OVERVIEW
The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to help the reader understandMcCormick & Company, Incorporated , our operations, and our present business environment. MD&A is provided as a supplement to, and should be read in conjunction with, our financial statements and the accompanying notes thereto, included in Item 1 of this report. We use certain non-GAAP information - more fully described below under the caption Non-GAAP Financial Measures - that we believe is important for purposes of comparison to prior periods and development of future projections and earnings growth prospects. This information is also used by management to measure the profitability of our ongoing operations and analyze our business performance and trends. Unless otherwise noted, the dollar and share information in the charts and tables in MD&A are in millions, except per share data. Business profile McCormick is a global leader in flavor. We manufacture, market and distribute spices, seasoning mixes, condiments and other flavorful products to the entire food industry - retailers, food manufacturers and the foodservice business. In fiscal year 2019, approximately 40% of our sales were outside of theU.S. We also are partners in a number of joint ventures that are involved in the manufacture and sale of flavorful products, the most significant of which isMcCormick de Mexico . We manage our business in two business segments, consumer and flavor solutions. Recent Events During the three and nine months endedAugust 31, 2020 , the effects of a new coronavirus ("COVID-19") and related actions to attempt to control its spread significantly impacted not only our operating results but also the global economy. The impact of the global COVID-19 pandemic on our consolidated operating results for the three months endedFebruary 29, 2020 was limited, in all material respects, to our operations inChina where the Chinese government mandated numerous measures, including closures of businesses, limitations on movements of individuals and goods, and the imposition of other restrictive measures, in its efforts to mitigate the spread of COVID-19 within the country. In the first quarter of 2020, sales in ourAsia/Pacific region declined by$39.6 million from the corresponding quarter in 2019, driven by the decline in the first quarter of 2020 sales in ourChina operations, as compared to the corresponding period in 2019, that approximated$43 million . That$43 million decline was driven by government-mandated measures, imposed to mitigate the spread of COVID-19, including measures that caused us to institute work-at-home protocols for many of our employees and to close our manufacturing facilities in ourChina operations during a portion of the first quarter. Our plants inChina have since resumed operations, with our plants inShanghai andGuangzhou resuming operations inmid-February 2020 and ourWuhan plant inmid-March 2020 . The pandemic spread outside ofChina during our second and third quarters of fiscal year 2020 to impact operations in ourAmericas andEurope ,Middle East andAfrica ("EMEA") regions in addition to elsewhere in ourAsia/Pacific region. In theU.S. , many state and local governments, based on local conditions, either recommended or mandated actions to slow the transmission of COVID-19. These measures ranged from limitations on crowd size, together with closures of bars and dine-in restaurants, to mandatory orders for non-essential citizens to shelter in place. Governments in non-U.S. jurisdictions also implemented shelter-in-place orders, quarantines, significant restrictions on travel, as well as restrictions that prohibited many employees from going to work. Borders between countries have been closed to contain the spread of COVID-19 contagion. The extent and nature of government actions have varied during the nine months endedAugust 31, 2020 based upon the then-current extent and severity of the COVID-19 pandemic within their respective countries and localities. Uncertainty with respect to the economic effects of the pandemic introduced significant volatility in the financial markets.
We identified three priorities while navigating through the period of volatility and uncertainty associated with various stages of the COVID-19 pandemic:
•First, to ensure the health and safety of our employees and the quality and integrity of our products. •Second, to keep our brands and our customers' brands in supply and to maintain the financial strength of our business. 29 -------------------------------------------------------------------------------- Table of Contents •Third, to ensure McCormick emerges strong from this event. The pandemic will come to an end and we believe that we will come out a better company by driving our long-term strategies, responding to changing consumer behavior and capitalizing on opportunities from our relative strength. We implemented numerous measures to ensure that these priorities were achieved, including: (i) for our manufacturing and distribution employees, who played a critical role in maintaining the supply of our products to our customers and consumers, we instituted pre-shift temperature checks, increased pay and benefits, and provided time to enable social distancing and even greater sanitation procedures during shift changes; (ii) for our other employees, we instituted work-from-home arrangements; (iii) we maintained close communication with customers and suppliers to enable us to react to changing demand; and (iv) throughout the organization, we empowered global, regional and local crisis response teams that enabled us to react quickly to the challenging environment. We elected to pause activities related to our global enterprise resource planning ("ERP") replacement program in the balance of fiscal 2020. Current travel restrictions and border closures imposed by governments to mitigate COVID-19 contagion would make it impossible to provide on-the-ground support at the times of pilot go-lives previously planned for fiscal 2020, and we do not have a clear line of sight as to when those restrictions will be lifted. For these reasons, we have chosen to refocus our employees on the three previously described priorities while navigating through this period of volatility and uncertainty. In the nine months endedAugust 31, 2020 , our sales increased by 4.7% over the prior year level. That increase was driven by an 11.7% increase in sales of our consumer segment, partially offset by a 5.7% decline in sales of our flavor solutions segment. Our operating results have and will continue to be impacted by COVID-19, including the related recovery and the shift in consumer demand resulting from the pandemic. We have partnered with our customers to monitor consumer demand changes and address the shift to at-home versus away-from-home consumption. We estimate that away-from-home consumption has historically represented approximately 20% of our consolidated sales. The effects of COVID-19 on consumer behavior have, on a net basis, favorably impacted the operating results of our consumer segment and unfavorably impact the operating results of our flavor solutions segment in the three and nine months endedAugust 31, 2020 . The impact of COVID-19 on our consumer segment during those periods resulted in a significant increase in at-home consumption and related demand for our products. The unfavorable impact on our flavor solutions segment during the same periods was principally attributable to decreased demand from certain customers that were affected by government mandates related to COVID-19 in many of our markets. Those measures required closures of dine-in restaurants or restricted operations of those restaurants to carry-out or delivery only and also restricted operations of quick service restaurants to drive-through pick-up or delivery. Those negative demand impacts in our flavor solutions segment were partially offset by increased at-home consumption from certain customers in our flavor solutions segment that use our products to flavor their own brands for at-home consumption. The pace and shape of the COVID-19 recovery described above as well as the impact and extent of potential resurgences is not presently known. These and other uncertainties could result in changes to our current expectations in addition to a number of adverse impacts to our business, including but not limited to additional disruption to the economy and consumers' willingness and ability to spend, temporary or permanent closures by businesses that consume our products, such as restaurants, additional work restrictions, and supply chains being interrupted, slowed, or rendered inoperable or, in the case of significant increased demand for our product, incapable of fulfilling that increased demand. As a result, it may be challenging to obtain and process raw materials to support our business needs, and individuals could become ill, quarantined, or otherwise unable to work and/or travel due to health reasons or governmental restrictions. Also, governments may impose other laws, regulations or taxes which could adversely impact our business, financial condition or results of operations. Further, if our customers' businesses are similarly affected, they might delay or reduce purchases from us. The potential effects of COVID-19 also could impact us in a number of other ways including, but not limited to, variations in the level of our profitability, laws and regulations affecting our business, fluctuations in foreign currency markets, the availability of future borrowings, the cost of borrowings, valuation of our pension assets and obligations, credit risks of our customers and counterparties, and potential impairment of the carrying value of goodwill or other indefinite-lived intangible assets. 2020 Outlook We project another year of strong financial performance in 2020. The operating environment continues to evolve and there remains a degree of uncertainty about the pace and shape of the COVID-19 recovery. The Company's guidance considers its year-to-date fiscal 2020 performance and the expected shift in consumer demand to at-home consumption and from away-from-home consumption that has impacted our consumer and flavor solutions segments. 30 -------------------------------------------------------------------------------- Table of Contents In 2020, we expect to grow sales at the upper end of a 4% to 5% range, including an estimated 1% unfavorable impact from currency rates, or 5% to 6% on a constant currency basis. That anticipated 2020 sales growth is primarily driven by new products, brand marketing and expanded distribution as well as the impact of the consumer shift in demand as a result of COVID-19 and the consumer's sustained preference for cooking at home. Sales growth is also expected to include the impact of pricing, which in conjunction with cost savings, is expected to offset an anticipated mid-single digit inflationary pressure. Our anticipated sales growth consists entirely of organic growth as we do not anticipate an incremental sales impact from acquisitions in 2020. We expect our gross profit margin to be 75 to 100 basis points higher in 2020 than in 2019, in part driven by our CCI-led cost savings, which we expect to be$105 million in 2020, and favorable product mix, partially offset by COVID-19 related costs. In 2020, we expect an increase in operating income of 6% to 7%, which includes an estimated 1% unfavorable impact from currency rates. That increase in operating income reflects the impact of lower special charges, estimated at$7.0 million in 2020 compared to$20.8 million in 2019. Excluding special charges, we expect 2020's adjusted operating income to increase 4% to 5%, which includes an estimated 1% unfavorable impact from currency rates, or 5% to 6% on a constant currency basis. In addition to the factors noted in the preceding paragraph, we expect to support our 2020 sales growth with a mid-single digit increase in brand marketing investment as compared to the 2019 level. We also estimate increased incentive compensation as a result of our projected fiscal year 2020 operating performance. Our underlying effective tax rate is projected to be higher in 2020 than in 2019. Absent the impact of discrete tax items, we estimate our underlying tax rate to be approximately 24% to 25% in 2020. Including the projected impact of discrete tax items, including the favorable impact of discrete items that occurred throughAugust 31, 2020 , we estimate that our consolidated effective tax rate will approximate 20% in fiscal 2020. Including the non-recurring benefit of$1.5 million associated with theU.S. Tax Act and taxes associated with special charges recognized in fiscal 2019, our adjusted effective rate was approximately 19.5% in 2019. We expect our adjusted effective tax rate in 2020 to approximate our effective tax rate underU.S. GAAP of 20%. Diluted earnings per share was$5.24 in 2019. Diluted earnings per share for 2020 are projected to range from$5.60 to$5.68 . Excluding the per share impact of special charges of$0.12 and the per share impact of the non-recurring benefit from theU.S. Tax Act of$0.01 in 2019, adjusted diluted earnings per share was$5.35 in 2019. Adjusted diluted earnings per share excluding an estimated$0.04 per share impact from special charges are projected to be$5.64 to$5.72 in 2020. We expect adjusted diluted earnings per share in 2020 to grow 5% to 7%, which includes a 1% unfavorable impact from currency rates, or to grow 6% to 8% in constant currency over adjusted diluted earnings per share of$5.35 in 2019.
RESULTS OF OPERATIONS - COMPANY
Three months ended Nine months ended August 31, August 31, 2020 August 31, 2019 August 31, 2020 2019 Net sales$ 1,430.3 $ 1,329.2 $ 4,043.4 $ 3,862.6 Percent increase 7.6 % 0.8 % 4.7 % 0.7 % Components of percent growth in net sales - increase (decrease): Volume and product mix 6.8 % 2.1 % 4.1 % 2.7 % Pricing actions 1.8 % 0.1 % 1.7 % 0.3 % Foreign exchange (1.0) % (1.4) % (1.1) % (2.3) % Gross profit$ 590.3 $ 539.9 $ 1,639.7 $ 1,515.3 Gross profit margin 41.3 % 40.6 % 40.6 % 39.2 % Sales for the third quarter of 2020 increased by 7.6% from the prior year level and by 8.6% on a constant currency basis (that is, excluding the impact of foreign currency exchange as more fully described under the caption, Non-GAAP Financial Measures). That 7.6% sales increase was driven by higher sales in our consumer segment, which increased by 14.7% over the 2019 level, partially offset by lower sales in our flavor solutions segment, which declined by 2.9% from the prior year level. On a consolidated basis, higher volume and favorable product mix increased sales by 6.8% while pricing actions added 1.8% to sales. That net volume increase and favorable mix was driven by sharply higher demand within our consumer segment, as the 31 -------------------------------------------------------------------------------- Table of Contents continuation of measures imposed to mitigate the spread of COVID-19 and the related change in consumer behavior, resulted in a shift in consumer behavior toward at-home meal preparation that more than offset lower demand within our flavor solutions segment principally associated with our branded food service customers. Sales were also impacted by unfavorable foreign currency rates that reduced net sales 1.0% compared to the year-ago quarter and is excluded from our measure of sales growth of 8.6% on a constant currency basis. Sales for the nine months endedAugust 31, 2020 increased by 4.7% from the prior year level and increased by 5.8% on a constant currency basis. Favorable volume and product mix increased sales by 4.1% while pricing actions added 1.7% to sales. Sales were impacted by unfavorable foreign currency rates that reduced sales by 1.1% as compared to the same period in 2019 and is excluded from our measure of sales growth of 5.8% on a constant currency basis. Gross profit for the third quarter of 2020 increased by$50.4 million , or 9.3%, over the comparable period in 2019. Gross profit for the nine months endedAugust 31, 2020 increased by$124.4 million , or 8.2% over the comparable period in 2019. Our gross profit margins for the three and nine months endedAugust 31, 2020 were 41.3% and 40.6%, respectively, an increase of 70 basis points and 140 basis points, respectively, from the same periods in 2019. This improvement was driven by the mix of consumer and flavor solutions sales in both the quarter and year-to-date periods. Also, as a percentage of sales, the gross margin impact of cost savings led by our Comprehensive Continuous Improvement ("CCI") program and favorable pricing actions were offset, in part, by higher conversion costs and increased material costs in both the quarter and year-to-date periods. Higher conversion costs during the three and nine months endedAugust 31, 2020 reflected certain matters associated with COVID-19, including the impact of temporary arrangements that increased salaries and benefits paid to our manufacturing employees, measures to enable manufacturing and distribution staff to maintain social distancing and permit enhanced cleaning between shifts that reduced productivity, and the impact of lower production volumes of flavor solutions inventories. Three months ended Nine months ended August 31, 2020
278.7$ 911.1 $ 839.9 Percent of net sales 22.2 % 20.9 % 22.6 % 21.7 % SG&A increased by$38.5 million in the third quarter of 2020 compared to the 2019 level, driven by (i) higher performance-based employee incentive expense accruals, (ii) higher distribution expenses associated with the higher sales volume, and (iii) a one-time fiscal 2019 expense reduction from the alignment of an employee benefit plan to our global standard did not recur in 2020, all as compared to the corresponding period in 2019. SG&A as a percent of net sales increased by 130 basis points from the prior year level, primarily as a result of the previously mentioned factors, partially offset by the impact of the leverage of fixed and semi-fixed expenses over a higher level of sales during the 2020 quarter. SG&A increased by$71.2 million in the nine months endedAugust 31, 2020 compared to the 2019 level, primarily as a result of (i) higher performance-based employee incentive expense accruals, (ii) higher distribution expenses associated with the higher sales volume, (iii) higher expenses associated with efforts related to implementation of a global ERP platform, and (iv) a one-time fiscal 2019 expense reduction from the alignment of an employee benefit plan to our global standard did not recur in 2020, all as compared to the corresponding period in 2019. SG&A as a percent of net sales for the nine months endedAugust 31, 2020 increased by 90 basis points from the prior year level, primarily as a result of the previously mentioned factors, partially offset by the impact of the leverage of fixed and semi-fixed expenses over a higher level of sales during the 2020 period. Three months ended Nine months ended August 31, 2020 August 31, 2019 Aug 31, 2020 Aug 31, 2019 Total special charges$ 0.1 $
7.7 $ 4.0
During the three months endedAugust 31, 2020 , we recorded$0.1 million of special charges related to streamlining actions in our EMEA region. During the nine months endedAugust 31, 2020 , we recorded$4.0 million of special charges, consisting of$2.9 million related to streamlining actions in our EMEA region together with$1.1 million related to ourGE initiative.
During the three months ended
During the nine months endedAugust 31, 2019 , we recorded$16.9 million of special charges, consisting primarily of (i)$12.2 million costs related to ourGE initiative, including$8.9 million of third-party expenses,$2.0 million related to severance and related benefits, and$1.3 million related to other costs; (ii)$2.3 million of severance and related benefits associated with streamlining actions in theAmericas ; and (iii)$1.9 million related to streamlining actions in our EMEA region. 32
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Table of Contents Three months ended Nine months ended August 31, August 31, 2020 August 31, 2019 August 31, 2020 2019 Interest expense$ 33.5 $ 41.3 $ 103.2$ 126.7 Other income, net 3.9 6.9 12.5 19.3 Interest expense decreased by$7.8 million in the third quarter of 2020, compared to the same period in 2019, due primarily to a decline in average total borrowings and the lower interest rate environment. Interest expense was$23.5 million lower for the nine months endedAugust 31, 2020 than the same period of the prior year. That decline was primarily due to a decrease in average borrowings, a lower interest rate environment and the favorable impact of the cross currency interest rate swap contracts entered into duringFebruary 2019 . Other income, net for the three and nine months endedAugust 31, 2020 decreased by$3.0 million and$6.8 million , respectively, from the 2019 levels due principally to lower non-service cost income associated with our pension and postretirement benefit plans that declined by$2.4 million and$6.0 million from the prior year level in the three and nine months endedAugust 31, 2020 , respectively.
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