CHICAGO, Oct. 5, 2023 /PRNewswire/ -- Today Conagra Brands, Inc. (NYSE:CAG) reported results for the first quarter of fiscal year 2024, which ended on August 27, 2023. All comparisons are against the prior-year fiscal period, unless otherwise noted.

Highlights

First quarter net sales were flat to the prior year; organic net sales decreased 0.3%
Operating margin in the quarter was 16.8% representing a 1,757 basis point increase over the prior year quarter. Adjusted operating margin was 16.7% representing a 297 basis point increase over the prior year quarter
Diluted earnings per share (EPS) for the first quarter was $0.67 compared to a diluted loss per share of $0.16 in the prior year quarter. Adjusted EPS was $0.66, representing a 15.8% increase over the prior year quarter
The company is reaffirming its fiscal 2024 guidance reflecting:
- Organic net sales growth of approximately 1.0% compared to fiscal 2023
- Adjusted operating margin between 16.0% and 16.5%
- Adjusted EPS between $2.70 and $2.75

CEO Perspective

Sean Connolly, president and chief executive officer of Conagra Brands, commented, "I am proud of our team for delivering another quarter of strong margin recovery and EPS growth despite facing industry-wide macro dynamics that have affected consumer purchasing behavior and elongated the volume recovery period. We will continue to focus on executing our Conagra Way playbook as we make targeted and disciplined investments throughout the remainder of the year to drive the top-line. We are reaffirming our guidance for fiscal 2024, reflecting confidence in our plans, people and agility as we continue to navigate a shifting consumer environment."

Total Company First Quarter Results

In the quarter, net sales were $2.9 billion reflecting:

a 0.3% increase from the favorable impact of foreign exchange; and
a 0.3% decrease in organic net sales.

The 0.3% decrease in organic net sales was driven by a 6.6% decrease in volume largely due to industry-wide slowdown in consumption and recent consumer behavior shifts, partially offset by a 6.3% improvement in price/mix.

Gross profit increased 14.3% to $823 million in the quarter, and adjusted gross profit increased 10.9% to $801 million. First quarter gross profit increased primarily as a result of inflation-driven pricing that was implemented in fiscal 2023 and productivity, which more than offset the negative impacts of cost of goods sold inflation, unfavorable operating leverage, and lower organic net sales. Gross margin increased 354 basis points to 28.3% in the quarter, and adjusted gross margin increased 272 basis points to 27.6%.

Selling, general, and administrative expense (SG&A), which includes advertising and promotional expense (A&P), decreased 54.9% to $334 million in the quarter due primarily to the goodwill and brand impairments that occurred in the prior year quarter. Adjusted SG&A, which excludes A&P, decreased 1.5% to $258 million driven by lower incentive compensation compared to the prior year quarter.

A&P for the quarter decreased 5.3% to $59 million, driven primarily by timing of modern marketing initiatives.

Net interest expense was $106 million in the quarter. Compared to the prior-year period, net interest expense increased 9.2% or $9 million, primarily due to a higher weighted average interest rate on outstanding debt.

The average diluted share count in the quarter was 480 million shares.

In the quarter, net income attributable to Conagra Brands was $320 million, or $0.67 per diluted share compared to a net loss of $0.16 per diluted share in the prior year quarter. Adjusted net income attributable to Conagra Brands increased 15.0% to $316 million, or $0.66 per diluted share. The increase was driven primarily by the increase in gross profit and decrease in SG&A, as previously discussed.

Adjusted EBITDA, which includes equity method investment earnings and pension and postretirement non-service expense (income), increased 12.1% to $613 million in the quarter, primarily driven by the increase in adjusted gross profit.

Grocery & Snacks Segment First Quarter Results

Reported and organic net sales for the Grocery & Snacks segment increased 1.2% to $1.2 billion in the quarter driven by a price/mix increase of 5.6%, partially offset by a volume decrease of 4.4% from industry-wide consumption trends. In the quarter, the company gained dollar share in snacking categories including seeds and microwave popcorn, and some staples categories including chili and canned meat.

Operating profit for the segment increased 3.3% to $259 million in the quarter. Adjusted operating profit increased 3.8% to $264 million as higher organic net sales and productivity more than offset the negative impacts of cost of goods sold inflation, unfavorable operating leverage, and higher A&P and SG&A.

Refrigerated & Frozen Segment First Quarter Results

Reported and organic net sales for the Refrigerated & Frozen segment decreased 4.6% to $1.2 billion in the quarter due to a volume decrease of 10.5% from industry-wide consumption trends, partially offset by a price mix increase of 5.9%. In the quarter, the company gained dollar share in categories such as frozen sides and frozen breakfast sausage.

Operating profit for the segment was $199 million in the quarter compared to a $216 million loss in the prior year quarter. Adjusted operating profit increased 14.7% to $201 million as productivity and lower A&P more than offset the negative impacts of lower organic net sales, unfavorable operating leverage, cost of goods sold inflation, and increased SG&A.

International Segment First Quarter Results

Net sales for the International segment increased 11.4% to $260 million in the quarter reflecting:

a 3.2% increase from the favorable impact of foreign exchange; and
an 8.2% increase in organic net sales.

On an organic net sales basis, price/mix increased 7.9% and volume increased 0.3%.

Operating profit for the segment decreased 12.1% to $24 million in the quarter primarily due to certain non-cash restructuring charges. Adjusted operating profit increased 57.8% to $42 million as the benefits from higher organic net sales and productivity more than offset the negative impact of cost of goods sold inflation, unfavorable operating leverage, and higher SG&A.

Foodservice Segment First Quarter Results

Reported and organic net sales for the Foodservice segment increased 5.2% to $289 million in the quarter. Price/mix increased 10.3% and volume decreased 5.1%, primarily from the elasticity impact of the company's inflation-driven pricing actions.

Operating profit for the segment was $44 million compared to $1 million in the prior year quarter. Adjusted operating profit increased 87.5% to $41 million in the quarter as the benefits of higher organic net sales and productivity more than offset the impacts of cost of goods sold inflation and unfavorable operating leverage.

Other First Quarter Items

Corporate expenses decreased 56.0% to $37 million in the quarter and adjusted corporate expense decreased 20.1% to $64 million in the quarter driven primarily by lower incentive compensation compared to the prior year quarter.

Pension and post-retirement non-service expense was $0 compared to $6 million of income in the prior-year period due primarily to higher interest costs.

In the quarter, equity method investment earnings decreased 27.9% to $36 million as results from the company's joint venture, Ardent Mills, reflected slightly lower volume trends in the milling industry.

In the quarter, the effective tax rate was 23.5% compared to (22.8%) in the prior-year period. The adjusted effective tax rate was 23.6% compared to 22.9% in the prior-year period.

In the quarter, the company paid a dividend of $0.33 per share.

Outlook

The company is reiterating its fiscal 2024 outlook and providing high-level drivers for the second quarter and back half of the year. For the second quarter, the company is expecting a low-single digit organic net sales decline as volume declines improve as inflation-driven pricing actions from fiscal 2023 are wrapped. We expect gross and operating margins to be below the first quarter due to incremental trade and A&P investment. For the back half of the year, the company is expecting low-single digit organic net sales growth driven by year-over-year volume growth, along with margins similar to Q2 as trade and A&P dollars remain elevated.

The company's fiscal 2024 guidance reflects:

Organic net sales growth is expected to be approximately 1.0% compared to fiscal 2023
Adjusted operating margin is expected to be between 16.0% and 16.5%
Adjusted EPS is expected to be between $2.70 and $2.75
Net Leverage Ratio of approximately 3.4x
Capital expenditures of approximately $500M
Interest expense of approximately $450M
Adjusted effective tax rate of approximately 24%
No pension income
Ardent Mills contribution of approximately $150M

The inability to predict the amount and timing of the impacts of foreign exchange, acquisitions, divestitures, and other items impacting comparability makes a detailed reconciliation of forward-looking non-GAAP financial measures impracticable. Please see the end of this release for more information.

Items Affecting Comparability of EPS

The following are included in the $0.67 EPS for the first quarter of fiscal 2024 (EPS amounts are rounded and after tax). Please see the reconciliation schedules at the end of this release for additional details.

Approximately $0.04 per diluted share of net expense related to restructuring plans
Approximately $0.04 per diluted share of net benefit related to corporate hedging derivative gains
Approximately $0.01 per diluted share of net benefit related to rounding

The following are included in the ($0.16) EPS for the first quarter of fiscal 2023 (EPS amounts are rounded and after tax). Please see the reconciliation schedules at the end of this release for additional details.

Approximately $0.01 per diluted share of net expense related to restructuring plans
Approximately $0.04 per diluted share of net expense related to impairment of businesses previously held for sale
Approximately $0.68 per diluted share of net expense related to goodwill and brand impairment charges

Please note that certain prior year amounts have been reclassified to conform with current year presentation.

Discussion of Results

Conagra Brands will host a webcast and conference call at 9:30 a.m. Eastern time today to discuss the results. The live audio webcast and presentation slides will be available on www.conagrabrands.com/investor-relations under Events & Presentations. The conference call may be accessed by dialing 1-877-883-0383 for participants in the U.S. and 1-412-902-6506 for all other participants and using passcode 4734297. Please dial in 10 to 15 minutes prior to the call start time. Following the company's remarks, the conference call will include a question-and-answer session with the investment community. A replay of the webcast will be available on www.conagrabrands.com/investor-relations under Events & Presentations until October 5, 2024.

About Conagra Brands

Conagra Brands, Inc. (NYSE:CAG), headquartered in Chicago, is one of North America's leading branded food companies. Guided by an entrepreneurial spirit, Conagra Brands combines a rich heritage of making great food with a sharpened focus on innovation. The company's portfolio is evolving to satisfy people's changing food preferences. Conagra's iconic brands, such as Birds Eye®, Duncan Hines®, Healthy Choice®, Marie Callender's®, Reddi-wip®, and Slim Jim®, as well as emerging brands, including Angie's® BOOMCHICKAPOP®, Duke's®, Earth Balance®, Gardein®, and Frontera®, offer choices for every occasion. For more information, visit www.conagrabrands.com.

Note on Forward-Looking Statements

This document contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Readers of this document should understand that these statements are not guarantees of performance or results. Many factors could affect our actual financial results and cause them to vary materially from the expectations contained in the forward-looking statements, including those set forth in this document. These risks, uncertainties, and factors include, among other things: risks associated with general economic and industry conditions, including inflation, rising interest rates, decreased availability of capital, volatility in financial markets, declining consumer spending rates, recessions, decreased energy availability, increased energy costs (including fuel surcharges), supply chain challenges, labor shortages, and geopolitical conflicts (including the ongoing conflict between Russia and Ukraine); negative impacts caused by public health crises; risks related to our ability to deleverage on currently anticipated timelines, and to continue to access capital on acceptable terms or at all; risks related to the company's competitive environment, cost structure, and related market conditions; risks related to our ability to execute operating and value creation plans and achieve returns on our investments and targeted operating efficiencies from cost-saving initiatives, and to benefit from trade optimization programs; risks related to the availability and prices of commodities and other supply chain resources, including raw materials, packaging, energy, and transportation, including any negative effects caused by changes in levels of inflation and interest rates, weather conditions, health pandemics or outbreaks of disease, actual or threatened hostilities or war, or other geopolitical uncertainty; risks related to the effectiveness of our hedging activities and ability to respond to volatility in commodities; disruptions or inefficiencies in our supply chain and/or operations; risks related to the ultimate impact of, including reputational harm caused by, any product recalls and product liability or labeling litigation, including litigation related to lead-based paint and pigment and cooking spray; risks related to our ability to respond to changing consumer preferences and the success of our innovation and marketing investments; risks associated with actions by our customers, including changes in distribution and purchasing terms; risks related to the seasonality of our business; risks associated with our co-manufacturing arrangements and other third-party service provider dependencies; risks associated with actions of governments and regulatory bodies that affect our businesses, including the ultimate impact of new or revised regulations or interpretations including to address climate change or implement changes to taxes and tariffs; risks related to the company's ability to execute on its strategies or achieve expectations related to environmental, social, and governance matters, including as a result of evolving legal, regulatory, and other standards, processes, and assumptions, the pace of scientific and technological developments, increased costs, the availability of requisite financing, and changes in carbon pricing or carbon taxes; risks related to a material failure in or breach of our or our vendors' information technology systems and other cybersecurity incidents; risks related to our ability to identify, attract, hire, train, retain and develop qualified personnel; risk of increased pension, labor or people-related expenses; risks and uncertainties associated with intangible assets, including any future goodwill or intangible assets impairment charges; risk relating to our ability to protect our intellectual property rights; risks relating to acquisition, divestiture, joint venture or investment activities; the amount and timing of future dividends, which remain subject to Board approval and depend on market and other conditions; and other risks described in our reports filed from time to time with the Securities and Exchange Commission.

We caution readers not to place undue reliance on any forward-looking statements included in this document, which speak only as of the date of this document. We undertake no responsibility to update these statements, except as required by law.

Note on Non-GAAP Financial Measures

This document includes certain non-GAAP financial measures, including adjusted EPS, organic net sales, adjusted gross profit, adjusted operating profit, adjusted SG&A, adjusted corporate expenses, adjusted gross margin, adjusted operating margin, adjusted effective tax rate, adjusted net income attributable to Conagra Brands, free cash flow, net debt, net leverage ratio, and adjusted EBITDA. Management considers GAAP financial measures as well as such non-GAAP financial information in its evaluation of the company's financial statements and believes these non-GAAP financial measures provide useful supplemental information to assess the company's operating performance and financial position. These measures should be viewed in addition to, and not in lieu of, the company's diluted earnings per share, operating performance and financial measures as calculated in accordance with GAAP.

Organic net sales excludes, from reported net sales, the impacts of foreign exchange, divested businesses and acquisitions, as well as the impact of any 53^rd week. All references to changes in volume and price/mix throughout this release are on an organic net sales basis.

References to adjusted items throughout this release refer to measures computed in accordance with GAAP less the impact of items impacting comparability. Items impacting comparability are income or expenses (and related tax impacts) that management believes have had, or are likely to have, a significant impact on the earnings of the applicable business segment or on the total corporation for the period in which the item is recognized, and are not indicative of the company's core operating results. These items thus affect the comparability of underlying results from period to period.

References to earnings before interest, taxes, depreciation, and amortization (EBITDA) refer to net income attributable to Conagra Brands before the impacts of discontinued operations, income tax expense (benefit), interest expense, depreciation, and amortization. References to adjusted EBITDA refer to EBITDA before the impacts of items impacting comparability.

Hedge gains and losses are generally aggregated, and net amounts are reclassified from unallocated corporate expense to the operating segments when the underlying commodity or foreign currency being hedged is expensed in segment cost of goods sold. The net change in the derivative gains (losses) included in unallocated corporate expense during the period is reflected as a comparability item, Corporate hedging derivate gains (losses).

Note on Forward-Looking Non-GAAP Financial Measures

Our fiscal 2024 guidance includes certain non-GAAP financial measures (organic net sales growth, adjusted operating margin, adjusted EPS, net leverage ratio, and adjusted effective tax rate) that are presented on a forward-looking basis. Historically, the company has calculated these non-GAAP financial measures excluding the impact of certain items such as, but not limited to, foreign exchange, acquisitions, divestitures, restructuring expenses, the extinguishment of debt, hedging gains and losses, impairment charges, legacy legal contingencies, and unusual tax items. Reconciliations of these forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measures are not provided because the company is unable to provide such reconciliations without unreasonable effort, due to the uncertainty and inherent difficulty of predicting the timing and financial impact of such items. For the same reasons, the company is unable to address the probable significance of the unavailable information, which could be material to future results.

Conagra Brands, Inc.

Consolidated Statements of Operations

(in millions)

(unaudited)

	FIRST QUARTER
	Thirteen Weeks Ended		Thirteen Weeks Ended
	August 27, 2023		August 28, 2022		Percent Change
Net sales	$	2,904.0	$	2,904.3		(0.0)	%
Costs and expenses:
Cost of goods sold		2,080.9		2,184.0		(4.7)	%
Selling, general and administrative expenses		334.1		741.6		(54.9)	%
Pension and postretirement non-service expense (income)		0.3		(6.1)		N/A
Interest expense, net		106.0		97.1		9.2	%
Income (loss) before income taxes and equity method investment earnings		382.7		(112.3)		N/A
Income tax expense		98.3		14.4		581.7	%
Equity method investment earnings		35.5		49.2		(27.9)	%
Net income (loss)	$	319.9	$	(77.5)		N/A
Less: Net income attributable to noncontrolling interests		0.2		—		100.0	%
Net income (loss) attributable to Conagra Brands, Inc.	$	319.7	$	(77.5)		N/A

Earnings (loss) per share - basic
Net income (loss) attributable to Conagra Brands, Inc.	$	0.67	$	(0.16)		N/A
Weighted average shares outstanding		478.2		480.6		(0.5)	%

Earnings (loss) per share - diluted
Net income (loss) attributable to Conagra Brands, Inc.	$	0.67	$	(0.16)		N/A
Weighted average share and share equivalents outstanding		479.8		480.6		(0.2)	%

Conagra Brands, Inc.

Consolidated Balance Sheets

(in millions)

(unaudited)

	August 27, 2023		May 28, 2023
ASSETS
Current assets
Cash and cash equivalents	$	93.3	$	93.9
Receivables, less allowance for doubtful accounts of $3.8 and $3.8		971.5		965.4
Inventories		2,393.8		2,232.0
Prepaid expenses and other current assets		114.9		93.7
Total current assets		3,573.5		3,385.0
Property, plant and equipment, net		2,914.6		2,773.8
Goodwill		11,178.2		11,178.2
Brands, trademarks and other intangibles, net		3,192.4		3,205.9
Other assets		1,506.7		1,509.7
	$	22,365.4	$	22,052.6
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Notes payable	$	513.1	$	641.4
Current installments of long-term debt		1,015.4		1,516.0
Accounts and other payables		1,534.6		1,529.4
Accrued payroll		115.1		164.1
Other accrued liabilities		761.9		589.8
Total current liabilities		3,940.1		4,440.7
Senior long-term debt, excluding current installments		7,745.1		7,081.3
Other noncurrent liabilities		1,725.1		1,723.3
Total stockholders' equity		8,955.1		8,807.3
	$	22,365.4	$	22,052.6

Conagra Brands, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(in millions)

(unaudited)

	Thirteen Weeks Ended		Thirteen Weeks Ended
	August 27, 2023		August 28, 2022
Cash flows from operating activities:
Net income (loss)	$	319.9	$	(77.5)
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
Depreciation and amortization		96.6		93.0
Asset impairment charges		15.2		412.8
Equity method investment earnings in excess of distributions		(6.7)		(27.8)
Stock-settled share-based payments expense (benefit)		(2.7)		23.0
Contributions to pension plans		(3.1)		(3.0)
Pension expense (benefit)		2.8		(3.5)
Other items		10.4		(2.4)
Change in operating assets and liabilities:
Receivables		(11.1)		78.7
Inventories		(161.8)		(289.7)
Deferred income taxes and income taxes payable, net		90.6		3.8
Prepaid expenses and other current assets		(35.6)		(17.4)
Accounts and other payables		81.4		39.4
Accrued payroll		(49.0)		(46.4)
Other accrued liabilities		96.6		80.7
Net cash flows from operating activities		443.5		263.7
Cash flows from investing activities:
Additions to property, plant and equipment		(143.6)		(125.4)
Sale of property, plant and equipment		0.2		2.0
Purchase of marketable securities		(0.7)		(0.5)
Sale of marketable securities		0.7		0.5
Other items		5.0		—
Net cash flows from investing activities		(138.4)		(123.4)
Cash flows from financing activities:
Issuances of short-term borrowings, maturities greater than 90 days		43.5		—
Repayment of short-term borrowings, maturities greater than 90 days		(54.8)		—
Net issuance (repayment) of other short-term borrowings, maturities less than or equal to 90 days		(117.0)		69.1
Issuance of long-term debt		500.0		—
Repayment of long-term debt		(504.3)		(10.7)
Debt issuance costs		(2.8)		(4.0)
Repurchase of Conagra Brands, Inc. common shares		—		(50.0)
Cash dividends paid		(157.4)		(150.0)
Exercise of stock options and issuance of other stock awards, including tax withholdings		(13.7)		(8.3)
Other items		(0.6)		(0.5)
Net cash flows from financing activities		(307.1)		(154.4)
Effect of exchange rate changes on cash and cash equivalents		1.4		(1.8)
Net change in cash and cash equivalents		(0.6)		(15.9)
Cash and cash equivalents at beginning of period		93.9		83.3
Cash and cash equivalents at end of period	$	93.3	$	67.4

Conagra Brands, Inc.

Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures

(in millions)

Q1 FY24	Grocery & Snacks			Refrigerated & Frozen			International			Foodservice			Total Conagra Brands
Net Sales	$	1,202.9		$	1,151.6		$	260.2		$	289.3		$	2,904.0
Impact of foreign exchange		—			—			(7.4)			—			(7.4)
Organic Net Sales	$	1,202.9		$	1,151.6		$	252.8		$	289.3		$	2,896.6

Year-over-year change - Net Sales		1.2	%		(4.6)	%		11.4	%		5.2	%		(0.0)	%
Impact of foreign exchange (pp)		—			—			(3.2)			—			(0.3)
Organic Net Sales		1.2	%		(4.6)	%		8.2	%		5.2	%		(0.3)	%

Volume (Organic)		(4.4)	%		(10.5)	%		0.3	%		(5.1)	%		(6.6)	%
Price/Mix		5.6	%		5.9	%		7.9	%		10.3	%		6.3	%

Q1 FY23

Grocery &

Snacks

Refrigerated &

Frozen

International

Foodservice

Total Conagra

Brands

Net Sales

1,188.3

1,207.6

233.5

274.9

2,904.3

Net sales from divested businesses

—

Organic Net Sales

1,188.3

1,207.6

233.5

274.9

2,904.3

Conagra Brands, Inc.

Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures

(in millions)

Q1 FY24	Grocery & Snacks			Refrigerated & Frozen			International			Foodservice			Corporate Expense			Total Conagra Brands
Operating Profit	$	258.7		$	199.2		$	23.7		$	44.1		$	(36.7)		$	489.0
Restructuring plans		4.8			0.6			18.6			—			0.4			24.4
Acquisitions and divestitures		—			—			—			—			0.2			0.2
Fire related cost (benefit)		—			1.6			—			(3.3)			—			(1.7)
Corporate hedging derivative losses (gains)		—			—			—			—			(27.6)			(27.6)
Adjusted Operating Profit	$	263.5		$	201.4		$	42.3		$	40.8		$	(63.7)		$	484.3

Operating Profit Margin		21.5	%		17.3	%		9.1	%		15.3	%					16.8	%
Adjusted Operating Profit Margin		21.9	%		17.5	%		16.3	%		14.1	%					16.7	%
Year-over-year % change - Operating Profit		3.3	%		N/A			(12.1)	%		3,588.2	%		(56.0)	%		N/A
Year-over year % change - Adjusted Operating Profit		3.8	%		14.7	%		57.8	%		87.5	%		(20.1)	%		21.6	%
Year-over-year bps change - Operating Profit	44 bps			3,521 bps			(243) bps			1,482 bps						1,757 bps
Year-over-year bps change - Adjusted Operating Profit	55 bps			294 bps			478 bps			619 bps						297 bps

Q1 FY23	Grocery & Snacks			Refrigerated & Frozen			International			Foodservice			Corporate Expense		Total Conagra Brands
Operating Profit (loss)	$	250.4		$	(216.3)		$	26.9		$	1.2		$	(83.5)	$	(21.3)
Restructuring plans		0.3			0.6			(0.1)			—			4.1		4.9
Impairment of businesses held for sale		0.5			5.7			—			20.5			—		26.7
Acquisitions and divestitures		—			—			—			—			0.1		0.1
Goodwill and brand impairment charges		—			385.7			—			—			—		385.7
Municipal water break costs		2.6			—			—			—			—		2.6
Corporate hedging derivative losses (gains)		—			—			—			—			(0.5)		(0.5)
Adjusted Operating Profit	$	253.8		$	175.7		$	26.8		$	21.7		$	(79.8)	$	398.2

Operating Profit Margin		21.1	%		(17.9)	%		11.5	%		0.4	%				(0.7)	%
Adjusted Operating Profit Margin		21.4	%		14.5	%		11.5	%		7.9	%				13.7	%

Conagra Brands, Inc.

Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures

(in millions)

Q1 FY24	Gross profit			Selling, general and administrative expenses			Operating profit ¹			Income before income taxes and equity method investment earnings			Income tax expense			Income tax rate			Net income attributable to Conagra Brands, Inc.			Diluted EPS from income attributable to Conagra Brands, Inc common stockholders
Reported	$	823.1		$	334.1		$	489.0		$	382.7		$	98.3			23.5	%	$	319.7		$	0.67
*% of Net Sales*		28.3	%		11.5	%		16.8	%
Restructuring plans		4.3			20.1			24.4			24.4			6.3						18.1			0.04
Acquisitions and divestitures		—			0.2			0.2			0.2			—						0.2			—
Corporate hedging derivative losses (gains)		(27.6)			—			(27.6)			(27.6)			(6.8)						(20.8)			(0.04)
Advertising and promotion expenses ²		—			58.7			—			—			—						—			—
Fire related cost (benefit)		1.6			(3.3)			(1.7)			(1.7)			(0.4)						(1.3)			—
Rounding		—			—			—			—			—						—			(0.01)
Adjusted	$	801.4		$	258.4		$	484.3		$	378.0		$	97.4			23.6	%	$	315.9		$	0.66
*% of Net Sales*		27.6	%		8.9	%		16.7	%
Year-over-year % of net sales change - reported		354 bps			(1403) bps			1,757 bps
Year-over-year % of net sales change - adjusted		272 bps			(14) bps			297 bps

Year-over-year change - reported		14.3	%		(54.9)	%		N/A			N/A			581.7	%					N/A			N/A
Year-over-year change - adjusted		10.9	%		(1.5)	%		21.6	%		23.0	%		19.3	%					15.0	%		15.8	%

Q1 FY23	Gross profit			Selling, general and administrative expenses			Operating profit (loss) ¹			Income (loss) before income taxes and equity method investment earnings		Income tax expense		Income tax rate			Net income (loss) attributable to Conagra Brands, Inc.		Diluted EPS from income (loss) attributable to Conagra Brands, Inc common stockholders ³
Reported	$	720.3		$	741.6		$	(21.3)		$	(112.3)	$	14.4		(22.8)	%	$	(77.5)	$	(0.16)
*% of Net Sales*		24.8	%		25.5	%		(0.7)	%
Restructuring plans		0.2			4.7			4.9			4.9		1.2					3.7		0.01
Acquisitions and divestitures		—			0.1			0.1			0.1		—					0.1		—
Corporate hedging derivative losses (gains)		(0.5)			—			(0.5)			(0.5)		(0.1)					(0.4)		—
Advertising and promotion expenses ²		—			61.9			—			—		—					—		—
Municipal water break costs		2.6			—			2.6			2.6		0.6					2.0		—
Impairment of businesses held for sale		—			26.7			26.7			26.7		6.6					20.1		0.04
Goodwill and brand impairment charges		—			385.7			385.7			385.7		58.9					326.8		0.68
Adjusted	$	722.6		$	262.5		$	398.2		$	307.2	$	81.6		22.9	%	$	274.8	$	0.57
*% of Net Sales*		24.9	%		9.0	%		13.7	%

¹Operating profit is derived from taking Income from continuing operations before income taxes and equity method investment earnings, adding back Interest expense, net and removing Pension and postretirement non-service income.

² Advertising and promotion expense (A&P) has been removed from adjusted selling, general and administrative expense because this metric is used in reporting to management, and management believes this adjusted measure provides useful supplemental information to assess the company's operating performance. Please note that A&P is not removed from adjusted profit measures.

³In Q1 FY23, we reported a GAAP net loss. In periods when we recognize a net loss, we exclude the impact of outstanding stock awards from the diluted loss per share calculation, as their inclusion would have an anti-dilutive effect. The adjusted diluted earnings per share calculation includes the impact of outstanding stock awards.

Conagra Brands, Inc.

Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures

(in millions)

	August 27, 2023		August 28, 2022		% Change
Net cash flows from operating activities	$	443.5	$	263.7		68.2	%
Additions to property, plant and equipment		(143.6)		(125.4)		14.5	%
Free cash flow	$	299.9	$	138.3		116.8	%

	Q1 FY24		Q1 FY23
Notes payable	$	513.1	$	253.4
Current installments of long-term debt		1,015.4		1,204.7
Senior long-term debt, excluding current installments		7,745.1		7,584.1
Total Debt	$	9,273.6	$	9,042.2
Less: Cash		93.3		67.4
Net Debt	$	9,180.3	$	8,974.8

	Q1 FY24
Net Debt¹	$	9,180.3

Net income attributable to Conagra Brands, Inc.	$	1,080.8
Add Back: Income tax expense		302.6
Income tax expense attributable to noncontrolling interests		(0.5)
Interest expense, net		418.5
Depreciation		318.0
Amortization		55.5
Earnings before interest, taxes, depreciation, and amortization (EBITDA)	$	2,174.9
Restructuring plans²		28.4
Acquisitions and divestitures		8.5
Corporate hedging derivative gains		10.0
Goodwill and brand impairment charges³		343.6
Legal matters		3.8
Fire related costs		11.7
Municipal water break costs		0.9
Third-party vendor cybersecurity incident		4.4
Adjusted EBITDA	$	2,586.2

Net Debt to Adjusted EBITDA⁴		3.55

¹As of August 27, 2023.

²Excludes comparability items related to depreciation.

³Excludes comparability items attributable to noncontrolling interests.

⁴The company defines its net debt leverage ratio as net debt divided by adjusted EBITDA for the trailing twelve month period.

Conagra Brands, Inc.

Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures

(in millions)

	Q1 FY24		Q1 FY23		% Change
Net income (loss) attributable to Conagra Brands, Inc.	$	319.7	$	(77.5)		N/A
Add Back: Income tax expense		98.3		14.4
Income tax expense attributable to noncontrolling interests		—		—
Interest expense, net		106.0		97.1
Depreciation		83.1		78.2
Amortization		13.5		14.8
Earnings before interest, taxes, depreciation, and amortization	$	620.6	$	127.0		388.7	%
Restructuring plans¹		21.0		4.9
Acquisitions and divestitures		0.2		0.1
Corporate hedging derivative losses (gains)		(27.6)		(0.5)
Fire related cost (benefit)		(1.7)		—
Municipal water break costs		—		2.6
Impairment of businesses held for sale		—		26.7
Goodwill and brand impairment charges		—		385.7
Adjusted Earnings before interest, taxes, depreciation, and amortization	$	612.5	$	546.5		12.1	%

¹Excludes comparability items related to depreciation.

For more information, please contact:

MEDIA: Mike Cummins

312-549-5257

Michael.Cummins@conagra.com

INVESTORS: Melissa Napier

312-549-5738

IR@conagra.com

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SOURCE Conagra Brands, Inc.

CONAGRA BRANDS REPORTS FIRST QUARTER RESULTS