) ========== ========= ========== ========= *T