UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 20, 2023
The Kraft Heinz Co mpany
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices, including zip code)
(412 ) 456-5700
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
On June 20, 2023, The Kraft Heinz Company (the “Company”) posted to its website a fact sheet, which the Company may use from time to time in conversations with investors and analysts. A copy of the fact sheet is furnished as Exhibit 99.1 to this Current Report on Form 8-K and also available on the Investor Relations page of the Company’s website at ir.kraftheinzcompany.com.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or in the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are furnished with this Current Report on Form 8-K.
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | The cover page of The Kraft Heinz Company's Current Report on Form 8-K dated June 20, 2023, formatted in iXBRL. | |||||||
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| The Kraft Heinz Company | ||||||||
| Date: June 20, 2023 | By: | /s/ Andre Maciel | ||||||
| Andre Maciel | ||||||||
| Executive Vice President and Global Chief Financial Officer | ||||||||
2
Attractive Combination of Geography, Channel and Platform is Driving Long-Term Growth. (June 20, 2023) 1 l % of net sales are approximates based off fiscal year 2022 net sales; Sum of the parts may not foot due to rounding. 2 l Non-GAAP financial measure. Please see the next page for more information. %of Total Net Sales1 North America Zone 77% [ US Retail 62% Grow 37% Energize 10% Stabilize 16% Canada Retail 6% Grow 5% Stabilize 1% Long-Term Organic Net Sales2 Growth Target% +1-2% [ North America Foodservice 9% +5% ____________ 17..... International Foodservice 4% +10% y International Zone 23% Developed 2% Emerging 2% Emerging Markets {Retail) 8% +13% Developed Markets (Retail) 11% Total Kraft Heinz 100% +2-3% Kraft8lein:z; lpp Long-Term Organic Net Sales2 Growth Target lpp Long-Term Organic Net Sales2 Growth Target lpp Long-Term Organic Net Sales2 Growth Target Exhibit 99.1
Non-GAAP Financial Measure The non-GAAP financial measure provided in this fact sheet should be viewed in addition to, and not as an alternative for, results prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The non-GAAP financial measure presented may differ from similarly titled non-GAAP financial measures presented by other companies, and other companies may not define similar non-GAAP financial measures in the same way. Non-GAAP financial measures are not substitutes for their comparable GAAP financial measures, such as net sales, or other measures prescribed by GAAP, and there are limitations to using non-GAAP financial measures. Management uses non-GAAP financial measures to assist in comparing the Company’s performance on a consistent basis for purposes of business decision making by removing the impact of certain items that management believes do not directly reflect the Company’s underlying operations. The Company believes Organic Net Sales provides important comparability of underlying operating results, allowing investors and management to assess the Company’s operating performance on a consistent basis. Management believes that presenting the Company’s non-GAAP financial measures is useful to investors because it (i) provides investors with meaningful supplemental information regarding financial performance by excluding certain items, (ii) permits investors to view performance using the same tools that management uses to budget, make operating and strategic decisions, and evaluate historical performance, and (iii) otherwise provides supplemental information that may be useful to investors in evaluating the Company’s results. The Company believes that the presentation of these non-GAAP financial measures, when considered together with the corresponding GAAP financial measures and the reconciliations to those measures, provides investors with additional understanding of the factors and trends affecting the Company’s business than could be obtained absent these disclosures. Organic Net Sales is defined as net sales excluding, when they occur, the impact of currency, acquisitions and divestitures, and a 53rd week of shipments. The Company calculates the impact of currency on net sales by holding exchange rates constant at the previous year's exchange rate, with the exception of highly inflationary subsidiaries, for which the Company calculates the previous year's results using the current year's exchange rate. Guidance for Organic Net Sales is provided on a non-GAAP basis only because certain information necessary to calculate the most comparable GAAP measure is unavailable due to the uncertainty and inherent difficulty of predicting the occurrence and the future financial statement impact of such items impacting comparability, including, but not limited to, the impact of currency and acquisitions and divestitures, which could be significant. As a result, the Company is unable to provide a reconciliation of these measures without unreasonable effort. Forward-Looking Statements This fact sheet contains forward-looking statements including, but not limited to, statements, estimates, and projections relating to Kraft Heinz’s business, long-term strategy, and growth targets. These statements are based on management’s beliefs, expectations, estimates, and projections at the time they are made and are not guarantees of future performance. Such statements are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond the Company’s control, which could cause actual results to differ materially from those indicated in the forward-looking statements. For additional, important information regarding such risks and uncertainties, please see the risk factors set forth in Kraft Heinz’s filings with the U.S. Securities and Exchange Commission, including the Company’s most recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. The Company disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in this fact sheet, except as required by applicable law or regulation.