BERKELEY, Calif., Nov. 7, 2013 /PRNewswire/ -- Annie's, Inc. (NYSE: BNNY), a leading natural and organic food company, today announced financial results for its second quarter of fiscal 2014, ended September 30, 2013.

Highlights:


    --  Net sales were $58.7 million in the second quarter; adjusted net
        sales(1) were $57.9 million, an increase of 24.0%
    --  Consumption grew an estimated 22% in the second quarter, representing
        further acceleration versus prior growth trends(2)
    --  Diluted EPS was $0.32 in the second quarter; adjusted diluted EPS(1) was
        $0.28, an increase of 19.1%
    --  As previously announced, management expects to achieve the upper end of
        its net sales guidance range and the lower end of adjusted diluted EPS
        guidance range for its fiscal 2014
    --  Annie's announces agreement to acquire its primary cookie and cracker
        manufacturing plant, positioning its snacks business for long-term
        growth

"We experienced accelerated growth in both shipments and consumption during the quarter, as we benefited from continued base business strength and the successful rollout of our new microwavable mac & cheese cups and family-size frozen entrees," commented John Foraker, CEO of Annie's. "Year-to-date consumption growth, which is in excess of 20%, is the strongest since our IPO and gives us increased confidence in our sales outlook.

"While we are very pleased with our top-line performance and strong operating expense leverage, gross margin was impacted by changes in customer mix and, to a lesser extent, higher-than-expected sales of new products and above-normal inventory obsolescence. Nevertheless, we expect to exit the year with more normalized gross margin trends.

"Our ability to generate strong growth across product categories and sales channels gives us confidence in our long-term growth prospects. One of our biggest growth opportunities is in our snacks business, which remains highly under-penetrated relative to its potential. The planned acquisition of Safeway's cookie and cracker manufacturing plant in Joplin, Missouri will provide us with valuable long-term scale benefits, which we expect will enable us to accelerate our pace of innovation and distribution growth in snacks."

Second Quarter Results

For the second quarter, Annie's reported net sales of $58.7 million. Excluding the benefit to net sales from the pizza recall, primarily related to insurance recoveries, adjusted net sales increased 24.0% to $57.9 million, driven by significant increases in conventional sales channels. Net sales growth in the second quarter was led by meals, which benefited from continued strength in mac & cheese and initial shipments of our new family-size frozen entrees. Net sales of snacks and dressings, condiments and other products were also strong, growing double digits on a year-over-year basis.

EBITDA for the quarter was $9.7 million, with adjusted EBITDA increasing 15.6% year-over-year to $8.8 million. Adjusted EBITDA was driven by strong net sales growth and improved selling, general and administrative expenses as a percentage of net sales, partially offset by a lower gross margin percentage year-over-year.

Net income for the quarter was $5.6 million, or $0.32 per diluted share, as compared to $3.8 million, or $0.21 per diluted share, in the second quarter of fiscal 2013. Adjusted net income was $4.9 million, or $0.28 per diluted share, as compared to adjusted net income of $4.2 million, or $0.24 per diluted share, in the second quarter of fiscal 2013.

Fiscal 2014 Outlook

Annie's expects the following financial results for the current fiscal year:


    --  Adjusted net sales growth toward the upper end of 18% to 20% guidance
        range
    --  Adjusted EBITDA of approximately $31 million
    --  Adjusted diluted EPS toward the lower end of $0.97 to $1.01 guidance
        range

Planned Acquisition of Safeway's Joplin Plant

Annie's also announced that on November 5, 2013, the Company entered into a definitive agreement with Safeway Inc. and Safeway Australia Holdings, Inc. to acquire the snack manufacturing plant in Joplin, Missouri, which has been Annie's primary manufacturer of cookie and cracker products since the inception of its snacks business in 2002. Under the agreement, the purchase price will be $6.0 million, plus the cost of inventory and supplies at closing. Annie's expects to fund the acquisition with cash on hand and, if necessary, by drawing under its revolving credit facility. Including the impact of previously planned efficiency projects, the acquisition is not expected to materially impact net income in fiscal 2015.

Annie's products produced in the Joplin plant currently account for over 50% of its overall snacks net sales and represent the majority of the plant's total production volume. In connection with the closing of the acquisition, which is expected to occur in the first quarter of Annie's fiscal 2015 and is subject to the satisfaction of various closing conditions, Annie's expects to enter into a three-year supply agreement to produce products on behalf of an affiliate of Safeway Inc.

"The Joplin plant is of high strategic value to Annie's," said Mr. Foraker. "The planned acquisition of the plant is consistent with our asset-light business model and provides capacity for future growth, a platform for innovation and an opportunity to further control and improve our cost structure."

Added Amanda Martinez, EVP, Operations and Administration of Annie's, "Having overseen the Joplin plant during my tenure with Safeway, I can speak first-hand to the focus on quality at the plant as well as the caliber of its workforce. We look forward to welcoming the plant's employees to the Annie's family."

Conference Call Information for Today, November 7, 2013

Annie's will host a conference call and live webcast today, November 7, 2013 at 2:00 p.m. PT (5:00 p.m. ET). The conference call can be accessed by dialing 1-877-941-8609, or 1-480-629-9692 (outside the U.S. and Canada). A live webcast will be available on the Investor Relations page of Annie's corporate website at www.annies.com and via replay beginning approximately two hours after the completion of the call for 90 days. An audio replay of the call will also be available to all interested parties beginning at approximately 5:00 p.m. Pacific Time on Thursday, November 7, 2013 until 11:59 p.m. Pacific Time on Thursday, November 14, 2013, by dialing 1-800-406-7325 or 1-303-590-3030 (outside the U.S. and Canada) and entering pass code 4643030#.

About Annie's
Annie's (NYSE: BNNY) is a natural and organic food company that offers great-tasting products in large packaged food categories. Annie's products are made without artificial flavors, synthetic colors, and preservatives regularly used in many conventional packaged foods. Additionally, Annie's sources ingredients so as to avoid synthetic growth hormones and genetically modified food ingredients. Today, Annie's offers over 135 products and is present in over 26,500 retail locations in the United States and Canada. Founded in 1989, Annie's is committed to operating in a socially responsible and environmentally sustainable manner. For more information, visit www.annies.com.

Forward-Looking Statements

Certain statements in this press release and the accompanying conference call, including Annie's statements regarding expected full-year and back-half fiscal 2014 results, including adjusted net sales, adjusted EBITDA, adjusted diluted EPS, margins, cash and related drivers; growth prospects; the planned acquisition of the Joplin plant and the timing thereof; the total purchase price and method of funding the planned acquisition; the expected benefits and impact of the planned acquisition, including the expected impact on the Company's fiscal 2015 results, expected scale benefits, expected impact on the Company's snacks business and expected supply agreement; expected growth in the Company's snacks business, including through innovation; innovation and new products, including our single-serve microwavable cup and frozen entrée products; customer mix; anticipated savings from fat rabbit and other initiatives; rapid growth; risk mitigation; and opportunities ahead are "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may be identified by words like "anticipate," "assume," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "future," "will," "seek" and similar terms or phrases.

The forward-looking statements contained in this press release and the accompanying conference call are based on management's current expectations, are subject to uncertainty and changes in circumstances and are subject to significant risks. We cannot assure you that future developments affecting us will be those that we have anticipated. The timing of the closing of the planned acquisition, if it occurs, is dependent upon the satisfaction of closing conditions, including Safeway's satisfaction that it has fulfilled any collective bargaining obligations that it is required to undertake with the labor organization presently representing employees at the facility. Additionally, our ability to achieve the expected benefits of the acquisition, in the event the acquisition closes, is dependent upon our ability to successfully integrate the Joplin plant, control costs and drive incremental volume. Annie's has not previously operated a manufacturing facility and we may encounter financial and operational difficulties in integrating the Joplin manufacturing plant with our current operations or otherwise not achieve expected benefits.

Actual results may also differ materially from the forward-looking statements contained in this press release and the accompanying conference call due to changes in global, national, regional or local economic, business, competitive, market, regulatory and other factors, many of which are beyond our control. We believe that these factors include those disclosed in the section entitled "Risk Factors" in our Annual Report on Form 10-K for fiscal 2013 filed with the U.S. Securities and Exchange Commission on June 14, 2013 and in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2013 filed with the U.S. Securities and Exchange Commission today and in our other filings with the SEC, including risks relating to competition; new product introductions; our growth strategy; our brand; reputation; product liability claims; recalls and related insurance proceeds; economic disruptions; changes in consumer preferences; ingredient and packaging costs and availability; reliance on a limited number of distributors, retailers, contract manufacturers and third-party suppliers and on an outside warehouse facility; efficiency projects; intellectual property and related disputes; regulatory compliance; transportation; supply-chain; inventory levels; seasonality; and our planned acquisition of the Joplin plant. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual results may vary in material respects from those projected in these forward-looking statements.

Any forward-looking statement made by us in this press release or the accompanying conference call speaks only as of the date hereof. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

Non-GAAP Financial Measures

Adjusted net sales, adjusted operating income, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted EPS are not financial measures prepared in accordance with U.S. generally accepted accounting principles, or GAAP. As used in this press release: (1) adjusted net sales represents net sales adjusted for impact on net sales due to product recall; (2) adjusted operating income represents income from operations adjusted for the impact on net sales, cost of sales, and selling, general and administrative expenses due to product recall, costs associated with planned acquisition of Joplin plant, and shelf registration and secondary offering costs; (3) adjusted net income represents net income adjusted for impact on net sales, cost of sales, selling, general and administrative expenses and provision for income taxes due to product recall; costs associated with planned acquisition of Joplin plant; shelf registration and secondary offering costs; and the change in fair value of convertible preferred stock warrant liability; (4) EBITDA represents net income plus interest expense, provision for income taxes, and depreciation and amortization; (5) adjusted EBITDA represents EBITDA adjusted for impact on net sales, cost of sales, and selling, general and administrative expenses due to product recall; costs associated with the planned acquisition of Joplin plant; shelf registration and secondary offering costs; stock-based compensation; and the change in fair value of convertible preferred stock warrant liability; and (6) adjusted diluted EPS represents adjusted net income divided by weighted average diluted shares of common stock.

We present adjusted net sales, adjusted operating income, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted EPS because we believe these measures provide additional metrics to evaluate our operations and, when considered with both our GAAP results and the related reconciliation to the most directly comparable GAAP measure, provide a more complete understanding of our business than could be obtained absent this disclosure. We use adjusted net sales, adjusted operating income, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted EPS together with financial measures prepared in accordance with GAAP to assess our operating performance, to provide meaningful comparisons of operating performance across periods, to enhance our understanding of our core operating performance and to compare our performance to that of our peers and competitors. We also believe that these non-GAAP financial measures are useful to investors in assessing the operating performance of our business without the effect of the items described above. Adjusted net sales, adjusted operating income, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted EPS are subject to inherent limitation as they reflect the exercise of judgment by management in determining how they are formulated. Further, our computation of these non-GAAP measures is likely to differ from methods used by other companies in computing similarly titled or defined terms, limiting the usefulness of these measures. These non-GAAP measures should not be considered in isolation or as alternatives to GAAP measures and do not purport to be alternatives to either net income as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. We urge investors to review the reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures included in this press release, and not to rely on any single financial measure to evaluate our business.



    1 Adjusted net sales,
     EBITDA, adjusted EBITDA,
     adjusted operating
     income, adjusted net
     income and adjusted
     diluted EPS are non-
     GAAP financial measures
     and must be read in
     conjunction with the
     important information
     about these measures and
     the full reconciliation
     to the most comparable
     GAAP measures set forth
     below.


    2 Source: Syndicated and
     proprietary retail sales
     data for most applicable
     12-week period.



                                          Annie's, Inc.

                              Consolidated Statements of Operations

                                           (unaudited)

                        (in thousands, except share and per share amounts)



                                              Three Months Ended                         Six Months Ended

                                                 September 30,                             September 30,
                                                 -------------                             -------------

                                         2013                              2012        2013                     2012
                                         ----                              ----        ----                     ----


     Net
     sales                       and
     (including                  six
     product                     months
     recall                      ended
     benefit                     September
     of                          30,
     $751                        2013)
     during
     the
     three                            $58,650                           $46,686     $97,690                  $80,979

     Cost
     of                          during         respectively)
     sales                       the
     (including                  three
     product                     and
     recall                      six
     benefit                     months
     of                          ended
     $490                        September
     and                         30,
     $273                              36,749                            28,786      61,027                   49,272
                                       ------                            ------      ------                   ------


               Gross
               profit                  21,901                            17,900      36,663                   31,707

    Operating expenses:

          Selling,
          general                     and            ended
          and                         expense        September
          administrative              of             30,
          expenses                    $11            2013,
          (including                  during         respectively)
          product                     the
          recall                      three
          benefit                     and
          of                          six
          $32                          12,538                            11,539      23,865                   21,750
                                       ------                            ------      ------                   ------


     Income
     from
     operations                         9,363                             6,361      12,798                    9,957

     Interest
     expense                             (104)                              (40)       (175)                     (80)

     Other
     income
     (expense),
     net                                   32                                36          58                       85
                                          ---                               ---         ---                      ---


     Income
     before
     provision
     for
     income
     taxes                              9,291                             6,357      12,681                    9,962

     Provision
     for
     income
     taxes                              3,739                             2,572       5,100                    4,046
                                        -----                             -----       -----                    -----


     Net
     income                            $5,552                            $3,785      $7,581                   $5,916
                                       ======                            ======      ======                   ======


     Net
     income
     per
     share                              $0.33                             $0.22       $0.45                    $0.35
         -Basic


         -Diluted                       $0.32                             $0.21       $0.44                    $0.34
                                        =====                             =====       =====                    =====


     Weighted
     average                     income
     shares                      per
     of                          share
     common
     stock
     outstanding
     used
     in
     computing
     net                           16,896,227                        17,070,327  16,882,965               17,003,534
              -Basic
                                                                                                                 ===

              -Diluted             17,392,447                        17,702,516  17,376,646               17,656,356
                                   ==========                        ==========  ==========               ==========


    Non-GAAP results:


     Adjusted
     operating
     income                            $8,304                            $7,065     $12,033                  $10,661
                                       ======                            ======     =======                  =======


     Adjusted
     net
     income                            $4,919                            $4,204      $7,124                   $6,347
                                       ======                            ======      ======                   ======


     Adjusted
     diluted
     net
     income
     per
     share                              $0.28                             $0.24       $0.41                    $0.36
                                        =====                             =====       =====                    =====


     Adjusted
     EBITDA                            $8,780                            $7,595     $13,137                  $11,669
                                       ======                            ======     =======                  =======



                                       Annie's, Inc.

                           Condensed Consolidated Balance Sheets

                                        (unaudited)

                                       (in thousands)


                                                September 30,       March 31,

                                                              2013          2013
                                                              ----          ----

    ASSETS

    CURRENT ASSETS:

         Cash                                              $11,090        $4,930

         Accounts receivable, net
          of allowance                                      19,100        20,015

         Inventory                                          17,333        15,147

         Deferred tax assets                                 2,558         2,558

         Income tax receivable                                   -           588

         Prepaid expenses and
          other current assets                               5,411         5,050
                                                             -----         -----


              Total current assets                          55,492        48,288

    Property and equipment,
     net                                                     6,192         6,138

    Goodwill                                                30,809        30,809

    Intangible assets, net                                   1,086         1,116

    Deferred tax assets,
     long-term                                               3,617         3,704

    Other non-current assets                                   147           157
                                                               ---           ---


             Total assets                                  $97,343       $90,212
                                                           =======       =======


    LIABILITIES AND  STOCKHOLDERS' EQUITY

    CURRENT LIABILITIES:

         Accounts payable                                   $7,512        $4,342

         Accrued liabilities                                13,652        12,021
                                                            ------        ------


              Total current
               liabilities                                  21,164        16,363

         Credit facility                                         -         7,007

         Other non-current
          liabilities                                          984           913
                                                               ---           ---


              Total liabilities                             22,148        24,283
                                                            ------        ------

    Commitments and contingencies

    STOCKHOLDERS' EQUITY

    Common stock                                                17            17

    Additional paid-in
     capital                                                94,875        93,190

    Accumulated deficit                                    (19,697)      (27,278)
                                                           -------        ------


    Total stockholders'
     equity                                                 75,195        65,929
                                                            ------        ------


    Total liabilities and
     stockholders' equity                                  $97,343       $90,212
                                                           =======       =======




                           Annie's, Inc.

               Consolidated Statements of Cash Flows

                            (unaudited)

                           (in thousands)



                                                        Six Months
                                                           Ended
                                                         September
                                                              30,
                                                         -----------

                                                         2013          2012
                                                         ----          ----

    CASH FLOWS FROM OPERATING ACTIVITIES:

         Net Income                                    $7,581        $5,916

    Adjustments to reconcile net income to net
     cash provided by operating
         activities:

         Depreciation and
          amortization                                    637           463

         Stock-based compensation                         409           447

         Provision for doubtful
          accounts                                         21             -

         Inventory reserves                               430           (80)

         Excess tax benefit from
          stock-based compensation                       (643)       (5,266)

         Accretion of imputed
          interest on purchase of
          intangible asset                                 72            71

         Change in fair value of
          convertible preferred
          stock warrant liability                           -            13

         Amortization of deferred
          financing costs                                   6             9

         Deferred taxes                                    87           217

         Changes in operating assets and
          liabilities:

              Accounts receivable, net                    894           162

              Inventory                                (2,616)       (2,119)

              Income tax receivable                       588          (149)

              Prepaid expenses, other
               current and non-current
               assets                                    (174)        4,092

              Accounts payable                          3,158         1,359

              Related-party payable                         -        (1,305)

              Accrued expenses and other
               non-current liabilities                  2,273         5,426
                                                        -----         -----


              Net cash provided by
               operating activities                    12,723         9,256
                                                       ------         -----


    CASH FLOWS FROM INVESTING ACTIVITIES:

         Purchase of property and
          equipment                                      (649)       (1,009)
                                                         ----        ------


              Net cash used in investing
               activities                                (649)       (1,009)
                                                         ----        ------


    CASH FLOWS FROM FINANCING ACTIVITIES:

         Proceeds from credit
          facility                                      7,720         2,663

         Payments to credit facility                  (14,727)      (15,459)

         Proceeds from common shares
          issued in initial public
          offering,                                         -        11,146
              net of issuance costs

         Excess tax benefit from
          stock-based compensation                        643         5,266

         Proceeds from exercises of
          stock options                                   450         2,204
                                                          ---         -----


              Net cash provided by (used
               in) financing activities                (5,914)        5,820
                                                       ------         -----


    NET INCREASE IN CASH                                6,160        14,067


    CASH-Beginning of period                            4,930           562
                                                        -----           ---


    CASH-End of period                                $11,090       $14,629
                                                      =======       =======


    NONCASH INVESTING AND FINANCING
     ACTIVITIES:

         Purchase of property and
          equipment funded through
          accounts payable                                $12           $13

         Conversion of convertible
          preferred stock into
          common stock                          $           -       $81,373



                                                                                                                    Annie's, Inc.

                                                     Reconciliation of Adjusted Operating Income to Operating Income; Adjusted Net Income to Net Income; and Adjusted Diluted EPS to Diluted EPS

                                                                                                                     (unaudited)

                                                                                                  (in thousands, except share and per share amounts)



                         Three Months Ended September 30, 2013                                      Three Months Ended September 30,
                                                                                                             2012
                         -------------------------------------                                       ---------------------------------

                                 As Reported                        Voluntary                                                           As Adjusted                    As Reported                                        As Adjusted
                                                                  Product Recall                      Adjustments                                                                                Adjustments
                                                                                                                                                                                                                                         ---


    Net sales                               $58,650                                 $(751)             $                -                          $57,899                        $46,686         $                -                 $46,686

    Cost of
     sales                                   36,749                                   490                               -                           37,239                         28,786                          -                  28,786
                                             ------                                   ---                             ---                           ------                         ------                        ---                  ------


              Gross
               profit                        21,901                                (1,241)                              -                           20,660                         17,900                          -                  17,900

    Operating expenses:

         Selling,
          general
          and
          administrative
          expenses                           12,538                                    32                            (214)   (1)                    12,356                         11,539                       (704) (2)             10,835
                                             ------                                   ---                            ----                           ------                         ------                       ----                  ------


    Income from
     operations                               9,363                                (1,273)                            214                            8,304                          6,361                        704                   7,065

    Interest
     expense                                   (104)                                    -                               -                             (104)                           (40)                         -                     (40)

    Other
     income
     (expense),
     net                                         32                                     -                               -                               32                             36                          -                      36
                                                ---                                   ---                             ---                              ---                            ---                        ---                     ---


    Income
     before
     provision
     for income
     taxes                                    9,291                                (1,273)                            214                            8,232                          6,357                        704                   7,061

    Provision
     for income
     taxes                                    3,739                                  (512)                             86    (4)                     3,313                          2,572                        285  (3)              2,857
                                              -----                                  ----                             ---                            -----                          -----                        ---                   -----


    Net income                               $5,552                                 $(761)                           $128                           $4,919                         $3,785                       $419                  $4,204
                                             ======                                 =====                            ====                           ======                         ======                       ====                  ======



    Net income
     per share
     attributable
     to common
     stockholders                             $0.33                                                                                                                                 $0.22
         -Basic


         -Diluted                             $0.32                                $(0.04)                          $0.01                            $0.28                          $0.21                      $0.02                   $0.24
                                              =====                                ======                           =====                            =====                          =====                      =====                   =====


    Weighted
     average
     shares of
     common
     stock
     outstanding
     used in
     computing
     net income
     per share                           16,896,227                                                                                                                            17,070,327
              -Basic


              -Diluted                   17,392,447                            17,392,447                      17,392,447                       17,392,447                     17,702,516                 17,702,516              17,702,516
                                         ==========                            ==========                      ==========                       ==========                     ==========                 ==========              ==========



    (1)  Includes $52 for
     costs associated with
     the Shelf
     Registration
     Statement filed on
     July 16, 2013 on
     Solera's behalf and
     $162 for costs
     associated with our
     planned acquisition
     of the Joplin Plant
     during the three
     months ended
     September 30, 2013.

    (2)  Includes $704 for
     secondary offering
     costs during the
     three months ended
     September 30, 2012.

    (3)  Represents impact
     on provision for
     income taxes related
     to secondary offering
     costs.

    (4)  Represents impact
     on provision for
     income taxes related
     to costs associated
     with the Shelf
     Registration
     Statement and our
     planned acquisition
     of the Joplin Plant.



                                                                                                                    Annie's, Inc.

                                                     Reconciliation of Adjusted Operating Income to Operating Income; Adjusted Net Income to Net Income; and Adjusted Diluted EPS to Diluted EPS

                                                                                                                     (unaudited)

                                                                                                  (in thousands, except share and per share amounts)



                         Six Months Ended September 30, 2013                                        Six Months Ended September 30,
                                                                                                             2012
                         -----------------------------------                                         -------------------------------

                                 As Reported                        Voluntary                                                           As Adjusted                    As Reported                                        As Adjusted
                                                                  Product Recall                      Adjustments                                                                                Adjustments
                                                                                                                                                                                                                                         ---


    Net sales                               $97,690                                 $(751)             $                -                          $96,939                        $80,979         $                -                 $80,979

    Cost of
     sales                                   61,027                                   273                               -                           61,300                         49,272                          -                  49,272
                                             ------                                   ---                             ---                           ------                         ------                        ---                  ------


              Gross
               profit                        36,663                                (1,024)                              -                           35,639                         31,707                          -                  31,707

    Operating expenses:

         Selling,
          general
          and
          administrative
          expenses                           23,865                                   (11)                           (248)   (1)                    23,606                         21,750                       (704) (2)             21,046
                                             ------                                   ---                            ----                           ------                         ------                       ----                  ------


    Income from
     operations                              12,798                                (1,013)                            248                           12,033                          9,957                        704                  10,661

    Interest
     expense                                   (175)                                    -                               -                             (175)                           (80)                         -                     (80)

    Other
     income
     (expense),
     net                                         58                                     -                               -                               58                             85                         13  (3)                 98
                                                ---                                   ---                             ---                              ---                            ---                        ---                     ---


    Income
     before
     provision
     for income
     taxes                                   12,681                                (1,013)                            248                           11,916                          9,962                        717                  10,679

    Provision
     for income
     taxes                                    5,100                                  (407)                             99    (5)                     4,792                          4,046                        286  (4)              4,332
                                              -----                                  ----                             ---                            -----                          -----                        ---                   -----


    Net income                               $7,581                                 $(606)                           $149                           $7,124                         $5,916                       $431                  $6,347
                                             ======                                 =====                            ====                           ======                         ======                       ====                  ======



    Net income
     per share
     attributable
     to common
     stockholders                             $0.45                                                                                                                                 $0.35
         -Basic


         -Diluted                             $0.44                                $(0.03)                          $0.01                            $0.41                          $0.34                      $0.02                   $0.36
                                              =====                                ======                           =====                            =====                          =====                      =====                   =====


    Weighted
     average
     shares of
     common
     stock
     outstanding
     used in
     computing
     net income
     per share                           16,882,965                                                                                                                            17,003,534
              -Basic


              -Diluted                   17,376,646                            17,376,646                      17,376,646                       17,376,646                     17,656,356                 17,656,356              17,656,356
                                         ==========                            ==========                      ==========                       ==========                     ==========                 ==========              ==========



    (1)  Includes $86 for
     costs associated with
     the Shelf
     Registration
     Statement filed on
     July 16, 2013 on
     Solera's behalf and
     $162 for costs
     associated with our
     planned acquisition
     of the Joplin Plant
     during the six months
     ended September 30,
     2013.

    (2)  Includes $704 for
     secondary offering
     costs during the six
     months ended
     September 30, 2012.

    (3)  Includes $13 for
     change in fair value
     of convertible
     preferred stock
     warrant liability
     during the six months
     ended September 30,
     2012

    (4)  Represents impact
     on provision for
     income taxes related
     to secondary offering
     costs.

    (5)  Represents impact
     on provision for
     income taxes related
     to costs associated
     with the Shelf
     Registration
     Statement and our
     planned acquisition
     of the Joplin Plant.



                           Annie's, Inc.

    Reconciliation of EBITDA and Adjusted EBITDA to Net Income

                            (unaudited)

                           (in thousands)



                                           Three               Six
                                          Months               Months
                                           Ended                Ended
                                        September             September
                                              30,                    30,
                                          ---------              ---------

                                      2013        2012        2013        2012
                                      ----        ----        ----        ----


    Net income                      $5,552      $3,785      $7,581      $5,916

         Interest expense              104          40         175          80

         Provision for income
          taxes                      3,739       2,572       5,100       4,046

         Depreciation and
          amortization                 328         263         637         463
                                       ---         ---         ---         ---


    EBITDA                           9,723       6,660      13,493      10,505

         Benefit to net sales
          related to product
          recall                      (751)          -        (751)          -

         Benefit to cost of
          sales related to
          product recall              (490)          -        (273)          -

         (Benefit
          to)/incremental
          administrative costs
          related to product
          recall                       (32)          -          11           -

         Shelf registration
          filing costs                  52           -          86           -

         Secondary offering
          costs                          -         704           -         704

         Costs associated with
          planned acquisition
          of Joplin Plant              162                     162

         Stock-based
          compensation                 116         231         409         447

         Change in fair value
          of convertible
          preferred stock
          warrant liability              -           -           -          13
                                       ---         ---         ---         ---


    Adjusted EBITDA                 $8,780      $7,595     $13,137     $11,669
                                      ====      ======        ====       =====



                                                                            Annie's, Inc.

                                                Reconciliation of Adjusted Net Sales to Net Sales by Product Category

                                                                             (unaudited)

                                                                           (in thousands)



                         Three Months Ended September 30,
                                     2013                                                        Three Months
                        ---------------------------------

                               As Reported                        Voluntary                        As Adjusted               Ended
                                                                Product Recall                                        September 30, 2012
                                                                                                                      ------------------

    Product Categories:

         Meals                            $29,739                                 $(751)                     $28,988                     $21,869

         Snacks                            22,057                                     -                       22,057                      19,146

          Dressings,
          condiments
          and
          other                             6,854                                     -                        6,854                       5,671
                                            -----                                   ---                        -----                       -----


                                          $58,650                                 $(751)                     $57,899                     $46,686
                                          =======                                 =====                      =======                     =======



                                                                            Annie's, Inc.

                                                Reconciliation of Adjusted Net Sales to Net Sales by Product Category

                                                                             (unaudited)

                                                                           (in thousands)



                         Six Months Ended September 30,
                                     2013                                                         Six Months
                        -------------------------------

                               As Reported                        Voluntary                        As Adjusted               Ended
                                                                Product Recall                                        September 30, 2012
                                                                                                                      ------------------

    Product Categories:

         Meals                            $46,293                                 $(751)                     $45,542                     $36,536

         Snacks                            37,878                                     -                       37,878                      32,609

          Dressings,
          condiments
          and
          other                            13,519                                     -                       13,519                      11,834
                                           ------                                   ---                       ------                      ------


                                          $97,690                                 $(751)                     $96,939                     $80,979
                                          =======                                 =====                      =======                     =======

CONTACT:

Ed Aaron
510-558-7574
303-868-5551
ir@annies.com

SOURCE Annie's, Inc.