2014 Annual Report
OUR PURPOSE
Helping to bring families together to
share memorable meals and moments.
We have always defined success by more than financial performance.
We believe how we do things is as important as what we do. Our Purpose aims to
further articulate why we are in business and the impact we aspire to have on society.
Being together with the ones we love isn’t just a pleasant way to spend time — it’s vital
to a healthy, happy, fulfilling life. In fact, the more time family and friends spend with
each other, the richer their lives become. We believe that nothing brings people closer
together than the meals and memories they share. And the stronger families are
today, the stronger our society will be tomorrow.
Quite simply, life tastes better together.
WHY WE ARE, WHO WE ARE...
OUR CULTURE
A culture of dotting the i’s and crossing the t’s…
Of doing the right things and doing things right…
A culture of growth – individual and as a company.
It’s who we are. It’s because of who we are.
It’s a result of living our Basic Beliefs…
Our Commitment to Each Other. To our consumers
and to our customers.
As we look to the future of unlimited possibilities,
we recognize the principles that are
instrumental to our success…
A culture deeply rooted in our Basic Beliefs…
Guideposts for decisions at every level…
Why we are who we are.
A culture that encourages commitment to each other…
Clear communication and collaboration…
Vision…A culture of appreciation.
A family-sense of sharing in a job well done…
Where every person makes a difference.
U.S. Retail
Coffee
6
U.S. Retail
Consumer
Foods
10
CONTENTS
International,
Foodservice &
Natural Foods
14
Sustainability
at Smucker
Financial
Review
18
19
2014 Annual Report 2
DEAR SHAREHOLDERS AND FRIENDS,
Strong and healthy brands, leading market positions, innovative new
products, and a focused strategy executed by talented employees served
The J. M. Smucker Company well during fiscal 2014, despite the
challenging economic environment. Most importantly, and as we have
done for the past 117 years, we remained focused on Our Purpose of
helping to bring families together to share memorable meals and moments,
and it is through this focus that we ensure the strength of our brands
and the continued growth of our business.
Our strong fundamentals resulted in achieving record non-GAAP
earnings per share and returning more than $730 million in cash to
shareholders through dividends and share repurchases. Driving this
earnings growth was the continued strong performance of our U.S.
Retail Coffee business, including our roast and ground products and
the premium Dunkin’ Donuts® brand. Among the challenges we faced
were a competitive pricing environment, as well as our voluntary exit
from certain foodservice businesses. These factors, along with pricing
actions taken to pass through lower commodity costs in key categories,
resulted in net sales declining 5 percent to $5.6 billion.
Nevertheless, fiscal 2014 was filled with solid accomplishments primarily
focused on several growth areas — expanding our presence in the
coffee category, accelerating the growth of our Smucker’s® and Jif®
brands, and building our Smucker’s® Uncrustables® frozen handheld
business. We also continue to reap the benefits of one of the most
innovative periods in our history — launching more than 250 new
products in the past three years that accounted for over $425 million,
or approximately 8 percent, of net sales in fiscal 2014.
Among the highlights of our fiscal year:
• Non-GAAP earnings per share rose 5 percent to $5.64.
• Cash generated from operations was steady at $856 million.
• We repurchased nearly 5 percent of shares outstanding, utilizing
approximately $500 million in cash.
• Capital expenditures totaled approximately $280 million,
a record level.
• The annual dividend paid per share increased approximately
11 percent, representing 12 consecutive years of dividend
growth and 55 consecutive years of dividend payouts.
Overall, we are pleased to have returned $2.6 billion to our shareholders
in the past five years through dividends and share repurchases.
PLEASING OUR CONSUMERS
The ability to generate shareholder returns and to fulfill Our Purpose is
enhanced by our efforts to offer consumers a broad portfolio of products
to meet their diverse and ever-changing needs. We continue to expand
our consumer reach through product innovation and effective marketing
support. In fiscal 2014 alone, we launched more than 100 new products
that were developed based on consumer needs identified through
insightful research and our own strategic architecture, which ensures
we create value for our consumers by offering products that “Make You
Smile,” are “Easy for You,” and are “Good and Good for All of Us.” As an
example, Dunkin’ Donuts® Bakery Series® coffee “Makes You Smile” by
bringing favorite bake shop flavors to a pot of home-brewed coffee.
Looking forward, our innovation pipeline remains a robust one, with
more than 125 product introductions planned in fiscal 2015.
We are continually focused on engaging with our consumers to
ensure we understand their product preferences and that we are
meeting their needs for product information. We maintain a direct
dialogue with consumers through our Consumer Communications
Center, as well as interaction through more than 45 social media
properties including Facebook®, Twitter®, Pinterest®, Instagram®, and
YouTube®. In addition, we strive to ensure our in-store communication
with consumers is insightful and informative. This past year, for example,
we completed our commitment to incorporate the “Facts Up Front™”
labeling system across all products that require a nutrition panel. This
initiative summarizes important nutritional information in a simple
and easy-to-read format on the front of food and beverage packages.
Our marketing efforts in fiscal 2014 were highlighted by our sponsorship
of the United States Olympic and Paralympic Teams. The Olympic
Games bring families and friends together to celebrate the special
moments of U.S. athletes and the Games. Four leading brands —
Smucker’s, Folgers®, Jif, and Smucker’s Uncrustables — were involved
with our sponsorship, which broadened engagement across multiple
generations of consumers. Our activities, which garnered more than
1 billion media impressions, included television advertising, product
packaging, digital marketing, social media, retailer activation, and
employee engagement activities.
This Olympic campaign is representative of our integrated approach to
marketing that takes a holistic view of our television, radio, print, visual,
digital, and social media footprint in order to maximize consumer
impact. Our multiyear involvement with the U.S. Olympic and
Paralympic Teams will continue through the 2016 Summer Olympics
in Rio de Janeiro, Brazil.
ACQUISITIONS ENHANCE GROWTH
Strategic acquisitions remain a key part of our growth strategy. We
target leading brands and categories that will enhance our “center of
the store” presence in North America or help us expand in China. We
categorize acquisitions in three ways: transformational acquisitions are
larger in scale and include entry into new markets or categories; bolt
on acquisitions leverage existing infrastructure and increase our
presence within a category; and enabling acquisitions, though they
may be smaller in size, capitalize on our resources and introduce new
capabilities to the Company. As we evaluate possible transactions, we
are mindful that the acquisition landscape has been changing and
has become more competitive. Accordingly, we remain focused on
finding the right balance between opportunity and investment.
This past year we completed the enabling acquisition of Enray, Inc.
Through its truRoots® brand, Enray is a leader in organic, gluten-free,
ancient grain products — an on-trend, high-growth product platform —
which contributed $40 million in net sales following the August
2013 acquisition. Adding truRoots to a brand family that includes
R.W. Knudsen Family® and Santa Cruz Organic® brings additional
scale to our natural foods portfolio.
SUPPLY CHAIN OPTIMIZATION
Ongoing investments that enhance supply chain capabilities and reduce
costs long term are other key drivers of profitable growth. Our new
manufacturing facility in Orrville, Ohio, not only provides us with
state-of-the-art efficiency, but also allows us to leverage our innovation
capabilities. Likewise, we are converting our facility in Memphis,
Tennessee, to support expanded peanut butter production, in line
with our goal of growing the Jif brand. We have also made capital
investments in our Scottsville, Kentucky, facility to support growth
of the Smucker’s Uncrustables frozen handheld business, and at our
Toledo, Ohio, facility to support capacity for our Pillsbury® ready-to-
spread frostings.
ENJOYING LONG-TERM GROWTH PROSPECTS
History has shown that we are adept at managing near-term challenges
while focusing on those strategies necessary to ensure long-term success.
This is one reason we are confident that Smucker will continue its
profitable growth in fiscal 2015 and beyond. Our confidence also
stems from our commitment to Our Purpose and through decision-
making guided by our Basic Beliefs of Quality, People, Ethics, Growth,
and Independence.
We are well positioned to continue fulfilling Our Purpose, thanks to a
clear strategy, excellent execution of that strategy, a robust innovation
pipeline, an integrated marketing approach, key partnerships, and
supply chain investments, all of which are supported by a strong
balance sheet. These strengths will allow us to continue to return
value to our shareholders. As we realize this potential, Smucker will
remain focused on our strategy of owning and marketing North
American food brands that hold the number one market position in
their respective categories, while maintaining the global perspective
that is essential to compete effectively in today’s marketplace.
We extend a heartfelt thank you for the hard work and talents of our
family of nearly 5,000 employees. Their commitment is essential to our
success, as is the loyalty we have earned with all of our constituents.
We also thank you for your continued faith in and support of
The J. M. Smucker Company.
Sincerely,
Tim Smucker
Richard Smucker
June 23, 2014
FINANCIAL HIGHLIGHTS
(Dollars in millions, except per share data)
Net sales
Net income and net income per common share:
Net income
Net income per common share – assuming dilution
Income and income per common share excluding special project costs:(A)
Income
Income per common share – assuming dilution
Common shares outstanding at year end
Number of employees
Year Ended April 30,
2014
$ 5,610.6
$ 565.2
5.42
$
2013
$ 5,897.7
$ 544.2
5.00
$
$ 588.5
5.64
$
101,697,400
4,775
$ 584.8
5.37
$
106,486,935
4,875
(A) Refer to “Non-GAAP Measures” located on pages 29-30 in the “Management’s Discussion and Analysis” section for a reconciliation to the comparable GAAP financial measure.
2 The J. M. Smucker Company
2014 Annual Report 3
OUR BRANDS
Knott’s Buff
Black
PMS 871
For more than 115 years, The J. M. Smucker Company has been committed to offering
consumers quality products that help bring families together to share memorable
meals and moments.
4 The J. M. Smucker Company
2014 Annual Report 5
SEGMENT AS A PERCENTAGE OF NET SALES
US Retail Coffee–
% of Net Sales
38%
U.S. Retail Coffee
OUR BRANDS
U.S. Retail
Coffee
Smucker is the market leader in the $8.4 billion U.S.
at-home retail coffee category, with a 29 percent market
share. We compete across all key coffee segments with
a diverse portfolio of brands, product types, packaging,
and price points. This portfolio allows us to meet the
evolving needs of coffee consumers and capitalize on
growth opportunities.
6 The J. M. Smucker Company
2014 Annual Report 7
U.S. RETAIL COFFEE
The foundation of our coffee business is roast and ground, which
remains the largest portion of our U.S. Retail Coffee sales and gained
market share in fiscal 2014.
BUILDING ON MARKET LEADERSHIP
Our U.S. Retail Coffee segment enjoyed solid performance
in fiscal 2014 with segment profit growing 6 percent to
$642 million. Net sales decreased 6 percent to $2.2 billion,
as higher volume was offset by the pass-through of lower
green coffee costs to our customers and consumers.
The foundation of our coffee business is roast and ground,
which remains the largest portion of our U.S. Retail Coffee
sales and gained market share in fiscal 2014. Featuring our
iconic Folgers brand, roast and ground volume has remained
healthy, even as at-home coffee options continue to expand.
We intend to continue this momentum in roast and ground
by building on the strong brand identification of Folgers
and offering new varieties and formats that appeal to
consumer tastes.
In addition to our traditional canister coffees, we have had
considerable success with our Folgers Instant Single Serve
Packets, which provide consumers with an instant coffee
option at a better price point than many competing brands.
Our premium coffee business is also growing and includes
the strong Dunkin’ Donuts and Folgers Gourmet Selections®
brands, in addition to our Millstone® offerings. There are
currently more than 20 Dunkin’ Donuts offerings, which
include five varieties of Dunkin’ Donuts Bakery Series
coffee launched in fiscal 2014. The Dunkin’ Donuts brand
also had a successful seasonal offering during the year.
Our Folgers Gourmet Selections and Millstone brands offer
consumers multiple coffee varieties at different price points.
Across the premium business, we will continue to build
our brand strength while introducing new varieties and
products into the marketplace.
The overall K-Cup® pack segment has seen significant
growth in recent years. Smucker products continue to
support Keurig Green Mountain Inc.’s (Keurig) coffee
brewers and cover multiple brands, including Folgers
Gourmet Selections and Millstone. Further building on
our strong partnership with Keurig, we are also currently
developing products for the new Keurig Bolt and Keurig
2.0 next-generation brewing platforms, which will debut
later this year.
The popularity of K-Cup® packs continues to bring new
consumers into the coffee category, but the recent influx
of non-branded and unlicensed branded coffee choices
has made it a more competitive category. While we have
seen demand increase for Folgers Gourmet Selections K-Cup®
packs, for example, smaller brands such as Millstone have
found it more difficult to compete in this crowded market.
Our plans for continued growth in the single-serve market
include expanding our Keurig partnership in new areas
including extending K-Cup® pack distribution in the
e-commerce, club, and dollar store channels. We also plan
to launch three new K-Cup® pack products in fiscal 2015,
two of which will be Café Bustelo® items. In addition, we will
convert a few of our existing K-Cup® pack varieties to the
iconic Folgers brand name.
8 The J. M. Smucker Company
2014 Annual Report 9
SEGMENT AS A PERCENTAGE OF NET SALES
US Consumer Foods
% of Net Sales
39%
U.S. Retail
Consumer Foods
OUR BRANDS
U.S. Retail
Consumer Foods
Our U.S. Retail Consumer Foods segment competes in
a number of large and consumer-relevant categories,
including peanut butter, fruit spreads, baking mixes
and frostings, oils, and sweetened condensed milk.
These are staple products for consumers and enjoy
broad consumer reach. Peanut butter, for example,
is a simple and affordable source of plant-based protein.
10 The J. M. Smucker Company
2014 Annual Report 11
U.S. RETAIL CONSUMER FOODS
GROWING MARKET-LEADING BRANDS
Led by the Jif brand, we hold the number one position in the
over $1.9 billion peanut butter category with a 47 percent
dollar share of the market — more than double that of our
nearest branded competitor. In the over $900 million fruit
spreads category, our Smucker’s brand holds the leading
dollar share — three times as much as our nearest branded
competitor. In fiscal 2014, the U.S. Retail Consumer Foods
segment recorded $2.2 billion in net sales and $397 million
in segment profit, both of which decreased from the previous
year. However, our two largest brands, Jif and Smucker’s,
grew volume 2 percent, which was offset by lower net
price realization.
The strength of the Jif brand has been key to our continued
growth. We are focused on continuing to grow the Jif brand
even further, introducing new products and packaging
options tailored to the needs of today’s consumer. Our new
Jif Whips — a lighter and fluffier peanut butter that is ideal
for dipping — has demonstrated strong sales. This perfor-
mance is on top of other recent innovations that include our
Jif To Go® product, convenient single-serve cups for busy
consumers, and the continued success of our Jif Natural
peanut butter. We plan to further expand our offerings with
Jif To Go Dippers — a convenient snacking option that pairs
Jif To Go with pretzels.
The centerpiece of our fruit spreads business is our namesake
Smucker’s brand, which we are focused on growing by
expanding our consumer reach through brand-building
efforts and offering a diverse product portfolio. Early in
the fiscal year, we successfully launched Smucker’s Natural
fruit spreads, a product made with all-natural ingredients
and sweetened with sugar. As part of our efforts to extend
the Smucker’s brand into new product categories, we are
launching Smucker’s® Fruit-Fulls™, a new line of all-natural
pure blended fruit pouches.
Smucker’s Uncrustables sandwiches have experienced
double-digit volume growth for each quarter for the past two
fiscal years within the U.S. Retail Consumer Foods segment.
Smucker’s Uncrustables sandwiches provide a great tasting
and convenient option that has proven ideal for families. On
average, nearly 1 million Smucker’s Uncrustables sandwiches
are produced and sold daily. To support the future growth
of this business, we recently invested $80 million to expand
our Scottsville, Kentucky, facility.
Also in fiscal 2014, we broadened our product offerings in
the nearly $500 million and growing specialty nut butter
category with the new Jif Salted Caramel Flavored Hazelnut
spread, as well as a line of Jif Cashew and Almond butters.
In addition, we relaunched our original Jif Hazelnut spreads
with new packaging. We remain optimistic about the
continued growth opportunities in this category.
Several other brands in the U.S. Retail Consumer Foods
segment continue to provide consumers with diverse and
innovative product options in the baking aisle. Our Pillsbury
baking brand launched more than 20 new items in fiscal
2014, including Funfetti® bold-colored cake mixes and new
seasonal offerings such as Caramel Apple and Perfectly
Pumpkin. These products help extend the baking season
beyond the traditional holiday months. In addition, in fiscal
2014 our Crisco® brand enjoyed significant volume growth in
part due to the strong performance during the important
holiday baking season. Product innovation will continue to
be an important growth driver for these brands.
The strength of the Jif brand has been key to our continued growth.
We are focused on continuing to grow the Jif brand even further,
introducing new products and packaging options tailored
to the needs of today’s consumer.
12 The J. M. Smucker Company
2014 Annual Report 13
SEGMENT AS A PERCENTAGE OF NET SALES
International Foodservice and Natural Foods –
% of Net Sales
23%
International, Foodservice,
and Natural Foods
OUR BRANDS
International,
Foodservice, and
Natural Foods
Our International, Foodservice, and Natural Foods
segment encompasses sales outside the U.S. retail
markets. Our International operations consist
primarily of our Canadian business, operations
in Mexico, and our minority investment in China.
The fiscal 2014 addition of the truRoots brand
bolsters our product offerings in the natural foods
category. We also continue to be a leading supplier
to North American foodservice operators.
14 The J. M. Smucker Company
2014 Annual Report 15
INTERNATIONAL, FOODSERVICE, AND NATURAL FOODS
POSITIONED FOR FUTURE GROWTH
The International, Foodservice, and Natural Foods segment
experienced several challenges in fiscal 2014 that included
increased trade spending in our Foodservice coffee business,
currency headwinds, and several planned business rational-
izations. As a result, segment net sales decreased 7 percent
to $1.3 billion, while segment profit decreased 16 percent
to $167 million.
Our International operations are primarily centered in
Canada, while our presence in Mexico and minority interest
in Seamild, a privately owned manufacturer of oats products
in China, are creating additional opportunities in those
markets. Canada had a strong fiscal 2014, achieved despite
less-than-favorable exchange rates, with volume and market
share gains in most categories. Continued product innova-
tion and a focus on marketing initiatives in key categories,
such as baking and coffee, will provide opportunities for
future growth. We take a holistic approach with both of our
Canadian baking and coffee businesses aligning strategy,
marketing, trade, and merchandising activities with customers
to generate greater efficiencies and drive category growth.
Our Foodservice business has long-term strategic value.
In fiscal 2014, we completed the planned exits of portions
of the hot beverage business and the commodity peanut
butter program for schools. These were strategic, long-term
decisions that impacted our results this year but will lead
to more focused growth moving forward. In addition, we
plan to grow the Foodservice business with innovative
beverage-dispensing solutions, as well as expanding our
tabletop presence through our licensing and distribution
agreement with Cumberland Packing Corp. — makers of
Sweet’N Low® and Sugar In The Raw® products, among others.
In the Natural Foods business, our fiscal 2014 acquisition
of Enray, Inc., and its truRoots brand offers us a new range
of portfolio offerings: ancient grain products that are
gluten-free, non-GMO, and certified organic. This type
of enabling acquisition brings Smucker a new variety of
on-trend products that enhance our leadership and growth
in the organic and natural foods area. The acquisition has
also given us additional scale within the natural foods
category, allowing us to create organizational efficiencies
that will ensure we continue to meet the needs of our
customers and consumers.
The enabling acquisition of Enray, Inc. adds a new variety
of on-trend products to enhance our leadership and
growth in the organic and natural foods area.
16 The J. M. Smucker Company
2014 Annual Report 17
Sustainability at Smucker
MEASURING OUR IMPACT
Responsibility and citizenship have defined Smucker since our founding. Through fiscal 2014,
we have achieved ongoing progress on our Economic, Environmental, and Social sustainability
goals. Among other areas, our work last year showed improvement in environmental steward-
ship and on our green coffee and palm oil strategies. In fiscal 2014, we updated our sustainability
agenda, looking for ways to continue to work with our suppliers and partners to provide
increased transparency and accountability as we work toward our long-term goals. Read about
these accomplishments and more in our 2014 Corporate Responsibility Report, available in
the Corporate Responsibility section of our website at jmsmucker.com.
FRUITY WALKABOUT CONES
MEDITERRANEAN QUINOA SALAD
Create a better tomorrow by focusing on preserving our culture,
ensuring our long-term Economic viability, limiting our
Environmental impact, and being Socially responsible.
QUICK ORANGE BEEF STIR-FRY
ARUGULA SALAD WITH
LEMON-GARLIC DRESSING
WASTE DIVERTED
FROM LANDFILL
Year ended Dec. 31,
WATER INTENSITY
(gallons per EU*)
Year ended Dec. 31,
EMISSIONS INTENSITY
(tonnes CO2e/1,000 EU*)
Year ended Dec. 31,
79%
2009
73%
2010
76%
2011
85%
2012
87%
2013
Complete information from all
facilities is not currently available.
Waste surveys will complete this
data in 2014.
4.59
2009
4.61
2010
4.46
2011
4.42
2012
3.58
2013
* Equivalent unit (EU) is an internal
measure of volume based
on tonnage.
1.27
2009
1.28
2010
1.21
2011
1.25
2012
1.26
2013
* Equivalent unit (EU) is an internal
measure of volume based
on tonnage.
LEMON BLUEBERRY TARTLETS
TOMATO TOWERS WITH
MOZZARELLA & KALE PESTO
18 The J. M. Smucker Company
T h e J. M. S mu cke r C o mp any 2 012 A nnu al Rep o r t A
2014 Annual Report A
MEDITERRANEAN QUINOA SALAD
PREP TIME: 10 MIN
MAKES: 4 SERVINGS
FRUITY WALKABOUT CONES
PREP TIME: 10 MIN
MAKES: 1 SERVING
• 1 cup truRoots® Organic Quinoa
• 2 cups water
• 1 cup canned chickpeas or garbanzo
beans, rinsed and drained
• 1/2 cup finely diced red bell pepper
• 1/2 cup diced green olives
• 1/2 cup crumbled feta cheese
• 1/4 cup chopped parsley
• 1/4 cup extra virgin olive oil
• 2 tablespoons lemon juice
• Salt and pepper to taste
• 1 large waffle cone
• 1 to 2 tablespoons Jif® Creamy Peanut
• 1 tablespoon Smucker’s® Seedless
Strawberry Jam
Butter
• 1 tablespoon vanilla or plain traditional or
• 1/2 cup chopped mixed fresh fruit (apple,
banana, blueberries, raspberries, pears,
strawberries, grapes, kiwi, etc.)
Greek yogurt
DIRECTIONS
1. BRING quinoa and water to a boil; simmer on low heat for 20 minutes. Cover and let
stand 5 minutes. Cool quinoa to room temperature and transfer to a serving bowl.
2. MIX chickpeas, bell peppers and parsley thoroughly with cooked quinoa.
3. STIR in lemon juice and extra virgin olive oil.
4. MIX in olives and cheese, and season with freshly ground pepper and salt.
Set aside at least 30 minutes before serving.
DIRECTIONS
1. COAT inside of waffle cone with peanut butter.
2. STIR fruit and jam in small bowl to coat. Spoon into cone. Top with yogurt.
Serve immediately.
©/® The J. M. Smucker Company
©/® The J. M. Smucker Company
ARUGULA SALAD WITH LEMON-GARLIC DRESSING
QUICK ORANGE BEEF STIR-FRY
PREP TIME: 15 MIN
MAKES: 4 SIDE SALADS / 2 MAIN DISH SERVINGS
PREP TIME: 10 MIN
MAKES: 2 SERVINGS
• 2 1/2 tablespoons lemon juice
• 1/2 teaspoon minced garlic
• 1/2 teaspoon salt
• 1/2 teaspoon coarsely ground pepper
• 1/4 cup Crisco® 100% Extra Virgin Olive Oil
• 1 (5 oz.) package baby arugula leaves
• 1 cup garlic-butter croutons
• 1 cup grape tomatoes, halved lengthwise
• 1/2 cup shaved Parmesan cheese
DIRECTIONS
1. COMBINE lemon juice, garlic, salt and pepper in small bowl. Whisk in olive oil gradually
until well blended and slightly thickened.
2. PLACE arugula, croutons and tomatoes in large bowl. Drizzle with dressing. Toss to coat.
Sprinkle evenly with cheese. Serve immediately.
• Crisco® Olive Oil No-Stick Cooking Spray
• 1/2 pound boneless beef sirloin cut into
thin strips
• 1 (12 oz.) bag frozen lightly seasoned
Asian vegetable medley thawed
• 2 teaspoons minced garlic
• 1/2 cup Smucker’s® Natural Orange
Marmalade Fruit Spread
• 1/3 cup water
• 2 tablespoons soy sauce
• 2 cups hot cooked brown rice
DIRECTIONS
1. COAT large skillet with no-stick cooking spray. Heat skillet over medium-high heat.
Stir-fry beef 2 to 3 minutes or until no longer pink. Remove from pan with slotted
spoon. Keep warm.
2. ADD vegetables and garlic to skillet. Stir-fry over medium-high heat 2 minutes.
Add marmalade, water and soy sauce. Cook 3 to 4 minutes, stirring occasionally,
until sauce slightly thickens.
3. ADD reserved beef. Cook until heated through. Serve immediately over rice.
©/® The J. M. Smucker Company
©/® The J. M. Smucker Company
TOMATO TOWERS WITH MOZZARELLA & KALE PESTO
PREP TIME: 55 MIN
MAKES: 4 SERVINGS
LEMON BLUEBERRY TARTLETS
PREP TIME: 30 MIN
MAKES: 8 TARTLETS
• 1/4 pound Dino (lacinato) kale
• 3 tablespoons grated Parmesan cheese,
• 1/3 cup R.W. Knudsen Family® Nature’s
Peak™ Orchard Veggie Blend
plus additional for garnish
• 1/4 cup extra virgin olive oil, plus additional
• 2 tablespoons walnuts, toasted*
• 1 teaspoon Santa Cruz Organic® Pure
Lemon Juice
• 1/2 teaspoon minced garlic
• 1/2 teaspoon salt
for garnish
• 4 small ripe tomatoes (about 1 1/4 lbs.), each
sliced horizontally into 3 equal-sized slices
• 1 cup fresh mozzarella pearls (60 pearls),
drained
DIRECTIONS
1. BOIL large pot of salted water. Cut kale away from tough center stems. Coarsely chop
leaves. Blanch kale 60 to 90 seconds or until brightly colored. Remove to strainer. Run
under cold water. Cool. Squeeze out excess water. Measure 3/4 cup blanched kale.
2. SQUEEZE out excess water from kale. Combine kale, cheese, nuts, lemon juice, garlic
and salt in food processor. Cover and pulse until finely minced. Add veggie blend and
oil. Pulse several times to combine. If too thick, add additional veggie blend to achieve
desired consistency.
3. SPREAD 1 tablespoon pesto in middle of each serving plate. Mix remaining pesto with
mozzarella in small bowl. Layer pesto mix between tomato slices to create overlapping
tower. Repeat with remaining tomatoes. Garnish with additional oil and remaining pesto
and cheese.
4. *TO TOAST NUTS: Place nuts in dry nonstick skillet. Cook over medium heat, shaking pan
until nuts are lightly browned. Remove from pan immediately to avoid over-browning.
©/® The J. M. Smucker Company
• Crisco® Original No-Stick Cooking Spray
• 1/2 cup Crisco® All-Vegetable Shortening
• 4 ounces cream cheese softened
• 1 1/2 cups Pillsbury BEST® All Purpose
Flour
• 1/4 teaspoon salt
• 1 can Eagle Brand® Sweetened
Condensed Milk
DIRECTIONS
• 1 large egg beaten
• 2 tablespoons fresh lemon juice
• 2 teaspoons grated lemon peel divided
• 3/4 cup fresh blueberries
• Whipped cream
• Honey
1. HEAT oven to 425°F. Coat 8 (4 x 3/4-inch) tart pans with no-stick cooking spray.
Beat shortening and cream cheese in large bowl with electric mixer on medium speed
until fluffy. Beat in flour and salt until dough forms. Press into bottoms and sides of
prepared pans. Place tart pans on baking sheet. Bake 5 minutes.
2. WHISK sweetened condensed milk, egg and lemon juice in medium bowl until smooth.
Stir in 1 teaspoon lemon peel. Divide evenly into crusts.
3. REDUCE oven to 375°F. Bake 16 to 18 minutes or until lightly browned. Cool completely.
Remove from pans. Top with whipped cream and blueberries. Drizzle with honey.
Sprinkle with remaining lemon peel.
2014 FINANCIAL REVIEW
The J. M. Smucker Company
FIVE-YEAR SUMMARY OF SELECTED FINANCIAL DATA
The following table presents selected financial data for each of the five years in the period ended April 30, 2014. The selected financial
data should be read in conjunction with the “Results of Operations” and “Financial Condition” sections of “Management’s Discussion
and Analysis” and the consolidated financial statements and notes thereto.
(Dollars in millions, except per share data)
Statements of Income:
Net sales
Gross profit
% of net sales
Operating income
% of net sales
Net income
Financial Position:
Cash and cash equivalents
Total assets
Total debt
Shareholders’ equity
Liquidity:
Net cash provided by operating activities
Capital expenditures
Free cash flow (A)
Quarterly dividends paid
Purchase of treasury shares
Earnings before interest, taxes, depreciation,
and amortization (A)
Share Data:
Weighted-average shares outstanding
Weighted-average shares outstanding –
assuming dilution
Dividends declared per common share
Earnings per Common Share:
Net income
Net income – assuming dilution
Other Non-GAAP Measures: (A)
Gross profit excluding special project costs
% of net sales
Operating income excluding special project costs
% of net sales
Income and income per common share
excluding special project costs:
Income
Income per common share – assuming dilution
Year Ended April 30,
2014
2013
2012
2011
2010
$ 5,610.6
$ 2,031.0
$ 5,897.7
$ 2,027.6
$ 5,525.8
$ 1,845.2
$ 4,825.7
$ 1,798.5
$ 4,605.3
$ 1,786.7
36.2%
34.4%
33.4%
37.3%
38.8%
$ 919.0
$ 910.4
$ 778.3
$ 784.3
$ 790.9
16.4%
15.4%
14.1%
16.3%
17.2%
$ 565.2
$ 544.2
$ 459.7
$ 479.5
$ 494.1
$ 153.5
9,072.1
2,228.2
5,029.6
$ 856.0
279.5
576.5
238.0
508.5
$ 256.4
9,031.8
2,017.8
5,148.8
$ 855.8
206.5
649.3
222.8
364.2
$ 229.7
9,115.2
2,070.5
5,163.4
$ 730.9
274.2
456.7
213.7
315.8
$ 319.8
8,324.6
1,304.0
5,292.3
$ 391.6
180.1
211.5
194.0
389.1
$ 283.6
7,974.9
910.0
5,326.3
$ 713.5
137.0
576.5
166.2
5.6
1,185.5
1,161.6
1,028.0
1,023.9
978.9
104,332,241
108,827,897
113,263,951 118,165,751 118,951,434
104,346,587
$ 2.32
108,851,153
$ 2.08
113,313,567 118,276,086 119,081,445
$ 1.45
$
1.92
1.68
$
$ 5.42
5.42
$ 5.00
5.00
$ 4.06
4.06
$ 4.06
4.05
$ 4.15
4.15
$ 2,040.4
$ 2,039.1
$ 1,888.4
$ 1,852.6
$ 1,790.6
36.4%
34.6%
34.2%
38.4%
38.9%
$ 954.0
$ 971.4
$ 894.0
$ 897.5
$ 830.3
17.0%
16.5%
16.2%
18.6%
18.0%
$ 588.5
$ 5.64
$ 584.8
$ 5.37
$ 535.6
$ 4.73
$ 555.1
$ 4.69
$ 520.8
$ 4.37
(A) Refer to “Non-GAAP Measures” located on pages 29-30 in the “Management’s Discussion and Analysis” section for a reconciliation to the comparable GAAP financial measure.
NET SALES
(Dollars in billions)
$5.5
$5.9
$5.6
$4.6
$4.8
$4.37
$4.69
$4.73
NON-GA AP
INCOME PER COMMON SHA RE–
ASS UM ING D ILUTION (A)
ASSET S
(Dollars in billions)
$5.37
$5.64
$9.1
$9.0
$9.1
$8.3
$8.0
2010
2011
2012
2013
2014
2010
2011
2012
2013
2014
2010
2011
2012
2013
2014
©/® The J. M. Smucker Company
2014 Annual Report 19
SUMMARY OF QUARTERLY RESULTS OF OPERATIONS
The J. M. Smucker Company
COMPARISON OF FIVE-YEAR CUMULATIVE
TOTAL SHAREHOLDER RETURN
The J. M. Smucker Company
Among The J. M. Smucker Company, the S&P Packaged Foods & Meats Index, and the S&P 500 Index
The following is a summary of unaudited quarterly results of operations for the years ended April 30, 2014 and 2013.
(Dollars in millions, except per share data)
Quarter Ended
Net Income per
Common Share –
Net Sales Gross Profit Net Income Common Share Assuming Dilution
Net Income per
2014
2013
July 31, 2013
October 31, 2013
January 31, 2014
April 30, 2014
July 31, 2012
October 31, 2012
January 31, 2013
April 30, 2013
$1,350.9
1,559.9
1,465.5
1,234.3
$1,369.7
1,628.7
1,559.6
1,339.7
$492.9
552.6
545.2
440.3
$469.8
541.9
536.2
479.7
$126.6
153.4
166.7
118.5
$110.9
148.8
154.2
130.3
$1.19
1.46
1.59
1.16
$1.00
1.36
1.42
1.22
$1.19
1.46
1.59
1.16
$1.00
1.36
1.42
1.22
Annual net income per common share may not equal the sum of the individual quarters due to differences in the average number
of shares outstanding during the respective periods, primarily due to share repurchases.
STOCK PRICE DATA
$300
$250
$200
$150
$100
$50
$0
4/09
4/10
4/11
4/12
4/13
4/14
The J. M. Smucker Company
S&P Packaged Foods & Meats
S&P 500
Our common shares are listed on the New York Stock Exchange – ticker symbol SJM. The table below presents the high and low
market prices for the shares and the quarterly dividends declared. There were approximately 301,800 shareholders of record as of
June 16, 2014, of which approximately 47,500 were registered holders of common shares.
2014
2013
Quarter Ended
July 31, 2013
October 31, 2013
January 31, 2014
April 30, 2014
July 31, 2012
October 31, 2012
January 31, 2013
April 30, 2013
High
$113.18
114.72
112.05
100.89
$ 80.31
87.81
90.31
105.18
Low
$ 96.75
103.80
96.30
87.10
$ 73.20
74.60
81.60
88.38
Dividends
Declared
$0.58
0.58
0.58
0.58
$0.52
0.52
0.52
0.52
The J. M. Smucker Company
S&P Packaged Foods & Meats
S&P 500
$100.00
100.00
100.00
$159.36
140.00
138.84
$201.25
162.77
162.75
$218.82
184.04
170.49
$290.81
235.63
199.29
$278.32
259.29
240.02
2009
2010
2011
2012
2013
2014
April 30,
The above graph compares the cumulative total shareholder return for the five years ended April 30, 2014, for our common shares,
the S&P Packaged Foods & Meats Index, and the S&P 500 Index. These figures assume all dividends are reinvested when received
and are based on $100 invested in our common shares and the referenced index funds on April 30, 2009.
20 The J. M. Smucker Company
2014 Annual Report 21
Copyright © 2014 Standard & Poor’s, a division of The McGraw-Hill Companies Inc. All rights reserved.
www.researchdatagroup.com/S&P.htm
MANAGEMENT’S DISCUSSION AND ANALYSIS
The J. M. Smucker Company
MANAGEMENT’S DISCUSSION AND ANALYSIS
The J. M. Smucker Company
(Dollars in millions, unless otherwise noted, except per share data)
E X ECUTIV E SUMMARY
For more than 115 years, The J. M. Smucker Company (“Company,”
“ we,” “us,” or “our”) headquartered in Orrville, Ohio, has been
committed to offering consumers quality products that bring
families together to share memorable meals and moments.
Today, we are a leading marketer and manufacturer of fruit
spreads, retail packaged coffee, peanut butter, shortening and
oils, ice cream toppings, sweetened condensed milk, and natural
foods products in North America.
Our family of brands includes Smucker’s®, Folgers®, Dunkin’
Donuts®, Jif®, Crisco®, Pillsbury®, Eagle Brand®, R.W. Knudsen
Family®, Hungry Jack®, Café Bustelo®, Café Pilon®, truRoots®,
White Lily®, and Martha White® in the United States, along
with Robin Hood®, Five Roses®, Carnation®, and Bick’s® in
Canada. In addition to these brands, we market products
under numerous other brands, including Millstone®,
Dickinson’s®, Laura Scudder’s®, Adams®, Double Fruit®
(Canada), and Santa Cruz Organic®.
We have three reportable segments: U.S. Retail Coffee, U.S.
Retail Consumer Foods, and International, Foodservice, and
Natural Foods. The two U.S. retail market segments in total
comprised over 75 percent of net sales in 2014 and represent a
major portion of our strategic focus – the sale of branded food
products with leadership positions to consumers through retail
outlets in North America. In the U.S. retail market segments,
our products are sold primarily to food retailers, food whole-
salers, drug stores, club stores, mass merchandisers, discount
and dollar stores, and military commissaries. The International,
Foodservice, and Natural Foods segment represents sales
outside of the U.S. retail market segments. In this segment, our
products are distributed domestically and in foreign countries
through retail channels, foodservice distributors and operators
(e.g., restaurants, lodging, schools and universities, health care
operators), and natural foods stores and distributors.
STR ATEGIC OV ERV IE W
We remain rooted in our Basic Beliefs of Quality, People, Ethics,
Growth, and Independence established by our founder and
namesake, Jerome Smucker, more than a century ago. Today,
these Basic Beliefs are the core of our unique corporate culture
and serve as a foundation for decision making and actions. We
have been led by four generations of family leadership, having
had only five chief executive officers in 117 years. This continuity
of management and thought extends to the broader leadership
team that embodies the values and embraces the business
practices that have contributed to our consistent growth.
Our strategic vision is to own and market food brands which
hold the #1 market position in their category, with an emphasis
on North America while embracing a global perspective.
Our strategic long-term growth objectives are to increase
net sales by 6 percent and earnings per share, measured
on a non-GAAP basis, by greater than 8 percent annually on
average. While the net sales contribution from acquisitions will
vary from year to year, we expect organic growth, including
new products, to add 3 to 4 percent per year and acquisitions
to contribute the remainder over the long term.
Net sales and income per diluted share excluding restructuring,
merger and integration, and certain pension settlement costs
(“special project costs”) have both increased at a compound
annual growth rate of 8 percent over the past five years.
Although the 8 percent net sales growth rate has exceeded
our objective, 2014 net sales decreased, compared to 2013,
due to pricing actions taken in 2014 and 2013 to reflect
lower commodity costs. In periods of deflation, our primary
means to deliver our long-term top-line growth objectives
are capitalizing on acquisitions that are a strategic fit and
generating organic growth through innovation and other
brand building activities.
During 2014, we acquired Enray Inc. (“Enray”). This enabling
acquisition has provided additional scale for our Natural Foods
business, adding an on-trend line of organic, gluten-free, ancient
grain products to our portfolio. We also introduced over 100 new
products in 2014, including Jif Whips and new varieties of
Pillsbury baking products. Our new product initiatives for 2015
include Smucker’s Fruit-fullsTM and Café Bustelo K-Cup® packs.
Net cash provided by operating activities has increased at
a compound annual growth rate of 14 percent over the
past five years. Our cash deployment strategy is to balance
reinvesting in our business through acquisitions and capital
expenditures with returning cash to our share holders. Since
2010, we have returned approximately $2.6 billion to our
shareholders through share repurchases and dividends,
which represents over 70 percent of the net cash provided
by operating activities during this period.
RESULTS OF OPER ATIONS
On August 20, 2013, we completed the acquisition of Enray,
which was accounted for as a purchase business combination.
The operations of Enray are included in our consolidated
financial statements from the date of acquisition. Results for
2014 also include the impact of our licensing and distribution
agreement with Cumberland Packing Corp. (“Cumberland”),
which commenced on July 1, 2013.
On January 3, 2012, we completed the acquisition of a majority
of the North American foodservice coffee and hot beverage
business of the former Sara Lee Corporation. The acquisition
was accounted for as a purchase business combination, and
the results of the business are included in our consolidated
financial statements from the date of acquisition. Because the
transaction closed during the third quarter of 2012, incremental
foodservice hot beverage business, approximating eight months
of operations, is included in 2013, compared to 2012.
Net sales
Gross profit
% of net sales
Operating income
% of net sales
Net income:
Net income
Net income per common share – assuming dilution
Gross profit excluding special project costs (A)
% of net sales
Operating income excluding special project costs (A)
% of net sales
Income excluding special project costs: (A)
Income
Income per common share – assuming dilution
Year Ended April 30,
2014
$5,610.6
$2,031.0
2013
$5,897.7
$2,027.6
2012
$5,525.8
$1,845.2
36.2%
34.4%
33.4%
$ 919.0
$ 910.4
$ 778.3
16.4%
15.4%
14.1%
$ 565.2
$ 5.42
$2,040.4
$ 544.2
$ 5.00
$2,039.1
$ 459.7
$ 4.06
$1,888.4
36.4%
34.6%
34.2%
$ 954.0
$ 971.4
$ 894.0
17.0%
16.5%
16.2%
$ 588.5
$ 5.64
$ 584.8
$ 5.37
$ 535.6
$ 4.73
2014
% Increase
(Decrease)
2013
% Increase
(Decrease)
(5)%
0 %
1 %
4 %
8 %
0 %
(2)%
1 %
5 %
7%
10%
17%
18%
23%
8%
9%
9%
14%
(A) Refer to “Non-GAAP Measures” located on pages 29-30 in the “Management’s Discussion and Analysis” section for a reconciliation to the comparable GAAP financial measure.
Summary of 2014
Net sales in 2014 decreased 5 percent, compared to 2013,
reflecting pricing actions and the impact of the planned exit of
certain portions of our business in the International, Foodservice,
and Natural Foods segment. Operating income increased
1 percent in 2014, compared to 2013, mainly driven by lower
special project costs, partially offset by an increase in selling,
distribution, and administrative (“SD&A”) expenses. Excluding
the impact of special project costs, operating income decreased
2 percent in 2014, compared to the prior period. Net income
per diluted share increased 8 percent in 2014, compared to
2013, and increased 5 percent excluding special project costs.
Both measures reflect the benefit of a decrease in weighted-
average common shares outstanding as a result of our share
repurchase activities during 2014 and 2013 and lower interest
expense in 2014.
Summary of 2013
Net sales in 2013 increased 7 percent, compared to 2012, due
to the contribution from the acquired foodservice hot beverage
business and favorable sales mix. Operating income increased
17 percent in 2013, compared to 2012, and increased 9 percent
excluding the impact of special project costs. Included in 2012
GAAP and non-GAAP results was an $11.3 loss on divestiture
related to the Europe’s Best frozen fruit and vegetable business
which was sold in October 2011. Net income per diluted share
increased 23 percent in 2013, compared to 2012, and increased
14 percent excluding special project costs. Both measures
reflect the benefit of a decrease in weighted-average common
shares outstanding as a result of our share repurchase activities
during 2013 and 2012.
22 The J. M. Smucker Company
2014 Annual Report 23
Net Sales
2014 Compared to 2013
Year Ended April 30,
2014
Increase
2013 (Decrease) %
(5)%
$5,610.6 $5,897.7 $(287.1)
Net sales
Adjust for certain
noncomparable items:
Acquisition
Distribution agreement
Foreign exchange
Net sales adjusted
for certain
noncomparable items (A) $5,565.5 $5,897.7 $(332.2)
(39.9)
(30.1)
24.9
—
—
—
(1)
(39.9)
(30.1)
(1)
24.9 —
Amounts may not add due to rounding.
Net sales for 2013 increased $371.9, or 7 percent, compared to
2012, primarily due to the incremental impact of the acquired
foodservice hot beverage business and favorable sales mix.
Favorable sales mix of 3 percent for 2013 was driven by volume
growth in our coffee brands, including K-Cup® packs. Overall
net price realization was 1 percent lower for 2013, compared to
2012, as the impact of coffee price declines taken in 2013 and
2012 more than offset the net impact of pricing actions taken
on peanut butter during 2013 and 2012. Volume gains were
realized in Jif peanut butter and Folgers and Dunkin’ Donuts
coffee but were offset by volume declines in Pillsbury baking
mixes and Bick’s pickles.
(6)%
Operating Income
The following table presents the components of operating
income as a percentage of net sales.
(A) Net sales adjusted for certain noncomparable items is a non-GAAP measure used
in evaluating performance internally. This measure provides useful information
to investors because it enables comparison of results on a year-over-year basis.
Net sales adjusted for certain noncomparable items in the table above excludes
the impact of the Enray acquisition, the Cumberland distribution agreement,
and foreign exchange.
Net sales for 2014 decreased $287.1, or 5 percent, compared to
2013, primarily due to a 5 percent reduction in net price realiza-
tion, reflecting pricing actions taken on coffee and peanut butter,
slightly offset by the $70.0 combined contribution from Enray
and Cumberland. Volume gains realized in Crisco oils, Folgers
coffee, and Jif peanut butter were offset by the impact of the
business exits in the International, Foodservice, and Natural
Foods segment, declines in Pillsbury baking mixes and flour,
and planned declines in certain Santa Cruz Organic beverages.
Sales mix did not have a material impact on 2014 net sales.
2013 Compared to 2012
Year Ended April 30,
2013
Increase
2012 (Decrease) %
7%
$5,897.7 $5,525.8 $ 371.9
Net sales
Adjust for certain
noncomparable items:
Acquisition
Divestiture
Foreign exchange
Net sales adjusted
for certain
noncomparable items (A) $5,662.9 $5,517.8 $ 145.1
(237.1)
—
2.3
—
(8.0)
—
(237.1)
(4)
8.0 —
2.3 —
3%
Amounts may not add due to rounding.
(A) Net sales adjusted for certain noncomparable items is a non-GAAP measure used
in evaluating performance internally. This measure provides useful information
to investors because it enables comparison of results on a year-over-year basis.
Net sales adjusted for certain noncomparable items in the table above excludes
the incremental impact of the foodservice hot beverage business acquired in
January 2012, the Europe’s Best frozen fruit and vegetable business which was sold
in October 2011, and foreign exchange.
Gross profit
Selling, distribution,
and administrative expenses:
Marketing
Advertising
Selling
Distribution
General and administrative
Total selling, distribution, and
administrative expenses
Amortization
Impairment charges
Other restructuring, merger
and integration, and special
project costs
Loss on divestiture
Other operating income – net
Operating income
Amounts may not add due to rounding.
Year Ended April 30,
2014
2013
36.2% 34.4% 33.4%
2012
3.0%
2.2
3.6
2.8
6.0
2.8%
2.2
3.3
2.7
5.5
2.7%
2.2
3.3
2.8
5.2
17.6% 16.5% 16.2%
1.6
—
1.8
—
1.6
0.1
0.5
—
—
16.4%
0.8
—
(0.1)
15.4% 14.1%
1.3
0.2
—
2014 Compared to 2013
Gross profit was flat in 2014, compared to 2013, but increased
as a percentage of net sales from 34.4 percent to 36.2 percent
over the same period. Favorable mix, partially driven by coffee,
and the contribution from Enray and Cumberland were offset
by the impact of the exited businesses in the International,
Foodservice, and Natural Foods segment and higher trade
spending related to our retail coffee and foodservice hot bever-
age businesses. Overall commodity costs decreased in 2014,
compared to 2013, driven by lower green coffee costs, but were
offset by lower net price realization. Excluding special project
costs, gross profit remained flat, but improved to 36.4 percent
of net sales in 2014, compared to 34.6 percent in 2013.
SD&A expenses increased 2 percent in 2014, compared to 2013,
and increased as a percentage of net sales from 16.5 percent
to 17.6 percent. General and administrative expenses increased
3 percent, primarily driven by certain corporate initiatives,
partially offset by a decrease in incentive compensation costs.
Marketing expense decreased 1 percent, while selling and distri-
bution expenses both increased 2 percent over the same period.
Operating income increased $8.6, or 1 percent, in 2014,
compared to 2013, and increased as a percentage of net sales
from 15.4 percent to 16.4 percent over the same period.
A $26.0 decrease in special project costs in 2014, compared to
2013, more than offset the increase in SD&A expenses. The
decrease in special project costs reflects substantial progress
made on the related projects, with lower costs incurred in 2014,
compared to 2013. Excluding the impact of special project
costs in both periods, operating income decreased $17.4, or
2 percent, and was 17.0 percent of net sales in 2014, compared
to 16.5 percent in 2013.
2013 Compared to 2012
Gross profit increased $182.4, or 10 percent, in 2013, compared
to 2012, and increased as a percentage of net sales from
33.4 percent to 34.4 percent over the same period. The increase
in gross profit was primarily due to favorable mix, the incre-
mental impact of the acquired foodservice hot beverage business,
a decline in special project costs included in cost of products
sold, and a $15.2 increase in the benefit of unrealized mark-to-
market adjustments on derivative contracts, which was a gain
of $6.6 in 2013, compared to a loss of $8.6 in 2012. Overall
commodity costs decreased in 2013, compared to 2012, driven
by lower green coffee costs which were partially offset by
higher costs for peanuts. Lower green coffee costs were mostly
offset by lower net price realization as a result of coffee price
declines taken during 2013 and 2012. Despite a peanut butter
price decline taken in the third quarter of 2013, net price real-
ization was higher, driven by price increases taken on peanut
butter during 2012, and mostly offset higher costs. Excluding
special project costs, gross profit increased $150.7, or 8 percent,
and improved to 34.6 percent of net sales in 2013, compared
to 34.2 percent in 2012.
SD&A expenses increased 9 percent in 2013, compared to
2012, but increased only slightly as a percentage of net sales.
Marketing expense increased 10 percent, driven mainly by an
increase in brand building investments, primarily in support
of our coffee brands. Selling expense increased 8 percent,
driven by the incremental impact of the acquired foodservice
hot beverage business in 2013. General and administrative
expenses increased 13 percent, primarily due to increased
incentive compensation and employee benefit costs.
Higher amortization expense was recognized in 2013,
compared to 2012, due to the intangible assets associated
with the acquired foodservice hot beverage business.
Operating income increased $132.1, or 17 percent, in 2013,
compared to 2012, and increased as a percentage of net
sales from 14.1 percent to 15.4 percent over the same period.
Special project costs decreased $54.7 in 2013, compared to
2012, reflecting substantial progress made on the related
projects, with lower costs incurred in 2013, compared to 2012.
Excluding the impact of special project costs in both periods,
operating income increased $77.4, or 9 percent, and was
16.5 percent of net sales in 2013, compared to 16.2 percent
in 2012. Both operating income measures include a loss on
divestiture of $11.3 in 2012.
Interest Expense – Net
Net interest expense decreased $14.0 during 2014, compared
to 2013, primarily due to the impact of an interest rate swap
entered into during the second quarter of 2014.
Net interest expense increased $13.6 during 2013, compared
to 2012, primarily due to an incremental five and one-half
months of interest expense during 2013 related to the
October 2011 public issuance of $750.0 in Senior Notes.
Other Income – Net
Net other income increased $9.8 in 2014, compared to 2013,
due to realized gains on the sale of investment securities in
our nonqualified pension plan, insurance proceeds, and other
miscellaneous items during 2014.
Income Taxes
Income taxes increased 4 percent in 2014, compared to 2013,
primarily as a result of a 4 percent increase in income before
income taxes. The effective tax rate of 33.5 percent in 2014
was comparable to the rate in 2013.
Income taxes increased 13 percent in 2013, compared to 2012,
primarily as a result of a 17 percent increase in income before
income taxes. The effective tax rate decreased to 33.4 percent
in 2013 from 34.4 percent in 2012, primarily due to lower state
income taxes in 2013.
Restructuring
During 2010, we announced plans to restructure our coffee
and fruit spreads operations as part of our ongoing efforts to
enhance the long-term strength and profitability of our leading
brands. Since then, we expanded our restructuring plan to
include the Canadian pickle and condiments operations and the
capacity expansion of our peanut butter business. Pickle and
condiments production was transitioned to third-party manufac-
turers during 2012. The consolidation of coffee production in
New Orleans, Louisiana, related to these restructuring initiatives
is complete, and the majority of our retail and foodservice fruit
spreads volume is being produced at our new facility in Orrville,
Ohio. All of the impacted facilities have been closed, and nearly
all of the anticipated 850 full-time positions have been reduced.
24 The J. M. Smucker Company
2014 Annual Report 25
MANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker CompanyMANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker Company
We expect to incur total restructuring costs of approximately
$265.0 for the entire restructuring plan. Cumulative costs of
$248.4 have been incurred through April 30, 2014, including
$20.8 in 2014 consisting primarily of $7.2 of site preparation
and equipment relocation costs and $7.2 of production start-up
costs. The majority of the remaining costs are anticipated to be
recognized through 2015.
We anticipate a total capital investment of approximately $90.0
related to the peanut butter portion of the restructuring plan.
The increase from our original estimate of $70.0 reflects plans
to install enhanced roasting technologies, as well as additional
building modifications at the facility in Memphis, Tennessee.
Through 2014, the overall restructuring initiative has delivered
approximately 75 percent of the $70.0 in annual savings originally
estimated. We expect to realize the remaining savings by the
end of 2017.
Commodities Overview
The raw materials we use are primarily commodities, agricultural-
based products, and packaging materials. The most significant
of these materials are green coffee, peanuts, edible oils, plastic,
and wheat. Green coffee, edible oils, and wheat are traded on
active regulated exchanges, and the price of these commodities
fluctuates based on market conditions. Derivative instruments,
including futures and options, are used to minimize price
volatility for these commodities.
We source green coffee from more than 20 coffee-producing
countries. Its price is subject to high volatility due to factors
such as weather, global supply and demand, pest damage,
investor speculation, and political and economic conditions
in the source countries.
Net sales:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Segment profit:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Segment profit margin:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
We source peanuts, edible oils, and wheat mainly from North
America. We are one of the largest procurers of peanuts in the
U.S. and frequently enter into long-term purchase contracts for
various periods of time to mitigate the risk of a shortage of this
key commodity. The edible oils we purchase are mainly soybean
and canola. The price of peanuts, edible oils, and wheat are
driven primarily by weather, which impacts crop sizes and
yield, as well as global demand, especially from large importing
countries such as China and India. In addition, edible oil prices
have been impacted by soybean and canola demand from the
biofuels industry.
We frequently enter into long-term contracts to purchase plastic
containers, which are sourced mainly from within the U.S. Plastic
resin is made from petrochemical feedstock and natural gas
feedstock, and the price can be influenced by feedstock, energy,
and crude oil prices, as well as global economic conditions.
In 2014, our overall commodity costs were lower than in 2013,
driven primarily by green coffee, peanuts, and oils.
Segment Results
We have three reportable segments: U.S. Retail Coffee, U.S.
Retail Consumer Foods, and International, Foodservice, and
Natural Foods. The U.S. Retail Coffee segment primarily repre-
sents the domestic sales of Folgers, Dunkin’ Donuts, Millstone,
Café Bustelo, and Café Pilon branded coffee; the U.S. Retail
Consumer Foods segment primarily includes domestic sales of
Jif, Smucker’s, Pillsbury, Crisco, Martha White, Hungry Jack,
and Eagle Brand branded products; and the International,
Foodservice, and Natural Foods segment is comprised of
products distributed domestically and in foreign countries
through retail channels, foodservice distributors and operators
(e.g., restaurants, lodging, schools and universities, health care
operators), and natural foods stores and distributors.
Year Ended April 30,
2014
% Increase
(Decrease)
2013
% Increase
(Decrease)
(6)%
(2)
(7)
6%
(4)
(16)
—%
6
21
12%
6
18
2014
2013
2012
$2,161.7
2,172.6
1,276.3
$2,306.5
2,214.8
1,376.4
$2,297.7
2,094.5
1,133.6
$ 641.9
396.9
167.1
$ 607.5
415.3
198.2
$ 543.0
393.3
168.6
29.7%
18.3
13.1
26.3%
18.8
14.4
23.6%
18.8
14.9
U.S. Retail Coffee
Net sales for the U.S. Retail Coffee segment decreased 6 percent
in 2014, compared to 2013, reflecting lower net price realization
driven by a price decline of approximately 6 percent taken in
February 2013 and incremental promotional spending which
reflected actions taken to pass through lower costs realized
during the year. Segment volume increased 2 percent in 2014,
compared to 2013, as the Folgers brand and Dunkin’ Donuts
packaged coffee increased 3 percent and 7 percent, respectively,
and were partially offset by a decline in the Millstone brand,
which was mainly due to the planned exit of the bulk business.
Net sales of K-Cup® packs decreased 1 percent in 2014, compared
to 2013, due to an increase in the number of competitors, includ-
ing many unlicensed participants that entered the market during
2014. Segment profit increased 6 percent in 2014, compared to
2013, while segment profit margin increased from 26.3 percent
in 2013 to 29.7 percent in 2014. The increase in segment profit
was primarily due to the volume growth and the price to cost
relationship during the year.
In June 2014, in response to sustained increases in green coffee
costs, we announced a price increase of approximately 9 percent
on the majority of our packaged coffee products sold in the
U.S., primarily consisting of items sold under the Folgers and
Dunkin’ Donuts brands.
Net sales for the U.S. Retail Coffee segment was flat in 2013,
compared to 2012, as favorable sales mix driven primarily by
K-Cup® packs and increased volume offset the impact of price
declines taken during 2013 and 2012. Segment volume
increased 4 percent in 2013, compared to 2012, as the Folgers,
Dunkin’ Donuts, and Café Bustelo brands increased 3 percent,
11 percent, and 16 percent, respectively. Net sales of K-Cup®
packs increased $108.0, or 61 percent, compared to 2012, and
contributed 5 percentage points of growth to segment net sales,
while representing only 1 percentage point of volume growth.
Segment profit increased 12 percent in 2013, compared to
2012, while segment profit margin increased to 26.3 percent
from 23.6 percent in 2012. The increase in segment profit was
primarily due to volume growth and favorable mix, partially
offset by increased marketing expense. Green coffee costs were
lower in 2013, compared to 2012, but were mostly offset by
lower net price realization and did not contribute significantly
to the increase in segment profit.
U.S. Retail Consumer Foods
Net sales for the U.S. Retail Consumer Foods segment decreased
2 percent in 2014, compared to 2013, due to overall lower net
price realization, partially offset by a 1 percent increase in segment
volume. Jif brand volume increased 2 percent in 2014, compared
to 2013, while Smucker’s fruit spreads volume was flat. Pricing
actions caused net sales for both brands to decrease 4 percent
over the same period. Smucker’s Uncrustables® frozen sandwiches
net sales and volume increased 20 percent and 22 percent,
respectively, in 2014, compared to 2013, bene fiting from new
distribution. Crisco brand volume increased 11 percent, while net
sales increased 3 percent, impacted by lower net price realization
in 2014, compared to 2013. For the same period, net sales and
volume for the Pillsbury brand decreased 5 percent and 4 percent,
respectively. Canned milk net sales increased 2 percent, while
volume decreased 1 percent. Segment profit decreased 4 percent
in 2014, compared to 2013, and segment profit margin decreased
from 18.8 percent in 2013 to 18.3 percent in 2014. While overall
commodity costs decreased, primarily for peanuts and oils,
they were more than offset by lower net price realization across
the portfolio and drove the decrease in segment profit. An
increase in segment support costs also contributed to the
segment profit decrease.
Net sales for the U.S. Retail Consumer Foods segment increased
6 percent in 2013, compared to 2012, primarily due to higher
net price realization and favorable sales mix, partially offset by
a 1 percent decline in segment volume. Jif brand net sales
increased 21 percent in 2013, compared to 2012, reflecting
overall higher net price realization and an 8 percent increase in
volume. The overall higher net price realization resulted from
price increases taken during 2012, which were only partially
offset by a price decline taken in the third quarter of 2013.
Smucker’s fruit spreads net sales was down 1 percent, while
volume was flat. Net sales and volume of Smucker’s Uncrustables
frozen sandwiches increased 24 percent and 23 percent,
respectively, in 2013, compared to 2012, benefiting from new
distribution. Crisco brand net sales and volume decreased
5 percent and 3 percent, respectively, in 2013, compared to
2012, resulting from declines at a key retailer. For the same
period, net sales for the Pillsbury brand increased 8 percent,
while volume decreased 4 percent mainly due to the tonnage
impact of a cake mix downsizing made early in 2013. Segment
profit increased 6 percent in 2013, compared to 2012, while
segment profit margin was 18.8 percent of net sales in both
periods. The increase in segment profit was primarily due to
favorable mix and a decrease in marketing expense. Overall
raw material costs were higher for 2013, driven by peanuts, but
were mostly offset by higher net price realization. The peanut
butter price decline in the third quarter of 2013 was taken in
anticipation of lower peanut costs in 2014, and resulted in
higher peanut costs not being fully recovered during 2013.
International, Foodservice, and Natural Foods
Net sales for the International, Foodservice, and Natural Foods
segment decreased 7 percent in 2014, compared to 2013. The
Enray and Cumberland businesses contributed a combined
$70.0 to segment net sales in 2014. Excluding the impact of
Enray, Cumberland, and foreign exchange, segment net sales
and volume decreased 11 percent and 5 percent, respectively.
The decrease in segment volume was primarily due to the
impact of the exited portions of our hot beverage and Smucker’s
Uncrustables frozen sandwich businesses with foodservice
customers and planned declines in Santa Cruz Organic
lemonades. Lower net price realization, higher trade spending
26 The J. M. Smucker Company
2014 Annual Report 27
MANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker CompanyMANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker Company
related to our foodservice hot beverage business, including an
accrual adjustment, and unfavorable sales mix also contributed
to the decrease in net sales. Segment profit decreased 16 percent
in 2014, compared to 2013, and segment profit margin declined
from 14.4 percent to 13.1 percent, primarily due to the higher
trade spending and the impact of the exited portions of our
foodservice business.
Since we completed the planned exit of a portion of our hot
beverage business with foodservice customers during the third
quarter of 2014, we did not realize the full year impact of the exit
in the current year. In 2015, we expect net sales to be reduced by
an additional $40.0, compared to 2014, due to this transition,
while the impact to segment profit is not expected to be material.
Net sales for the International, Foodservice, and Natural Foods
segment increased 21 percent in 2013, compared to 2012, due
to the impact of the additional eight months of the acquired
foodservice hot beverage business, which contributed $237.1,
representing virtually all of the net sales growth. Excluding
the impact of the acquisition, the Europe’s Best divestiture in
Canada, and foreign exchange, segment net sales and volume
both increased 1 percent over the same period last year.
Volume gains were realized in nonbranded beverages and the
Robin Hood and Five Roses Canadian flour brands, while
volume declines were realized in Bick’s pickles. Segment profit
increased 18 percent in 2013, compared to 2012, while segment
profit margin declined to 14.4 percent from 14.9 percent over
the same period. Excluding an $11.3 loss on divestiture in
2012, segment profit increased 10 percent, driven primarily
by the incremental impact of the acquired foodservice hot
beverage business, price increases, and favorable mix.
FINANCIAL C ONDITION
Liquidity
Our principal source of funds is cash generated from operations,
supplemented by borrowings against our revolving credit
facility. Total cash and cash equivalents decreased to $153.5
at April 30, 2014, compared to $256.4 at April 30, 2013.
We typically expect a significant use of cash to fund working
capital requirements during the first half of each fiscal year,
primarily due to the buildup of inventories to support the Fall
Bake and Holiday period, the additional increase of coffee
inventory in advance of the Atlantic hurricane season, and
seasonal fruit procurement. We expect cash provided by
operations in the second half of the fiscal year to significantly
exceed the amount in the first half of the year, upon completion
of the Fall Bake and Holiday period. Total cash provided by
operating activities in the second half of 2014 was $688.0, as
compared to $168.0 provided through the first half of 2014.
The following table presents selected cash flow information.
Net cash provided by
operating activities
Net cash used for investing
activities
Net cash (used for) provided
by financing activities
Net cash provided by
operating activities
Additions to property, plant,
and equipment
Year Ended April 30,
2014
2013
2012
$ 856.0 $ 855.8 $ 730.9
(370.3)
(185.6)
(1,035.9)
(575.5)
(641.0)
219.6
$ 856.0 $ 855.8 $ 730.9
(279.5)
(206.5)
(274.2)
Free cash flow (A)
$ 576.5 $ 649.3 $ 456.7
(A) Free cash flow is a non-GAAP measure used by management to evaluate the
amount of cash available for debt repayment, dividend distribution, acquisition
opportunities, share repurchases, and other corporate purposes.
Cash provided by operating activities was $856.0, $855.8, and
$730.9 in 2014, 2013, and 2012, respectively. Cash provided by
operating activities in 2014, compared to 2013, was essentially
flat as a result of higher net income in 2014, which was offset
by an increase in the cash required to fund working capital. This
increase in the use of cash was primarily due to the timing of
the 2014 Easter holiday and increased income tax payments,
partially offset by a decrease in pension contributions in 2014,
compared to 2013. Since the Easter holiday occurred later in
2014 than in 2013, more of the collection cycle related to 2014
net sales was deferred to the next year, as compared to in 2013,
which mostly offset the impact lower net price realization had
on the trade receivables balance at April 30, 2014. The increase
in cash provided by operating activities in 2013, compared to
2012, was primarily due to higher net income in 2013 and a
reduction in the use of cash required to fund inventory. This
reduction in the use of cash was mainly the result of lower
green coffee costs and a reduction in inventory levels.
Cash used for investing activities was $370.3, $185.6, and
$1,035.9 in 2014, 2013, and 2012, respectively. In 2014, cash
used for investing activities consisted primarily of $279.5 in
capital expenditures, including $41.7 in expenditures related
to the restructuring program, and $101.8 related to the acqui-
sitions of Enray and Silocaf of New Orleans, Inc. In 2013, cash
used for investing activities consisted mainly of $206.5 in
capital expenditures, including $43.5 in expenditures related
to the restructuring program. Cash used for investing activities
in 2012 consisted primarily of $737.3 related to the foodservice
hot beverage business and Rowland Coffee Roasters, Inc.
acquisitions and $274.2 in capital expenditures, including
$134.2 in expenditures related to the restructuring program.
Cash used for financing activities during 2014 was $575.5,
consisting of the purchase of treasury shares for $508.5,
primarily representing the repurchase of 4.9 million common
shares available under the January 2013 Board of Directors’
authorization, quarterly dividend payments of $238.0, and
a Senior Notes principal payment of $50.0, partially offset
by $248.4 of borrowings under our revolving credit facility.
Cash used for financing activities during 2013 was $641.0,
consisting of the purchase of treasury shares for $364.2,
primarily representing the repurchase of 4.0 million common
shares available under Board of Directors’ authorizations,
quarterly dividend payments of $222.8, and a Senior Notes
principal payment of $50.0. Cash provided by financing
activities during 2012 was $219.6. Proceeds of $748.6 related
to the October 2011 public debt issuance were partially offset
by quarterly dividend payments of $213.7 and the purchase
of treasury shares for $315.8, primarily representing the
repurchase of 4.1 million common shares.
Capital Resources
The following table presents our capital structure.
Current portion of long-term debt
Revolving credit facility
Long-term debt, less current portion
Total debt
Shareholders’ equity
Total capital
April 30,
2014
$ 100.0
248.4
1,879.8
$2,228.2
5,029.6
2013
$ 50.0
—
1,967.8
$2,017.8
5,148.8
$ 7,257.8
$ 7,166.6
On September 6, 2013, we entered into an amended and restated
credit agreement with a group of 11 banks. The credit facility,
which amended and restated our $1.0 billion credit agreement
dated as of July 29, 2011, provides for a revolving credit line of
$1.5 billion and extends the maturity to September 6, 2018.
Borrowings under the revolving credit facility bear interest based
on the prevailing U.S. Prime Rate, Canadian Base Rate, London
Interbank Offered Rate, or Canadian Dealer Offered Rate, based
on our election. Interest is payable either on a quarterly basis
or at the end of the borrowing term. At April 30, 2014, we had
a balance outstanding under the revolving credit facility of
$248.4 at a weighted-average interest rate of 1.22 percent.
Our debt instruments contain certain financial covenant
restrictions, including consolidated net worth, a leverage ratio,
and an interest coverage ratio. We are in compliance with
all covenants.
During 2014, we repurchased 4.9 million common shares
for $495.0. In April 2014, our Board of Directors authorized
5.0 million additional common shares for repurchase, all of
which remain available at April 30, 2014. There is no guarantee
as to the exact number of shares that may be repurchased or
when such purchases may occur.
Cash requirements for 2015 are expected to include capital
expenditures of approximately $240.0, including amounts
related to the restructuring program, quarterly dividend
payments of approximately $235.0 based on current rates
and common shares outstanding, a debt obligation principal
payment of $100.0, and interest payments of approximately
$70.0 based on the current interest rate outlook, which is
net of expected savings from our interest rate swap. Absent
any further acquisitions or other significant investments, we
believe that cash on hand, combined with cash provided by
operations and borrowings available under our credit facility,
will be sufficient to meet cash requirements for the next
12 months. As of April 30, 2014, approximately $143.9 of
total cash and cash equivalents was held by our international
subsidiaries. We do not intend to repatriate these funds to
meet these obligations. Should we repatriate these funds,
we will be required to provide taxes based on the applicable
U.S. tax rates net of any foreign tax credit consideration.
Subsequent to April 30, 2014, we made additional borrowings
under our revolving credit facility, bringing the total outstanding
balance to $490.0 at June 20, 2014, at a weighted-average inter-
est rate of 1.05 percent. The additional funds were used for the
repayment of the 4.78 percent Senior Notes due June 1, 2014,
and for general corporate purposes.
NON - G A AP ME A SURES
We use non-GAAP financial measures including: net sales
adjusted for certain noncomparable items; gross profit, operating
income, income, and income per diluted share, excluding special
project costs; earnings before interest, taxes, depreciation, and
amortization; and free cash flow, as key measures for purposes
of evaluating performance internally. We believe that these
measures provide useful information to investors because
they are the measures we use to evaluate performance on a
comparable year-over-year basis. The special project costs
relate to specific restructuring, merger and integration, and
pension settlement projects that are each nonrecurring in
nature and can significantly affect the year-over-year assessment
of operating results. These non-GAAP financial measures are
not intended to replace the presentation of financial results in
accordance with U.S. generally accepted accounting principles
(“GAAP”). Rather, the presentation of these non-GAAP financial
measures supplements other metrics we use to internally
evaluate our businesses and facilitate the comparison of past
and present operations and liquidity. These non-GAAP financial
measures may not be comparable to similar measures used
by other companies and may exclude certain nondiscretionary
expenses and cash payments.
28 The J. M. Smucker Company
2014 Annual Report 29
MANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker CompanyMANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker Company
The following table reconciles certain non-GAAP financial measures to the comparable GAAP financial measure. See page 24 for a
reconciliation of net sales adjusted for certain noncomparable items to the comparable GAAP financial measure.
Reconciliation to gross profit:
Gross profit
Cost of products sold – restructuring and merger
and integration
Year Ended April 30,
2014
2013
2012
2011
2010
$2,031.0
$2,027.6
$1,845.2
$1,798.5
$1,786.7
9.4
11.5
43.2
54.1
3.9
Gross profit excluding special project costs
$2,040.4
$2,039.1
$1,888.4
$1,852.6
$1,790.6
Reconciliation to operating income:
Operating income
Cost of products sold – restructuring and merger
and integration
Other restructuring and merger and integration costs
Other special project costs
$ 919.0
$ 910.4
$ 778.3
$ 784.3
$ 790.9
9.4
25.6
—
11.5
42.8
6.7
43.2
72.5
—
54.1
59.1
—
3.9
35.5
—
Operating income excluding special project costs
$ 954.0
$ 971.4
$ 894.0
$ 897.5
$ 830.3
Reconciliation to net income:
Net income
Income taxes
Cost of products sold – restructuring and merger
and integration
Other restructuring and merger and integration costs
Other special project costs
Income before income taxes excluding
special project costs
Income taxes, as adjusted
Income excluding special project costs
Weighted-average shares – assuming dilution
Income per common share excluding special
project costs – assuming dilution
Reconciliation to net income:
Net income
Income taxes
Interest expense – net
Depreciation
Depreciation – restructuring and merger and integration
Amortization
Earnings before interest, taxes, depreciation,
and amortization
Free cash flow:
Net cash provided by operating activities
Additions to property, plant, and equipment
Free cash flow
$ 565.2
284.5
$ 544.2
273.1
$ 459.7
241.5
$ 479.5
237.7
$ 494.1
236.6
9.4
25.6
—
11.5
42.8
6.7
43.2
72.5
—
54.1
59.1
—
3.9
35.5
—
$ 884.7
296.2
$ 878.3
293.5
$ 816.9
281.3
$ 830.4
275.3
$ 770.1
249.3
$ 588.5
$ 520.8
104,346,587 108,851,153 113,313,567 118,276,086 119,081,445
$ 584.8
$ 535.6
$ 555.1
$ 5.64
$ 5.37
$ 4.73
$ 4.69
$ 4.37
$ 565.2
284.5
79.4
150.5
7.0
98.9
$ 544.2
273.1
93.4
143.7
10.4
96.8
$ 459.7
241.5
79.8
120.4
38.5
88.1
$ 479.5
237.7
67.1
112.2
53.6
73.8
$ 494.1
236.6
62.4
108.2
3.9
73.7
$1,185.5
$1,161.6
$1,028.0
$1,023.9
$ 978.9
$ 856.0
(279.5)
$ 855.8
(206.5)
$ 730.9
(274.2)
$ 391.6
(180.1)
$ 713.5
(137.0)
$ 576.5
$ 649.3
$ 456.7
$ 211.5
$ 576.5
Beginning in 2015, we will redefine certain non-GAAP measures
to exclude unallocated gains and losses on commodity and
foreign exchange derivatives until the related inventory is sold.
We believe this change more accurately aligns the derivative gains
and losses with the underlying exposure being hedged and
allows the realization of the economic effect of the derivative
without the mark-to-market volatility within non-GAAP earnings.
Consistent with our treatment in 2014, special project costs
will continue to be excluded from certain non-GAAP measures,
and together with unallocated gains and losses on commodity
and foreign exchange derivatives, will represent certain non-
comparable items.
30 The J. M. Smucker Company
OFF- BAL ANCE SHEE T ARR ANGEMENTS AND
C ONTR ACTUAL OBLIG ATIONS
We do not have material off-balance sheet arrangements,
financings, or other relationships with unconsolidated entities
or other persons, also known as variable interest entities.
Transactions with related parties are in the ordinary course
of business, conducted on an arm’s-length basis, and not
material to our results of operations, financial condition,
or cash flows.
The following table summarizes our contractual obligations
by fiscal year at April 30, 2014.
Long-term debt obligations, including current portion
Interest payments
Operating lease obligations
Purchase obligations
Other liabilities
Total
Long-term debt obligations, including current portion and
interest payments in the above table exclude the impact of any
interest rate swaps or offering discounts. Purchase obligations
include agreements that are enforceable and legally bind us to
purchase goods or services. Included in this category are certain
obligations related to normal, ongoing purchase obligations
in which we have guaranteed payment to ensure availability
of raw materials and packaging supplies. We expect to receive
consideration for these purchase obligations in the form of
materials. These purchase obligations do not represent the
entire anticipated purchases in the future, but represent only
those items for which we are contractually obligated. Other
liabilities in the above table mainly consist of projected
commitments associated with our defined benefit pension
and other postretirement benefit plans. The table excludes
the liability for unrecognized tax benefits and tax-related net
interest of $31.1 under Financial Accounting Standards Board
Accounting Standards Codification 740, Income Taxes, since
we are unable to reasonably estimate the timing of cash
settlements with the respective taxing authorities.
CRITICAL ACCOUNTING ESTIMATES AND POLICIES
The preparation of financial statements in conformity with
U.S. GAAP requires that we make estimates and assumptions
that in certain circumstances affect amounts reported in the
accompanying consolidated financial statements. In preparing
these financial statements, we have made our best estimates
and judgments of certain amounts included in the financial
statements, giving due consideration to materiality. We do
not believe there is a great likelihood that materially different
amounts would be reported under different conditions or
using different assumptions related to the accounting policies
described below. However, application of these accounting pol-
icies involves the exercise of judgment and use of assumptions
as to future uncertainties and, as a result, actual results could
differ from these estimates.
Revenue Recognition: We recognize revenue when all of the
following criteria have been met: a valid customer order with
a determinable price has been received; the product has been
Total
$1,950.0
557.2
116.0
1,290.6
223.5
2015
$ 100.0
88.9
24.0
1,219.0
21.3
2016–2017
$136.5
169.0
43.8
71.6
15.9
2018–2019
$451.0
157.1
31.1
—
14.9
$4,137.3
$1,453.2
$436.8
$654.1
2020 and
beyond
$1,262.5
142.2
17.1
—
171.4
$1,593.2
shipped and title has transferred to the customer; there is no
further significant obligation to assist in the resale of the product;
and collectability is reasonably assured. Trade marketing and
merchandising programs are classified as a reduction of sales.
A provision for estimated returns and allowances is recognized
as a reduction of sales at the time revenue is recognized.
Trade Marketing and Merchandising Programs: In order
to support our products, various promotional activities are
conducted through retail trade, distributors, or directly with
consumers, including in-store display and product placement
programs, feature price discounts, coupons, and other similar
activities. We regularly review and revise, when we deem
necessary, estimates of costs for these promotional programs
based on estimates of what will be redeemed by retail trade,
distributors, or consumers. These estimates are made using
various techniques, including historical data on performance of
similar promotional programs. Differences between estimated
expenditures and actual performance are recognized as a
change in estimate in a subsequent period. As the total promo-
tional expenditures, including amounts classified as a reduction
of sales, represented approximately 27 percent of net sales in
2014, the possibility exists of materially different reported
results if factors such as the level and success of the promotional
programs or other conditions differ from expectations.
Income Taxes: We account for income taxes using the liability
method. In the ordinary course of business, we are exposed to
uncertainties related to tax filing positions and periodically
assess the technical merits of these tax positions for all tax
years that remain subject to examination, based upon the latest
information available. For uncertain tax positions, we have
recognized a liability for unrecognized tax benefits, including
any applicable interest and penalty charges.
In assessing the need for a valuation allowance, we estimate
future taxable income, considering the viability of ongoing
tax planning strategies and the probable recognition of future
tax deductions and loss carryforwards. Valuation allowances
related to deferred tax assets can be affected by changes in tax
2014 Annual Report 31
MANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker CompanyMANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker Company
laws, statutory tax rates, and projected future taxable income
levels. Changes in estimated realization of deferred tax assets
would result in an adjustment to income in the period in which
that determination is made.
The future tax benefit arising from the net deductible
temporary differences and tax carryforwards is $140.7 and
$160.9 at April 30, 2014 and 2013, respectively. We believe
that the earnings during the periods when the temporary
differences become deductible will be sufficient to realize the
related future income tax benefits. For those jurisdictions
where the expiration date of tax carryforwards or the projected
operating results indicate that realization is not likely, a
valuation allowance would have been provided.
Long-Lived Assets: Long-lived assets, except goodwill and
indefinite-lived intangible assets, are reviewed for impairment
whenever events or changes in circumstances indicate that
the carrying amount of the asset may not be recoverable.
Recoverability of assets to be held and used is measured by a
comparison of the carrying amount of the assets to future net
undiscounted cash flows estimated to be generated by such
assets. If such assets are considered to be impaired, the impair-
ment to be recognized is the amount by which the carrying
amount of the assets exceeds the estimated fair value of the
assets. However, determining fair value is subject to estimates
of both cash flows and discount rates, and different estimates
could yield different results. There are no events or changes
in circumstances of which we are aware that indicate the
carrying value of our long-lived assets may not be recoverable
at April 30, 2014.
Goodwill and Other Indefinite-Lived Intangible Assets: We are
required to test goodwill for impairment annually and more
often if indicators of impairment exist. To test for goodwill
impairment, we estimate the fair value of each of our six
reporting units using both a discounted cash flow valuation
technique and a market-based approach. The impairment test
incorporates estimates of future cash flows; allocations of
certain assets, liabilities, and cash flows among reporting
units; future growth rates; terminal value amounts; and the
applicable weighted-average cost of capital used to discount
those estimated cash flows. The estimates and projections
used in the calculation of fair value are consistent with our
current and long-range plans, including anticipated changes in
market conditions, industry trends, growth rates, and planned
capital expenditures. Changes in forecasted operations and
other estimates and assumptions could impact the assessment
of impairment in the future.
At April 30, 2014, goodwill totaled $3.1 billion. Goodwill is
substantially concentrated within the U.S. Retail Coffee and
U.S. Retail Consumer Foods segments. No goodwill impairment
was recognized as a result of the annual evaluation performed
as of February 1, 2014. The estimated fair value of each reporting
32 The J. M. Smucker Company
unit was substantially in excess of its carrying value as of the
annual test date.
Other indefinite-lived intangible assets, consisting entirely
of trademarks, are also tested for impairment annually and
whenever events or changes in circumstances indicate their
carrying value may not be recoverable. To test these assets for
impairment, we estimate the fair value of each asset based on
a discounted cash flow model using various inputs, including
projected revenues, an assumed royalty rate, and a discount
rate. Changes in these estimates and assumptions could impact
the assessment of impairment in the future.
At April 30, 2014, other indefinite-lived intangible assets
totaled $1.8 billion. Trademarks that represent our leading,
iconic brands comprise more than 90 percent of the total
carrying value of other indefinite-lived intangible assets. Each
of these trademarks had an estimated fair value substantially
in excess of its carrying value as of the annual test date, with the
exception of the Crisco trademark. The estimated fair value of the
Crisco trademark decreased approximately $7.0, or 4 percent,
from 2013 to 2014. We anticipate modest long-term growth for
the Crisco business due to the competitive landscape of the
category and assumed a long-term growth rate of 2.5 percent for
the 2014 impairment test. A sensitivity analysis was performed
on the Crisco trademark assuming a hypo thetical 50-basis-point
increase in the discount rate and a 50-basis-point decrease in
the expected long-term growth rate and yielded an estimated
fair value slightly below carrying value. The Crisco trademark
represents less than 10 percent of total other indefinite-lived
intangible assets.
Pension and Other Postretirement Benefit Plans: To determine
the ultimate obligation under our defined benefit pension
and other postretirement benefit plans, we must estimate the
future cost of benefits and attribute that cost to the time
period during which each covered employee works. Various
actuarial assumptions must be made in order to predict and
measure costs and obligations many years prior to the settle-
ment date, the most significant being the interest rates used
to discount the obligations of the plans, the long-term rates
of return on the plans’ assets, assumed pay increases, and the
health care cost trend rates. We, along with third-party actuaries
and investment managers, review all of these assumptions on
an ongoing basis to ensure that the most reasonable information
available is being considered. For 2015 expense recognition,
we will use a weighted-average discount rate of 4.45 percent
and 4.11 percent, and a rate of compensation increase of
4.13 percent and 3.00 percent for the U.S. and Canadian plans,
respectively. We anticipate using an expected rate of return
on plan assets of 6.75 percent for U.S. plans. For the Canadian
plans, we anticipate using an expected rate of return on plan
assets of 5.00 percent for the hourly plan and 5.90 percent for
all other plans.
DERIVATIV E FINANCIAL INSTRUMENTS
AND MARK E T RISK
The following discussions about our market risk disclosures
involve forward-looking statements. Actual results could differ
from those projected in the forward-looking statements. We
are exposed to market risk related to changes in interest rates,
foreign currency exchange rates, and commodity prices.
Interest Rate Risk: The fair value of our cash and cash
equivalents at April 30, 2014, approximates carrying value.
Exposure to interest rate risk on our long-term debt is mitigated
due to fixed-rate maturities.
We utilize derivative instruments to manage changes in the
fair value of our debt. Interest rate swaps mitigate the risk
associated with the underlying hedged item. At the inception
of the contract, the instrument is evaluated and documented
for hedge accounting treatment. If the contract is designated
as a cash flow hedge, the mark-to-market gains or losses on
the swap are deferred and included as a component of accu-
mulated other comprehensive loss to the extent effective, and
reclassified to interest expense in the period during which
the hedged transaction affects earnings. If the contract is
designated as a fair value hedge, the swap would be recognized
at fair value on the balance sheet, and changes in the fair value
would be recognized in interest expense. Generally, changes in
the fair value of the derivative are equal to changes in the fair
value of the underlying debt and have no net impact on earnings.
We entered into an interest rate swap during 2014, designated
as a fair value hedge, on a portion of fixed-rate Senior Notes in
an effort to achieve a mix of variable- versus fixed-rate debt
under favorable market conditions. We did not have any interest
rate swaps outstanding at April 30, 2013.
Based on our overall interest rate exposure as of and during
the year ended April 30, 2014, including derivatives and other
instruments sensitive to interest rates, a hypothetical 10 percent
movement in interest rates would not materially affect our
results of operations. In measuring interest rate risk by the
amount of net change in the fair value of our financial liabilities,
a hypothetical 1 percent decrease in interest rates at April 30,
2014, would increase the fair value of our long-term debt
by $87.0.
Foreign Currency Exchange Risk: We have operations outside
the U.S. with foreign currency denominated assets and liabilities,
primarily denominated in Canadian currency. Because we have
foreign currency denominated assets and liabilities, financial
exposure may result, primarily from the timing of transactions
and the movement of exchange rates. The foreign currency
balance sheet exposures as of April 30, 2014, are not expected
to result in a significant impact on future earnings or cash flows.
We utilize foreign currency exchange forwards and options
contracts to manage the price volatility of foreign currency
exchange fluctuations on future cash payments in Canada,
primarily related to purchases of certain raw materials and
finished goods. The contracts generally have maturities of less
than one year. Instruments currently used to manage foreign
currency exchange exposures do not meet the requirements
for hedge accounting treatment and the change in value of
these instruments is immediately recognized in cost of products
sold. Based on our hedged foreign currency positions as of
April 30, 2014, a hypothetical 10 percent change in exchange
rates would not result in a material loss of fair value.
Beginning in 2015, we will no longer elect to qualify instruments
used to manage foreign currency exchange exposures for hedge
accounting treatment. Therefore, the gains and losses on all
foreign currency forwards and options contracts will be
immediately recognized in cost of products sold.
Revenues from customers outside the U.S., subject to foreign
currency exchange, represented 8 percent of net sales during
2014. Thus, certain revenues and expenses have been, and
are expected to be, subject to the effect of foreign currency
fluctuations, and these fluctuations may have an impact on
operating results.
Commodity Price Risk: We use certain raw materials and
other commodities that are subject to price volatility caused by
supply and demand conditions, political and economic variables,
weather, investor speculation, and other unpredictable factors.
To manage the volatility related to anticipated commodity pur-
chases, we use futures and options with maturities of generally
less than one year. Certain of these instruments are designated
as cash flow hedges. The mark-to-market gains or losses on
qualifying hedges are included in accumulated other compre-
hensive loss to the extent effective and reclassified to cost of
products sold in the period during which the hedged transaction
affects earnings. The mark-to-market gains or losses on
nonqualifying, excluded, and ineffective portions of hedges
are recognized in cost of products sold immediately.
Beginning in 2015, we will no longer elect to qualify commodity
derivatives for hedge accounting treatment. As a result, the gains
and losses on all commodity derivatives will be immediately
recognized in cost of products sold.
The following sensitivity analysis presents our potential loss
of fair value resulting from a hypothetical 10 percent change
in market prices related to raw material commodities.
High
Low
Average
Year Ended April 30,
2014
$22.7
5.7
11.9
2013
$34.0
7.6
20.7
2014 Annual Report 33
MANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker CompanyMANAGEMENT’S DISCUSSION AND ANALYSISThe J. M. Smucker Company
MANAGEMENT’S DISCUSSION AND ANALYSIS
The J. M. Smucker Company
REPORT OF MANAGEMENT ON INTERNAL CONTROL
OVER FINANCIAL REPORTING
The J. M. Smucker Company
Shareholders
The J. M. Smucker Company
Management is responsible for establishing and maintaining adequate accounting and internal control systems over financial
reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities and Exchange Act of 1934, as amended.
Our internal control system is designed to provide reasonable assurance that we have the ability to record, process, summarize,
and report reliable financial information on a timely basis.
Our management, with the participation of the principal financial and executive officers, assessed the effectiveness of internal
control over financial reporting as of April 30, 2014. In making this assessment, we used the criteria established in Internal Control –
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (1992 framework)
(“the COSO criteria”).
Based on our assessment of internal control over financial reporting under the COSO criteria, we concluded internal control over
financial reporting was effective as of April 30, 2014.
Ernst & Young LLP, an independent registered public accounting firm, audited the effectiveness of our internal control over financial
reporting as of April 30, 2014, and their report thereon is included on page 36 of this report.
Richard K. Smucker
Chief Executive Officer
Mark R. Belgya
Senior Vice President and
Chief Financial Officer
The estimated fair value was determined using quoted market
prices and was based on our net derivative position by commod-
ity at each quarter end during the fiscal year. The calculations
are not intended to represent actual losses in fair value that
we expect to incur. In practice, as markets move, we actively
manage our risk and adjust hedging strategies as appropriate.
The commodities hedged have a high inverse correlation to
price changes of the derivative commodity instrument; thus, we
would expect that any gain or loss in the estimated fair value
of its derivatives would generally be offset by an increase or
decrease in the estimated fair value of the underlying exposures.
FORWARD - LO OK ING STATEMENTS
Certain statements included in this Annual Report contain
forward-looking statements within the meaning of federal
securities laws. The forward-looking statements may include
statements concerning our current expectations, estimates,
assumptions, and beliefs concerning future events, conditions,
plans, and strategies that are not historical fact. Any statement
that is not historical in nature is a forward-looking statement
and may be identified by the use of words and phrases such
as “expects,” “anticipates,” “believes,” “will,” “plans,” and
similar phrases.
Federal securities laws provide a safe harbor for forward-looking
statements to encourage companies to provide prospective
information. We are providing this cautionary statement in
connection with the safe harbor provisions. Readers are cau-
tioned not to place undue reliance on any forward-looking
statements, as such statements are by nature subject to risks,
uncertainties, and other factors, many of which are outside of
our control and could cause actual results to differ materially
from such statements and from our historical results and
experience. These risks and uncertainties include, but are not
limited to, those set forth under the caption “Risk Factors” in
our Annual Report on Form 10-K, as well as the following:
• volatility of commodity markets from which raw materials,
particularly green coffee beans, peanuts, soybean oil,
wheat, milk, corn, and sugar, are procured and the related
impact on costs;
• risks associated with derivative and purchasing strategies
we employ to manage commodity pricing risks, including
the risk that such strategies could result in significant
losses and adversely impact our liquidity;
• crude oil price trends and their impact on transportation,
energy, and packaging costs;
• our ability to successfully implement and realize the full
benefit of price changes that are intended to ultimately
fully recover cost, including the competitive, retailer, and
consumer response, and the impact of the timing of the
price changes to profits and cash flow in a particular period;
• the success and cost of introducing new products and the
competitive response;
• the success and cost of marketing and sales programs and
strategies intended to promote growth in our businesses;
• general competitive activity in the market, including
competitors’ pricing practices and promotional
spending levels;
• our ability to successfully integrate acquired and merged
businesses in a timely and cost-effective manner;
• the impact of food security concerns involving either our
products or our competitors’ products;
• the impact of accidents, extreme weather, and natural
disasters, including crop failures and storm damage;
• the concentration of certain of our businesses with key
customers and suppliers, including single-source suppliers
of certain key raw materials, such as packaging for our
Folgers coffee products, and finished goods, such as
K-Cup® packs, and the ability to manage and maintain
key relationships;
• the loss of significant customers, a substantial reduction
in orders from these customers, or the bankruptcy of any
such customer;
• changes in consumer coffee preferences and other
factors affecting our coffee businesses, which represent
a substantial portion of our business;
• a change in outlook or downgrade in our public credit
ratings by a rating agency;
• our ability to obtain any required financing on a timely
basis and on acceptable terms;
• the timing and amount of capital expenditures, share
repurchases, and restructuring costs;
• impairments in the carrying value of goodwill, other
intangible assets, or other long-lived assets or changes in
useful lives of other intangible assets;
• the impact of new or changes to existing governmental
laws and regulations and their application;
• the impact of future legal, regulatory, or market measures
regarding climate change;
• the outcome of current and future tax examinations,
changes in tax laws, and other tax matters, and their
related impact on our tax positions;
• foreign currency and interest rate fluctuations;
• political or economic disruption;
• other factors affecting share prices and capital markets
generally; and
• risks related to other factors described under “Risk
Factors” in other reports and statements we have filed
with the Securities and Exchange Commission.
Readers are cautioned not to unduly rely on such forward-
looking statements, which speak only as of the date made,
when evaluating the information presented in this Annual
Report. We do not undertake any obligation to update or
revise these forward-looking statements to reflect new events
or circumstances.
34 The J. M. Smucker Company
2014 Annual Report 35
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM ON INTERNAL CONTROL OVER FINANCIAL REPORTING
The J. M. Smucker Company
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM ON THE CONSOLIDATED FINANCIAL STATEMENTS
The J. M. Smucker Company
Board of Directors and Shareholders
The J. M. Smucker Company
Board of Directors and Shareholders
The J. M. Smucker Company
We have audited The J. M. Smucker Company’s internal control over financial reporting as of April 30, 2014, based on criteria
established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (1992 framework) (“the COSO criteria”). The J. M. Smucker Company’s management is responsible for maintaining
effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial
reporting included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility
is to express an opinion on the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in
the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use,
or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
We have audited the accompanying consolidated balance sheets of The J. M. Smucker Company as of April 30, 2014 and 2013,
and the related statements of consolidated income, comprehensive income, shareholders’ equity, and cash flows for each of the
three years in the period ended April 30, 2014. These financial statements are the responsibility of the Company’s management.
Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable
basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated
financial position of The J. M. Smucker Company at April 30, 2014 and 2013, and the consolidated results of its operations
and its cash flows for each of the three years in the period ended April 30, 2014, in conformity with U.S. generally accepted
accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States),
The J. M. Smucker Company’s internal control over financial reporting as of April 30, 2014, based on criteria established in
Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
(1992 framework) and our report dated June 23, 2014, expressed an unqualified opinion thereon.
In our opinion, The J. M. Smucker Company maintained, in all material respects, effective internal control over financial reporting
as of April 30, 2014, based on the COSO criteria.
Akron, Ohio
June 23, 2014
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States),
the consolidated balance sheets of The J. M. Smucker Company as of April 30, 2014 and 2013, and the related statements
of consolidated income, comprehensive income, shareholders’ equity, and cash flows for each of the three years in the period
ended April 30, 2014, and our report dated June 23, 2014, expressed an unqualified opinion thereon.
Akron, Ohio
June 23, 2014
36 The J. M. Smucker Company
2014 Annual Report 37
REPORT OF MANAGEMENT ON RESPONSIBILITY
FOR FINANCIAL REPORTING
The J. M. Smucker Company
STATEMENTS OF CONSOLIDATED INCOME
The J. M. Smucker Company
Shareholders
The J. M. Smucker Company
Management of The J. M. Smucker Company is responsible for the preparation, integrity, accuracy, and consistency of the
consolidated financial statements and the related financial information in this report. Such information has been prepared in
accordance with U.S. generally accepted accounting principles and is based on our best estimates and judgments.
We maintain systems of internal accounting controls supported by formal policies and procedures that are communicated
throughout the Company. There is a program of audits performed by our internal audit staff designed to evaluate the adequacy
of and adherence to these controls, policies, and procedures.
Ernst & Young LLP, an independent registered public accounting firm, has audited our financial statements in accordance with
the standards of the Public Company Accounting Oversight Board (United States). Management has made all financial records and
related data available to Ernst & Young LLP during its audit.
Our audit committee, comprised of four non-employee members of the Board of Directors, meets regularly with the independent
registered public accounting firm and management to review the work of the internal audit staff and the work, audit scope, timing
arrangements, and fees of the independent registered public accounting firm. The audit committee also regularly satisfies itself
as to the adequacy of controls, systems, and financial records. The director of the internal audit department is required to report
directly to the chair of the audit committee as to internal audit matters.
It is our best judgment that our policies and procedures, our program of internal and independent audits, and the oversight
activity of the audit committee work together to provide reasonable assurance that our operations are conducted according
to law and in compliance with the high standards of business ethics and conduct to which we subscribe.
Richard K. Smucker
Chief Executive Officer
Mark R. Belgya
Senior Vice President and
Chief Financial Officer
(Dollars in millions, except per share data)
Net sales
Cost of products sold
Cost of products sold – restructuring and merger and integration
Gross Profit
Selling, distribution, and administrative expenses
Amortization
Impairment charges
Other restructuring and merger and integration costs
Other special project costs
Loss on divestiture
Other operating income – net
Operating Income
Interest expense – net
Other income – net
Income Before Income Taxes
Income taxes
Net Income
Earnings per common share:
Net Income
Net Income – Assuming Dilution
Dividends Declared per Common Share
See notes to consolidated financial statements.
Year Ended April 30,
2014
$5,610.6
3,570.2
9.4
2,031.0
988.8
98.9
—
25.6
—
—
(1.3)
919.0
(79.4)
10.1
849.7
284.5
2013
$5,897.7
3,858.6
11.5
2,027.6
973.9
96.8
—
42.8
6.7
—
(3.0)
910.4
(93.4)
0.3
817.3
273.1
2012
$5,525.8
3,637.4
43.2
1,845.2
892.7
88.1
4.6
72.5
—
11.3
(2.3)
778.3
(79.8)
2.7
701.2
241.5
$ 565.2
$ 544.2
$ 459.7
$ 5.42
$ 5.42
$ 2.32
$ 5.00
$ 5.00
$ 2.08
$ 4.06
$ 4.06
$ 1.92
STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME
The J. M. Smucker Company
(Dollars in millions)
Net income
Other comprehensive income (loss):
Foreign currency translation adjustments
Cash flow hedging derivative activity, net of tax
Pension and other postretirement benefit plans activity, net of tax
Available-for-sale securities activity, net of tax
Total Other Comprehensive Income (Loss)
Comprehensive Income
See notes to consolidated financial statements.
Year Ended April 30,
2014
$565.2
(29.8)
26.5
29.4
(1.1)
25.0
2013
$544.2
(5.5)
8.0
2.9
2.0
7.4
2012
$459.7
(14.8)
(25.2)
(48.3)
0.7
(87.6)
$590.2
$551.6
$372.1
38 The J. M. Smucker Company
2014 Annual Report 39
CONSOLIDATED BALANCE SHEETS
The J. M. Smucker Company
CONSOLIDATED BALANCE SHEETS
The J. M. Smucker Company
ASSETS
(Dollars in millions)
Current Assets
Cash and cash equivalents
Trade receivables, less allowance for doubtful accounts
Inventories:
Finished products
Raw materials
Other current assets
Total Current Assets
Property, Plant, and Equipment
Land and land improvements
Buildings and fixtures
Machinery and equipment
Construction in progress
Accumulated depreciation
Total Property, Plant, and Equipment
Other Noncurrent Assets
Goodwill
Other intangible assets – net
Other noncurrent assets
Total Other Noncurrent Assets
Total Assets
See notes to consolidated financial statements.
April 30,
2014
2013
$ 153.5
309.4
$ 256.4
313.7
571.5
359.5
931.0
145.2
618.9
326.6
945.5
79.6
1,539.1
1,595.2
99.7
516.0
1,384.0
163.9
2,163.6
(898.0)
1,265.6
3,098.2
3,024.3
144.9
6,267.4
98.5
494.4
1,267.5
124.9
1,985.3
(842.8)
1,142.5
3,052.9
3,089.4
151.8
6,294.1
$9,072.1
$9,031.8
LIABILITIES AND SHAREHOLDERS’ EQUITY
(Dollars in millions)
Current Liabilities
Accounts payable
Accrued compensation
Accrued trade marketing and merchandising
Dividends payable
Current portion of long-term debt
Revolving credit facility
Other current liabilities
Total Current Liabilities
Noncurrent Liabilities
Long-term debt
Defined benefit pensions
Other postretirement benefits
Deferred income taxes
Other noncurrent liabilities
Total Noncurrent Liabilities
Total Liabilities
Shareholders’ Equity
Serial preferred shares – no par value:
Authorized – 6,000,000 shares; outstanding – none
Common shares – no par value:
Authorized – 300,000,000 shares; outstanding – 101,697,400 at April 30, 2014,
and 106,486,935 at April 30, 2013 (net of 26,907,765 and 22,118,230 treasury shares,
respectively), at stated value
Additional capital
Retained income
Amount due from ESOP Trust
Accumulated other comprehensive loss
Total Shareholders’ Equity
Total Liabilities and Shareholders’ Equity
See notes to consolidated financial statements.
April 30,
2014
2013
$ 289.2
57.3
58.5
59.0
100.0
248.4
78.6
891.0
1,879.8
135.7
58.5
1,020.7
56.8
3,151.5
4,042.5
$ 285.8
69.5
57.4
55.4
50.0
—
78.7
596.8
1,967.8
163.0
67.1
987.2
101.1
3,286.2
3,883.0
—
—
25.4
3,965.8
1,091.0
(1.0)
(51.6)
5,029.6
26.6
4,125.1
1,075.5
(1.8)
(76.6)
5,148.8
$9,072.1
$9,031.8
40 The J. M. Smucker Company
2014 Annual Report 41
STATEMENTS OF CONSOLIDATED CASH FLOWS
The J. M. Smucker Company
STATEMENTS OF CONSOLIDATED SHAREHOLDERS’ EQUITY
The J. M. Smucker Company
(Dollars in millions)
Operating Activities
Net income
Adjustments to reconcile net income to net cash provided by operations:
Depreciation
Depreciation – restructuring and merger and integration
Amortization
Impairment charges
Share-based compensation expense
Other restructuring activities
Loss on sale of assets – net
Loss on divestiture
Gain on sale of marketable securities
Deferred income tax benefit
Changes in assets and liabilities, net of effect from businesses acquired:
Trade receivables
Inventories
Other current assets
Accounts payable
Accrued liabilities
Proceeds from settlement of interest rate swaps – net
Defined benefit pension contributions
Income and other taxes
Other – net
Net Cash Provided by Operating Activities
Investing Activities
Businesses acquired, net of cash acquired
Additions to property, plant, and equipment
Equity investment in affiliate
Proceeds from divestiture
Sales and maturities of marketable securities
Proceeds from disposal of property, plant, and equipment
Other – net
Net Cash Used for Investing Activities
Financing Activities
Revolving credit facility – net
Repayments of long-term debt
Proceeds from long-term debt – net
Quarterly dividends paid
Purchase of treasury shares
Proceeds from stock option exercises
Other – net
Net Cash (Used for) Provided by Financing Activities
Effect of exchange rate changes on cash
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Year Ended April 30,
2014
2013
2012
$ 565.2
$ 544.2
$ 459.7
150.5
7.0
98.9
—
22.9
—
3.0
—
(3.7)
(8.0)
6.1
15.4
(26.9)
3.3
9.1
—
(9.4)
(9.5)
32.1
856.0
(101.8)
(279.5)
—
—
10.0
10.7
(9.7)
(370.3)
248.4
(50.0)
—
(238.0)
(508.5)
0.5
(27.9)
(575.5)
(13.1)
(102.9)
256.4
143.7
10.4
96.8
—
21.3
(0.7)
4.8
—
—
(15.6)
33.2
15.2
4.6
11.2
(6.7)
—
(40.0)
3.5
29.9
855.8
—
(206.5)
—
—
—
3.3
17.6
(185.6)
—
(50.0)
—
(222.8)
(364.2)
2.2
(6.2)
(641.0)
(2.5)
26.7
229.7
120.4
38.5
88.1
4.6
21.7
8.0
3.4
11.3
—
(17.2)
9.3
(48.2)
3.0
35.8
36.9
17.7
(11.4)
(3.0)
(47.7)
730.9
(737.3)
(274.2)
(35.9)
9.3
18.6
4.0
(20.4)
(1,035.9)
—
—
748.6
(213.7)
(315.8)
2.8
(2.3)
219.6
(4.7)
(90.1)
319.8
Cash and Cash Equivalents at End of Year
$ 153.5
$ 256.4
$ 229.7
( ) Denotes use of cash
See notes to consolidated financial statements.
42 The J. M. Smucker Company
(Dollars in millions)
Balance at May 1, 2011
Net income
Other comprehensive income
Comprehensive Income
Purchase of treasury shares
Stock plans (includes tax
benefit of $4.8)
Cash dividends declared
Other
Balance at April 30, 2012
Net income
Other comprehensive income
Comprehensive Income
Purchase of treasury shares
Stock plans (includes tax
benefit of $2.9)
Cash dividends declared
Other
Balance at April 30, 2013
Net income
Other comprehensive income
Comprehensive Income
Purchase of treasury shares
Stock plans (includes tax
benefit of $7.3)
Cash dividends declared
Other
Common
Shares
Outstanding
Common
Shares
Additional
Capital
Retained
Income
Accumulated
Other
Amount
Total
Due from Comprehensive Shareholders’
Equity
(Loss) Income
ESOP Trust
114,172,122
$28.5
$4,396.6
$ 866.9
459.7
$(3.3)
$ 3.6
(87.6)
(4,236,430)
(1.1)
(165.6)
(149.1)
349,023
0.2
30.2
110,284,715
27.6
4,261.2
(216.3)
961.2
544.2
(4,062,682)
(1.0)
(158.5)
(204.7)
264,902
22.4
106,486,935
26.6
4,125.1
(225.2)
1,075.5
565.2
0.7
(2.6)
0.8
(1.8)
(84.0)
7.4
(76.6)
25.0
(5,072,158)
(1.3)
(199.0)
(308.2)
282,623
0.1
39.7
(241.6)
0.1
0.8
$5,292.3
459.7
(87.6)
372.1
(315.8)
30.4
(216.3)
0.7
5,163.4
544.2
7.4
551.6
(364.2)
22.4
(225.2)
0.8
5,148.8
565.2
25.0
590.2
(508.5)
39.8
(241.6)
0.9
Balance at April 30, 2014
101,697,400
$25.4
$3,965.8
$1,091.0
$(1.0)
$(51.6)
$5,029.6
See notes to consolidated financial statements.
2014 Annual Report 43
(Dollars in millions, unless otherwise noted, except per share data)
The following table summarizes amounts related to share-based payments.
NOTE 1
ACCOUNTING POLICIES
Principles of Consolidation: The consolidated financial statements include the accounts of the Company, its wholly-owned
subsidiaries, and its majority-owned investments, if any. Intercompany transactions and accounts are eliminated in consolidation.
Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting
principles (“GAAP”) requires that we make certain estimates and assumptions that affect the amounts reported in the consolidated
financial statements and accompanying notes. Significant estimates in these consolidated financial statements include: allowances
for doubtful trade receivables, estimates of future cash flows associated with assets, asset impairments, useful lives and residual
values for depreciation and amortization, net realizable value of inventories, accruals for trade marketing and merchandising
programs, income taxes, and the determination of discount and other rate assumptions for defined benefit pension and other
postretirement benefit expenses. Actual results could differ from these estimates.
Revenue Recognition: We recognize revenue, net of estimated returns and allowances, when all of the following criteria have been
met: a valid customer order with a determinable price has been received; the product has been shipped and title has transferred to
the customer; there is no further significant obligation to assist in the resale of the product; and collectability is reasonably assured.
Trade marketing and merchandising programs are classified as a reduction of sales. A provision for estimated returns and allowances
is recognized as a reduction of sales at the time revenue is recognized.
Major Customer: Sales to Wal-Mart Stores, Inc. and subsidiaries amounted to 27 percent of net sales in 2014 and 26 percent of net
sales in both 2013 and 2012. These sales are primarily included in the two U.S. retail market segments. No other customer exceeded
10 percent of net sales for any year. Trade receivables at April 30, 2014 and 2013, included amounts due from Wal-Mart Stores, Inc.
and subsidiaries of $76.6 and $92.0, respectively.
Shipping and Handling Costs: Shipping and handling costs are included in cost of products sold.
Trade Marketing and Merchandising Programs: In order to support our products, various promotional activities are conducted
through retail trade, distributors, group purchasing organizations, foodservice operators, or directly with consumers, including
in-store display and product placement programs, feature price discounts, coupons, and other similar activities. We regularly
review and revise, when we deem necessary, estimates of costs for these promotional programs based on estimates of what will
be redeemed by retail trade, distributors, or consumers. These estimates are made using various techniques, including historical
data on performance of similar promotional programs. Differences between estimated expenditures and actual performance are
recognized as a change in estimate in a subsequent period. As the total promotional expenditures, including amounts classified
as a reduction of sales, represented 27 percent, 25 percent, and 23 percent of net sales in 2014, 2013, and 2012, respectively,
a possibility exists of materially different reported results if factors such as the level and success of the promotional programs
or other conditions differ from expectations.
Advertising Expense: Advertising costs are expensed as incurred. Advertising expense was $124.7, $131.6, and $119.6 in 2014,
2013, and 2012, respectively.
Research and Development Costs: Total research and development costs were $24.3, $24.7, and $21.9 in 2014, 2013, and
2012, respectively.
Share-Based Payments: Share-based compensation expense is recognized on a straight-line basis over the requisite service period,
which includes a one-year performance period plus the defined forfeiture period, which is typically four years of service or the
attainment of a defined age and years of service.
Share-based compensation expense included in selling,
distribution, and administrative expenses
Share-based compensation expense included in other restructuring
and merger and integration costs
Total share-based compensation expense
Related income tax benefit
Year Ended April 30,
2014
2013
$22.1
0.8
$22.9
$ 7.7
$20.5
0.8
$21.3
$ 7.1
2012
$19.3
2.5
$21.8
$ 7.5
As of April 30, 2014, total unrecognized share-based compensation cost related to nonvested share-based awards was $33.2.
The weighted-average period over which this amount is expected to be recognized is 3.0 years.
Corporate income tax benefits realized upon exercise or vesting of an award in excess of that previously recognized in earnings,
referred to as excess tax benefits, are presented in the Statements of Consolidated Cash Flows as a financing activity. Realized
excess tax benefits are credited to additional capital in the Consolidated Balance Sheets. Realized shortfall tax benefits, amounts
which are less than those previously recognized in earnings, are first offset against the cumulative balance of excess tax benefits,
if any, and then charged directly to income tax expense. For 2014, 2013, and 2012, the excess tax benefits realized upon exercise or
vesting of share-based compensation was $7.3, $2.9, and $4.8, respectively, and classified as other – net under financing activities
in the Statements of Consolidated Cash Flows.
Defined Contribution Plans: We offer employee savings plans for domestic and Canadian employees. Our contributions under
these plans are based on a specified percentage of employee contributions. Charges to operations for these plans in 2014, 2013,
and 2012 were $20.1, $18.6, and $16.1, respectively. For information on our defined benefit plans, see Note 7: Pensions and
Other Postretirement Benefits.
Income Taxes: We account for income taxes using the liability method. Accordingly, deferred tax assets and liabilities are recognized
for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and
liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply
to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred
tax assets and liabilities of a change in the applicable tax rate is recognized in income or expense in the period that the change is
effective. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will not be
realized. A tax benefit is recognized when it is more likely than not to be sustained.
We account for the financial statement recognition and measurement criteria of a tax position taken or expected to be taken in a tax
return under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740, Income Taxes. FASB ASC
740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, and disclosure.
In accordance with the requirements of FASB ASC 740, uncertain tax positions have been classified in the Consolidated Balance
Sheets as long term, except to the extent payment is expected within one year. We recognize net interest and penalties related to
unrecognized tax benefits in income tax expense.
Cash and Cash Equivalents: We consider all short-term, highly-liquid investments with a maturity of three months or less when
purchased to be cash equivalents.
Trade Receivables: In the normal course of business, we extend credit to customers. Trade receivables, less allowance for doubtful
accounts, reflects the net realizable value of receivables and approximates fair value. We evaluate our trade receivables and establish
an allowance for doubtful accounts based on a combination of factors. When aware that a specific customer has been impacted
by circumstances such as bankruptcy filings or deterioration in the customer’s operating results or financial position, potentially
making it unable to meet its financial obligations, we record a specific reserve for bad debt to reduce the related receivable to the
amount we reasonably believe is collectible. We also record reserves for bad debt for all other customers based on a variety of factors,
including the length of time the receivables are past due, historical collection experience, and an evaluation of current and projected
economic conditions at the balance sheet date. Trade receivables are charged off against the allowance after we determine that
the potential for recovery is remote. At April 30, 2014 and 2013, the allowance for doubtful accounts was $0.9 and $1.3, respectively.
We believe there is no concentration of risk with any single customer whose failure or nonperformance would materially affect results
other than as discussed in Major Customer.
44 The J. M. Smucker Company
2014 Annual Report 45
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
Inventories: Inventories are stated at the lower of cost or market. Cost for all inventories is determined using the first-in, first-out
method applied on a consistent basis.
The cost of finished products and work-in-process inventory includes materials, direct labor, and overhead. Work-in-process is
included in finished products in the Consolidated Balance Sheets and was $62.1 and $64.0 at April 30, 2014 and 2013, respectively.
Derivative Financial Instruments: We utilize derivative instruments such as basis contracts, commodity futures and options contracts,
foreign currency forwards and options, and interest rate swaps to manage exposures in commodity prices, foreign currency exchange
rates, and interest rates. We have policies in place that define acceptable instrument types we may enter into and establish controls
to limit our market risk exposure. We account for these derivative instruments in accordance with FASB ASC 815, Derivatives and
Hedging, which requires all derivative instruments to be recognized in the financial statements and measured at fair value, regardless
of the purpose or intent for holding them. For derivatives designated as cash flow hedges that are used to hedge forecasted
transactions, changes in fair value are deferred and recognized in shareholders’ equity as a component of accumulated other
comprehensive loss to the extent the hedges are effective and then recognized in the Statements of Consolidated Income in the period
during which the hedged transactions affect earnings. Hedge effectiveness is measured at inception and on a monthly basis. Any
ineffectiveness associated with the hedge or changes in fair value of derivatives that are nonqualifying are recognized immediately
in the Statements of Consolidated Income. Derivatives designated as fair value hedges that are used to hedge against changes in
the fair value of the underlying long-term debt are recognized at fair value on the Consolidated Balance Sheets. Changes in the fair
value of the derivative are recognized in the Statements of Consolidated Income and are offset by the change in the fair value of
the underlying long-term debt. For additional information, see Note 11: Derivative Financial Instruments.
Property, Plant, and Equipment: Property, plant, and equipment is recognized at cost and is depreciated on a straight-line basis
over the estimated useful life of the asset (3 to 20 years for machinery and equipment, 3 to 7 years for capitalized software costs,
and 5 to 40 years for buildings, fixtures, and improvements).
We lease certain land, buildings, and equipment for varying periods of time, with renewal options. Rent expense in 2014, 2013,
and 2012 totaled $60.6, $59.2, and $56.5, respectively. As of April 30, 2014, our minimum operating lease obligations were as follows:
$24.0 in 2015, $23.3 in 2016, $20.5 in 2017, $18.4 in 2018, and $12.7 in 2019.
In accordance with FASB ASC 360, Property, Plant, and Equipment, long-lived assets, except goodwill and indefinite-lived intangible
assets, are reviewed for impairment when circumstances indicate the carrying value of an asset may not be recoverable. Recoverability
of assets to be held and used is measured by a comparison of the carrying amount of the assets to future net undiscounted cash
flows we estimate to be generated by such assets. If such assets are considered to be impaired, the impairment to be recognized is
the amount by which the carrying amount of the assets exceeds their estimated fair value. Assets to be disposed of by sale are
recognized as held for sale at the lower of carrying value or fair value less cost to sell.
Goodwill and Other Intangible Assets: Goodwill is the excess of the purchase price paid over the estimated fair value of the net
assets of a business acquired. In accordance with FASB ASC 350, Intangibles – Goodwill and Other, goodwill and other indefinite-
lived intangible assets are not amortized but are reviewed at least annually for impairment. We conduct our annual test for
impairment of goodwill and other indefinite-lived intangible assets as of February 1 of each year. A discounted cash flow valuation
technique is utilized to estimate the fair value of our reporting units and indefinite-lived intangible assets. We also use a market-
based approach to estimate the fair value of our reporting units. For annual impairment testing purposes, we have six reporting
units. The discount rates utilized in the cash flow analyses are developed using a weighted-average cost of capital methodology.
In addition to the annual test, we test for impairment if events or circumstances occur that would more likely than not reduce the
fair value of a reporting unit below its carrying amount. Finite-lived intangible assets are amortized on a straight-line basis over
their estimated useful lives. For additional information, see Note 6: Goodwill and Other Intangible Assets.
Marketable Securities and Other Investments: Under our investment policy, we may invest in debt securities deemed to be
investment grade at the time of purchase for general corporate purposes. We determine the appropriate categorization of debt
securities at the time of purchase and reevaluate such designation at each balance sheet date. We typically categorize all debt
securities as available for sale, as we have the intent to convert these investments into cash if and when needed. Classification
of available-for-sale marketable securities as current or noncurrent is based on whether the conversion to cash is expected to
be necessary for operations in the upcoming year, which is consistent with the security’s maturity date, if applicable.
Securities categorized as available for sale are stated at fair value, with unrealized gains and losses reported as a component of
accumulated other comprehensive loss. All available-for-sale marketable securities had matured or were sold prior to April 30,
2012, other than the funds associated with nonqualified retirement plans discussed below. Proceeds of $18.6 were realized upon
maturity or sale of available-for-sale marketable securities in 2012 and were reported in sales and maturities of marketable securi-
ties in the Statement of Consolidated Cash Flows. We use specific identification to determine the basis on which securities are sold.
We also maintain funds for the payment of benefits associated with nonqualified retirement plans. These funds include investments
considered to be available-for-sale marketable securities. During 2014, proceeds of $10.0 were realized upon the sale of mutual
funds associated with these investments and reported in sales and maturities of marketable securities in the Statement of
Consolidated Cash Flows. A gain of $3.7 was also realized and reported in gain on sale of marketable securities in the Statement
of Consolidated Cash Flows. At April 30, 2014 and 2013, the fair value of these investments was $55.4 and $48.8, respectively,
and was included in other noncurrent assets in the Consolidated Balance Sheets. Included in accumulated other comprehensive
loss at April 30, 2014 and 2013, were unrealized pre-tax gains of $5.3 and $7.1, respectively.
Equity Method Investment: We have a 25 percent equity interest in Guilin Seamild Biologic Technology Development Co., Ltd. (“Seamild”),
a privately-owned manufacturer and marketer of oats products in China. The initial investment in Seamild of $35.9 was recorded at
cost and is included in other noncurrent assets in the Consolidated Balance Sheets. The difference between the carrying amount of
the investment and the underlying equity in net assets is primarily attributable to goodwill and other intangible assets. Under the
equity method of accounting, the investment is adjusted for our proportionate share of earnings or losses, including consideration
of basis differences resulting from the difference between the initial carrying amount of the investment and the underlying equity
in net assets. The value of our investment did not change significantly and did not have a material impact on the International,
Foodservice, and Natural Foods segment or the consolidated financial statements for the years ended April 30, 2014 and 2013.
Foreign Currency Translation: Assets and liabilities of foreign subsidiaries are translated using the exchange rates in effect at
the balance sheet date, while income and expenses are translated using average rates. Translation adjustments are reported as a
component of shareholders’ equity in accumulated other comprehensive loss. Included in accumulated other comprehensive loss
at April 30, 2014 and 2013, were foreign currency gains of $31.7 and $61.5, respectively.
Recently Issued Accounting Standards: In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from
Contracts with Customers (Topic 606), which was the result of a joint project by the FASB and International Accounting Standards
Board to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and International
Financial Reporting Standards. The issuance of a comprehensive and converged standard on revenue recognition is expected to
enable financial statement users to better understand and consistently analyze an entity’s revenue across industries, transactions,
and geographies. The standard will require additional disclosures to help financial statement users better understand the nature,
amount, timing, and potential uncertainty of the revenue that is recognized. ASU 2014-09 will be effective for us on May 1, 2017,
and will require either retrospective application to each prior reporting period presented or retrospective application with the
cumulative effect of initially applying the standard recognized at the date of adoption. We are currently evaluating the impact the
application of ASU 2014-09 will have on our financial statements and disclosures.
Risks and Uncertainties: The raw materials we use are primarily commodities, agricultural-based products, and packaging
materials. The principal packaging materials we use are glass, plastic, steel cans, caps, carton board, and corrugate. The fruit and
vegetable raw materials used in the production of our food products are purchased from independent growers and suppliers. Green
coffee, peanuts, edible oils, sweeteners, milk, flour, corn, and other ingredients are obtained from various suppliers. The availability,
quality, and cost of many of these commodities have fluctuated, and may continue to fluctuate, over time. Green coffee is sourced
solely from foreign countries and its supply and price are subject to high volatility due to factors such as weather, global supply and
demand, pest damage, speculative influences, and political and economic conditions in the source countries. Raw materials are
generally available from numerous sources, although we have elected to source certain plastic packaging materials from single
sources of supply pursuant to long-term contracts. While availability may vary from year to year, we believe that we will continue
to be able to obtain adequate supplies and that alternatives to single-sourced materials are available. We have not historically
encountered significant shortages of key raw materials. We consider our relationships with key material suppliers to be good.
Of our total employees, 26 percent are covered by union contracts at eight locations. The contracts vary in term depending on the
location, with one contract expiring in 2015, representing 1 percent of our total employees.
We insure our business and assets in each country against insurable risks, to the extent that we deem appropriate, based upon an
analysis of the relative risks and costs.
Reclassifications: Certain prior year amounts have been reclassified to conform to current year classifications.
46 The J. M. Smucker Company
2014 Annual Report 47
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company NOTE 2
ACQUISITIONS
The purchase price allocated to the identifiable intangible assets acquired is as follows:
During 2014, we completed two acquisitions for aggregate net cash consideration of $101.8, net of working capital adjustments.
Enray Inc. (“Enray”), a leading manufacturer and marketer of premium organic, gluten-free ancient grain products, was acquired
on August 20, 2013. Silocaf of New Orleans, Inc. (“Silocaf”), a strategic investment related to our green coffee supply chain, was
acquired on September 5, 2013.
The purchase price for each business acquired was allocated to the underlying assets acquired and liabilities assumed based upon
their estimated fair values at the date of acquisition. The purchase price allocations include total intangible assets of $37.6 for both
Enray and Silocaf. To the extent the purchase price exceeded the estimated fair value of the net identifiable tangible and intangible
assets acquired, the excess was allocated to goodwill. Valuations resulted in Enray goodwill of $29.3, which was assigned to the
International, Foodservice, and Natural Foods segment, and Silocaf goodwill of $22.8, which was assigned to the U.S. Retail Coffee
segment. Silocaf goodwill is preliminary pending the finalization of our tax basis.
The results of operations for both of the acquired businesses are included in the consolidated financial statements from the dates
of the transactions and did not have a material impact on the year ended April 30, 2014.
On January 3, 2012, we completed the acquisition of a majority of the North American foodservice coffee and hot beverage business
of the former Sara Lee Corporation, including a liquid coffee manufacturing facility in Suffolk, Virginia, for $420.6 in an all-cash
transaction. Utilizing proceeds from the 3.50 percent Senior Notes issued in October 2011, we paid Sara Lee Corporation, renamed
The Hillshire Brands Company, $375.6, net of a working capital adjustment, and planned to pay an additional $50.0 in declining
installments through June 2021, to a subsidiary of D.E Master Blenders 1753 N.V., an independent public company separated from
The Hillshire Brands Company. The $50.0 obligation, included in other current liabilities and other noncurrent liabilities in the
Consolidated Balance Sheet, was recognized at a present value of $45.0 and was paid in full as of April 30, 2014. During 2014 and
2013, payments of $35.0 and $10.0, respectively, were made and included in other – net financing on the Statements of Consolidated
Cash Flows.
We incurred one-time costs of $0.9 in 2014, bringing total costs to $26.4 through April 30, 2014, directly related to the integration
of the acquired business, and the charges were reported in other restructuring and merger and integration costs in the Statements
of Consolidated Income. Total one-time costs related to the acquisition consist primarily of transition services provided by Sara Lee
Corporation and employee separation and relocation costs, nearly all of which are cash related.
The purchase price was allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values
at the date of acquisition. We determined the estimated fair values based on independent appraisals, discounted cash flow analyses,
and our own estimates. The purchase price exceeded the estimated fair value of the net identifiable tangible and intangible assets
acquired, and, as such, the excess was allocated to goodwill. The amount allocated to goodwill was primarily attributable to
anticipated synergies and market expansion.
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as part of the acquisition of
the North American foodservice coffee and hot beverage business, at the acquisition date.
Assets acquired:
Cash and cash equivalents
Other current assets
Property, plant, and equipment
Goodwill
Intangible assets
Other noncurrent assets
Total assets acquired
Liabilities assumed:
Current liabilities
Noncurrent liabilities
Total liabilities assumed
Net assets acquired
$ 1.2
42.6
92.8
149.9
138.9
0.9
$426.3
$ 3.6
2.1
$ 5.7
$420.6
Of the total goodwill assigned to the International, Foodservice, and Natural Foods segment, $146.6 was deductible for income
tax purposes.
48 The J. M. Smucker Company
Intangible assets with finite lives:
Customer relationships (10-year useful life)
Technology (10-year useful life)
Trademarks (6-year weighted-average useful life)
Total intangible assets
$ 92.0
23.8
23.1
$138.9
On May 16, 2011, we completed the acquisition of the coffee brands and business operations of Rowland Coffee Roasters, Inc.
(“Rowland Coffee”), a privately-held company headquartered in Miami, Florida, for $362.8. The acquisition included a manufacturing,
distribution, and office facility in Miami. We utilized cash on hand and borrowed $180.0 under our revolving credit facility to fund
the transaction. In addition, we incurred one-time costs of $10.9 in 2014, bringing total costs to $24.3 through April 30, 2014, directly
related to the integration of Rowland Coffee, which includes cumulative costs of $10.3 in noncash expense items that were reported
in cost of products sold – restructuring and merger and integration. The remaining charges were reported in other restructuring
and merger and integration costs in the Statements of Consolidated Income. Total one-time costs related to the acquisition include
noncash charges, primarily accelerated depreciation, associated with consolidating coffee production in Miami into our existing
facilities in New Orleans, Louisiana.
The purchase price was allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values
at the date of acquisition. We determined the estimated fair values based on independent appraisals, discounted cash flow analyses,
and our own estimates. The purchase price exceeded the estimated fair value of the net identifiable tangible and intangible assets
acquired, and, as such, the excess was allocated to goodwill. The amount allocated to goodwill was primarily attributable
to anticipated synergies and market expansion.
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as part of the Rowland
Coffee acquisition, at the acquisition date.
Assets acquired:
Current assets
Property, plant, and equipment
Goodwill
Intangible assets
Total assets acquired
Liabilities assumed:
Current liabilities
Total liabilities assumed
Net assets acquired
$ 34.0
29.2
91.7
213.5
$368.4
$ 5.6
$ 5.6
$362.8
Goodwill of $84.8 and $6.9 was assigned to the U.S. Retail Coffee and the International, Foodservice, and Natural Foods segments,
respectively. Total goodwill deductible for income tax purposes was $94.8.
The purchase price allocated to the identifiable intangible assets acquired is as follows:
Intangible assets with finite lives:
Customer relationships (19-year weighted-average useful life)
Trademark (10-year useful life)
Intangible assets with indefinite lives:
Trademarks
Total intangible assets
$147.8
1.6
64.1
$213.5
2014 Annual Report 49
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
NOTE 3
RESTRUCTURING
NOTE 4
REPORTABLE SEGMENTS
During 2010, we announced plans to restructure our coffee and fruit spreads operations as part of our ongoing efforts to enhance
the long-term strength and profitability of our leading brands. Since then, we expanded our restructuring plan to include the
Canadian pickle and condiments operations and the capacity expansion of our peanut butter business. Pickle and condiments
production was transitioned to third-party manufacturers during 2012. The consolidation of coffee production in New Orleans,
Louisiana, related to these restructuring initiatives is complete, and the majority of our retail and foodservice fruit spreads volume
is being produced at our new facility in Orrville, Ohio. All of the impacted facilities have been closed, and nearly all of the anticipated
850 full-time positions have been reduced.
We expect to incur total restructuring costs of approximately $265.0 for the entire restructuring plan, of which $248.4 has been
incurred through April 30, 2014. The majority of the remaining costs are anticipated to be recognized through 2015.
The following table summarizes the restructuring activity, including the liabilities recorded and the total amount expected
to be incurred.
Total expected restructuring charge
Long-Lived
Asset Charges
$102.8
Employee
Separation
$ 63.8
Site Preparation
and Equipment
Relocation
$ 45.4
Production
Start-up
$ 42.8
Other Costs
$10.2
Balance at May 1, 2011
Charge to expense
Cash payments
Noncash utilization
Balance at April 30, 2012
Charge to expense
Cash payments
Noncash utilization
Balance at April 30, 2013
Charge to expense
Cash payments
Noncash utilization
Balance at April 30, 2014
Remaining expected restructuring charge
$
—
34.2
—
(34.2)
$
$
—
8.2
—
(8.2)
—
2.7
—
(2.7)
$
$
—
0.2
$ 10.2
20.4
(13.8)
(8.0)
$ 8.8
3.4
(4.5)
—
$ 7.7
2.6
(8.4)
(0.2)
$ 1.7
$ 0.3
$
—
13.0
(13.0)
—
$
—
13.4
(13.4)
—
$
—
7.2
(7.2)
—
$
—
$ 5.2
$
—
10.6
(10.6)
—
$
—
10.8
(10.8)
—
$
—
7.2
(7.2)
—
$
—
$ 9.0
$
—
2.9
(2.9)
—
$
$
—
3.0
(3.0)
—
—
1.1
(1.1)
—
$
—
$ 1.9
Total
$265.0
$ 10.2
81.1
(40.3)
(42.2)
$ 8.8
38.8
(31.7)
(8.2)
$ 7.7
20.8
(23.9)
(2.9)
$
1.7
$ 16.6
During the years ended April 30, 2014, 2013, and 2012, total restructuring charges of $20.8, $38.8, and $81.1, respectively, were
reported in the Statements of Consolidated Income. Of the total restructuring charges, $5.1, $10.0, and $38.6 were reported in cost
of products sold – restructuring and merger and integration in the years ended April 30, 2014, 2013, and 2012, respectively. The
remaining charges were reported in other restructuring and merger and integration costs. The restructuring costs classified as cost
of products sold – restructuring and merger and integration primarily include long-lived asset charges for accelerated depreciation
related to property, plant, and equipment that had been used at the affected production facilities prior to closure.
Employee separation costs include severance, retention bonuses, and pension costs. Severance costs and retention bonuses are
recognized over the estimated future service period of the affected employees. The obligation related to employee separation costs
is included in current liabilities in the Consolidated Balance Sheets.
Other costs include professional fees, costs related to closing the facilities, and miscellaneous expenditures associated with the
restructuring initiative and are expensed as incurred.
We operate in one industry: the manufacturing and marketing of food products. We have three reportable segments: U.S. Retail
Coffee, U.S. Retail Consumer Foods, and International, Foodservice, and Natural Foods. The U.S. Retail Coffee segment primarily
represents the domestic sales of Folgers, Dunkin’ Donuts, Millstone, Café Bustelo, and Café Pilon branded coffee; the U.S. Retail
Consumer Foods segment primarily includes domestic sales of Jif, Smucker’s, Pillsbury, Crisco, Martha White, Hungry Jack, and
Eagle Brand branded products; and the International, Foodservice, and Natural Foods segment is comprised of products distributed
domestically and in foreign countries through retail channels, foodservice distributors and operators (e.g., restaurants, lodging,
schools and universities, health care operators), and health and natural foods stores and distributors.
Segment profit represents revenue, less direct and allocable operating expenses, and is presented consistent with the way in which
we manage segments. However, we do not represent that the segments, if operated independently, would report the segment profit
set forth below, as segment profit excludes certain operating expenses such as corporate administrative expenses. Segment assets
represent direct and allocable assets, including certain corporate-held assets such as property, plant, and equipment, which are
also set forth in the following table.
Net sales:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Total net sales
Segment profit:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Total segment profit
Interest expense – net
Cost of products sold – restructuring and merger and integration
Other restructuring and merger and integration costs
Other special project costs
Corporate administrative expenses
Other income – net
Income before income taxes
Assets:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Unallocated (A)
Total assets
Depreciation, amortization, and impairment charges:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Unallocated (B)
Total depreciation, amortization, and impairment charges
Additions to property, plant, and equipment:
U.S. Retail Coffee
U.S. Retail Consumer Foods
International, Foodservice, and Natural Foods
Total additions to property, plant, and equipment
Year Ended April 30,
2014
2013
2012
$2,161.7
2,172.6
1,276.3
$5,610.6
$ 641.9
396.9
167.1
$1,205.9
(79.4)
(9.4)
(25.6)
—
(251.9)
10.1
$2,306.5
2,214.8
1,376.4
$5,897.7
$ 607.5
415.3
198.2
$1,221.0
(93.4)
(11.5)
(42.8)
(6.7)
(249.6)
0.3
$2,297.7
2,094.5
1,133.6
$5,525.8
$ 543.0
393.3
168.6
$1,104.9
(79.8)
(43.2)
(72.5)
—
(210.9)
2.7
$ 849.7
$ 817.3
$ 701.2
$4,885.6
2,684.1
1,248.9
253.5
$9,072.1
$ 99.9
52.9
67.4
36.2
$ 256.4
$ 50.7
138.8
90.0
$ 279.5
$4,882.4
2,618.2
1,201.3
329.9
$9,031.8
$ 100.7
47.1
63.7
39.4
$ 250.9
$
46.5
85.1
74.9
$ 206.5
$5,033.6
2,612.7
1,179.6
289.3
$9,115.2
$ 102.3
46.7
37.7
64.9
$ 251.6
$
86.9
159.5
27.8
$ 274.2
50 The J. M. Smucker Company
(A) Primarily represents unallocated cash and cash equivalents and corporate-held investments.
(B) Primarily represents unallocated depreciation expense included in cost of products sold – restructuring and merger and integration and corporate administrative expense,
mainly software amortization.
2014 Annual Report 51
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
Beginning in 2015, our calculation of segment profit will be modified to exclude unallocated gains and losses on commodity and
foreign exchange derivatives, which will be reported outside of segment operating results until the related inventory is sold. The
mark-to-market gains and losses on derivatives not designated as hedging instruments are currently recorded directly in segment
profit as a component of cost of products sold, regardless of when the related commodity affects earnings. We believe this change
more accurately aligns the derivative gains and losses with the underlying exposures being hedged and allows the segments to
realize the economic effect of the derivative without the mark-to-market volatility.
The following table presents certain geographical information.
Net sales:
Domestic
International:
Canada
All other international
Total international
Total net sales
Assets:
Domestic
International:
Canada
All other international
Total international
Total assets
Long-lived assets (excluding goodwill and other intangible assets):
Domestic
International:
Canada
All other international
Total international
Total long-lived assets (excluding goodwill and other intangible assets)
Year Ended April 30,
2014
2013
2012
$5,092.0
$5,355.9
$5,014.7
$ 437.2
81.4
$ 518.6
$5,610.6
$ 459.5
82.3
$ 541.8
$5,897.7
$ 447.0
64.1
$ 511.1
$5,525.8
$8,650.5
$8,585.4
$8,683.5
$ 257.7
163.9
$ 421.6
$9,072.1
$ 396.3
50.1
$ 446.4
$ 9,031.8
$ 386.0
45.7
$ 431.7
$9,115.2
$1,355.1
$1,234.7
$1,164.8
$
16.5
38.9
$
55.4
$1,410.5
$ 20.6
39.0
$ 59.6
$1,294.3
$
28.1
37.2
$
65.3
$1,230.1
The following table presents product category sales as a percentage of consolidated net sales.
Coffee
Peanut butter
Fruit spreads
Shortening and oils
Baking mixes and frostings
Canned milk
Flour and baking ingredients
Juices and beverages
Frozen handheld
Portion control
Toppings and syrups
Other
Total product sales
52 The J. M. Smucker Company
Year Ended April 30,
2014
2013
2012
46%
13
6
6
6
5
4
3
3
2
2
4
48%
13
6
6
6
4
4
3
3
2
2
3
48%
12
7
7
6
5
5
2
2
2
2
2
100%
100%
100%
NOTE 5
EARNINGS PER SHARE
The following table sets forth the computation of net income per common share and net income per common share − assuming
dilution under the two-class method.
Net income
Net income allocated to participating securities
Net income allocated to common stockholders
Weighted-average common shares outstanding
Dilutive effect of stock options
Year Ended April 30,
2014
$565.2
4.5
$560.7
2013
$544.2
4.7
$539.5
2012
$459.7
4.2
$455.5
103,504,121
14,346
107,881,519
23,256
112,212,677
49,616
Weighted-average common shares outstanding – assuming dilution
103,518,467
107,904,775
112,262,293
Net income per common share
Net income per common share – assuming dilution
$ 5.42
$ 5.42
$ 5.00
$ 5.00
$ 4.06
$ 4.06
NOTE 6
GOODWILL AND OTHER INTANGIBLE ASSETS
During 2014, we adopted FASB ASU 2012-02, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible
Assets for Impairment. ASU 2012-02 simplifies the guidance for testing impairment of indefinite-lived intangible assets by allowing
the option to perform a qualitative test to assess the likelihood that the estimated fair value is less than the carrying amount.
We did not elect to perform a qualitative test, therefore, the adoption of ASU 2012-02 did not change the process for our February 1,
2014, annual impairment test and did not impact the financial statements or related disclosure.
A summary of changes in goodwill during the years ended April 30, 2014 and 2013, by reportable segment is as follows:
Balance at May 1, 2012
Other
Balance at April 30, 2013
Acquisitions
Other
Balance at April 30, 2014
U.S. Retail
Coffee
$1,720.3
—
$1,720.3
22.8
—
$1,743.1
U.S. Retail
Consumer
Foods
$1,035.2
(0.6)
$1,034.6
—
(2.4)
$1,032.2
International,
Foodservice, and
Natural Foods
$299.1
(1.1)
$298.0
29.3
(4.4)
$322.9
Total
$3,054.6
(1.7)
$3,052.9
52.1
(6.8)
$3,098.2
The other amounts represent foreign currency exchange for the years ended April 30, 2014 and 2013.
2014 Annual Report 53
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
Other intangible assets and related accumulated amortization and impairment charges are as follows:
NOTE 7
PENSIONS AND OTHER POSTRETIREMENT BENEFITS
Finite-lived intangible assets subject
to amortization:
Customer and contractual relationships
Patents and technology
Trademarks
Total intangible assets subject
to amortization
Indefinite-lived intangible assets
not subject to amortization:
Trademarks
Total other intangible assets
April 30, 2014
April 30, 2013
Accumulated
Amortization/
Impairment
Charges
Acquisition
Cost
Accumulated
Amortization/
Impairment
Charges
Acquisition
Cost
Net
Net
$1,436.2
164.5
70.0
$392.6
61.9
36.5
$1,043.6
102.6
33.5
$1,415.1
158.8
62.5
$314.8
49.3
26.9
$1,100.3
109.5
35.6
$1,670.7
$491.0
$1,179.7
$1,636.4
$391.0
$1,245.4
$1,858.9
$3,529.6
$ 14.3
$505.3
$1,844.6
$3,024.3
$1,855.6
$3,492.0
$ 11.6
$1,844.0
$402.6
$3,089.4
Amortization expense for finite-lived intangible assets was $98.7, $96.6, and $87.7 in 2014, 2013, and 2012, respectively. The
weighted-average useful lives of the customer and contractual relationships, patents and technology, and trademarks are 19 years,
14 years, and 10 years, respectively. The weighted-average useful life of the total finite-lived intangible assets is 18 years. Based on
the amount of intangible assets subject to amortization at April 30, 2014, the estimated amortization expense is $99.5 for 2015,
$99.6 for 2016, $98.9 for 2017, $96.5 for 2018, and $94.9 for 2019.
We review goodwill and other indefinite-lived intangible assets at least annually for impairment. The annual impairment review
was performed as of February 1, 2014. Goodwill impairment is tested at the reporting unit level. We have six reporting units.
No goodwill or other indefinite-lived intangible asset impairment was recognized as a result of the annual evaluation performed
as of February 1, 2014. The estimated fair value of each reporting unit and other indefinite-lived intangible asset was substantially
in excess of its carrying value as of the annual test date, with the exception of the Crisco trademark. The estimated fair value of
the Crisco trademark decreased approximately $7.0, or 4 percent, from 2013 to 2014. We anticipate modest long-term growth
for the Crisco business due to the competitive landscape of the category and assumed a long-term growth rate of 2.5 percent
for the 2014 impairment test. A sensitivity analysis was performed on the Crisco trademark assuming a hypothetical 50-basis-
point increase in the discount rate and a 50-basis-point decrease in the expected long-term growth rate and yielded an estimated
fair value slightly below carrying value. The Crisco trademark represents less than 10 percent of total other indefinite-lived
intangible assets.
Nonrecurring fair value adjustments of $4.6 were recognized related to the impairment of certain intangible assets in 2012.
The impairment recognized was related to a finite-lived trademark upon evaluation of the historical performance and future
growth of this regional canned milk brand.
54 The J. M. Smucker Company
We have defined benefit pension plans covering certain U.S. and Canadian employees. Benefits are based on the employee’s years of
service and compensation. Our plans are funded in conformity with the funding requirements of applicable government regulations.
In addition to providing pension benefits, we sponsor several unfunded postretirement plans that provide health care and life
insurance benefits to certain retired U.S. and Canadian employees. These plans are contributory, with retiree contributions adjusted
periodically, and contain other cost-sharing features, such as deductibles and coinsurance. Covered employees generally are eligible
for these benefits when they reach age 55 and have attained 10 years of credited service.
Upon completion of the restructuring plan discussed in Note 3: Restructuring, approximately 850 full-time positions will be reduced.
As of April 30, 2014, all of the impacted facilities have been closed and nearly all of the anticipated 850 full-time positions have
been reduced. We have included the impact of the reductions in measuring the U.S. and Canadian benefit obligation of the pension
plans and other postretirement plans at April 30, 2014, 2013, and 2012. Included in the following tables are charges recognized for
termination benefits, curtailment, and settlement as a result of the restructuring plan.
During 2013, a portion of our terminated pension participants received lump-sum cash settlements in order to reduce our future
pension obligation and administrative costs. The charges related to the lump-sum cash settlements are included below in settlement
loss and were reported in other special project costs in the Statement of Consolidated Income for the year ended April 30, 2013.
The lump-sum offerings in 2013 conclude the pension settlement special project cost activities.
The following table summarizes the components of net periodic benefit cost and the change in accumulated other comprehensive
loss related to the defined benefit pension and other postretirement plans.
Defined Benefit Pension Plans
Other Postretirement Benefits
Year Ended April 30,
Service cost
Interest cost
Expected return on plan assets
Amortization of prior service cost (credit)
Amortization of net actuarial loss
Curtailment loss (gain)
Settlement loss
Termination benefit cost
Net periodic benefit cost
Other changes in plan assets and benefit liabilities
recognized in accumulated other comprehensive
loss before income taxes:
Prior service (cost) credit arising during the year
Net actuarial gain (loss) arising during the year
Amortization of prior service cost (credit)
Amortization of net actuarial loss
Curtailment loss (gain)
Settlement loss
Foreign currency translation
2014
$ 8.7
21.8
(25.4)
1.2
13.2
—
—
—
$ 19.5
$
—
19.3
1.2
13.2
—
—
2.9
2013
$ 8.8
23.9
(25.3)
1.0
13.1
—
6.7
—
$ 28.2
$ (4.0)
(20.5)
1.0
13.1
2.0
6.7
0.9
2012
$ 8.1
26.2
(27.0)
1.1
9.4
1.1
1.1
1.8
$ 21.8
$
—
(82.1)
1.1
9.4
1.1
1.1
1.1
Net change for year
$ 36.6
$ (0.8)
$(68.3)
2014
$ 2.3
2.3
—
(1.1)
—
—
—
—
$ 3.5
$ 1.7
7.5
(1.1)
—
—
—
—
$ 8.1
2013
$ 2.5
3.0
—
(0.4)
—
—
—
—
$ 5.1
$ 9.6
(4.5)
(0.4)
—
—
—
—
$ 4.7
2012
$ 2.3
3.1
—
(0.4)
—
(0.1)
—
2.0
$ 6.9
$ —
(4.2)
(0.4)
—
(0.1)
—
(0.1)
$(4.8)
Weighted-average assumptions used in determining
net periodic benefit costs:
U.S. plans:
Discount rate
Expected return on plan assets
Rate of compensation increase
Canadian plans:
Discount rate
Expected return on plan assets
Rate of compensation increase
3.99%
6.75
4.13
3.65%
5.78
3.00
4.70%
7.00
4.12
4.20%
6.17
4.00
5.50%
7.00
4.14
5.00%
6.66
4.00
3.80%
—
—
3.70%
—
—
4.70%
—
—
4.20%
—
—
5.50%
—
—
5.00%
—
—
2014 Annual Report 55
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
We use a measurement date of April 30 to determine defined benefit pension and other postretirement benefit plans’ assets and
benefit obligations. The following table sets forth the combined status of the plans as recognized in the Consolidated Balance Sheets.
April 30,
Change in benefit obligation:
Benefit obligation at beginning of year
Service cost
Interest cost
Amendments
Actuarial (gain) loss
Participant contributions
Benefits paid
Foreign currency translation adjustments
Curtailment
Settlement
Other adjustments
Benefit obligation at end of year
Change in plan assets:
Fair value of plan assets at beginning of year
Actual return on plan assets
Company contributions
Participant contributions
Benefits paid
Foreign currency translation adjustments
Settlement
Fair value of plan assets at end of year
Funded status of the plans
Defined benefit pensions
Accrued compensation
Postretirement benefits other than pensions
Net benefit liability
Defined Benefit Pension Plans
Other Postretirement Benefits
2014
2013
2014
2013
$ 575.7
8.7
21.8
—
(19.7)
0.1
(34.2)
(10.1)
—
—
—
$ 542.3
$ 410.7
25.0
9.4
0.1
(34.2)
(8.9)
—
$ 402.1
$(140.2)
$(135.7)
(4.5)
—
$(140.2)
$ 561.7
8.8
23.9
4.2
39.6
0.5
(43.6)
(2.6)
(2.0)
(14.8)
—
$ 575.7
$ 386.5
44.2
40.0
0.5
(43.6)
(2.1)
(14.8)
$ 410.7
$(165.0)
$(163.0)
(2.0)
—
$(165.0)
$ 67.1
2.3
2.3
(1.7)
(7.5)
1.2
(3.5)
(1.1)
—
—
(0.6)
$ 58.5
$
—
—
2.3
1.2
(3.5)
—
—
$
—
$(58.5)
$
—
—
(58.5)
$(58.5)
$ 68.8
2.5
3.0
(9.6)
4.5
1.5
(3.7)
(0.2)
—
—
0.3
$ 67.1
$
—
—
2.2
1.5
(3.7)
—
—
$
—
$(67.1)
$
—
—
(67.1)
$(67.1)
The following table summarizes amounts recognized in accumulated other comprehensive loss in the Consolidated Balance Sheets,
before income taxes.
April 30,
Net actuarial (loss) gain
Prior service (cost) credit
Total recognized in accumulated other comprehensive loss
Defined Benefit Pension Plans
Other Postretirement Benefits
2014
$(166.7)
(4.9)
$(171.6)
2013
$(202.1)
(6.1)
$(208.2)
2014
$ 5.3
11.5
$ 16.8
2013
$ (2.2)
10.9
$ 8.7
During 2015, we expect to recognize amortization of net actuarial losses and prior service credit of $10.0 and $0.2, respectively,
in net periodic benefit cost.
The following table sets forth the weighted-average assumptions used in determining the benefit obligations.
April 30,
U.S. plans:
Discount rate
Rate of compensation increase
Canadian plans:
Discount rate
Rate of compensation increase
Defined Benefit Pension Plans
Other Postretirement Benefits
2014
2013
2014
2013
4.45%
4.13
4.11%
3.00
3.99%
4.12
3.65%
3.00
4.30%
—
4.10%
—
3.80%
—
3.70%
—
For 2015, the assumed health care trend rates are 7.0 percent and 5.5 percent for the U.S. and Canadian plans, respectively. The
rate for participants under age 65 is assumed to decrease to 5.0 percent in 2019 and 4.5 percent in 2017 for the U.S. and Canadian
plans, respectively. The health care cost trend rate assumption has a significant effect on the amount of the other postretirement
benefits obligation and periodic other postretirement benefits cost reported.
A one percentage point annual change in the assumed health care cost trend rate would have the following effect as of April 30, 2014:
Effect on total service and interest cost components
Effect on benefit obligation
One Percentage Point
Increase
$0.1
1.1
Decrease
$0.1
1.2
The following table sets forth selective information pertaining to our Canadian pension and other postretirement benefit plans.
Defined Benefit Pension Plans
Other Postretirement Benefits
Year Ended April 30,
Benefit obligation at end of year
Fair value of plan assets at end of year
Funded status of the plans
Components of net periodic benefit cost:
Service cost
Interest cost
Expected return on plan assets
Amortization of net actuarial loss
Net periodic benefit cost
Changes in plan assets:
Company contributions
Participant contributions
Benefits paid
Actual return on plan assets
Foreign currency translation
2014
$113.3
105.6
$
(7.7)
$ 0.5
4.2
(5.8)
1.3
$ 0.2
$ 5.4
0.1
(8.6)
10.6
(8.9)
2013
$125.7
107.1
$ (18.6)
$ 1.3
5.0
(6.2)
1.7
$ 1.8
$ 5.0
0.4
(9.4)
8.7
(2.1)
2014
$ 11.4
—
$(11.4)
$
—
0.5
—
—
2013
$ 13.5
—
$(13.5)
$
—
0.6
—
—
$ 0.5
$ 0.6
$ 0.8
—
(0.8)
—
—
$ 0.9
—
(0.9)
—
—
56 The J. M. Smucker Company
2014 Annual Report 57
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
The following table sets forth additional information related to our defined benefit pension plans.
Accumulated benefit obligation for all pension plans
Plans with an accumulated benefit obligation in excess of plan assets:
Accumulated benefit obligation
Fair value of plan assets
Plans with a projected benefit obligation in excess of plan assets:
Projected benefit obligation
Fair value of plan assets
April 30,
2014
$507.3
$507.3
402.1
$542.3
402.1
2013
$539.0
$539.0
410.7
$575.7
410.7
We employ a total return on investment approach for the defined benefit pension plans’ assets. A mix of equity, fixed-income,
and alternative investments is used to maximize the long-term rate of return on assets for the level of risk. In determining the
expected long-term rate of return on the defined benefit pension plans’ assets, we consider the historical rates of return, the nature
of investments, the asset allocation, and expectations of future investment strategies. The actual rate of return was 6.9 percent
and 12.6 percent for the years ended April 30, 2014 and 2013, respectively.
The following tables summarize the fair value of the major asset classes for the U.S. and Canadian defined benefit pension plans
and the levels within the fair value hierarchy in which the fair value measurements fall.
Cash and cash equivalents (A)
Equity securities:
U.S. (B)
International (C)
Fixed-income securities:
Bonds (D)
Fixed income (E)
Other types of investments:
Private equity fund (F)
Total financial assets measured at fair value
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
$ 2.0
Significant
Observable
Inputs
(Level 2)
—
$
Significant
Unobservable
Inputs
(Level 3)
—
$
Fair Value at
April 30, 2014
$ 2.0
91.0
72.3
148.2
44.8
—
$358.3
16.4
12.4
—
—
—
$28.8
—
—
—
—
15.0
$15.0
107.4
84.7
148.2
44.8
15.0
$402.1
Cash and cash equivalents (A)
Equity securities:
U.S. (B)
International (C)
Fixed-income securities:
Bonds (D)
Fixed income (E)
Other types of investments:
Private equity fund (F)
Total financial assets measured at fair value
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
$ 4.4
Significant
Observable
Inputs
(Level 2)
—
$
Significant
Unobservable
Inputs
(Level 3)
—
$
Fair Value at
April 30, 2013
$ 4.4
97.2
72.1
147.7
44.6
—
$366.0
16.8
12.9
—
—
—
$29.7
—
—
—
—
15.0
$15.0
114.0
85.0
147.7
44.6
15.0
$410.7
(A) This category includes money market holdings with maturities of three months or less and are classified as Level 1. Based on the short-term nature of these assets, carrying value
approximates fair value.
(B) This category is invested primarily in a diversified portfolio of common stocks and index funds that invest in U.S. stocks with market capitalization ranges similar to those found
in the various Russell Indexes and are traded on active exchanges. The Level 1 assets are valued using quoted market prices for identical securities in active markets. The Level 2
assets are funds that consist of equity securities traded on active exchanges.
(C) This category is invested primarily in common stocks and other equity securities traded on active exchanges whose issuers are located outside the U.S. The fund invests primarily
in developed countries, but may also invest in emerging markets. The Level 1 assets are valued using quoted market prices for identical securities in active markets. The Level 2
assets are funds that consist of equity securities traded on active exchanges.
(D) This category is comprised of bond funds which seek to duplicate the return characteristics of high-quality corporate bonds with a duration range of 10 to 13 years. The Level 1
assets are valued using quoted market prices for identical securities in active markets.
(E) This category is comprised of fixed-income funds that invest primarily in government-related bonds of non-U.S. issuers and include investments in the Canadian market as well as
emerging markets. The Level 1 assets are valued using quoted market prices for identical securities in active markets.
(F) This category is comprised of one fund that consists primarily of limited partnership interests in corporate finance and venture capital funds. The private equity fund cannot be
redeemed and return of principal is based on the liquidation of the underlying assets. The private equity fund is classified as a Level 3 asset and is valued based on the fund’s net
asset value (“NAV”). NAV is calculated based on the estimated fair value of the underlying investment funds within the portfolio and is corroborated by our review.
The following table presents a rollforward of activity for Level 3 assets during 2013. The balance at April 30, 2014, was $15.0,
virtually unchanged from 2013, due to minimal actual return on plan assets during the year.
Balance at May 1, 2012
Purchases and sales – net
Actual return on plan assets sold during the period
Actual return on plan assets still held at reporting date
Balance at April 30, 2013
Hedge
Funds
$ 22.3
(22.8)
0.5
—
$
—
Private
Equity Funds
$16.3
1.1
—
(2.4)
$15.0
Total
$ 38.6
(21.7)
0.5
(2.4)
$ 15.0
The current investment policy is to invest 47 percent of assets in both equity securities and fixed-income securities and 6 percent
in other investments. Included in equity securities were 317,552 of our common shares at April 30, 2014. The market value of these
shares was $30.7 at April 30, 2014. We paid dividends of $0.7 on these shares during 2014.
We expect to contribute approximately $4.5 to the defined benefit pension plans in 2015. We expect the following payments
to be made from the defined benefit pension and other postretirement benefit plans: $44.9 in 2015, $36.7 in 2016, $37.3 in 2017,
$41.9 in 2018, $38.4 in 2019, and $216.1 in 2020 through 2024.
58 The J. M. Smucker Company
2014 Annual Report 59
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
NOTE 8
SHARE-BASED PAYMENTS
We provide for equity-based incentives to be awarded to key employees and non-employee directors. Currently, these incentives
consist of restricted shares, restricted stock units (which may also be referred to as deferred stock units), performance units, and
stock options. These awards are administered primarily through the 2010 Equity and Incentive Compensation Plan approved by
our shareholders in August 2010. Awards under this plan may be in the form of stock options, stock appreciation rights, restricted
shares, restricted stock units, performance shares, performance units, incentive awards, and other share-based awards. Awards
under this plan may be granted to our non-employee directors, consultants, officers, and other employees. Deferred stock units
granted to non-employee directors vest immediately, and along with dividends credited on those deferred stock units, are paid out in
the form of common shares upon termination of service as a non-employee director. At April 30, 2014, there were 6,896,730 shares
available for future issuance under this plan.
Under the 2010 Equity and Incentive Compensation Plan, we have the option to settle share-based awards by issuing common
shares from treasury, issuing new Company common shares, or issuing a combination of common shares from treasury and new
Company common shares.
Stock Options: At April 30, 2014, 33,667 options were outstanding and exercisable. The weighted-average remaining contractual
term for stock options outstanding and exercisable was less than one year and the aggregate intrinsic value of these stock options
was $1.8. The total intrinsic value of options exercised during 2014, 2013, and 2012 was $0.8, $3.4, and $2.6, respectively.
Other Equity Awards: The following table is a summary of our restricted shares, deferred stock units, and performance units.
Outstanding at May 1, 2013
Granted
Converted
Vested
Forfeited
Restricted Shares
and Deferred
Stock Units
985,214
167,134
106,666
(402,081)
(17,745)
Weighted-Average
Grant Date
Fair Value
$ 59.64
101.08
100.54
51.77
74.86
Performance
Units
106,666
101,020
(106,666)
—
—
Weighted-Average
Conversion Date
Fair Value
$100.54
104.91
100.54
—
—
Outstanding at April 30, 2014
839,188
$ 76.54
101,020
$104.91
The total fair value of equity awards other than stock options vested in 2014, 2013, and 2012 was $20.8, $11.8, and $22.7, respectively.
The weighted-average grant date fair value of restricted shares and deferred stock units is the average of the high and the low share
price on the date of grant. The weighted-average conversion date fair value of performance units is the average of the high and the
low share price on the date of conversion to restricted shares. The following table summarizes the weighted-average fair values
of the equity awards granted in 2014, 2013, and 2012.
Year Ended April 30,
2014
2013
2012
Restricted Shares
and Deferred
Stock Units
167,134
109,770
152,180
Weighted-Average
Grant Date
Fair Value
$101.08
76.37
78.32
Performance
Units
101,020
106,666
99,455
Weighted-Average
Conversion Date
Fair Value
$104.91
100.54
76.37
The performance units column represents the number of restricted shares received by certain executive officers, subsequent
to year end, upon conversion of the performance units earned during the year. Restricted shares and deferred stock units
generally vest four years from the date of grant or upon the attainment of a defined age and years of service, subject to certain
retention requirements.
NOTE 9
DEBT AND FINANCING ARRANGEMENTS
Long-term debt consists of the following:
4.78% Senior Notes due June 1, 2014
6.12% Senior Notes due November 1, 2015
6.63% Senior Notes due November 1, 2018
3.50% Senior Notes due October 15, 2021
5.55% Senior Notes due April 1, 2022
4.50% Senior Notes due June 1, 2025
Total long-term debt
Current portion of long-term debt
Total long-term debt, less current portion
Year Ended April 30,
2014
$ 100.0
24.0
392.0
763.8
300.0
400.0
$1,979.8
100.0
$1,879.8
2013
$ 100.0
24.0
395.0
748.8
350.0
400.0
$2,017.8
50.0
$1,967.8
The 3.50 percent Senior Notes were issued in a public offering and the remaining Senior Notes were privately placed. The Senior Notes
are unsecured and interest is paid semiannually. Scheduled payments are required on the 5.55 percent Senior Notes, of which $75.0 is
due on April 1, 2016, and on the 4.50 percent Senior Notes, the first of which is $100.0 on June 1, 2020. During 2014, $50.0 was paid
on the 5.55 percent Senior Notes. Scheduled principal payments on our long-term debt are: $100.0 in 2015; $99.0 in 2016; $37.5 in
2017; $37.5 in 2018; and $413.5 in 2019. We may prepay at any time all or part of the Senior Notes at 100 percent of the principal
amount thereof, together with accrued and unpaid interest, and any applicable make-whole amount.
During 2014, we entered into an interest rate swap, with a notional amount of $750.0, on the 3.50 percent Senior Notes due
October 15, 2021, effectively converting the Senior Notes from a fixed- to variable-rate basis. The interest rate swap was designated as
a fair value hedge of the underlying debt obligation. At April 30, 2014, a net gain from changes in the fair value of the interest rate
swap of $14.9 was recognized in interest expense with a corresponding offset due to changes in the fair value of the hedged under-
lying debt, resulting in no net impact to interest expense. For additional information, see Note 11: Derivative Financial Instruments.
During 2014, we entered into an amended and restated credit agreement with a group of 11 banks. The credit facility, which
amended and restated our $1.0 billion credit agreement dated as of July 29, 2011, provides for a revolving credit line of $1.5 billion
and extends the maturity to September 6, 2018. Borrowings under the revolving credit facility bear interest based on the prevailing
U.S. Prime Rate, Canadian Base Rate, London Interbank Offered Rate (“LIBOR”), or Canadian Dealer Offered Rate, based on our
election. Interest is payable either on a quarterly basis or at the end of the borrowing term. At April 30, 2014, we had a balance
outstanding under the revolving credit facility of $248.4 at a weighted-average interest rate of 1.22 percent. We had standby letters
of credit of $5.7 outstanding at April 30, 2014.
Interest paid totaled $83.3, $97.7, and $86.6 in 2014, 2013, and 2012, respectively. This differs from interest expense due to the
timing of payments, amortization of fair value adjustments, effect of the interest rate swap, amortization of debt issue costs,
and interest capitalized.
Our debt instruments contain certain financial covenant restrictions, including consolidated net worth, a leverage ratio, and an
interest coverage ratio. We are in compliance with all covenants.
Subsequent to April 30, 2014, we made additional borrowings under our revolving credit facility, bringing the total outstanding
balance to $490.0 at June 20, 2014, at a weighted-average interest rate of 1.05 percent. The additional funds were used for the
repayment of the 4.78 percent Senior Notes due June 1, 2014, and for general corporate purposes.
60 The J. M. Smucker Company
2014 Annual Report 61
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
NOTE 10
CONTINGENCIES
We, like other food manufacturers, are from time to time subject to various administrative, regulatory, and other legal proceedings
arising in the ordinary course of business. We are currently a defendant in a variety of such legal proceedings. We cannot predict
with certainty the ultimate results of these proceedings or reasonably determine a range of potential loss. Our policy is to accrue
costs for contingent liabilities when such liabilities are probable and amounts can be reasonably estimated. Based on the information
known to date, we do not believe the final outcome of these proceedings will have a material adverse effect on our financial position,
results of operations, or cash flows.
NOTE 11
DERIVATIVE FINANCIAL INSTRUMENTS
We are exposed to market risks, such as changes in commodity prices, foreign currency exchange rates, and interest rates.
To manage the volatility related to these exposures, we enter into various derivative transactions. We have policies in place that
define acceptable instrument types we may enter into and establish controls to limit our market risk exposure.
Commodity Price Management: We enter into commodity futures and options contracts to manage the price volatility and reduce
the variability of future cash flows related to anticipated inventory purchases of key raw materials, notably green coffee, edible
oils, and flour. We also enter into commodity futures and options contracts to manage price risk for energy input costs, including
natural gas and diesel fuel. The derivative instruments generally have maturities of less than one year.
Certain of our derivative instruments meet the hedge criteria and are accounted for as cash flow hedges. The mark-to-market gains
or losses on qualifying hedges are deferred and included as a component of accumulated other comprehensive loss to the extent
effective, and reclassified to cost of products sold in the period during which the hedged transaction affects earnings. Cash flows
related to qualifying hedges are classified consistently with the cash flows from the hedged item in the Statements of Consolidated
Cash Flows. In order to qualify as a hedge of commodity price risk, it must be demonstrated that the changes in the fair value of
the commodity’s futures contracts are highly effective in hedging price risks associated with the commodity purchased. Hedge
effectiveness is measured and assessed at inception and on a monthly basis. The mark-to-market gains or losses on nonqualifying
and ineffective portions of commodity hedges are recognized in cost of products sold immediately.
The commodities hedged have a high inverse correlation to price changes of the derivative commodity instrument. Thus, we would
expect that any gain or loss in the estimated fair value of the derivatives would generally be offset by an increase or decrease in the
estimated fair value of the underlying exposures.
Beginning in 2015, we will no longer elect to qualify commodity derivatives for hedge accounting treatment. As a result, the
mark-to-market gains and losses on all commodity derivatives will be immediately recognized in cost of products sold.
Foreign Currency Exchange Rate Hedging: We utilize foreign currency forwards and options contracts to manage the effect of
foreign currency exchange fluctuations on future cash payments in Canada, primarily related to purchases of certain raw materials
and finished goods. The contracts generally have maturities of less than one year. Instruments currently used to manage foreign
currency exchange exposures do not meet the requirements for hedge accounting treatment and the change in estimated fair value
of these instruments is immediately recognized in cost of products sold.
Beginning in 2015, we will no longer elect to qualify instruments used to manage foreign currency exchange exposures for hedge
accounting treatment. Therefore, the mark-to-market gains and losses on all foreign currency forwards and options contracts will
be immediately recognized in cost of products sold.
Interest Rate Hedging: We utilize derivative instruments to manage changes in the fair value of our debt. Interest rate swaps
mitigate the risk associated with the underlying hedged item. At the inception of the contract, the instrument is evaluated and
documented for hedge accounting treatment. If the contract is designated as a cash flow hedge, the mark-to-market gains or losses
on the swap are deferred and included as a component of accumulated other comprehensive loss to the extent effective, and
reclassified to interest expense in the period during which the hedged transaction affects earnings. If the contract is designated as
a fair value hedge, the swap would be recognized at fair value on the balance sheet and changes in the fair value would be recognized
in interest expense. Generally, changes in the fair value of the derivative are equal to changes in the fair value of the underlying
debt and have no impact on earnings.
During 2014, we entered into an interest rate swap on the 3.50 percent Senior Notes due October 15, 2021, which was designated
as a fair value hedge and used to hedge against the changes in the fair value of the debt. We receive cash flows from the counterparty
at a fixed rate and pay the counterparty variable rates based on LIBOR. The difference between the fixed-rate and variable-rate
cash flows resulted in a reduction in interest expense for the year ended April 30, 2014. The interest rate swap was recognized at fair
value in the Consolidated Balance Sheet at April 30, 2014, and changes in the fair value were recognized in interest expense. At
April 30, 2014, the net gain position on the derivative instrument of $14.9 had no net impact to earnings, as the change in the fair
value of the derivative was equal to the change in fair value of the underlying debt. There were no interest rate swaps outstanding
at April 30, 2013.
The following table sets forth the gross fair value of derivative instruments recognized in the Consolidated Balance Sheets.
April 30, 2014
April 30, 2013
Derivatives designated as hedging instruments:
Commodity contracts
Interest rate contract
Total derivatives designated as hedging instruments
Derivatives not designated as hedging instruments:
Commodity contracts
Foreign currency exchange contracts
Total derivatives not designated as hedging instruments
Total derivative instruments
Other
Current
Assets
$23.4
18.0
$41.4
$11.6
1.4
$13.0
$54.4
Other
Other
Current Noncurrent
Liabilities
Liabilities
$10.9
—
$10.9
$ 5.8
0.7
$ 6.5
$17.4
$ —
3.1
$3.1
$ —
—
$ —
$3.1
Other
Current
Assets
Other
Current
Liabilities
$2.1
—
$2.1
$3.6
0.7
$4.3
$6.4
$2.0
—
$2.0
$2.3
0.2
$2.5
$4.5
As of May 1, 2014, we adopted FASB ASU 2011-11, Disclosures about Offsetting Assets and Liabilities, as clarified by ASU 2013-01,
Scope Clarification of Disclosures about Offsetting Assets and Liabilities. ASU 2011-11, as clarified by ASU 2013-01, requires additional
disclosures around netting of derivatives. Our interest rate contracts and foreign currency exchange contracts are not subject to
enforceable netting agreements. We have elected to not offset fair value amounts recognized for our exchange-traded commodity
derivative instruments and our cash margin accounts executed with the same counterparty that are generally subject to enforceable
netting agreements. We are required to maintain cash margin accounts in connection with funding the settlement of our open
positions. At April 30, 2014 and 2013, we maintained cash margin account balances of $8.1 and $5.5, respectively, included in other
current assets in the Consolidated Balance Sheets. In the event of default and immediate net settlement of all of our open positions
with individual counterparties, all of our derivative liabilities would be fully offset by either our derivative asset positions or margin
accounts based on the net asset or liability position with our individual counterparties.
The following table presents information on pre-tax commodity contract net gains and losses recognized on derivatives designated
as cash flow hedges.
Gains (losses) recognized in other comprehensive income (loss) (effective portion)
Losses reclassified from accumulated other comprehensive loss to cost
of products sold (effective portion)
Change in accumulated other comprehensive loss
Gains (losses) recognized in cost of products sold (ineffective portion)
Year Ended April 30,
2014
$ 21.0
(20.3)
$ 41.3
$ 1.4
2013
$(27.5)
(39.6)
$ 12.1
$ (0.9)
Included as a component of accumulated other comprehensive loss at April 30, 2014 and 2013, was a deferred pre-tax net gain
of $29.1 and a deferred pre-tax net loss of $12.2, respectively, related to commodity contracts. The related tax impact recognized
in accumulated other comprehensive loss was expense of $10.8 and a benefit of $4.4 at April 30, 2014 and 2013, respectively.
The entire amount of the deferred net gain included in accumulated other comprehensive loss at April 30, 2014, is expected to be
recognized in earnings within one year as the related commodity is sold.
62 The J. M. Smucker Company
2014 Annual Report 63
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
Included as a component of accumulated other comprehensive loss at April 30, 2014 and 2013, were deferred pre-tax losses of
$4.8 and $5.4, respectively, related to the termination of a prior interest rate swap in October 2011 on the 3.50 percent Senior Notes
due October 15, 2021. The related tax benefit recognized in accumulated other comprehensive loss was $1.7 and $1.9 at April 30,
2014 and 2013, respectively. Approximately $0.6 of the pre-tax loss will be recognized over the next 12 months. We reclassified
$0.6 and $0.5 of the loss recognized on the interest rate swap designated as a cash flow hedge from other comprehensive income
(loss) to interest expense during 2014 and 2013, respectively.
The following table presents the net realized and unrealized gains and losses recognized in cost of products sold on derivatives not
designated as qualified hedging instruments.
Unrealized gains on commodity contracts
Unrealized (losses) gains on foreign currency exchange contracts
Total unrealized gains recognized in cost of products sold
Realized losses on commodity contracts
Realized gains on foreign currency exchange contracts
Total realized gains (losses) recognized in cost of products sold
Total gains recognized in cost of products sold
The following table presents the gross contract notional value of outstanding derivative contracts.
Commodity contracts
Foreign currency exchange contracts
Interest rate contract
Year Ended April 30,
2014
$ 6.2
(0.9)
$ 5.3
$(1.0)
4.2
$ 3.2
$ 8.5
2013
$ 6.1
0.5
$ 6.6
$ (1.5)
0.8
$(0.7)
$ 5.9
Year Ended April 30,
2014
$790.3
158.1
750.0
2013
$347.6
56.8
—
NOTE 12
OTHER FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
Financial instruments, other than derivatives, that potentially subject us to significant concentrations of credit risk consist principally
of cash investments and trade receivables. The carrying value of these financial instruments approximates fair value. With respect
to trade receivables, we believe there is no concentration of risk with any single customer whose failure or nonperformance would
materially affect our results other than as discussed in Major Customer of Note 1: Accounting Policies. We do not require collateral
from our customers. Our other financial instruments, with the exception of long-term debt, are recognized at estimated fair value
in the Consolidated Balance Sheets.
The following table provides information on the carrying amount and fair value of our financial instruments.
Other investments
Derivative financial instruments – net
Long-term debt
April 30, 2014
April 30, 2013
$
Carrying
Amount
55.4
33.9
(1,979.8)
Fair Value
55.4
$
33.9
(2,239.1)
$
Carrying
Amount
48.8
1.9
(2,017.8)
Fair Value
48.8
$
1.9
(2,388.1)
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. Valuation techniques are based on observable and unobservable inputs. Observable
inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions.
The following tables summarize the fair values and the levels within the fair value hierarchy in which the fair value measurements
fall for our financial instruments.
Other investments: (A)
Equity mutual funds
Municipal obligations
Money market funds
Derivatives: (B)
Commodity contracts – net
Foreign currency exchange contracts – net
Interest rate contract – net
Long-term debt (C)
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Fair Value at
April 30, 2014
$ 12.0
—
9.0
13.5
—
—
(772.0)
$
—
34.4
—
4.8
0.7
14.9
(1,467.1)
$ —
—
—
—
—
—
—
$
12.0
34.4
9.0
18.3
0.7
14.9
(2,239.1)
Total financial instruments measured at fair value
$(737.5)
$(1,412.3)
$ —
$(2,149.8)
Other investments: (A)
Equity mutual funds
Municipal obligations
Money market funds
Derivatives: (B)
Commodity contracts – net
Foreign currency exchange contracts – net
Long-term debt (C)
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Fair Value at
April 30, 2013
$ 21.6
—
0.6
0.7
—
(803.6)
$
—
26.6
—
0.7
0.5
(1,584.5)
$ —
—
—
—
—
—
$
21.6
26.6
0.6
1.4
0.5
(2,388.1)
Total financial instruments measured at fair value
$(780.7)
$(1,556.7)
$ —
$(2,337.4)
(A) Other investments consist of funds maintained for the payment of benefits associated with nonqualified retirement plans. The funds include equity securities listed in active
markets, municipal obligations valued by a third party using valuation techniques that utilize inputs which are derived principally from or corroborated by observable market
data, and money market funds with maturities of three months or less. Based on the short-term nature of these money market funds, carrying value approximates fair value.
As of April 30, 2014, our municipal obligations are scheduled to mature as follows: $3.3 in 2015, $0.5 in 2016, $1.7 in 2017, $1.1 in 2018, and the remaining $27.8 in 2019 and
beyond. For additional information, see Marketable Securities and Other Investments in Note 1: Accounting Policies.
(B) Level 1 commodity contract derivatives are valued using quoted market prices for identical instruments in active markets. Level 2 commodity contract and foreign exchange
derivatives are valued using quoted prices for similar assets or liabilities in active markets. The Level 2 interest rate contract derivative is valued using the income approach,
observable Level 2 market expectations at the measurement date, and standard valuation techniques to convert future amounts to a single discounted present value. Level 2
inputs for the interest rate contract are limited to quoted prices for similar assets or liabilities in active markets and inputs other than quoted prices that are observable for the
asset or liability. For additional information, see Note 11: Derivative Financial Instruments.
(C) Long-term debt is comprised of public Senior Notes classified as Level 1 and private Senior Notes classified as Level 2. The public Senior Notes are traded in an active secondary
market and valued using quoted prices. The value of the private Senior Notes is based on the net present value of each interest and principal payment calculated, utilizing an
interest rate derived from a fair market yield curve. For additional information, see Note 9: Debt and Financing Arrangements.
64 The J. M. Smucker Company
2014 Annual Report 65
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
NOTE 13
INCOME TAXES
Income (loss) before income taxes is as follows:
Domestic
Foreign
Income before income taxes
The components of the provision for income taxes are as follows:
2014
$827.4
22.3
$849.7
Year Ended April 30,
2013
$791.9
25.4
$817.3
2012
$706.4
(5.2)
$701.2
Year Ended April 30,
2014
2013
2012
Current:
Federal
Foreign
State and local
Deferred:
Federal
Foreign
State and local
Total income tax expense
$265.4
4.2
22.9
(13.9)
2.4
3.5
$284.5
$262.1
6.1
20.5
(15.6)
0.9
(0.9)
$273.1
A reconciliation of the statutory federal income tax rate and the effective income tax rate is as follows:
Percent of Pretax Income
Statutory federal income tax rate
State and local income taxes, net of federal income tax benefit
Domestic manufacturing deduction
Other items – net
Effective income tax rate
Income taxes paid
Year Ended April 30,
2014
35.0%
1.9
(3.0)
(0.4)
33.5%
2013
35.0%
1.8
(3.1)
(0.3)
33.4%
$294.4
$279.2
$257.8
We are a voluntary participant in the Compliance Assurance Process (“CAP”) program offered by the Internal Revenue Service (“IRS”)
and are currently under a CAP examination for the tax year ended April 30, 2014. Through the contemporaneous exchange of
information with the IRS, this program is designed to identify and resolve tax positions with the IRS prior to the filing of a tax return,
which allows us to remain current with our IRS examinations. The IRS has completed the CAP examinations for tax years ended
April 30, 2011, 2012, and 2013. Tax years prior to 2011 are no longer subject to U.S. federal tax examination. With limited exceptions,
we are no longer subject to examination for state and local jurisdictions for tax years prior to 2010 and for tax years prior to 2008
for foreign jurisdictions.
$228.2
6.8
23.7
(10.2)
(6.9)
(0.1)
$241.5
2012
35.0%
2.3
(3.1)
0.2
34.4%
Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax reporting. Significant components of our deferred tax assets
and liabilities are as follows:
Deferred tax liabilities:
Intangible assets
Property, plant, and equipment
Other
Total deferred tax liabilities
Deferred tax assets:
Post-employment and other employee benefits
Intangible assets
Other
Total deferred tax assets
Net deferred tax liability
April 30,
2014
2013
$1,028.7
94.5
19.4
$1,019.6
94.4
9.4
$1,142.6
$1,123.4
$ 103.3
7.6
29.8
$ 116.3
5.4
39.2
$ 140.7
$ 160.9
$1,001.9
$ 962.5
Deferred tax assets at April 30, 2014, include $0.7 of state tax credit carryforwards that begin to expire in 2018.
Deferred income taxes have not been provided on approximately $244.8 of undistributed earnings of foreign subsidiaries since
these amounts are considered to be permanently reinvested. Any additional taxes payable on the earnings of foreign subsidiaries,
if remitted, would be partially offset by domestic tax deductions or tax credits for foreign taxes paid. It is not practical to estimate
the amount of additional taxes that might be payable on such undistributed earnings.
Our unrecognized tax benefits as of April 30, 2014, 2013, and 2012, were $29.1, $29.7, and $24.0, respectively. Of the unrecognized
tax benefits, $19.5, $20.6, and $16.4 would affect the effective tax rate, if recognized, as of April 30, 2014, 2013, and 2012, respectively.
Our accrual for tax-related net interest and penalties totaled $2.0 as of April 30, 2014 and 2013, and $1.7 as of April 30, 2012.
Interest charged to earnings totaled $0.1, $0.3, and $0.1 during 2014, 2013, and 2012, respectively.
Within the next 12 months, it is reasonably possible that we could decrease our unrecognized tax benefits by an estimated $0.5,
primarily as a result of the expiration of statute of limitation periods.
A reconciliation of our unrecognized tax benefits is as follows:
Balance at May 1,
Increases:
Current year tax positions
Prior year tax positions
Foreign currency translation
Decreases:
Prior year tax positions
Settlement with tax authorities
Expiration of statute of limitations periods
Balance at April 30,
2014
$29.7
2013
$24.0
2012
$20.3
5.1
0.1
—
1.6
1.5
2.7
4.8
2.5
—
0.2
1.0
0.4
3.6
2.1
0.2
—
0.3
1.9
$29.1
$29.7
$24.0
66 The J. M. Smucker Company
2014 Annual Report 67
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
NOTE 14
ACCUMULATED OTHER COMPREHENSIVE LOSS
CONDENSED CONSOLIDATING STATEMENTS OF
COMPREHENSIVE INCOME
Year Ended April 30, 2014
On May 1, 2013, we adopted FASB ASU 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive
Income. In accordance with ASU 2013-02, the components of accumulated other comprehensive loss, including the reclassification
adjustments for items that are reclassified from accumulated other comprehensive loss to net income, are shown below.
Balance at May 1, 2011
Reclassification adjustments
Current period (charge) credit
Income tax benefit (expense)
Balance at April 30, 2012
Reclassification adjustments
Current period (charge) credit
Income tax expense
Balance at April 30, 2013
Reclassification adjustments
Current period (charge) credit
Income tax (expense) benefit
Balance at April 30, 2014
Foreign
Currency
Translation
Adjustment
Pension
and Other
Postretirement
Liabilities (A)
Unrealized
Gain on
Available-for-
Sale Securities (B)
Unrealized Gain
(Loss) on Cash
Flow Hedging
Derivatives (C)
Accumulated
Other
Comprehensive
Loss
$ 81.8
—
(14.8)
—
$ 67.0
—
(5.5)
—
$ 61.5
—
(29.8)
—
$ 31.7
$ (86.0)
11.2
(84.3)
24.8
$ (134.3)
20.4
(16.5)
(1.0)
$ (131.4)
13.3
31.4
(15.3)
$(102.0)
$ 1.8
—
1.1
(0.4)
$ 2.5
—
3.1
(1.1)
$ 4.5
(3.7)
1.9
0.7
$ 3.4
$ 6.0
(1.6)
(38.0)
14.4
$ (19.2)
40.1
(27.5)
(4.6)
$ (11.2)
20.9
21.0
(15.4)
$ 15.3
$
3.6
9.6
(136.0)
38.8
$ (84.0)
60.5
(46.4)
(6.7)
$ (76.6)
30.5
24.5
(30.0)
$ (51.6)
(A) Amortization of net losses was reclassified from accumulated other comprehensive loss to selling, distribution, and administrative expenses.
(B) The gain on the sale of marketable securities was reclassified from accumulated other comprehensive loss to net other income at April 30, 2014.
(C) Of the total reclassification adjustments from accumulated other comprehensive loss, $20.3 and $39.6 of expense and $1.9 of income was reclassified to cost of products sold
related to commodity derivatives and $0.6, $0.5, and $0.3 was reclassified to interest expense related to the interest rate swap at April 30, 2014, 2013, and 2012, respectively.
NOTE 15
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
Our 3.50 percent Senior Notes due October 15, 2021, are fully and unconditionally guaranteed, on a joint and several basis, by
J.M. Smucker LLC and The Folgers Coffee Company (the “subsidiary guarantors”), which are 100 percent wholly-owned subsidiaries
of the Company. A subsidiary guarantor will be released from its obligations under the indenture governing the notes (a) if we
exercise our legal or covenant defeasance option or if our obligations under the indenture are discharged in accordance with the
terms of the indenture or (b) upon delivery of an officer’s certificate to the trustee that the subsidiary guarantor does not guarantee
our obligations under any of our other primary senior indebtedness and that any other guarantees of such primary senior
indebtedness of the subsidiary guarantor have been released other than through discharges as a result of payment by such
guarantor on such guarantees.
Condensed consolidating financial statements for the Company, the subsidiary guarantors, and the other subsidiaries of the
Company that are not guaranteeing the indebtedness under the 3.50 percent Senior Notes (the “non-guarantor subsidiaries”) are
provided below. The principal elimination entries relate to investments in subsidiaries and intercompany balances and transactions,
including transactions with our 100 percent wholly-owned subsidiary guarantors and non-guarantor subsidiaries. We have
accounted for investments in subsidiaries using the equity method.
Net sales
Cost of products sold
Gross Profit
Selling, distribution, and administrative
expenses, restructuring, and merger and
integration costs
Amortization
Other operating (income) expense – net
Operating Income
Interest (expense) income – net
Other income (expense) – net
Equity in net earnings of subsidiaries
Income Before Income Taxes
Income taxes
The J. M. Smucker
Company (Parent)
Subsidiary Non-Guarantor
Subsidiaries
Guarantors
$3,162.8
2,573.6
589.2
$1,278.8
1,166.0
112.8
$6,601.3
5,268.5
1,332.8
Eliminations
Consolidated
$(5,432.3)
(5,428.5)
(3.8)
$5,610.6
3,579.6
2,031.0
197.1
4.2
(1.3)
389.2
(80.8)
10.8
345.1
664.3
99.1
47.5
—
0.9
64.4
1.2
—
141.4
207.0
0.4
769.8
94.7
(0.9)
469.2
(1.5)
1.0
64.4
533.1
185.0
—
—
—
(3.8)
1.7
(1.7)
(550.9)
(554.7)
—
Net Income
Other comprehensive income, net of tax
Comprehensive Income
$ 565.2
25.0
$ 590.2
$ 206.6
27.4
$ 234.0
$ 348.1
6.0
$ 354.1
$ (554.7)
(33.4)
$ (588.1)
CONDENSED CONSOLIDATING STATEMENTS OF
COMPREHENSIVE INCOME
Year Ended April 30, 2013
The J. M. Smucker
Company (Parent)
Subsidiary Non-Guarantor
Subsidiaries
Guarantors
Eliminations
Consolidated
$4,447.6
3,957.3
490.3
$1,296.4
1,190.6
105.8
$5,430.3
4,015.0
1,415.3
$(5,276.6)
(5,292.8)
16.2
$5,897.7
3,870.1
2,027.6
Net sales
Cost of products sold
Gross Profit
Selling, distribution, and administrative
expenses, restructuring, merger and
integration costs, and other special
project costs
Amortization
Other operating (income) expense – net
Operating Income
Interest (expense) income – net
Other income (expense) – net
Equity in net earnings of subsidiaries
Income Before Income Taxes
Income taxes
199.0
4.8
(2.7)
289.2
(94.4)
0.7
408.6
604.1
59.9
42.9
—
(2.2)
65.1
1.2
1.1
156.7
224.1
0.4
781.5
92.0
1.9
539.9
(0.2)
(1.5)
66.4
604.6
212.8
—
—
—
16.2
—
—
(631.7)
(615.5)
—
Net Income
Other comprehensive income, net of tax
Comprehensive Income
$ 544.2
7.4
$ 551.6
$ 223.7
9.0
$ 232.7
$ 391.8
4.1
$ 395.9
$ (615.5)
(13.1)
$ (628.6)
1,014.4
98.9
(1.3)
919.0
(79.4)
10.1
—
849.7
284.5
$ 565.2
25.0
$ 590.2
1,023.4
96.8
(3.0)
910.4
(93.4)
0.3
—
817.3
273.1
$ 544.2
7.4
$ 551.6
68 The J. M. Smucker Company
2014 Annual Report 69
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
CONDENSED CONSOLIDATING STATEMENTS OF
COMPREHENSIVE INCOME
Year Ended April 30, 2012
Net sales
Cost of products sold
Gross Profit
Selling, distribution, and administrative
expenses, restructuring, and merger
and integration costs
Amortization and impairment charges
Other operating (income) expense – net
Operating Income
Interest (expense) income – net
Other income (expense) – net
Equity in net earnings of subsidiaries
Income Before Income Taxes
Income taxes
Net Income
Other comprehensive loss, net of tax
Comprehensive Income
The J. M. Smucker
Company (Parent)
Subsidiary Non-Guarantor
Subsidiaries
Guarantors
$ 4,302.7
3,741.0
561.7
243.4
11.2
(1.3)
308.4
(80.7)
1,404.4
(1,095.0)
537.1
77.3
$ 459.8
(87.7)
$ 372.1
$1,547.8
1,408.8
139.0
$3,822.4
2,682.7
1,139.7
61.5
—
(1.3)
78.8
3.0
0.4
184.2
266.4
1.2
660.3
81.5
11.6
386.3
(2.1)
(3.6)
79.2
459.8
163.0
$ 265.2
(23.1)
$ 242.1
$ 296.8
(49.8)
$ 247.0
Eliminations
Consolidated
$(4,147.1)
(4,151.9)
4.8
$5,525.8
3,680.6
1,845.2
—
—
—
4.8
—
(1,398.5)
831.6
(562.1)
—
$ (562.1)
73.0
$ (489.1)
965.2
92.7
9.0
778.3
(79.8)
2.7
—
701.2
241.5
$ 459.7
(87.6)
$ 372.1
CONDENSED CONSOLIDATING BALANCE SHEETS
April 30, 2014
The J. M. Smucker
Company (Parent)
Subsidiary Non-Guarantor
Subsidiaries
Guarantors
Eliminations
Consolidated
ASSETS
Current Assets
Cash and cash equivalents
Inventories
Other current assets
Total Current Assets
Property, Plant, and Equipment – Net
Investments in Subsidiaries
Intercompany Receivable
Other Noncurrent Assets
Goodwill
Other intangible assets – net
Other noncurrent assets
Total Other Noncurrent Assets
$ 6.8
—
360.2
367.0
233.6
8,367.6
—
1,082.0
505.5
70.4
1,657.9
$
—
173.3
9.9
183.2
551.1
4,063.3
315.5
—
—
11.1
11.1
$ 146.7
761.4
94.6
1,002.7
480.9
237.9
1,132.2
2,016.2
2,518.8
63.4
4,598.4
$
—
(3.7)
(10.1)
(13.8)
—
(12,668.8)
(1,447.7)
—
—
—
—
$ 153.5
931.0
454.6
1,539.1
1,265.6
—
—
3,098.2
3,024.3
144.9
6,267.4
Total Assets
$10,626.1
$5,124.2
$7,452.1
$(14,130.3)
$9,072.1
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Noncurrent Liabilities
Long-term debt
Deferred income taxes
Intercompany payable
Other noncurrent liabilities
Total Noncurrent Liabilities
Total Liabilities
Total Shareholders’ Equity
$ 595.9
$ 103.8
$ 201.4
$
(10.1)
$ 891.0
1,879.8
107.6
2,792.9
220.3
5,000.6
5,596.5
5,029.6
—
—
—
12.8
12.8
116.6
5,007.6
—
913.1
—
17.9
931.0
1,132.4
6,319.7
—
—
(2,792.9)
—
(2,792.9)
(2,803.0)
(11,327.3)
1,879.8
1,020.7
—
251.0
3,151.5
4,042.5
5,029.6
Total Liabilities and Shareholders’ Equity
$10,626.1
$5,124.2
$7,452.1
$(14,130.3)
$9,072.1
70 The J. M. Smucker Company
2014 Annual Report 71
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
CONDENSED CONSOLIDATING BALANCE SHEETS
April 30, 2013
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Year Ended April 30, 2014
ASSETS
Current Assets
Cash and cash equivalents
Inventories
Other current assets
Total Current Assets
Property, Plant, and Equipment – Net
Investments in Subsidiaries
Intercompany Receivable
Other Noncurrent Assets
Goodwill
Other intangible assets – net
Other noncurrent assets
Total Other Noncurrent Assets
The J. M. Smucker
Company (Parent)
Subsidiary Non-Guarantor
Subsidiaries
Guarantors
Eliminations
Consolidated
$ 108.0
—
335.1
443.1
230.9
7,950.9
—
1,082.0
509.8
72.0
1,663.8
$
—
225.9
3.3
229.2
445.1
3,856.6
324.8
—
—
13.7
13.7
$ 148.4
733.2
69.6
951.2
466.5
146.6
956.0
1,970.9
2,579.6
66.1
4,616.6
$
—
(13.6)
(14.7)
(28.3)
—
(11,954.1)
(1,280.8)
—
—
—
—
$ 256.4
945.5
393.3
1,595.2
1,142.5
—
—
3,052.9
3,089.4
151.8
6,294.1
Total Assets
$10,288.7
$4,869.4
$7,136.9
$(13,263.2)
$9,031.8
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Noncurrent Liabilities
Long-term debt
Deferred income taxes
Intercompany payable
Other noncurrent liabilities
Total Noncurrent Liabilities
Total Liabilities
Total Shareholders’ Equity
$ 317.8
$ 104.9
$ 188.8
$ (14.7)
$ 596.8
1,967.8
97.5
2,519.2
237.6
4,822.1
5,139.9
5,148.8
—
—
—
18.1
18.1
123.0
4,746.4
—
889.7
—
75.5
965.2
1,154.0
5,982.9
—
—
(2,519.2)
—
(2,519.2)
(2,533.9)
(10,729.3)
1,967.8
987.2
—
331.2
3,286.2
3,883.0
5,148.8
Total Liabilities and Shareholders’ Equity
$10,288.7
$4,869.4
$7,136.9
$(13,263.2)
$9,031.8
The J. M. Smucker
Company (Parent) Guarantors
Subsidiary Non-Guarantor
Subsidiaries Eliminations
Consolidated
Net Cash Provided by Operating Activities
$ 297.8
$ 168.5
$ 389.7
$ —
$ 856.0
Investing Activities
Businesses acquired, net of cash acquired
Additions to property, plant, and equipment
Sales and maturities of marketable securities
Proceeds from disposal of property, plant, and equipment
Equity investments in subsidiaries
Repayments from (disbursements of) intercompany loans
Other – net
Net Cash (Used for) Provided by Investing Activities
Financing Activities
Revolving credit facility – net
Repayments of long-term debt
Quarterly dividends paid
Purchase of treasury shares
Proceeds from stock option exercises
Investments in subsidiaries
Intercompany payable
Other – net
Net Cash (Used for) Provided by Financing Activities
Effect of exchange rate changes on cash
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
—
(31.1)
10.0
—
(108.9)
—
(3.2)
(133.2)
248.4
(50.0)
(238.0)
(508.5)
0.5
—
273.7
8.1
(265.8)
—
(101.2)
108.0
—
(163.2)
—
0.6
(17.1)
9.3
0.2
(170.2)
—
—
—
—
—
—
—
1.7
1.7
—
—
—
(101.8)
(85.2)
—
10.1
—
(283.0)
(6.7)
(466.6)
—
—
—
—
—
126.0
—
(37.7)
88.3
(13.1)
(1.7)
148.4
—
—
—
—
126.0
273.7
—
399.7
—
—
—
—
—
(126.0)
(273.7)
—
(399.7)
—
—
—
(101.8)
(279.5)
10.0
10.7
—
—
(9.7)
(370.3)
248.4
(50.0)
(238.0)
(508.5)
0.5
—
—
(27.9)
(575.5)
(13.1)
(102.9)
256.4
Cash and Cash Equivalents at End of Year
$ 6.8
$
—
$ 146.7
$ —
$ 153.5
( ) Denotes use of cash
72 The J. M. Smucker Company
2014 Annual Report 73
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Year Ended April 30, 2013
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Year Ended April 30, 2012
The J. M. Smucker
Company (Parent) Guarantors
Subsidiary Non-Guarantor
Subsidiaries Eliminations
Consolidated
The J. M. Smucker
Company (Parent) Guarantors
Subsidiary Non-Guarantor
Subsidiaries Eliminations
Consolidated
Net Cash Provided by Operating Activities
$ 201.7
$ 46.4
$ 607.7
$ —
$ 855.8
Net Cash Provided by (Used for) Operating Activities
$ 1,669.7
$
181.0
$(1,119.8)
$ —
$ 730.9
Investing Activities
Additions to property, plant, and equipment
Proceeds from disposal of property, plant, and equipment
Equity investments in subsidiaries
Repayments from (disbursements of) intercompany loans
Other – net
Net Cash (Used for) Provided by Investing Activities
Financing Activities
Repayments of long-term debt
Quarterly dividends paid
Purchase of treasury shares
Proceeds from stock option exercises
Investments in subsidiaries
Intercompany payable
Other – net
Net Cash (Used for) Provided by Financing Activities
Effect of exchange rate changes on cash
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
(33.6)
—
(3.7)
—
(9.5)
(46.8)
(50.0)
(222.8)
(364.2)
2.2
9.9
466.2
3.5
(155.2)
—
(0.3)
108.3
(103.1)
0.1
(174.2)
227.4
3.4
(46.4)
—
—
—
—
—
—
—
—
—
—
—
(69.8)
3.2
—
(693.6)
23.7
(736.5)
—
—
—
—
168.0
—
(9.7)
158.3
(2.5)
27.0
121.4
—
—
177.9
466.2
—
644.1
—
—
—
—
(177.9)
(466.2)
—
(644.1)
—
—
—
(206.5)
3.3
—
—
17.6
(185.6)
(50.0)
(222.8)
(364.2)
2.2
—
—
(6.2)
(641.0)
(2.5)
26.7
229.7
Cash and Cash Equivalents at End of Year
$ 108.0
$
—
$ 148.4
$ —
$ 256.4
( ) Denotes use of cash
Investing Activities
Businesses acquired, net of cash acquired
Additions to property, plant, and equipment
Equity investment in affiliate
Proceeds from divestiture
Sales and maturities of marketable securities
Proceeds from disposal of property, plant, and equipment
Equity investments in subsidiaries
(Disbursements of) Repayments from intercompany loans
Other – net
—
(53.0)
—
—
18.6
0.2
(2,985.2)
—
—
—
(133.6)
—
—
—
0.4
—
(3,720.2)
(3.5)
Net Cash (Used for) Provided by Investing Activities
(3,019.4)
(3,856.9)
Financing Activities
Proceeds from long-term debt
Quarterly dividends paid
Purchase of treasury shares
Proceeds from stock option exercises
Investments in subsidiaries
Intercompany payable
Other – net
Net Cash Provided by (Used for) Financing Activities
Effect of exchange rate changes on cash
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
748.6
(213.7)
(315.8)
2.8
—
1,031.6
(2.3)
1,251.2
—
(98.5)
206.8
—
—
—
—
3,675.9
—
—
3,675.9
—
—
—
(737.3)
(87.6)
(35.9)
9.3
—
3.4
(690.7)
2,688.6
(16.9)
1,132.9
—
—
—
—
—
—
—
—
(4.7)
8.4
113.0
—
—
—
—
—
—
3,675.9
1,031.6
—
4,707.5
—
—
—
—
(3,675.9)
(1,031.6)
—
(4,707.5)
—
—
—
(737.3)
(274.2)
(35.9)
9.3
18.6
4.0
—
—
(20.4)
(1,035.9)
748.6
(213.7)
(315.8)
2.8
—
—
(2.3)
219.6
(4.7)
(90.1)
319.8
Cash and Cash Equivalents at End of Year
$ 108.3
$
—
$ 121.4
$ —
$ 229.7
( ) Denotes use of cash
74 The J. M. Smucker Company
2014 Annual Report 75
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker CompanyNOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
NOTE 16
COMMON SHARES
Voting: The Amended Articles of Incorporation (the “Articles”) provide that each holder of a common share outstanding is entitled
to one vote on each matter submitted to a vote of the shareholders, except for the following specific matters:
• any matter that relates to or would result in the dissolution or liquidation of the Company;
• the adoption of any amendment to the Articles or Amended Regulations, or the adoption of amended Articles, other than the
adoption of any amendment or amended Articles that increases the number of votes to which holders of our common shares are
entitled or expands the matters to which time-phased voting applies;
• any proposal or other action to be taken by our shareholders relating to the Rights Agreement, dated as of May 20, 2009, between
the Company and Computershare Trust Company, N.A. or any successor plan;
• any matter relating to any stock option plan, stock purchase plan, executive compensation plan, executive benefit plan, or other
similar plan, arrangement, or agreement;
• the adoption of any agreement or plan of or for the merger, consolidation, or majority share acquisition of us or any of our
subsidiaries with or into any other person, whether domestic or foreign, corporate or noncorporate, or the authorization of the
lease, sale, exchange, transfer, or other disposition of all, or substantially all, of our assets;
• any matter submitted to our shareholders pursuant to Article Fifth (which relates to procedures applicable to certain business
combinations) or Article Seventh (which relates to procedures applicable to certain proposed acquisitions of specified percentages
of our outstanding common shares) of the Articles, as they may be further amended, or any issuance of our common shares for
which shareholder approval is required by applicable stock exchange rules; and
• any matter relating to the issuance of our common shares or the repurchase of our common shares that the Board of Directors
(the “Board”) determines is required or appropriate to be submitted to our shareholders under the Ohio Revised Code or applicable
stock exchange rules.
On the matters listed above, common shares are entitled to 10 votes per share if they meet the requirements set forth in the Articles.
Common shares which would be entitled to 10 votes per share must meet one of the following criteria:
• common shares for which there has not been a change in beneficial ownership in the past four years; or
• common shares received through our various equity plans which have not been sold or otherwise transferred.
In the event of a change in beneficial ownership, the new owner of that common share will be entitled to only one vote with respect
to that share on all matters until four years pass without a further change in beneficial ownership of the share.
Shareholders’ Rights Plan: Pursuant to a Shareholders’ Rights Plan adopted by the Board on May 20, 2009, one share purchase
right is associated with each of our outstanding common shares.
Under the plan, the rights will initially trade together with our common shares and will not be exercisable. In the absence of
further action by the directors, the rights generally will become exercisable and allow the holder to acquire our common shares at
a discounted price if a person or group acquires 10 percent or more of our outstanding common shares. Rights held by persons
who exceed the applicable threshold will be void. Shares held by members of the Smucker family are not subject to the threshold.
If exercisable, each right entitles the shareholder to buy one common share at a discounted price. Under certain circumstances,
the rights will entitle the holder to buy shares in an acquiring entity at a discounted price.
The plan also includes an exchange option. In general, if the rights become exercisable, the directors may, at their option, effect an
exchange of part or all of the rights, other than rights that have become void, for common shares. Under this option, we would issue
one common share for each right, in each case subject to adjustment in certain circumstances.
Our directors may, at their option, redeem all rights for $0.001 per right, generally at any time prior to the rights becoming
exercisable. The rights will expire June 3, 2019, unless earlier redeemed, exchanged, or amended by the directors.
Repurchase Programs: We repurchased 4.9 million common shares for $495.0 in 2014, 4.0 million common shares for $359.4 in
2013, and 4.1 million common shares for $305.3 in 2012.
At April 30, 2014, approximately 5.0 million common shares were available for repurchase as a result of the Board’s most recent
authorization in April 2014.
DIRECTORS AND OFFICERS
The J. M. Smucker Company
DIRECTORS
Vincent C. Byrd
President and Chief Operating Officer
The J. M. Smucker Company
R. Douglas Cowan A
Director and Retired Chairman and
Chief Executive Officer
The Davey Tree Expert Company
Kent, Ohio
Kathryn W. Dindo A, E
Retired Vice President and
Chief Risk Officer
FirstEnergy Corp.
Akron, Ohio
Paul J. Dolan E
Chairman and Chief Executive Officer
Cleveland Indians
Cleveland, Ohio
Robert B. Heisler, Jr. A
Retired Chairman of the Board
KeyBank
Cleveland, Ohio
Nancy Lopez Knight G
Founder
Nancy Lopez Golf Company
Auburn, Alabama
Elizabeth Valk Long A, E
Former Executive Vice President
Time Inc.
New York, New York
Gary A. Oatey G
Executive Chairman
Oatey Co.
Cleveland, Ohio
Alex Shumate G
Managing Partner, North America
Squire Patton Boggs (US) LLP
Columbus, Ohio
Mark T. Smucker
President, U.S. Retail Coffee
The J. M. Smucker Company
Richard K. Smucker
Chief Executive Officer
The J. M. Smucker Company
Timothy P. Smucker
Chairman of the Board
The J. M. Smucker Company
Paul Smucker Wagstaff
President, U.S. Retail Consumer Foods
The J. M. Smucker Company
A Audit Committee Member; E Executive Compensation Committee Member; G Nominating and Corporate Governance Committee Member
EXECUTIVE OFFICERS
Timothy P. Smucker
Chairman of the Board
Richard K. Smucker
Chief Executive Officer
Dennis J. Armstrong
Senior Vice President, Logistics and
Operations Support
Mark R. Belgya
Senior Vice President and
Chief Financial Officer
James A. Brown
Vice President, Customer Development
Vincent C. Byrd
President and Chief Operating Officer
John W. Denman
Vice President, Controller and
Chief Accounting Officer
Barry C. Dunaway
Senior Vice President and
Chief Administrative Officer
Tamara J. Fynan
Vice President, Marketing Services
Kevin G. Jackson
Vice President and
General Manager, Foodservice
Jeannette L. Knudsen
Vice President, General Counsel and
Corporate Secretary
David J. Lemmon
Vice President and
Managing Director, Canada
John F. Mayer
Vice President, U.S. Retail Sales
Steven Oakland
President, International, Foodservice,
and Natural Foods
Christopher P. Resweber
Senior Vice President,
Corporate Communications and
Public Affairs
Julia L. Sabin
Vice President, Industry and
Government Affairs
Mark T. Smucker
President, U.S. Retail Coffee
Paul Smucker Wagstaff
President, U.S. Retail Consumer Foods
76 The J. M. Smucker Company
2014 Annual Report 77
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSThe J. M. Smucker Company
OUR LOCATIONS
The J. M. Smucker Company
CORPORATE OFFICE
Orrville, Ohio
DOMESTIC MANUFACTURING LOCATIONS
Chico, California
Cincinnati, Ohio
El Paso, Texas
Grandview, Washington
Harahan, Louisiana
Havre de Grace, Maryland
Lexington, Kentucky
Livermore, California
Memphis, Tennessee
Miami, Florida
New Bethlehem, Pennsylvania
New Orleans, Louisiana (3)
Orrville, Ohio
Oxnard, California
Ripon, Wisconsin
Scottsville, Kentucky
Seneca, Missouri
Suffolk, Virginia
Toledo, Ohio
INTERNATIONAL MANUFACTURING LOCATION
Sherbrooke, Quebec, Canada
78 The J. M. Smucker Company
SHAREHOLDER INFORMATION
CORPORATE OFFICE
The J. M. Smucker Company
One Strawberry Lane
Orrville, OH 44667
Telephone: (330) 682-3000
STOCK LISTING
Our common shares are listed on the New York Stock Exchange –
ticker symbol SJM.
CORPORATE WEBSITE
To learn more about The J. M. Smucker Company, visit jmsmucker.com.
ANNUAL MEETING
The annual meeting will be held at 11:00 a.m. Eastern Time, August 13, 2014,
in the Fisher Auditorium at the Ohio Agricultural Research and Development
Center, 1680 Madison Avenue, Wooster, Ohio 44691.
CORPORATE NEWS AND REPORTS
Corporate news releases, annual reports, and Securities and Exchange
Commission filings, including Forms 10-K, 10-Q, and 8-K, are available free
of charge on our website, jmsmucker.com/investor-relations. They are also
available without cost to shareholders who submit a written request to:
The J. M. Smucker Company
Attention: Corporate Secretary
One Strawberry Lane
Orrville, OH 44667
CERTIFICATIONS
Our Chief Executive Officer has certified to the New York Stock Exchange that he
is not aware of any violation by the Company of the New York Stock Exchange’s
corporate governance listing standards. We have also filed with the Securities and
Exchange Commission certain certifications relating to the quality of our public
disclosures. These certifications are filed as exhibits to our Annual Report on
Form 10-K.
FORWARD-LOOKING STATEMENTS
This Annual Report includes certain forward-looking statements that are based
on current expectations and are subject to a number of risks and uncertainties.
Please reference “Forward-Looking Statements” located on page 34 in the
“Management’s Discussion and Analysis” section.
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
Ernst & Young LLP
Akron, Ohio
DIVIDENDS
Our Board of Directors typically declares a cash dividend each quarter.
Dividends are generally payable on the first business day of March, June,
September, and December. The record date is approximately two weeks
before the payment date. Our dividend disbursement agent is
Computershare Investor Services, LLC.
SHAREHOLDER SERVICES
Our transfer agent and registrar, Computershare Investor Services, LLC,
is responsible for assisting registered shareholders with a variety of
matters including:
• Shareholder investment program (CIPSM)
– Direct purchase of our common shares
– Dividend reinvestment
– Automatic monthly cash investments
• Book-entry share ownership
• Share transfer matters (including name changes, gifting,
and inheritances)
• Direct deposit of dividend payments
• Nonreceipt of dividend checks
• Lost share certificates
• Changes of address
• Online shareholder account access
• Form 1099 income inquiries (including requests for duplicate copies)
Shareholders may contact Shareholder Services at the corporate offices
regarding other shareholder inquiries.
TRANSFER AGENT AND REGISTRAR
Computershare
P.O. Box 30170
College Station, TX 77842
Telephone: (800) 456-1169
Telephone outside U.S., Canada, and Puerto Rico: (312) 360-5254
Website: computershare.com/investor
The J. M. Smucker Company is the owner of all trademarks, except the following, which are used under license: Pillsbury ®, the Barrelhead logo and the
Doughboy character are trademarks of The Pillsbury Company, LLC; Carnation® is a trademark of Société des Produits Nestlé S.A.; Dunkin’ Donuts ® is a
registered trademark of DD IP Holder, LLC; Sweet’N Low ® and Sugar In The Raw ® are registered trademarks of CPC Intellectual Property, Inc. Borden ®
and Elsie are also trademarks used under license.
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One Strawberry Lane / Orrville, Ohio 44667 / 330.682.3000
jmsmucker.com
On front cover: 2014 Oil painting by Matteo Caloiaro, Sarasota, Florida