Pinnacle Foods Corp Moderator: Robert Gamgort 3/6/ :00 AM ET Confirmation # Page 1

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1 Page 1 Pinnacle Foods Corp March 6, :00 AM ET Operator: Good afternoon ladies and gentlemen and thank you for standing by. Welcome to the Pinnacle Foods Finance LLC earnings call for the 4 th quarter ended December 30 th, This conference is being recorded and there will not be a Q&A session later today at the end. I would now like to introduce your host for today's conference Pinnacle Senior Vice President of Investor Relations, Ms. Maria Sceppaguercio. Ms. Sceppaguercio please go ahead. Maria Sceppaguercio: Thank you, Mary. Good morning everyone and thanks for joining us today. As you know, earlier today we issued our press release for the fourth quarter of If you haven't received a copy of the release, you can get one our website at As you know, late last year Pinnacle initiated the process to launch in IPO, having filed our initial registration statement with the FCC on December 19 th. This process is ongoing and as a result we will not be taking questions today. Here with me to share our results for the fourth quarter and the full year are Pinnacle CEO Bob Gamgort and our CFO Craig Steeneck. Before getting started I'd like to remind you that our discussion this morning may include forward-looking statements which reflect the company's current expectations concerning future events. These statements are subject to a number of risks and uncertainties that could cause actual results to differ materially. The company undertakes no obligation to update these statements based upon subsequent events. A detailed discussion of these risks and uncertainties is contained in the company's filings with the FCC. In addition, some of the financial results that we will be discussing here today exclude certain charges and credits which is consistent with the manner in which we determine adjusted EBITDA under our existing debt facilities. While the exclusion of these charges and credits is not in accordance with GAAP, we believe that it is the most meaningful comparison and the most appropriate basis for discussion of our performance. Details of these items are included in the reconciliation tables included in our press release and are discussed in our 10-K. And with that I'll turn it over to Bob. Robert Gamgort: Thanks, Maria, and thanks everyone for joining us today. Following a challenging first half for all in the food industry during which the industry saw volumes weaken and input cost inflation outpace pricing realization, I'm pleased to report that we delivered two very solid quarters in the second half. Our performance benefitted from moderating input cost inflation coupled with accelerated savings from our productivity programs. Input cost inflation which approached double-digit levels for us in the first half improved to mid-single digit levels in the back half. Combined with accelerated productivity this enabled us to expand our adjusted gross margin percentage versus last year in both the third and fourth quarters. In the fourth quarter we expanded our adjusted gross margin versus a year ago by 60 basis points following a 50 basis point improvement in Q3. On productivity, combined savings from our core MVP program and our supply chain consolidation initiative exceeded 4.5% of our

2 Page 2 cost of products sold in the fourth quarter, bringing our total productivity savings for the year to approximately 4% of cost of products sold. While the inflation picture improved in the back half of the year, constrained consumer spending remained a headwind for the industry. Consumers continued to be both highly price sensitive and selective and as a result the competitive environment remained promotionally driven. This required us to remain flexible in our go-to-market approach and shift spending from consumer marketing into trade promotions where appropriate. Within this difficult environment, we continue to get this balance between consumer marketing and price promotion largely right, as more than half of our branded profit base came from businesses that held or grew market share for the quarter and the year. Our focus continues to be on reinvigorating our iconic brands through strong marketing and innovation. During the quarter we've received several awards that distinguished our brands in the industry and validated our belief that meaningful innovation and effective marketing can drive growth for our leadership brand. Let me provide some examples of our innovation. During the quarter we continued to support and build distribution through Farmer s Garden by Vlasic, which is a truly unique artisan quality pickle we introduced in the third quarter. Farmer's Garden has been extremely well received by both our retail customers and consumers and we are very encouraged by our results. Farmer's Garden was voted Product of the Year in a consumer survey of product innovation conducted by the global market research company TNS. Farmer's Garden was also featured on the cover of a recent Parade magazine that highlighted Product of the Year winners for each category. We believe this product is off to a terrific start. Turning to Duncan Hines, we continue to support Duncan Hines Frosting Creations, which we introduced in the first half with new seasonal holiday flavors such as gingerbread and peppermint stick in the fourth quarter. During 2012, Frosting Creations was awarded Progressive Grocers Category Captain Award and earned an Edison Award for Outstanding Innovation in the Food Category. We also continue to build on our success behind the Duncan Hines Decadent Cake line with our most recent addition being the third quarter launch of the Decadent Red Velvet Cupcake. This new product recently received a 2013 Best New Product Award in the Baking Category by Better Homes & Gardens. In addition of supporting our Duncan Hines line with traditional media, we've built a strong social media marketing campaign that has enabled the brand to exceed the 1 million Facebook "Likes" mark. In fact, in a recently published ranking of loyalty among all brands and organizations that have a presence on Facebook, Duncan Hines was listed as a top ten overall brand and the number one food brand putting it in the company of brands such as Disney, Xbox, and Starbucks. Birdseye Vegetables continues its focus on young families helping them complete every dinner with vegetables. Our Steamfresh Chef's Favorites line of restaurant inspired side dishes, which is now over $150 million in retail sales, continues to grow. We debuted our breakthrough new advertising campaign this quarter and will continue to engage kids directly through our tie-ins with Nickelodeon and the partnership for a healthier America. We launched Birdseye Voilà Chipotle Chicken this quarter to tap into the fast-growing Mexican food trend and our seafood brands are expanding to new everyday occasions with the launch of Sandwich Filets and Fish Tenders for Tacos. Before I turn it over to Craig let me quickly share some high-level thoughts regarding our fourth quarter financial performance. Our consolidated net sales increased 3%, which benefited from the extra

3 Page 3 week this year as well as favorable mix, partially offset by our decision to exit low-margin businesses in our specialty division. Sales for our North American retail business grew 4%, again reflecting the benefit of the extra week. Our gross margin on an adjusted basis, improved by 60 basis points versus a year ago to 30.3%. As I mentioned earlier, the moderation of input cost inflation along with our acceleration of productivity savings were significant drivers of this improvement. Q4 adjusted EBITDA increased by 3% versus last year. It's worth noting that while this increase benefited by proximally four percentage points from the 53rd week, it was more than offset by the impact of lower performance-based compensation expense in 2011, which impacted the quarter by a negative 6 percentage points. Therefore, on an apples to apples basis our adjusted EBITDA expanded by 5% in Q4. With that let me now hand over to Craig who will take you through the financial details of the quarter and the full year. Craig Steeneck: Thanks Bob. As we reported in our press release, net sales for the fourth quarter of 2012 were $705 million an increase of 3% compared to $686 million last year. This performance included the benefit of the 53 rd week in fiscal GAAP net earnings were $44 million in the quarter compared to a loss of $88 million last year, excluding the impact of after-tax charges for restructuring and non-cash impairment charges net earnings in the quarter advanced 17% to $54 million compared to $46 million in the year ago quarter. Adjusted EBITDA, as I will define later, advanced 3% to $153 million in the quarter compared to $149 million in Q4 of last year. This improvement was driven by strong productivity results and moderating inflation along with the impact of the 53rd week. Partially offsetting these benefits was the impact of $9 million of lower performance based compensation expense in Turning to the year, net sales for the year were $2.48 billion essentially even compared to the $2.47 billion last year. This performance reflected the impact of the 53rd week and modestly higher net price realization offset by lower volume primarily driven by the exit low-margin specialty division businesses as well as a higher slotting investment behind our new product introductions. On Birdseye Frozen Division, net sales were flat for the year, primarily driven by the growth of Birdseye vegetables, Mrs. Paul's and Van de Kamp seafood and Hungry Man dinners offsetting declines in Aunt Jemima Frozen Breakfasts. Duncan Hines grocery division net sales were up 1% in the year with sales growth from Duncan Hines baking products, driven by the launch of our new Frosting Creations and Decadent Cake products and Armour canned meats driven by expanded distribution, which were partially offset by lower net sales from Vlasic, which was impacted significantly by slotting investments for the Farmer's Garden Lunch. Specialty Food Divisions' net sales were down 2% for the year largely driven by our strategic decision to exit the lower margin food-service pickles business. Turning to gross profit, on a GAAP basis gross profit as a percentage of net sales was 23.6% in 2012 versus 24.9% in the prior year. Both periods included restructuring and restructuring related expenses as well as non-cash hedging gains and losses and certain non-operating items. In accordance with our debt agreements, we exclude these items along with depreciation in calculating covenant compliance. On this basis, gross profit for the year was $675 million or 27.2% of net sales in 2012 versus $694 million or 28.1% of net sales in This decline of 90 basis points was primarily driven by commodity cost inflation which was only partially offset by higher net realized pricing and accelerated productivity savings. As

4 Page 4 Bob pointed out earlier, our adjusted gross margin was up in both the third and fourth quarters of this year as inflation moderated in the back half and we achieved accelerated savings from our productivity programs. Marketing and selling expenditures primarily advertising, coupon insertion costs and selling expenses were $170 million or 6.8% of net sales for the year versus $172 million or 6.9% of net sales last year. Turning to net earnings, on a GAAP basis, net earnings were $53 million compared to a net loss of $47 million last year. The 2012 earnings included after-tax charges of $51 million related to our restructuring programs and debt refinancing, while net loss in the prior year included after-tax charges totaling $156 million principally related to impairments. Earnings before interest and taxes on a GAAP basis were $284 million in 2012 compared to $183 million last year. The current year included pretax restructuring and re-financing charges totaling $66 million while last year included $192 million of pretax charges, principally related to impairments, restructuring, and a legal settlement. Adjusted EBITDA, which is defined as GAAP net earnings before interest expense, income taxes, depreciation and amortization adjusted to exclude non-cash items, acquisition merger and other restructuring charges and other adjustment items permitted in calculating covenant compliance under our debt agreements decreased by 5% to $426 million in 2012 compared to $450 million last year. This decline in adjusted EBITDA for the year included the impact of lower performance based compensation expense in 2011; adjusting for this factor adjusted EBITDA decline 3% for the year. Now for a quick reconciliation of the $284 million EBIT for the year on page 74 of our 10-K to the previously mentioned adjusted EBITDA of $426 million. As presented on page 60, depreciation and amortization was $98 million. As presented on page 61 acquisition, merger, and other restructuring charges were $23 million which includes $20 million relating to our restructuring and footprint optimization projects and other adjustments totaled $21 million of which $14 million was related to premiums paid on our debt refinances. Moving on to the balance sheet and the cash flow performance on page 76 and 77 of our 10-K, inventory of $358 million at the end of 2012 was up $22 million for the year versus year-end This increase in inventories was primarily driven by our pickle production consolidation and also reflected the impact of commodity cost inflation. CapEx for the year was $78 million including $8 million spent on footprint consolidation. We expect to spend approximately $80 million to $90 million of capital in 2013 including approximately $7 million related to our pickle plant consolidation. Our cash balance at the end of the year was $92 million and we had no outstanding revolver borrowings at yearend. Our outstanding debt balance at the end of the year consisted of term loan bank debt of $1.728 billion and $865 million of senior notes. With that I'll turn the call back over to Bob. Robert Gamgort: Thanks, Craig. Before concluding today's call let me leave you with a couple of thoughts. The recent improvement we have begun to see in industry volumes is encouraging. Although there is a good deal of uncertainty regarding the consumer impact of higher payroll taxes, rising gas prices, and the sequester over the coming months. We continue to monitor the consumer environment very closely and adjust our go-to-market strategy aggressively to ensure that we continue to successfully navigate this dynamic environment. On the call side we have locked in almost all of our commodity exposure for the first half of 2013 and we have continued to focus on accelerating productivity savings. We believe

5 Page 5 that our productivity is the high end in our industry, which we also believe will serve us well in the current environment. Maria Sceppaguercio: Operator: Before we hang up, this is Marie, I want to quickly thank everyone for joining us today, we really appreciate your understanding regarding new Q&A this quarter and we certainly look forward to talking with you in May on our Q1 call. Ladies and gentlemen, thank you for your participation in today's conference. This does conclude the program and you may all disconnect at this time.

FOR IMMEDIATE RELEASE

FOR IMMEDIATE RELEASE Pinnacle Foods Inc. Reports Q4 and Full-Year 2013 Results at the Top of its Guidance Range Company Expects Another Year of Double-Digit EPS Growth in 2014 Parsippany, NJ, March 6,