Core Viewpoint - The J.M. Smucker Co. has agreed to divest its Cloverhill and Big Texas brands, along with certain private label products, to JTM Foods for approximately $40 million, as part of its strategy to optimize its portfolio and focus on the Sweet Baked Snacks segment [1][2]. Group 1: Transaction Details - The transaction is an all-cash deal valued at around $40 million, subject to working capital adjustments, and includes trademarks, licenses, and a manufacturing facility in Chicago [1]. - Approximately 400 employees will transition to JTM Foods as part of the divestiture [1]. - The divested brands and private label products generated net sales of about $30 million for the fiscal year ending April 30, 2024, and are expected to generate approximately $60 million in fiscal year 2025 [2]. Group 2: Financial Impact - The divestiture is expected to have an immaterial impact on the company's adjusted earnings per share for the full year [3]. - The company plans to use the net proceeds from the transaction to pay down debt [3]. - Additional information regarding the transaction's impact will be provided when the company releases its third-quarter results [3]. Group 3: Timeline and Advisors - The transaction is anticipated to close in the fourth quarter of the current fiscal year, ending April 30, 2025 [4]. - RBC Capital Markets, LLC is serving as the financial advisor, while Benesch, Friedlander, Coplan & Aronoff LLP is the legal advisor for the transaction [4].

Core Insights - The J. M. Smucker Company (SJM) is leveraging strategic acquisitions and innovation to navigate a dynamic market landscape, with a focus on core growth areas like pet food, coffee, and snacking [1][2] Group 1: Strategic Strengths - SJM's second-quarter fiscal 2025 performance showed strong organic net sales and earnings, driven by brands such as Cafe Bustelo, Jif, and Uncrustables [2] - The recent acquisition of Hostess Brands is seen as a long-term growth catalyst, aimed at optimizing distribution and driving innovation in the sweet baked goods segment [3] - The Coffee segment reported a 3% sales increase in the second quarter of fiscal 2025, with Cafe Bustelo achieving a remarkable 20% sales growth [4] Group 2: Market Position and Partnerships - Strategic partnerships with JDE Peet's and Keurig Green Mountain have enhanced SJM's competitive position in the coffee market, balancing pricing actions with consumer affordability [5] - The company is focusing on high-growth opportunities while improving operational excellence to sustain profitability [2] Group 3: Challenges and Adjustments - SJM faces challenges from inflationary pressures and reduced discretionary spending, particularly affecting the sweet baked goods segment, leading to a revised sales forecast of approximately $1.3 billion for the Sweet Baked Snacks unit in fiscal 2025, a $60 million reduction from earlier estimates [6] - Cost inflation in raw materials, transportation, and production remains a concern, with pricing strategies implemented to mitigate these pressures [8] - Elevated selling, distribution, and administrative (SD&A) expenses are expected to rise by 9% in fiscal 2025, impacting profitability and leading to a projected mid-single-digit decline in adjusted earnings per share for the third quarter [9]

Core Insights - The J. M. Smucker Company (SJM) has shown resilience in a dynamic market, achieving organic net sales and earnings growth in Q2 of fiscal 2025, supported by a strong brand portfolio including Uncrustables, Meow Mix, Cafe Bustelo, and Jif [1][2] Growth Drivers - The company is focused on strategic priorities such as increasing volume and net sales, operational excellence, and capitalizing on growth opportunities, particularly through the integration of the Hostess business acquired in November 2023 [2][3] - Key growth drivers for fiscal 2025 include Uncrustables, Milk-Bone, Meow Mix, and Cafe Bustelo, with expected net sales growth of 7.5%-8.5% [6] Portfolio Restructuring - The J. M. Smucker has divested several non-core businesses, including Voortman, Sahale Snacks, and certain pet food brands, to optimize its portfolio and focus on high-growth areas [4][9] - The company aims to reshape its portfolio to achieve sustainable growth across pet food, coffee, and snacking categories [3][4] Coffee Segment Performance - The Coffee segment reported a 3% sales increase in Q2, driven by pricing actions and brand strength, with Cafe Bustelo experiencing a notable 20% sales growth [5][10] - Folgers also saw a 5% sales increase, indicating strong demand and successful pricing strategies [5] Challenges and Adjustments - The company faces challenges from inflationary pressures and reduced discretionary spending, particularly affecting the sweet baked goods segment, leading to a revised sales estimate of approximately $1.3 billion for the Sweet Baked Snacks unit in fiscal 2025, a $60 million reduction from previous estimates [9][10] - Cost inflation and increased selling, distribution, and administrative expenses are expected to constrain profitability, with SD&A expenses projected to rise by about 9% in fiscal 2025 [10][11] Overall Outlook - Despite challenges, the strong brand portfolio and strategic acquisitions position The J. M. Smucker for growth, with a focus on executing strategies effectively in high-growth categories [11][12]

Core Viewpoint - The J. M. Smucker Company (SJM) is currently trading at a forward 12-month price-to-earnings (P/E) ratio of 10.81, which is significantly lower than the Zacks Food – Miscellaneous industry's ratio of 15.37, indicating potential value for investors [1][2] Factors Driving SJM's Appeal - The Coffee segment has shown resilience, with a 3% increase in net sales in the second quarter, attributed to effective pricing strategies that counterbalance higher green coffee costs [4] - The Cafe Bustelo brand experienced a notable 20% sales growth, supported by national expansion and targeted marketing efforts [4] - Folgers sales grew by 5%, reflecting successful price increases and sustained demand for the brand [4] Key Challenges Faced by SJM - Cost inflation is a significant challenge, particularly in the Coffee and Pet Foods segments, with rising raw material, transportation, and production costs pressuring margins [6] - Selling, distribution, and administrative (SD&A) expenses are projected to increase by approximately 9% in fiscal 2025 due to heightened marketing investments and innovation costs [6] - The company has seen its shares decline by 8.4% over the past three months, compared to a 9.5% decline in the industry [6] Strategic Initiatives - Strategic acquisitions, such as Hostess Brands, are enhancing SJM's positioning in the fast-growing snacking category, expected to yield long-term synergies and innovation opportunities [10] - The company is focusing on commercial excellence, portfolio reshaping, cost streamlining, and prioritizing high-growth opportunities to drive growth [15] Financial Projections - SJM projects fiscal 2025 adjusted earnings per share (EPS) between $9.70 and $10.10, with anticipated net sales growth of 7.5%-8.5% [11] - The adjusted gross profit margin is expected to range between 37.5% and 38%, supported by cost efficiencies and a favorable product mix [11] Market Dynamics - The company is facing a dynamic consumer landscape characterized by inflationary pressures and reduced discretionary spending, particularly affecting the sweet baked goods segment [14] - Management has lowered its full-year guidance for the sweet baked goods segment, now projecting net sales of about $1.3 billion, approximately $60 million below prior estimates [12]

Core Viewpoint - The J. M. Smucker Company has announced cash tender offers to purchase up to $300 million of its validly tendered notes, utilizing a "waterfall" methodology for acceptance priority [1][2]. Group 1: Offer Details - The company expects to accept the full amount of the 2.750% Senior Notes due 2041 and 3.550% Senior Notes due 2050, along with a prorated portion of the 2.125% Senior Notes due 2032, using a proration factor of approximately 69.9% [2][3]. - The total consideration for the notes includes an early tender premium of $30 per $1,000 principal amount, along with any applicable accrued and unpaid interest up to December 19, 2024 [3][5]. - The offers are set to expire on January 2, 2025, but due to the aggregate purchase price exceeding the offer cap, no notes tendered after the early tender time will be accepted [7]. Group 2: Acceptance Priority Levels - The acceptance priority levels for the notes are as follows: - Level 1: 2.750% Senior Notes due 2041 with a total consideration of $700.18 per $1,000 principal amount [4]. - Level 2: 3.550% Senior Notes due 2050 with a total consideration of $730.52 per $1,000 principal amount [4]. - Level 3: 2.125% Senior Notes due 2032 with a total consideration of $833.04 per $1,000 principal amount [4]. Group 3: Financial Management - Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are serving as Dealer Managers for the offers, indicating a structured approach to managing the tender process [9].

Core Viewpoint - The J. M. Smucker Company has announced early results of its cash tender offers for certain senior notes, with a total purchase cap of $300 million, and details regarding the tendered notes are provided [1][2]. Group 1: Tender Offer Details - The Offers are made for validly tendered notes, with withdrawal rights expiring on December 16, 2024, at 5:00 p.m. New York City time [2]. - The Company is prioritizing acceptance of notes based on a "waterfall" methodology, with specific acceptance priority levels for each note series [3]. - The total principal amount tendered for the 2.750% Senior Notes due 2041 is $122.481 million, for the 3.550% Senior Notes due 2050 is $138.766 million, and for the 2.125% Senior Notes due 2032 is $194.109 million [3]. Group 2: Financial Considerations - The Total Consideration for accepted notes will include an early tender premium of $30 per $1,000 principal amount, along with accrued interest up to the Early Settlement Date of December 19, 2024 [5]. - The Company will announce the Total Consideration payable in connection with the Offers on December 17, 2024 [6]. Group 3: Company Rights and Management - The Company reserves the right to terminate any or all Offers, waive conditions, extend deadlines, or amend terms at its discretion [7]. - Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are acting as Dealer Managers for the Offers, providing assistance and information regarding the tender process [9].

Core Viewpoint - The J. M. Smucker Company has initiated cash tender offers for a maximum principal amount of $300 million in various senior notes, aiming to manage its debt effectively and optimize its capital structure [1][6]. Summary by Sections Offer Details - The cash tender offers are for specific senior notes with varying interest rates and maturity dates, including 2.750% Senior Notes due 2041, 3.550% Senior Notes due 2050, and others, with an aggregate purchase price not exceeding $300 million [3][6]. - The offers are structured with an early tender premium of $30 per $1,000 principal amount for notes tendered before the early tender time [5][6]. Acceptance Priority - The acceptance of notes will follow a "waterfall" methodology based on their respective acceptance priority levels, starting with the lowest maturity date [3][7]. - Notes tendered before the early tender time will have priority over those tendered afterward, regardless of their acceptance priority levels [6][7]. Timeline - The offers will expire on January 2, 2025, with an early tender deadline set for December 16, 2024, after which notes cannot be withdrawn [4][6]. - Payments for notes accepted prior to the early tender time are expected to settle on December 19, 2024 [4][5]. Financial Considerations - The total consideration for the notes will be determined based on a fixed spread over the yield to maturity of specified U.S. Treasury securities [5][6]. - Holders of notes accepted for purchase will receive accrued and unpaid interest up to the applicable settlement date [5][6].

The J.M. Smucker Co.’s (SJM) divestiture of the Voortman business to Second Nature Brands is a strategic effort to optimize its portfolio and focus on the company’s core growth areas. The deal, valued at $305 million, was originally announced on Oct. 22, 2024 and includes the Voortman trademarks, the company's leased manufacturing facility in Burlington, Ontario and the transfer of approximately 300 employees to Second Nature Brands. This sale is part of J.M. Smucker's ongoing strategy to optimize its portf ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ___________________________________________________ FORM 10-Q ___________________________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: October 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-5111 _________ ...

Key TakeawaysJ.M. Smucker shares surged Tuesday after the food company posted better-than-expected earnings and boosted its outlook as frozen foods and coffee lifted sales.The company pointed to gains in sales of its Uncrustables, Meow Mix, Cafe Bustelo, and Jif products.CEO Mark Smucker said the firm is focusing on integrating Hostess Brands, which it bought last year. J.M. Smucker (SJM) shares gained Tuesday after the food company beat profit forecasts and raised its outlook on booming sales of its frozen ...