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MANAGEMENT DISCUSSION AND ANALYSIS
OF OPERATING RESULTS AND FINANCIAL CONDITION
FOR 1999
GRUMA 1999 CONSOLIDATED RESULTS
(peso amounts are stated in constant terms as of december 31, 1999)
GRUMA's 1999 financial performance was affected by a combination
of two nonrecurring factors. First, the surplus of corn in the Mexican
market following the tortilla industry deregulation, and the resulting
lower corn prices, depressed GIMSA's performance. Second, GRUMA
continued with its growth strategy - to capture selected business
opportunities and enhance its competitive position - which resulted
in high investment levels and operating expenses. Both of these
circumstances resulted in operating margins that were lower than
those of the previous year.
During 1999, however, GRUMA continued to show steady revenue growth
over 1998, primarily due to Gruma Corporation's acquisitions, the
acquisition of Monaca, and the consolidation of Demaseca, GRUMA's
other Venezuelan corn flour operation, into the company. At the
subsidiary level, GIMSA significantly improved its operating margins
throughout the year; Gruma Corporation showed substantial growth
in sales, profits, and margins. As GIMSA's performance improves,
and as GRUMA's other subsidiaries strengthen their competitive advantages,
the company expects to continue to grow and to increase profitability
in 2000 and beyond.
Net sales reached Ps 15.62 billion, 8% higher than in 1998. Gruma
Corporation accounted for 46% of net sales; GIMSA, 32%; Gruma Venezuela(1),
8%; Gruma Centro América, 6%; Molinera de México, 6%; and other
subsidiaries, 2%. Expressed as a percentage of consolidated net
sales, net sales from foreign operations increased to 59% from 51%
in 1998. The higher percentage in net sales was primarily due to
increased sales in Gruma Corporation, the acquisition of Monaca,
and the consolidation of Demaseca.
As a percentage of net sales, cost of sales increased to 65.9%
from 63.5% in 1998. This was due primarily to the acquisition of
Monaca, whose proportion of cost of sales to sales is higher than
that of GRUMA's other operations, and to the increase in GIMSA's
cost of sales to 75.6% from 70.9%. Overall, GRUMA's total cost of
sales increased 13% to Ps 10.29 billion from Ps 9.14 billion last
year.
Gross profit of Ps 5.33 billion was 1% higher than in 1998. Gross
margin declined to 34.1% from the 36.5% reported in the previous
year. This was primarily due to lower gross margins in GIMSA and
other subsidiaries(2) and to the acquisition of Monaca.
Selling, general, and administrative (SG&A) expenses were 19% higher
than in 1998. The primary drivers of the increase were Gruma Corporation,
GRUMA's other subsidiaries, and the Monaca acquisition. Expressed
as a percentage of net sales, SG&A expenses increased to 31.8% from
29.0%.
Operating income was Ps 361 million, 67% lower than in 1998. The
reduction was due primarily to lower operating profits in GIMSA
and higher operating losses in other subsidiaries (mainly from expenses
associated with the bread business launch and the final stage of
the business process upgrade (BPU) program in Corporate Services).
Operating margin was 2.3% compared to 7.5% in 1998.
Interest expense was Ps 617 million compared to Ps 394 million
in 1998, an increase of Ps 223 million, primarily due to higher
debt levels. Interest income was Ps 142 million, a decrease of Ps
61 million compared to the Ps 203 million reported last year, due
to lower cash balances. Net foreign exchange (FX) gain was Ps 80
million, an increase of Ps 143 million over the net FX loss of Ps
63 million in 1998. This gain was due to the peso appreciation over
higher debt levels. GRUMA had a net monetary position gain of Ps
195 million, a Ps 208 million increase over the net monetary position
loss of Ps 13 million, due to higher net monetary liability position.
Other expenses, net, were Ps 160 million, Ps 93 million lower
than in 1998, as a result of lower expenses related to the BPU program
and because the 1998 figure reflects the one-time expense of moving
Gruma Corporation's headquarters from Los Angeles to Dallas.
Provisions for income taxes and employee profit sharing were Ps
253 million, Ps 307 million more than in the previous year. In 1998,
provisions for income taxes and employee profit sharing resulted
in an income of Ps 54 million from fiscal benefits.
GRUMA's share of unconsolidated associated companies' net income
was Ps 74 million, an increase of Ps 2 million versus 1998.
The company sustained a total net loss of Ps 178 million, recording
a net majority loss of Ps 282 million versus net majority income
of Ps 436 million in 1998.
RESULTS BY OPERATING SUBSIDIARY
Gruma Corporation
Combined corn flour and tortilla sales volume was 1.74 billion
pounds, 10% higher than in 1998. The increase was due to higher
retail tortilla and corn flour sales in all regions. Gruma Corporation
achieved net sales of Ps 7.11 billion, or US$749 million, an increase
of 11% versus 1998. Revenue growth outpaced volume growth, due essentially
to real price increases across key product lines in the tortilla
business.
The retail sector, especially in the central United States, was
primarily responsible for the rise in tortilla sales. A significant
portion of the increase is attributable to Gruma Corporation's acquisition
of several tortilla plants in Texas and North Carolina in early
1999. In addition, the Houston facility became fully operational
in the beginning of September.
As a percentage of net sales, cost of sales improved to 56.1% from
57.3% in 1998, primarily as a result of increases in capacity utilization
in the corn flour business, reductions in the cost of certain raw
materials (especially corn), and increased corn flour retail sales.
The tortilla business also contributed to this improvement mainly
through better pricing. Overall, Gruma Corporation's cost of sales
increased 9% to Ps 3.99 billion (US$420 million) from Ps 3.68 billion
(US$387 million) in 1998.
Gross profit of Ps 3.12 billion (US$329 million) was 14% higher
than in 1998. Gross margin was 43.9%, an improvement over last year's
42.7% gross margin.
SG&A expenses were 13% higher than in the previous year, amounting
to Ps 2.63 billion. Expressed as a percentage of net sales, SG&A
expenses increased to 37.0% from 36.2%.
Gruma Corporation reported higher selling expenses related to
the conversion of independent distributors' routes to company-owned
routes.
Consolidated operating income increased 18% to Ps 488 million (US$51
million) over 1998. Operating margin was 6.9% compared to 6.5% last
year.
GIMSA
A combination of the following factors, most of which are nonrecurring,
produced a significant corn surplus, weak corn prices, and decreased
demand for corn flour during 1999, adversely affecting GIMSA's 1999
operating results:
- In order to close its operations, CONASUPO sold its corn inventories,
resulting in an over supply of corn in the market;
- The mexican government issued corn import permits to guarantee
corn supply to traditional millers;
- In anticipation of CONASUPO's closing, large traditional millers
built corn inventories especially during the first quarter of
1999; and
- GIMSA built its inventories at the end of 1998 at prices higher
than those prevailing in 1999.
These factors affected GIMSA's ability to price its products accordingly
as well as the demand for and sales volumes of its products.
Sales volume totaled 1.55 million metric tons, 13% less than in
1998, a reduction driven mainly by lower bulk sales.
Retail sales volume decreased 15% to 241,880 metric tons from 283,146
metric tons in the previous year. Lower sales volumes were partially
due to the internal restructuring of DICONSA, the government-owned
distribution network for rural consumers, which accounts for 10%
of GIMSA's total sales volume.
GIMSA's revenues during 1999 were Ps 4.90 billion, 14% less than
in 1998, due mostly to lower sales volume.
As a percentage of net sales, cost of sales increased to 75.6%
from last year's 70.9%, primarily due to expensive corn inventories
not fully reflected in the price of corn flour. To ensure availability
of corn supply, GIMSA had built large inventories during the winter
harvest (November 1998-January 1999). As a result of the oversupply
of corn, domestic corn prices were depressed during 1999, and GIMSA's
corn flour prices could not fully reflect its corn costs. Additionally,
lower sales volume resulted in lower absorption of fixed costs.
Gross profit was Ps 1.20 billion, 28% lower than in 1998. Gross
margin decreased to 24.4% from 29.1%. Gross profit per ton decreased
17% versus last year. These decreases were all due to the aforementioned
factors.
SG&A expenses were Ps 829 million, 9% higher than in the previous
year, primarily as a result of higher advertising, sales team reinforcement,
and expenses related to the information technology modernization
program. As a percentage of net sales, SG&A expenses increased to
16.9% from 13.4%; this higher percentage was also due to lower net
sales.
Operating income was Ps 367 million, 59% less than in 1998. Operating
margin declined to 7.5% from 15.7%.
Gruma Venezuela
Sales volume reached 221,296 metric tons (146,027 metric tons of
corn flour, 65,557 metric tons of wheat flour, and 9,712 of other
products), representing Ps 1.22 billion in net sales.
Cost of sales was Ps 982 million; or, as a percentage of net sales,
80.7%.
Gross profit was Ps 234 million; gross margin was 19.3%.
SG&A expenses were Ps 214 million. As a percentage of net sales,SG&A
expenses were 17.6%.
Operating income was Ps 20 million; operating margin was 1.7%.
Molinera de México
Sales volume totaled 317,761 metric tons, 30% more than in 1998.
One-half of the increase resulted from acquisitions completed in
July and December 1999. Net sales were Ps 995 million, 12% higher
than in the previous year, resulting from sales volume increases.
Net sales grew at a much lower rate than did sales volumes, due
to lower wheat flour and wheat bran prices. The wheat flour industry
is in the process of consolidating, and, therefore, pricing remains
very competitive.
As a percentage of net sales, cost of sales declined to 82.9% from
87.1% in 1998. This decrease is the result of lower wheat costs,
economies of scale from higher sales volumes, lower fixed costs
from shifting production to more efficient plants, and the increased
percentage of wheat flour extracted per kilo of wheat due to better
production processes.
Gross profit was Ps 171 million, 49% higher than in the previous
year. Gross margin rose to 17.1% from 12.9%.
SG&A expenses were Ps 164 million, 64% higher than in 1998. This
was primarily due to sales team reinforcement, expenses associated
with new warehouses, and the information technology modernization
program. Higher expenses also resulted from acquisitions completed
in July and December 1999. As a percentage of net sales, SG&A expenses
increased to 16.5% from 11.3% in 1998.
Operating income was Ps 7 million, 52% lower than in 1998. Operating
margin declined to 0.7% from 1.6%.
Gruma Centro América
Corn flour sales volume was 96,655 metric tons, 7% higher than
in 1998. The increase was driven mainly by stronger relations with
small tortilla manufacturers through the 100 Club, Gruma Centro
América's customer incentive program. Net sales were Ps 937
million, an increase of 2% over 1998. The increase also resulted
from higher sales of bread and tortillas.
Cost of sales decreased 4% to Ps 606 million from Ps 628 million
last year. As a percentage of net sales, cost of sales decreased
to 64.7% from 68.1%. The decrease is primarily due to operating
efficiencies achieved in most of the businesses.
Gross profit was Ps 331 million, 13% higher than in 1998. Gross
margin was 35.3%, an improvement over last year's 31.9% gross margin.
SG&A expenses were Ps 319 million, 1% higher than in 1998. As
a percentage of net sales, SG&A expenses were similar to 1998 at
34.1%.
Operating income rose to Ps 12 million from an operating loss of
Ps 21 million in 1998. Operating margin was 1.3%, compared to a
negative operating margin of 2.3% in the previous year.
FINANCIAL SITUATION
As of December 31, 1999, GRUMA's assets totaled Ps 20.97 billion,
of which Ps 5.81 billion were current assets; Ps 11.45 billion represented
property, plant, and equipment; and Ps 3.71 billion represented
other assets. Total assets were Ps 3.01 billion higher than the
balance as of December 31, 1998, primarily from increases in property,
plant, and equipment due to the acquisition of Monaca; the consolidation
of Demaseca; acquisitions and expansion in Gruma Corporation; acquisitions
in Molinera de México; and, to a lesser extent, expansion of the
bread plant in Mexico and the frozen bread project in Central America.
The increase in total assets was also due to higher inventories
and accounts receivable, primarily from the Monaca acquisition.
Total liabilities increased Ps 1.98 billion to Ps 9.38 billion
as of December 31, 1999, primarily due to higher debt levels necessary
to finance the expansion and acquisitions program and to repurchase
GIMSA shares. Total liabilities were Ps 6.98 billion in debt (Ps
305 million in short-term debt and Ps 6.67 billion in long-term
debt), and Ps 2.40 billion in other liabilities. Stockholders' equity
as of December 31, 1999, totaled Ps 11.59 billion, Ps 1.03 billion
higher than the balance as of December 31, 1998, due mainly to the
rights offering completed on September 30, 1999.
FINANCIAL STRATEGY
GRUMA's financial strategy is to reduce its cost of capital by,
among others, improving financial ratios, maintaining longer debt
maturities, and significantly increasing EBITDA. From 1997 to year-end
1999, Standard & Poor's gave GRUMA an investment-grade rating in
foreign debt of BBB-. That rating was dropped to BB+ at the end
of 1999 due to (1) increased investment levels consistent with the
company's growth strategy, and (2) GIMSA's decreased EBITDA levels.
GRUMA is committed to improving that rating to investment grade
in the near future.
INVESTMENT PROGRAM
GRUMA's investment strategy is to invest in companies and facilities
that are (1) consistent with and complementary to GRUMA's core businesses,
and (2) located in markets that facilitate the company's ability
to create long-term value.
In recent years, GRUMA has substantially increased its installed
capacity and, therefore, is able to increase revenues by more than
45% without additional investments. Based on its current level of
installed capacity, GRUMA is positioned to substantially reduce
its level of capital investment in 2000. During 2000, the company
will concentrate on completing its 1999 acquisitions and investments
and will direct its energies toward increasing margins and profitability.
GRUMA invested Ps 3.10 billion in 1999, primarily in the acquisition
of Monaca, Venezuela's second-largest corn and wheat flour producer,
and, to a lesser extent, in Gruma Corporation's new tortilla plants
and expansions and acquisitions of Molinera de México.
In the third quarter of 1999, GRUMA completed the acquisition
of Monaca for Ps 926 million. Monaca has an installed annual capacity
of approximately 800,000 metric tons. The acquisition is an excellent
strategic fit for GRUMA; it will enable the company to build on
its leadership position in grain-based products and enhance its
ability to serve the Venezuelan market. By consolidating GRUMA's
existing Venezuela corn flour operations with Monaca, GRUMA has
increased its market share in that country's corn flour market to
34% from 11% prior to the acquisition. The purchase of Monaca also
gives GRUMA a 23% share in Venezuela's wheat flour market.
In the United States, Gruma Corporation invested a total of Ps
1.22 billion in, among others, the following: the acquisition of
three tortilla plants in Texas and one in North Carolina; construction
of a new tortilla plant in Seattle, Washington, which began operations
in September 1999; and the expansion of the tortilla plants located
in Houston and Dallas, Texas. Gruma Corporation also continued expanding
its corn flour mill located in Plainview, Texas, which is expected
to begin operations in 2000. It has also begun construction of tortilla
plants in North Carolina and England; the North Carolina plant began
operations in the first quarter of 2000, and the England plant is
expected to begin operating in the third quarter.
During 1999, GIMSA invested Ps 131 million in fixed assets. GIMSA
focused its investments on upgrading its corn flour production processes
and acquiring computer and transportation equipment. Gruma Centro
América invested Ps 265 million in capacity expansion for the corn
flour plant in Honduras, which began operations at the end of 1999.
The company also continued with its frozen bread project, expected
to be operational by mid-2000.
Molinera de México invested Ps 172 million in order to complete
the acquisition of three plants located in the northwest region,
which, in the aggregate, will add annual installed capacity of about
76,000 metric tons. Additionally, the company acquired the working
capital (inventories and accounts receivable) of La Asunción, a
wheat flour mill located in Puebla. La Asuncion represents additional
annual installed capacity of approximately 225,000 metric tons.
Molinera completed the acquisition of La Asunción in January 2000.
Total investment for this acquisition was US$48 million.
Prodisa, the packaged tortilla and bread business, invested Ps
330 million mostly in the expansion of the bread plant and in the
corn chip and wheat flour tortilla units of the Monterrey plant.
(1) GRUMA's Venezuela operations -Monaca and
Demaseca- are refered to herein as GRUMA Venezuela.
(2) Other subsidiaries include Prodisa, the
Technology Division, Corporate Services, and other foreign subsidiaries,
which, beginning in the fourth quarter of 1999, were reported under
Gruma Corporation. These foreign subsidiaries include the tortilla
operations in Europe, the Mexican sweet bread subsidiary in Los
Angeles, and the tortilla distribution operations in South Florida.
GRUMA, S.A. DE C.V. AND
SUBSIDIARIES
Millions of Mexican pesos in constant terms as of December 31,
1999
| INCOME STATEMENT |
1989 |
1990 |
1991 |
1992
|
1993 |
1994 |
1995 |
1996 |
1997 |
1998 |
1999 |
VAR
% |
| NET SALES
|
5,472 |
8,629 |
8,374 |
10,024 |
10,780 |
10,539 |
12,558 |
16,586 |
13,834
|
14,401 |
15,624 |
8.5% |
| GROSS
PROFIT |
1,682 |
2,813 |
2,904 |
3,495 |
3,883
|
3,750 |
4,619 |
5,276 |
4,725
|
5,257 |
5,332 |
1.4% |
| OPERATING
EXPENSES |
973 |
1,817 |
2,209 |
2,570 |
2,612 |
2,847
|
3,710 |
3,919
|
3,739 |
4,179 |
4,972 |
19.0% |
| OPERATING
INCOME |
709 |
996 |
695
|
925 |
1,271 |
904 |
909 |
1,357 |
987 |
1,078 |
361 |
(66.5%) |
| COMPREHENSIVE
FINANCING COST (INCOME) |
(338) |
(212)
|
(73) |
(234)
|
(235) |
(161) |
1,600 |
889
|
19 |
(267) |
(199) |
(25.5%) |
| OTHER
(INCOME) EXPENSE |
7 |
52 |
(69) |
(45) |
(90) |
(56) |
(77) |
43 |
(114) |
(253) |
(160) |
(36.8%) |
| NET INCOME
BEFORE TAXES AND OTHERS |
379 |
836 |
554 |
646
|
946 |
687 |
2,432 |
2,289 |
891 |
558 |
1 |
(99.8%) |
| NET INCOME
|
246 |
704 |
677 |
609 |
1,428
|
739 |
1,976
|
1,769
|
748 |
683 |
(178) |
n.a. |
| NET MAJORITY
INCOME |
206 |
467 |
537 |
478 |
1,055 |
526 |
1,745 |
1,415 |
464 |
436 |
(282) |
n.a |
| EARNINGS
PER SHARE* |
1.17
|
2.66 |
3.06 |
2.19 |
4.83 |
2.14 |
7.03 |
4.13 |
1.33 |
1.24
|
(0.65) |
n.a. |
| BALANCE SHEET |
1989 |
1990 |
1991 |
1992 |
1993 |
1994 |
1995 |
1996 |
1997 |
1998 |
1999 |
VAR % |
| CURRENT ASSETS |
1,356 |
2,854 |
3,351 |
3,536 |
4,418 |
4,428 |
3,302
|
5,105 |
5,778 |
4,937 |
5,807 |
17.6% |
| WORKING CAPITAL(1) |
386 |
1,518 |
2,061 |
2,184
|
2,167 |
2,395 |
1,979 |
2,499 |
2,635 |
3,379
|
3,907 |
15.6% |
| PROPERTY, PLANT,
AND EQUIPMENT, NET |
1,910 |
3,024 |
3,920
|
4,836
|
5,830 |
8,431 |
8,250 |
8,485 |
8,918 |
9,777
|
11,445 |
17.1% |
| TOTAL ASSETS |
3,677 |
6,163 |
8,060 |
10,275 |
12,215 |
15,375 |
13,825 |
16,071 |
17,458 |
17,954 |
20,966 |
16.8% |
| OTHER LIABILITIES |
687 |
855 |
744 |
1,074 |
1,405 |
1,457 |
1,569
|
1,787 |
1,682 |
1,629 |
2,117 |
30.0% |
| TOTAL DEBT |
1,003
|
2,244 |
3,558
|
4,623
|
4,936 |
6,857 |
6,389 |
3,869 |
4,960 |
5,773 |
6,978 |
20.9% |
| TOTAL LIABILITIES |
1,690
|
3,099
|
4,302 |
5,696 |
6,341 |
8,313
|
7,958 |
5,656 |
6,642 |
7,402 |
9,094 |
22.9% |
| STOCKHOLDERS' EQUITY
|
1,987 |
3,064 |
3,759 |
4,579 |
5,875 |
7,062 |
5,867 |
10,415
|
10,816 |
10,551 |
11,586 |
9.8% |
| MAJORITY STOCKHOLDERS'
EQUITY |
1,750 |
2,131 |
2,983 |
3,748 |
4,423
|
5,420 |
4,286 |
8,173 |
8,322 |
8,053
|
9,021 |
12.0% |
| BOOK VALUE PER SHARE
|
9.97 |
12.14 |
16.99
|
17.17 |
20.25 |
22.04 |
17.26
|
23.82 |
23.83 |
22.80 |
20.67 |
(9.4%)
|
| OTHER FINANCIAL DATA |
1989 |
1990 |
1991 |
1992 |
1993 |
1994 |
1995 |
1996 |
1997 |
1998 |
1999 |
VAR % |
| OPERATING MARGIN
|
13.0% |
11.5% |
8.3% |
9.2% |
11.8% |
8.6%
|
7.2%
|
8.2% |
7.1% |
7.5% |
2.3% |
|
| DEPRECIATION AND
AMORTIZATION(2) |
126 |
205
|
261 |
293
|
375
|
289 |
491 |
625 |
606 |
609 |
753 |
23.6%
|
| EBITDA(3) |
835 |
1,201 |
957 |
1,217 |
1,646 |
1,193 |
1,400 |
1,982 |
1,593
|
1,688 |
1,114
|
(34.0%) |
| CURRENT
ASSETS / CURRENT LIABILITIES |
1.23 |
1.22 |
1.49 |
1.90
|
1.95 |
1.58
|
1.55
|
2.92 |
4.18
|
2.98 |
2.62 |
|
| TOTAL LIABILITIES
/ STOCKHOLDERS' EQUITY |
0.85 |
1.01 |
1.14 |
1.24 |
1.08
|
1.18 |
1.36 |
0.54 |
0.61 |
0.70 |
0.78 |
|
| TOTAL DEBT / CAPITALIZATION |
0.34 |
0.42 |
0.49 |
0.50
|
0.46 |
0.49 |
0.52
|
0.27 |
0.31 |
0.35 |
0.38 |
|
| *Number of outstanding
shares (thousands) |
75,570
|
175,570 |
175,570
|
218,270 |
218,383
|
245,954 |
248,385 |
343,123 |
349,271 |
353,197
|
436,462
|
|
(1) Working capital is defined as accounts receivable,
net, plus inventories minus trade accounts payable
(2) Depreciation and amortization affecting
operating income
(3) EBITDA is defined as operating income plus
depreciation and amortization
n.a. not assessable
|