Campbell Soup : Q2 2021 Earnings Presentation and Non-GAAP Reconciliation

Forward-Looking Statement

The factors that could cause actual results to vary materially from those anticipated or expressed in any forward-looking statement include: impacts of, and associated responses to, the COVID-19 pandemic on our business, suppliers, customers, consumers and employees; our ability to execute on and realize the expected benefits from our strategy, including growing sales in snacks and maintaining market share position in soup; the impact of strong competitive responses to our efforts to leverage brand power with product innovation, promotional programs and new advertising; the risks associated with trade and consumer acceptance of product improvements, shelving initiatives, new products and pricing and promotional strategies; our ability to realize projected cost savings and benefits from cost savings initiatives and the integration of recent acquisitions; disruptions in or inefficiencies to our supply chain and/or operations including the impacts of the COVID-19 pandemic, as well as fluctuations in the supply of and inflation in energy and raw and packaging materials cost; our ability to manage changes to our organizational structure and/or business processes, including selling, distribution, manufacturing and information management systems or processes; changes in consumer demand for our products and favorable perception of our brands; changing inventory management practices by certain of our key customers; a changing customer landscape, with value and e-commerce retailers expanding their market presence, while certain of our key customers maintain significance to our business; product quality and safety issues, including recalls and product liabilities; the possible disruption to the independent contractor distribution models used by certain of our businesses, including as a result of litigation or regulatory actions affecting their independent contractor classification; the uncertainties of litigation and regulatory actions against us; the costs, disruption and diversion of management's attention associated with activist investors; a material failure in or a breach of our information technology systems; impairment to goodwill or other intangible assets; our ability to protect our intellectual property rights; increased liabilities and costs related to our defined benefit pension plans; our ability to attract and retain key talent; negative changes and volatility in financial and credit markets, deteriorating economic conditions and other external factors, including changes in laws and regulations; unforeseen business disruptions in one or more of our markets due to political instability, civil disobedience, terrorism, armed hostilities, extreme weather conditions, natural disasters, pandemics or other calamities; and other factors described in our most recent Form 10-K and subsequent Securities and Exchange Commission filings. We disclaim any obligation or intent to update these statements to reflect new information or future events.

Agenda

Q2 Fiscal 2021 Earnings Presentation

CEO Perspective

Strong Consolidated Results

+5%

+8%

+17%

75%

Organic Sales*

Key Highlights

Adj. EBIT*

• ▪ Strong execution across both divisions

  Adj. EPS*

• ▪ Returned to improved positive share growth as planned

• ▪ E-commerce in-market dollar consumption growth +89%2

• ▪ Provided full-year Fiscal 2021 outlook

*See Non-GAAP reconciliation

• 1. Total IRI U.S. MULO $ consumption latest 13 weeks ending 1/31/2021

• 2. IRI eMarket Insights 13 weeks ending 1/31/2021

of Portfolio Gained or Held

Share1

Meals & Beverages Division Performance

Win in Soup

Key M&B Brands

+10%

Net Sales

+25%

Pacific Foods Consumption

Growth1

Consecutive Quarter of Condensed Share

1. Total IRI US MULO $ Consumption latest 13 weeks ending 1/31/2021

8th

Growth1

+2pts

Chunky Share1

#1 Share for 21 Straight Months1

4th Consecutive Quarter of Share

Growth1

Share Gains 1

+1.6 pts

Double-Digit

Net Sales Growth

Snacks Division Performance

• ▪ +8% Power Brands consumption1

• ▪ Double-digit consumption growth in Salty snacks1

• ▪ Exceptional results in Pepperidge Farm Farmhouse

• ▪ Goldfish improving as supply recovered

• ▪ Significant progress on value capture with remaining runway on improving Snacks profitability

1. Total IRI US MULO $ Consumption latest 13 weeks ending 1/31/2021

Strong Snacks Innovation Pipeline

Q2 Fiscal 2021 Earnings Presentation

CFO Perspective

Financial Summary

($ millions, except per share data)

Q2 FY21	Change vs. PY	H1 FY21	Change vs. PY
$	%	$	%
Net Sales	$2,279	$117	5%	$4,619	$274	6%
Organic Net Sales*	$116	5%	$298	7%
Adjusted EBIT*	$393	$29	8%	$856	$100	13%
Adjusted EPS*	$0.84	$0.12	17%	$1.86	$0.35	23%

*See Non-GAAP reconciliation

Components of Net Sales Growth

+4 pts

(1) pt

+2 pts

+5%

-

+5%

+90 bps

34.4%

Q2 FY20

* See Non-GAAP reconciliation

(10) bps

• 1. Reflects best estimate of individual component

• 2. Includes cost impact of COVID-19

+50 bps

MixOperating Leverage1

Net Pricing

(330) bps

Inflation/

Other2

+140 bps

Productivity Improvements

+50 bps

Cost Savings

Initiatives

34.3%

Q2 FY21

Other Operating Items

+8%

A&C

Adjusted Marketing & Selling Expenses*

QF2YF2Y021

Adjusted Administrative Expenses*

$135

Q2FYF2Y020

* See Non-GAAP reconciliation

QF2 YF2Y020

$152

QF2YF2Y121

Cost Savings & Value Capture

• • Total savings of just over $20 million realized in Q2

• ▪ Target of approximately $75 - $85 million for FY21 with Snyder's-Lance synergies representing the majority of savings

• ▪ Tracking to cumulative savings target of $850 million by end of FY22

Savings Through

Q2 FY21

Savings Target

FY22

Adjusted* EBIT Growth

+$40

$364

Q2 FY20

Net Sales Growth**

*See Non-GAAP reconciliations for all adjusted financial measures presented. ** Impact of net sales growth based on prior year adjusted gross margin.

($3)

Adjusted Gross Margin Impact

+$3

Adjusted Marketing &

Selling Expenses

($15)

Adjusted Administrative & R&D Expenses

+$4

Adjusted Other

Income

$393

Q2 FY21 Q2 FY21

Segment Results

($ millions)

Net Sales & Organic Growth Rate*

Q2 FY20 Q2 FY21

Operating Earnings

$242

$258

* See Non-GAAP reconciliation

Q2 FY20 Q2 FY21

Q2 FY20 Q2 FY21

* See Non-GAAP reconciliation

Q2 FY20 Q2 FY21

Cash Flow

Total Company ($ millions)

YTD FY20	YTD FY21
Net Cash Flows from Operations	$663	$611
Of which changes in working capital (net of divestitures)	($37)	($178)
Net Cash Flows from Investing Activities	$2,368	($120)
Of which capital expenditures	($167)	($132)
Of which sales of businesses (net of cash divested)	$2,533	-
Net Cash Flows from Financing Activities	($3,152)	($405)
Of which net debt repayments	($1,169)	($176)
Of which payments related to debt extinguishment	($1,765)	-
Of which dividends paid	($213)	($215)
Net Change in Cash & Cash Equivalents1	($121)	$87

1. Numbers do not add as this item includes the effect of exchange rate changes on cash

Fiscal 2021 Guidance for Continuing Operations

($ in millions, except per share)

Net Sales	Fiscal 2020 Results	Fiscal 2021 Guidance
$8,691	-3.5% to -2.5%
Organic Net Sales	$8,515*	-1.5% to -0.5%
Adjusted EBIT	$1,449*	-1% to +1%1
Adjusted EPS	$2.95*	+3% to +5%1 $3.03 to $3.11

* See Non-GAAP reconciliation

1. A non-GAAP reconciliation is not provided for 2021 adjusted EBIT and adjusted EPS guidance since certain items are not estimable, such as pension and postretirement mark-to-market adjustments, and these items are not considered to reflect the company's ongoing business results.

Keys to Future Growth

Sustain or accelerate Snacks growth while improving margins

Solidify M&B business as a steady

and stable contributor

Deploy financial flexibility to create value

4/5 consumers highly satisfied1

1Numerator New User Surveys, May 2020 (n=5,303) & Jan 2021 (n=2,893)

70% better than competition1

Clear insights on consumer drivers for retention of new households1

Clear Mission

Sustain or accelerate Snacks growth while improving margins

Solidify M&B business as a steady

and stable contributor

Deploy financial flexibility to create value

Q &A

Mark Clouse

Mick Beekhuizen

President and Chief Executive Officer

EVP and Chief Financial Officer

Appendix

Continuing Operations ($ millions)

Second Quarter

% Change

January 31, 2021

Meals & Beverages

Snacks 979

Total Net Sales

$ 2,279

$ 1,300

Net Sales,	Impact of	Organic	Net Sales,	Organic
As Reported	Currency	Net Sales	As Reported	Net Sales
(2)	$	1,298	6%	6%
1	980	4%	4%
(1)	$	2,278	5%	5%

$

$

January 26, 2020

Meals & Beverages

Net Sales, As Reported $ 1,224

Snacks

938

Total Net Sales

$

2,162

Continuing Operations ($ millions)

First Half

% Change

January 31, 2021

Meals & Beverages

Snacks

Total Net Sales

Net Sales, As Reported

$

$

2,642 1,977 4,619

Impact of CurrencyOrganic Net Sales

$

(2) $ 2,640

1 1,978

$

(1) $ 4,618

Net Sales, As ReportedOrganic Net Sales

9% 9%

3% 4%

6% 7%January 26, 2020

Meals & BeveragesSnacks

Total Net Sales

Net Sales,As Reported

$

$

2,418 1,927 4,345

Impact of DivestitureOrganic Net Sales

$

- $ 2,418

(25) 1,902

$

(25) $ 4,320

Second Quarter
EBITEBIT Margin %Earnings Diluted EPS*
2021 - As Reported Add: Restructuring charges, implementation costs and other related costs Add: Deferred tax charge Deduct: Pension settlement	$ 401 17.6%$ 245$ 0.80 22 160.05 - 190.06 (30) (23)(0.08)
2021 - Adjusted $ 393 17.2% $ 257 $ 0.84
2020 - As Reported Add: Restructuring charges, implementation costs and other related costs Add: Loss on extinguishment of debtDeduct:Tax benefit associated with divestiture Deduct: Pension settlement	$ 350 16.2%$ 171$ 0.56 25 190.06 - 570.19 - (19)(0.06) (11) (8)(0.03)
2020 - Adjusted $ 364 16.8% $ 220 $ 0.72
% Change	8% +40 bps 17% 17%

0.05

*The sum of the individual per share amounts may not add due to rounding.

(0.08)

0.06

0.19

(0.06)

(0.03)

17%

First Half

EBITEBIT

Margin %

EarningsDiluted EPS

2021 - As Reported

$

Add:Restructuring charges, implementation costs and other related costs

554$	1.82
28	21	0.07
-	19	0.06
(34)	(26)	(0.09)
568$	1.86
340$	1.12
27	0.09
57	0.19
41	0.14
(8)	(0.03)
457$	1.51
24%	23%

756

862

Add:

Deferred tax charge

Deduct: 2021 - AdjustedPension settlement

$

18.7%$

856

18.5%$

2020 - As Reported

$ 667

15.4%$

Add: Restructuring charges, implementation costs and other related costs 36

Add: Loss on extinguishment of debt

-

Add: Charges associated with divestitureDeduct: 2020 - Adjusted

Pension settlement

64

(11)

$

17.4%$

% Change

13%

+110 bps

Second Quarter

2021 - As Reported

Add (Deduct): Restructuring charges, implementation costs and other related costs

Deduct: Deferred tax charge

Deduct: Pension settlement

Gross MarginGM %

$

783

34.4%

(2)

-

-EBT

Tax

Tax Rate

$

347 $ 102 29.4% 22 6

- (19)

(30) (7)

2021 - Adjusted

$

781

34.3%

$

339

$

82 24.2%

2020 - As Reported

Add: Restructuring charges, implementation costs and other related costs

Add: Loss on extinguishment of debt

Add: Tax benefit associated with divestiture

Deduct: Pension settlement

2020 - Adjusted

$

742

34.3%

2 - - -

$

744

34.4%

$

204 $ 33 16.2%

25 6

75 18

- 19

(11) (3)

$

293

$

73 24.9%

% Change

(0.1)% (0.7)%

Continuing Operations ($ millions)Adjusted EBIT Impact from Adjusted Gross Margin

Second Quarter

2021 - Adjusted Gross Margin $	$	781
2021 - Reported Net Sales	$	2,279
2020 - Adjusted Gross Margin %	34.4%
2021 - Adjusted Gross Margin $ at 2020 Adjusted Gross Margin %	$	784
Adjusted EBIT Impact from Adjusted Gross Margin	$	(3)

Second Quarter
Marketing and Selling ExpensesAdministrative ExpensesR&D ExpensesOther Expenses / (Income)
2021 - As ReportedDeduct:Restructuring charges, implementation costs and other related costsAdd:Pension settlement	$ 232 -	$ 232$ 158$ 19$ (45) -- (6) - -- - 30
2021 - Adjusted $ 232 $ 152 $ 19 $ (15)
% of Net Sales 2020 - As Reported Deduct: Restructuring charges, implementation costs and other related costs Add: Pension settlement	10.2% 6.7% 0.8% n/m $ 237$ 148$ 22$ (22) (2) (13) (1) - - - - 11
2020 - Adjusted $ 235 $ 135 $ 21 $ (11)
% of Net Sales % of Net Sales Change $ Change % Change	10.9%-70bps 6.2%+50bps 1.0%-20bps n/m n/m $ (3)$ 17$ (2)$ (4) (1)% 13% (10)% 36%

$ (45)

30

$ (22)

11

$ (4)

36%

n/m = not meaningful

Continuing Operations ($ millions)

Second Quarter
Interest, net
2021 - As Reported 2020 - As Reported Deduct: Loss on extinguishment of debt	$ 54 $ 146 (75)
2020 - Adjusted	$ 71
$ Change % Change	$ (17) (24)%

Continuing Operations

($ millions, except per share amounts)Second Quarter - Adjusted Diluted EPS Impact from Adjusted EBIT and Adjusted InterestEBIT

Interest, net

2021 - Adjusted	$	393	$	54
2020 - Adjusted	364	71
$ Change	$	29	$	(17)
Add (Deduct): Tax impact	(7)	4
Impact to Net Earnings	$	22	$	13
Second Quarter 2020 Diluted Shares	304	304
Adjusted Diluted EPS Impact	$	0.07	$	0.04

Continuing Operations

($ millions, except per share amounts)Adjusted Diluted EPS Impact from Change in Adjusted Tax Rate

Second Quarter

2021 - Adjusted EBT	$	339
Change in Adjusted Tax Rate	-0.7%
Adjusted EBT multiplied by the Change in Adjusted Tax Rate	$	2
Second Quarter 2020 Diluted Shares	304
Adjusted Diluted EPS Impact	$	0.01

Continuing Operations

($ millions, except per share amounts)Full Year

DilutedEBIT

Earnings

EPS*

2020 - As Reported

$	1,107$	592$	1.95
Add:	Restructuring charges, implementation costs and other related costs	69	52	0.17
Add:	Pension settlement	43	33	0.11
Add:	Loss on extinguishment of debt	-	57	0.19
Add:	Pension and postretirement benefit mark-to-market adjustments	121	92	0.30
Add:	Charges associated with divestiture	64	37	0.12
Add:	Investment losses	45	35	0.12
$	1,449$	898$	2.95

2020 - Adjusted

* The sum of the individual per share amounts may not add due to rounding.

Continuing Operations ($ millions)Full Year

Fiscal 2021 Guidance Organic Net Sales % Change

Net Sales,	Impact of	Impact of	Net Sales,
Fiscal 2020	As Reported	53rd Week	Divestiture	Organic	Low End	High End
Total Net Sales	(151)	(25)	-1.5%	-0.5%

$

8,691

$

8,515

Continuing Operations ($ millions)Net Debt

January 31, 2021

Short-Term Borrowings	$	1,025
Long-Term Debt	4,996
Total Debt	$	6,021
Less: Cash and Cash Equivalents	(946)
Net Debt	$	5,075

($ millions)

(a) Twelve Months

Ended August 2, 2020

(b) Six Months

Ended January 26, 2020

(c)

Six Months

Ended January 31, 2021

= (a)-(b)+(c)

Trailing Twelve Months Ended (TTM)January 31, 2021

Adjusted Earnings before interest and taxes

Depreciation and amortization, as reported

Deduct: Restructuring charges, implementation costs and other related costs Adjusted Depreciation and amortization from continuing operations

Adjusted Earnings before interest, taxes, depreciation and amortization

$ $

1,449

$ $

328 (4) 324 1,773

$ $

$ $

756 162 (2) 160 916

$ $

856 $ 1,549

154 $ 320

- (2)

$ $

154 $ 318

1,010 $ 1,867

Net Debt $ 5,075

Net Debt to Adjusted EBITDA 2.7

Continuing Operations ($ millions)

(a)

Twelve Months

Ended

July 28, 2019

(b)

Six Months

Ended

January 27, 2019

= (a) - (b)

Six Months

Ended

July 28, 2019

Net Sales, As Reported

$

8,107

$

4,374 $ 3,733

Impact of Divestiture

(129)

(60) (69)

Net Sales, Organic

$

7,978

$

4,314 $ 3,664

Continuing Operations

($ millions)

(a) Twelve Months	(b) Six Months = (a) - (b) Six Months
Ended	Ended Ended
July 28, 2019	January 27, 2019 July 28, 2019
EBIT - As Reported $ 979 Add:Restructuring charges, implementation costs and other related costs 121 Add: Pension settlement 28 Add: Impairment charges 16 Add: Pension and postretirement benefit mark-to-market adjustments 122	$ 651$ 328 6952 -28 -16 -122
EBIT - Adjusted $ 1,266	$ 720 $ 546

52

28

`

(a)

Continuing Operations

($ millions, except per share amounts)Earnings - As ReportedAdd:Restructuring charges, implementation costs and other related costs 92

Add:

Pension settlement 22

Add:

Impairment charges 13

Add:

Pension and postretirement benefit mark-to-market adjustments 93

Add:

Tax reform 2

Earnings - Adjusted

Full Year 2019 Diluted Shares

Diluted EPS - As ReportedAdd:Restructuring charges, implementation costs and other related costs 0.30

Add:

Pension settlement 0.07

Add:

Impairment charges 0.04

Add:

Pension and postretirement benefit mark-to-market adjustments 0.31

Add:

Tax reform 0.01

Diluted EPS - Adjusted*

*The sum of the individual per share amounts may not add due to rounding.

Twelve Months

EndedJuly 28, 2019

$

474$

January 27, 2019

$

696$

302

$

1.57$

$

2.30$

(b) Six Months

Ended

= (a) - (b) Six Months

EndedJuly 28, 2019

356$ 118

5240

-22

-13

-93

2

-410$ 286

302302

1.18$ 0.39

0.170.13

-0.07

-0.04

-0.31

0.01

1.36$

-

0.95