Hain Celestial Announces Record Results For Third Quarter Fiscal Year 2013

-- Record Net Sales $456.1 Million; Up 21.4%

-- GAAP Income from Continuing Operations $41.8 Million; Up 68.5% GAAP EPS from Continuing Operations of $0.87 per Diluted Share Including $0.28 Tax Benefit; Up 61.1%

-- Adjusted Net Income of $34.3 Million; Up 33.8%

-- Adjusted EPS of $0.72 per Diluted Share; Up 28.6%

-- Acquisition of Ella's Kitchen Group Limited Forms Global Infant, Toddler & Kids Division under Hain Celestial US

LAKE SUCCESS, New York, May 2, 2013 /PRNewswire/ -- The Hain Celestial Group, Inc. (NASDAQ: HAIN), a leading natural and organic products company providing consumers with A Healthier Way of Life™, today reported its results for the third quarter ended March 31, 2013.

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Performance Highlights 3QFY13 Compared to 3QFY12

• Record net sales of $456.1 million, an increase of 21.4%
• GAAP net income of $40.7 million, an increase of 68.9%
• GAAP earnings per diluted share from continuing operations of $0.87, an increase of 61.1%
• Adjusted earnings per diluted share of $0.72, an increase of 28.6%
• Adjusted EBITDA of $216.0 million for the trailing 12 months ended March 31, 2013, an increase of 27.8%

"I am extremely pleased to report the strongest sales in the Company's history led by Hain Celestial US and its continuing consumption gains and increased profitability during the third quarter. In the UK, we are pleased with the contributions of the ambient grocery brands as our team focused on higher margin brand growth and the elimination of unprofitable private label sales, while integrating the acquired business. Hain Daniels also benefitted from the sales and profitability of Cully & Sully in Ireland. Our businesses in Canada and Europe also delivered strong sales and profitable growth," said Irwin D. Simon, Founder, President and Chief Executive Officer of Hain Celestial.

Worldwide net sales for the third quarter of fiscal year 2013 were a record $456.1 million, an increase of 21.4% compared to net sales of $375.8 million in the prior year period. Hain Celestial US reported net sales of $277.6 million. In the United Kingdom, Hain Daniels' net sales were $121.2 million. For the Company's Rest of World segment, consisting of the operations of Hain Celestial Canada and Hain Celestial Europe, net sales were $57.3 million. The Company had strong brand contribution across various sales channels led by Earth's Best®, MaraNatha®, Spectrum®, The Greek Gods®, Imagine®, Health Valley®, Westbrae®, Hain Pure Foods®, Jason®, Europe's Best® and Linda McCartney® as well as brands acquired during the most recent 12 months including Cully & Sully®, Hartley's® and BluePrint®.

The Company earned income from continuing operations of $41.8 million in the third quarter of fiscal year 2013 compared to $24.8 million in the prior year period, a 68.5% increase, and reported earnings per diluted share from continuing operations of $0.87 compared to $0.54 in the prior year third quarter. Income from continuing operations includes a tax benefit of $13.2 million, or $0.28 per diluted share, resulting from a worthless stock tax deduction for our investment in one of our UK subsidiaries. Adjusted income from continuing operations was $34.3 million compared to $25.7 million in the prior year, a 33.8% increase, and adjusted earnings per diluted share from continuing operations was $0.72 compared to $0.56 in the prior year third quarter. Adjusted amounts exclude the aforementioned tax benefit, acquisition-related expenses, integration and restructuring charges, factory start-up costs, unrealized currency losses and a reserve for litigation settlements. Adjusted EBITDA reached a new high of $216.0 million during the 12-trailing month period ended March 31, 2013.

The Company also announced today in a separate press release the acquisition of Ella's Kitchen Group Limited and the formation of the Global Infant, Toddler & Kids Division under Hain Celestial US. Ella's Kitchen is a manufacturer and distributor of premium organic baby food under the Ella's Kitchen® brand and the first company to offer baby food in convenient flexible pouches. Paul Lindley, founder of Ella's Kitchen, will become Chief Executive Officer of the new Global Infant, Toddler & Kids Division of Hain Celestial US, with responsibility for Hain Celestial's Earth's Best® brand as well as the newly acquired Ella's Kitchen® brand. Paul will report to John Carroll, Executive Vice President and Chief Executive Officer, Hain Celestial US. Ella's Kitchen generated approximately $70 million in sales in calendar year 2012 and is expected to be accretive to Hain Celestial's earnings in fiscal year 2014 by $0.05 to $0.08 per diluted share. Details of the transaction were not disclosed.

Fiscal Year 2013 Guidance

The Company updated its annual guidance for fiscal year 2013.

• Total net sales range of $1.727 billion to $1.734 billion; an increase of approximately 26% as compared to fiscal year 2012.
• Earnings range of $2.43 to $2.47 per diluted share; an increase of 31% to 33% as compared to fiscal year 2012.

Guidance is provided for continuing operations on a non-GAAP basis and excludes the aforementioned tax benefit, acquisition-related expenses, integration and restructuring charges, factory start-up costs, unrealized currency losses and a reserve for litigation settlements that have been or may be incurred during the Company's fiscal year 2013, which the Company will continue to identify as it reports its future financial results. Guidance excludes the impact of any future acquisitions. Historically, the Company's sales and earnings are strongest in its second and third quarters.

Segment Results

The Company's operations are organized into geographic segments: United States, United Kingdom and Rest of World (comprised of Canada and Europe).

The following is a summary of third quarter and nine-month results by reportable segment:

Webcast

Hain Celestial will host a conference call and webcast at 4:30 PM Eastern Time today to review its third quarter fiscal year 2013 results. The conference call will be webcast and available under the Investor Relations section of the Company's website at www.hain.com.

The Hain Celestial Group, Inc.

The Hain Celestial Group (NASDAQ: HAIN), headquartered in Lake Success, NY, is a leading natural and organic products company in North America and Europe. Hain Celestial participates in many natural categories with well-known brands that include Celestial Seasonings®, Earth's Best®, Ella's Kitchen®, Terra®, Garden of Eatin'®, Sensible Portions®, Health Valley®, Arrowhead Mills®, MaraNatha®, SunSpire®, DeBoles®, Gluten Free Café™, Hain Pure Foods®, Hollywood®, Spectrum Naturals®, Spectrum Essentials®, Walnut Acres Organic®, Imagine®, Almond Dream®, Rice Dream®, Soy Dream®, WestSoy®, The Greek Gods®, BluePrint®, Ethnic Gourmet®, Yves Veggie Cuisine®, Europe's Best®, Cully & Sully®, New Covent Garden Soup Co.®, Johnson's Juice Co.®, Farmhouse Fare®, Hartley's®, Sun-Pat®, Gale's®, Robertson's®, Frank Cooper's®, Linda McCartney®, Lima®, Danival®, GG UniqueFiber®, Natumi®, JASON®, Zia® Natural Skincare, Avalon Organics®, Alba Botanica®, Queen Helene® and Earth's Best TenderCare®. Hain Celestial has been providing "A Healthier Way of Life™" since 1993. For more information, visit www.hain.com.

Safe Harbor Statement

This press release contains forward-looking statements under the Private Securities Litigation Reform Act of 1995. Words such as "plan," "continue," "expect," "expected," "anticipate," "estimate," "believe," "may," "potential," "can," "positioned," "should," "future," "look forward" and similar expressions, or the negative of those expressions, may identify forward-looking statements. These forward-looking statements include the Company's expectations relating to (i) the Company's guidance for net sales and earnings per diluted share for fiscal year 2013; and (ii) the acquisition of Ella's Kitchen and the potential improvements to the Company's earnings results therefrom. Forward-looking statements involve known and unknown risks and uncertainties, which could cause the Company's actual results to differ materially from those described in the forward-looking statements. These factors include, but are not limited to the Company's ability to achieve its guidance for net sales and earnings per diluted share in fiscal year 2013 given the economic environment in the U.S. and other markets that it sells products as well as economic, political and business conditions generally and their effect on the Company's customers and consumers' product preferences, and the Company's business, financial condition and results of operations; the Company's expectations for its business for fiscal year 2013 and its positioning for the future; changes in estimates or judgments related to the Company's impairment analysis of goodwill and other intangible assets, as well as with respect to the Company's valuation allowances of its deferred tax assets; the Company's ability to implement its business and acquisition strategy; the ability of the Company's joint venture investments, to successfully execute their business plans; the Company's ability to realize sustainable growth generally and from investments in core brands, offering new products and its focus on cost containment, productivity, cash flow and margin enhancement in particular; the Company's ability to effectively integrate its acquisitions; the effects on the Company's results of operations from the impacts of foreign exchange; competition; the success and cost of introducing new products as well as the Company's ability to increase prices on existing products; availability and retention of key personnel; the Company's reliance on third party distributors, manufacturers and suppliers; the Company's ability to maintain existing customers and secure and integrate new customers; the Company's ability to respond to changes and trends in customer and consumer demand, preferences and consumption; international sales and operations; changes in fuel, raw material and commodity costs; changes in, or the failure to comply with, government regulations; the availability of natural and organic ingredients; the loss of one or more of the Company's manufacturing facilities; the ability to use the Company's trademarks; reputational damage; product liability; seasonality; litigation; the Company's reliance on its information technology systems; and the other risks detailed from time-to-time in the Company's reports filed with the SEC, including the annual report on Form 10-K for the fiscal year ended June 30, 2012. As a result of the foregoing and other factors, no assurance can be given as to future results, levels of activity and achievements and neither the Company nor any person assumes responsibility for the accuracy and completeness of these statements.

Non-GAAP Financial Measures

This press release and the accompanying tables include non-GAAP financial measures, including adjusted net income, adjusted gross profit, adjusted earnings per diluted share, earnings before interest, taxes, depreciation, and amortization ("EBITDA"), adjusted EBITDA and operating free cash flow. The reconciliations of these non-GAAP financial measures to the comparable GAAP financial measures are presented in the tables "Reconciliation of GAAP Results to Non-GAAP Measures" for the three-, nine- and 12-months ended March 31, 2013 and 2012 and in the paragraphs below. Management believes that the non-GAAP financial measures presented provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures. In addition, these non-GAAP measures may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. They should be read only in connection with the Company's Consolidated Statements of Income presented in accordance with GAAP.

The Company defines EBITDA as net income (a GAAP measure) before income taxes, net interest expense, depreciation and amortization, impairment of long lived assets, equity in the earnings of non-consolidated affiliates and stock based compensation. Adjusted EBITDA is defined as net income before income taxes, net interest expense, depreciation and amortization, impairment of long lived assets, equity in the earnings of non-consolidated affiliates, stock based compensation and acquisition-related expenses, including integration and restructuring charges. The Company's management believes that these presentations provide useful information to management, analysts and investors regarding certain additional financial and business trends relating to its results of operations and financial condition. In addition, management uses these measures for reviewing the financial results of the Company as well as a component of performance-based executive compensation.

For the three-, nine and trailing 12-month periods ended March 31, 2013 and 2012, EBITDA and adjusted EBITDA were calculated as follows:

The Company defines Operating Free Cash Flow as cash provided from or used in operating activities (a GAAP measure) less capital expenditures. The Company views operating free cash flow as an important measure because it is one factor in evaluating the amount of cash available for discretionary investments.

For the trailing 12-month periods ended March 31, 2013 and 2012, operating free cash flow was calculated as follows:

Operating free cash flow for the trailing 12-months this year was $55.6 million, a decrease of 30% from $79.3 million in the prior year. The decrease is principally the result of expenditures on several major capital projects during the latest 12-months, as we invested almost $40 million more on capital projects in our latest 12-months as compared to a year ago.