For further information, please contact Corporate Communications Phone +31 (0)30 298 88 31 Investor Relations Phone +31 (0)30 298 88 03 E-mail corporate.communications@wessanen.com E-mail investor.relations@wessanen.com Press release – Results first quarter 2008 May 9, 2008 Solid underlying performance in all four businesses Highlights Total revenue in Q1-08 was EUR 384.6 million (Q1-07: EUR 388.5 million). Currency effect contributed EUR 36.2 million negatively. Autonomous sales growth was 5.1%. EBIT amounted to EUR 12.4 million in Q1-08 (Q1-07: EUR 12.1 million). Negative currency effect of EUR 0.4 million. Profit attributable to equity holders of Wessanen was EUR 7.2 million in Q1-08 (Q1-07: EUR 6.8 million, excluding profit from (divestment of) discontinued operations). Cash generated from continuing operations ended in the first quarter of 2008 at EUR 3.1 million (Q1-07: EUR 14.3 million). CEO statement Ad Veenhof, Wessanen CEO, comments: “Following the growth trend from previous quarters, all our businesses are again posting solid growth figures. I am particularly pleased with the growth in our North American operations. North America Branded did well as a result of last year’s acquisition, continued product innovation and channel extension. North America Distribution showed a solid performance as a result of sales increases at both our Top Ten customers and in the natural food channel. Our European operations are performing on target. European Health brands achieved good results with 5.5% organic growth. New product launches and stronger advertising and promotion should result in a further improvement of the growth levels over the coming quarters. The earlier growth trend in Europe Distribution continues with good profitability.” Consolidated key figures first quarter 2008 X EUR million, unless stated otherwise Q1 2008 Q1 2007 Revenue 384.6 388.5 Revenue at constant exchange rates 420.8 EBIT (operating profit) Profit attributable to equity holders of Wessanen Earnings per share (in euro) Average number of outstanding shares (x 1,000 shares) 12.4 12.1 7.2 21.5 0.11 0.30 67,585 71,624 Chamber of Commerce . Amsterdam 33145851 080509 Wessanen Results Q12008 ENG DEF.doc Outlook • Achieve revenue growth in all four businesses reaching a growth target level of 6-8% at North America Branded and North America Distribution and 5-7% at Europe Branded (Health) and Europe Distribution. • Continue to achieve profit increase in all four businesses reaching a strategic profit target level of 1012% at North America Branded and Europe Branded (Health), 4-5% at Europe Distribution and 3-4% at North America Distribution with some delay. • Broaden and internationalize our brands and brand portfolio in the key product categories. • Strengthen our distribution business via organic growth, new contracts and complementary consolidations. • Improve working capital and cash flow. F i n a n c i a l s um m a r y Total revenue decreased by 1.0% to EUR 384.6 million, due to a negative foreign currency effect (of a weak US Dollar and British Pound against the euro in Q1-08) of EUR 36.2 million. Excluding the negative foreign currency effect, revenue increased by 8.3%, partly caused by acquisitions. Autonomous sales growth, excluding currency and acquisition effects, was 5.1%. EBIT increased by EUR 0.3 million to EUR 12.4 million (Q1-07: EUR 12.1 million), including a negative currency effect of EUR 0.4 million. Primary working capital decreased in Q1-08 by EUR 7.6 million to EUR 249.3 million, mainly due to a positive foreign exchange effect of EUR 11.6 million. Cash generated from operations decreased with EUR 11.2 million to EUR 3.1 million in Q1-08 from EUR 14.3 million in Q1-07, mainly due to a negative secondary working capital development. The total net cash outflow in Q1-08 amounted to EUR 14.4 million (Q1-07: net cash inflow of EUR 7.6 million, excluding the cash inflow from (divestment of) discontinued operations of EUR 91.2 million). Net debt decreased in Q1-08 with EUR 1.7 million to EUR 141.3 million, as at March 31, 2008, including a foreign currency effect of EUR 5.9 million. Highlights first quarter per segment: North America (NA) • Total North American revenue showed 8.5% growth in Q1-08 to USD 330.8 million (Q1-07: USD 304.8 million). Revenue growth was realized by strong branded and third party sales at NA Branded, as well as strong sales increases at supermarkets and natural food stores at NA Distribution. • Total North American EBIT increased by USD 1.5 million to USD 3.0 million, doubling Q1-07 EBIT (Q1-07: USD 1.5 million). 2 • NA Branded continued to grow in Q1-08, increasing revenue by 22.7% and EBIT by 31.1% as compared to the same period last year, including acquisition effects. Core brand growth in Daily’s and MI-DEL, was supplemented by gains in the Liberty Richter third-party client business, and the acquired Rainbow brand business (consolidated as from August 1, 2007). Key growth factors included continued product innovation leading to an updated portfolio mix, and strong marketing support leading to new distribution outlets. • NA Distribution continued the positive turnaround which occurred as from the second quarter of 2007, posting increased revenue of 7.0%, and increasing EBIT to USD 1.6 million, as compared to USD 0.4 million in the same period last year. NA Distribution sales to Top Ten supermarket customers continued to show solid growth, and were supplemented by sales increases in the natural food channel. Continued expense control and further development and implementation of management systems and processes, continued to improve productivity and profitability. Year-overyear EBIT continues to show solid improvement, despite the cost of on-boarding new business and inflationary pressures. • One of Tree of Life’s largest Top Ten customers renewed and increased their supply agreement. Total North American business (in euros) x EUR million, unless stated otherwise Q1 2008 Q1 2007 Revenue 219.2 232.3 Revenue at constant exchange rates 252.3 EBIT (operating profit) 2.0 1.1 0.9% 0.5% Q1 2008 Q1 2007 330.8 304.8 3.0 1.5 0.9% 0.5% Q1 2008 Q1 2007 Revenue 24.6 23.1 Revenue at constant exchange rates 28.3 EBIT margin (as a % of revenue) Total North American business (in US dollars) x USD million, unless stated otherwise Revenue EBIT (operating profit) EBIT margin (as a % of revenue) North America Branded (in euros) x EUR million, unless stated otherwise EBIT (operating profit) EBIT margin (as a % of revenue) 0.9 0.8 3.7% 3.5% 3 North America Branded (in US dollars) x USD million, unless stated otherwise Q1 2008 Q1 2007 37.2 30.3 1.4 1.1 3.7% 3.5% Q1 2008 Q1 2007 Revenue 194.6 209.2 Revenue at constant exchange rates 224.0 Revenue EBIT (operating profit) EBIT margin (as a % of revenue) North America Distribution (in euros) x EUR million, unless stated otherwise EBIT (operating profit) EBIT margin (as a % of revenue) 1.1 0.3 0.6% 0.1% Q1 2008 Q1 2007 293.6 274.5 1.6 0.4 0.6% 0.1% North America Distribution (in US dollars) x USD million, unless stated otherwise Revenue EBIT (operating profit) EBIT margin (as a % of revenue) Highlights first quarter per segment: Europe • Total European revenue showed 5.9% growth in Q1-08 to EUR 159.0 million (Q1-07: EUR 150.1 million), including a negative currency effect of EUR 3.0 million (2.0%). Revenue growth was realized by the good performance of our natural/organic brands and solid business at Europe Distribution. • Total European EBIT was slightly lower with EUR 12.6 million in Q1-08 (Q1-07: EUR 13.0 million), including a negative currency effect of EUR 0.1 million. In Q1-07 a one-time positive effect of EUR 1.2 million was recorded for the sale of real estate. This quarter, a real estate related transaction added EUR 1.0 million to the result. • Europe Branded continued to grow in Q1-08, increasing revenue by 7.7% to EUR 122.5 million (Q107: EUR 113.8 million), including a negative currency effect of EUR 1.3 million (1.2%). Key growth factors are the acquisition of Habek Snacks through Favory Convenience Food Group, new product introductions and increased marketing support in most countries. Excluding currency impact, the European Health brand portfolio grew by 5.5%, Branded Frozen showed a modest growth of 0.4% and sole agent contracts contributed 12.0% negatively. o Comparable EBIT margin of Europe Branded remained at 10.2% in Q1-08. Frozen had only a slightly positive impact due to good performance of branded sales, partly offset by integration costs. 4 o To focus and properly align the sole agency contracts with our own branded portfolio in Europe, some additional EUR 4 to 6 million on top-line revenue will be terminated in 2008, in line with earlier announcements. Effect in Q1-08 was EUR 1.7 million. • The European distribution business, excluding negative currency effect (EUR 1.7 million), grew by 5.1% in comparison with Q1-07. EBIT margin of Europe Distribution was with 4.7% in Q1-08 lower than 4.9% in Q1-07. Corrected for currency impact EBIT margin was in line with last year. Total European business x EUR million, unless stated otherwise Q1 2008 Q1 2007 Revenue 158.9 150.1 Revenue at constant exchange rates 162.0 EBIT (operating profit) 12.6 13.0 EBIT margin (as a % of revenue) 8.0% 8.7% Q1 2008 Q1 2007 Revenue 122.5 113.8 Revenue at constant exchange rates 123.9 Europe Branded x EUR million, unless stated otherwise EBIT (operating profit) 10.9 11.2 EBIT margin (as a % of revenue) 8.9% 9.9% Q1 2008 Q1 2007 Revenue 36.4 36.3 Revenue at constant exchange rates 38.1 Europe Distribution x EUR million, unless stated otherwise EBIT (operating profit) 1.7 1.8 4.7% 4.9% Q1 2008 Q1 2007 Revenue 6.5 6.1 Revenue at constant exchange rates 6.5 EBIT margin (as a % of revenue) Highlights first quarter per segment: Non-Allocated Total Non-Allocated x EUR million, unless stated otherwise EBIT (operating profit) (2.2) (2.0) 5 Important dates July 31, 2008 Publication of the second quarter and half-year 2008 results August 1, 2008 Ex-dividend share price determined August 13, 2008 Interim dividend 2008 payable October 28, 2008 Publication of the third quarter 2008 results February 26, 2009 Publication of the fourth quarter and annual 2008 results April 16, 2009 Annual General Meeting of Shareholders Company profile Royal Wessanen nv is a multinational food corporation based in the Netherlands. We earn our revenues by developing, sourcing, producing, marketing and distributing high-quality natural and specialty food products in North America and Europe. Our mission is to be the leading transatlantic company for branded authentic Health and Premium Taste Foods. Our actions are intended to achieve a balance between the interests of all our stakeholders, by focusing on authenticity, transparency, and sustainability. Appendices 1. Condensed consolidated interim financial statements first quarter 2008. Note on forward-looking statements This announcement contains certain statements that are neither reported financial results nor other historical information. These statements are forward-looking statements within the meaning of the safe-harbor provisions of the US federal securities laws. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond Wessanen's ability to control or estimate precisely, such as future market conditions, the behavior of other market participants and the actions of governmental regulators. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. 6 Appendix 1: C o n d e n s e d c o n s o l i d a t e d i n t e r i m f i n a nc i a l s t a t e m e n t s f i r s t q u a r t e r 2 0 0 8 Condensed consolidated income statement in EUR millions, unless stated otherwise Q1 2008 Q1 2007 384.6 1.0 (373.2) 12.4 388.5 1.2 (377.6) 12.1 (1.7) 10.7 (3.2) 7.5 (2.2) 9.9 (2.5) (0.7) 15.4 22.1 7.2 - 6.8 14.7 7.2 0.3 7.5 21.5 0.6 22.1 0.11 0.11 0.30 0.30 Average number of shares outstanding (in thousands) Basic 67,585 71,624 Average USD exchange rate (Euro per U.S. Dollar) 0.6622 0.7624 March 31, 2008 December 31, 2007 Revenue Other income Operating expenses Operating profit Net financing costs Share in results of associates Profit before income tax Income tax expense Result from discontinued operations, net of income tax Result on divestment discontinued operations, net of income tax Profit for the period Attributable to: Equity holders of Wessanen: Total attributable from continuing activities Total attributable from discontinued activities Total attributable to equity holders of Wessanen Minority interests Profit for the period Earnings per share (in EUR) Basic Diluted Condensed consolidated balance sheet in EUR millions, unless stated otherwise Non-current assets Current assets Total assets 388.9 493.3 882.2 397.2 515.6 912.8 Equity attributable to equity holders of Wessanen Minority interests Total equity Non-current liabilities Current liabilities Total equity and liabilities 402.0 20.3 422.3 197.7 262.2 882.2 409.7 20.0 429.7 215.9 267.2 912.8 End of period USD exchange rate (Euro per U.S. Dollar) 0.6347 0.6799 7 Condensed consolidated statement of cash flow in EUR millions, unless stated otherwise Q1 2008 Cash flow from operating activities Operating profit Q1 2007 12.4 12.1 4.2 2.6 4.0 4.2 Cash generated from operations before changes in working capital and provisions 19.2 20.3 Changes in primary working capital Changes in secondary working capital Changes in provisions and employee benefits (3.1) (8.2) (4.8) (6.0) 6.7 (6.7) 3.1 14.3 Income tax paid Interest paid (2.6) (2.9) (1.3) (3.2) Operating cash flow from continuing activities Operating cash flow from discontinued activities Net cash from operating activities (2.4) (2.4) 9.8 (0.6) 9.2 Investing cash flow from continuing activities Investing cash flow from discontinued activities Net cash from/(used in) investing activities (8.9) (8.9) (2.2) 92.0 89.8 Financing cash flow from continuing activities Financing cash flow from discontinued activities Net cash from/(used in) financing activities (3.1) (3.1) (0.2) (0.2) (14.4) 98.8 50.1 50.1 12.4 1.0 13.4 (14.4) (0.6) 98.8 (0.2) Adjustments for: Depreciation, amortization and impairments Other non-cash and non-operating items Cash generated from operations Net cash flow Cash and cash equivalents of continuing operations at beginning of year Cash and cash equivalents related to discontinued operations at beginning of year Cash and cash equivalents at beginning of year, including discontinued operations Net cash from operating, investing and financing activities Effect of exchange rate differences on cash and cash equivalents Cash and cash equivalent related to discontinued operations at end of period Cash and cash equivalents of continuing operations at end of period 35.1 112.0 0.6622 0.7624 March 31, 2008 March 31, 2007 Balance at beginning of year Foreign exchange translation differences Effective portion of changes in fair value of cash flow hedges Total income and expense recognized directly in equity Profit for the period Total recognized income and expense Share-based payments Dividends to shareholders Balance at end of period 429.7 (11.4) (3.6) (15.0) 7.5 (7.5) 0.1 422.3 480.0 (2.7) 0.1 (2.6) 22.1 19.5 0.1 499.6 Attributable to: Equity holders of Wessanen Minority interests Total equity 402.0 20.3 422.3 488.8 10.8 499.6 Average USD exchange rate (Euro per U.S. Dollar) Condensed consolidated statement of changes in equity in EUR millions, unless stated otherwise 8 Notes to the condensed consolidated interim financial statements In millions of euro, unless stated otherwise 1 The company and its operations Royal Wessanen nv (‘Wessanen’ or the ‘Company’) is a public limited company domiciled in the Netherlands. The condensed consolidated interim financial statements of the Company as at and for the three-month period ended March 31, 2008 comprises the Company and its subsidiaries (together referred to as the ‘Group’) and Wessanen’s interest in associated companies. The information in these condensed consolidated interim financial statements is unaudited. 2 Statement of compliance These condensed consolidated interim financial statements have been prepared on the basis of the recognition and measurement requirements of accounting standards adopted by the EU as of December 31, 2007. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements for the Group as at and for the year ended December 31, 2007. These condensed consolidated interim financial statements were approved by the Board on May 8, 2008. 3 Accounting policies The accounting policies applied by the Group in these condensed consolidated financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended December 31, 2007. 4 Estimates The preparation of the interim financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing these condensed consolidated interim financial statements, the significant judgments made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended December 31, 2007. 9 5 Financial risk management The Group’s financial risk management objectives and policies are consistent with that disclosed in the consolidated financial statements as at and for the year ended December 31, 2007. 6 Financial information by segment Activities of continuing operations are carried out by four separate business segments: North America Branded, North America Distribution, Europe Branded and Europe Distribution. Nonallocated includes Karl Kemper Germany and corporate entities. Key financial data regarding these segments are given below (in EUR millions): Q1 2008 Total North American business Revenue Operating profit Q1 2007 219.2 2.0 232.3 1.1 24.6 0.9 23.1 0.8 North America Distribution Revenue Operating profit 194.6 1.1 209.2 0.3 Total European business Revenue Operating profit 158.9 12.6 150.1 13.0 Europe Branded Revenue Operating profit 122.5 10.9 113.8 11.2 Europe Distribution Revenue Operating profit 36.4 1.7 36.3 1.8 Non-allocated Revenue Operating profit 6.5 (2.2) 6.1 (2.0) North America Branded Revenue Operating profit 10 7 Other income Other income in Q1 2008 of EUR 1.0 million comprises the net gain on the sale of a purchase option related to the premises of Allos Walter Lang in Mariendrebber (Germany) (Q1 2007: net gain on sale of the premises in Essen (Belgium) of EUR 1.2 million). 8 Income tax expense The Group’s consolidated effective tax rate in respect of continuing operations for the three-month period ending March 31, 2008 was 30%, based on an estimated average annual effective income tax rate of 30% for 2008 (for the year ended December 31, 2007: 20%). 9 Share capital issued At the Annual General Meeting of Shareholders on April 16, 2008, the decision was taken to reduce the share capital issued by 4,229,396 shares from 72,588,501 to 68,359,105 shares, following the share buyback program of EUR 50.0 million in 2007 11