What changed in this filing

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Item 1. Financial Statements

2022-04-07 compared with 2022-01-06 · 94 added, 95 removed, 342 unchanged (36% of the section changed)

4 unchanged sentences

Thirteen Weeks Ended

Twenty-Six Weeks Ended

Thirty-Nine Weeks Ended

Cost of sales

13 unchanged sentences

Thirteen Weeks Ended

November 28, 2021

November 29, 2020

February 27, 2022

February 28, 2021

Other comprehensive income (loss):

Reclassification of post-retirement benefits out of accumulated other comprehensive income

Reclassification of post-retirement benefits out of accumulated other comprehensive income (loss)

Unrealized currency translation gains (losses)

Comprehensive income

Twenty-Six Weeks Ended

November 28, 2021

November 29, 2020

Thirty-Nine Weeks Ended

February 27, 2022

February 28, 2021

Other comprehensive income (loss):

Reclassification of post-retirement benefits out of accumulated other comprehensive income

Reclassification of post-retirement benefits out of accumulated other comprehensive income (loss)

Unrealized currency translation gains (losses)

38 unchanged sentences

(unaudited, dollars in millions, except share data )

Thirteen Weeks Ended November 28, 2021 and November 29, 2020

Thirteen Weeks Ended February 27, 2022 and February 28, 2021

Common Stock,

4 unchanged sentences

Income (Loss)

Balance at August 29, 2021

Balance at November 28, 2021

Dividends declared, $ 0.245 per share

3 unchanged sentences

Comprehensive income

Balance at February 27, 2022

Balance at November 29, 2020

Balance at August 30, 2020

Dividends declared, $ 0.235 per share

1 unchanged sentence

Stock-settled, stock-based compensation expense

Common stock withheld to cover taxes

Repurchase of common stock and common stock withheld to cover taxes

Comprehensive income

Balance at November 29, 2020

Twenty-Six Weeks Ended November 28, 2021 and November 29, 2020

Balance at February 28, 2021

Thirty-Nine Weeks Ended February 27, 2022 and February 28, 2021

Common Stock,

11 unchanged sentences

Comprehensive income

Balance at November 28, 2021

Balance at February 27, 2022

Balance at May 31, 2020

2 unchanged sentences

Stock-settled, stock-based compensation expense

Common stock withheld to cover taxes

Repurchase of common stock and common stock withheld to cover taxes

Comprehensive income

Balance at November 29, 2020

Balance at February 28, 2021

See Condensed Notes to Consolidated Financial Statements.

2 unchanged sentences

(unaudited, dollars in millions)

Twenty-Six Weeks Ended

Thirty-Nine Weeks Ended

Cash flows from operating activities

37 unchanged sentences

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements present the financial results of Lamb Weston for the thirteen and twenty-six weeks ended November 28, 2021 and November 29, 2020, and have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America.

These financial statements include all adjustments that we consider necessary for a fair presentation of such financial statements and consist only of normal recurring adjustments.

The accompanying unaudited Consolidated Financial Statements present the financial results of Lamb Weston for the thirteen and thirty-nine weeks ended February 27, 2022 and February 28, 2021, and have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America.

These consolidated financial statements include all adjustments that we consider necessary for a fair presentation of such financial statements and consist only of normal recurring adjustments.

The preparation of financial statements involves the use of estimates and accruals.

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Certain amounts in the prior period consolidated financial statements have been reclassified to conform with the current period presentation.

New and Recently Issued Accounting Pronouncements

Accounting Pronouncements Not Yet Adopted

Reference Rate Reform

Recently Issued Accounting Pronouncements Not Yet Adopted

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update 2020-04 , Reference Rate Reform (Topic 848):

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Generally, contract modifications related to reference rate reform may be considered an event that does not require remeasurement or reassessment of a previous accounting determination at the modification date.

This guidance was effective immediately and generally can be applied through December 31, 2022.

We are currently evaluating the potential impact of the transition from LIBOR to alternative reference rates, however we do not expect a significant impact on our consolidated financial statements.

This guidance was effective upon issuance and can be applied through December 31, 2022.

The adoption of this guidance is not expected to have a significant impact on our consolidated financial statements.

There were no other accounting pronouncements recently issued that had or are expected to have a material impact on our consolidated financial statements.

2 unchanged sentences

Thirteen Weeks Ended

Twenty-Six Weeks Ended

Thirty-Nine Weeks Ended

(in millions, except per share amounts)

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Earnings per share:

(a) Potentially dilutive shares of common stock from employee incentive plans are determined by applying the treasury stock method to the assumed exercise of outstanding stock options and the assumed vesting of outstanding restricted stock units and performance awards.

As of November 28, 2021, 0.3 million shares of stock-based awards were excluded from the computation of diluted earnings per share because they would be antidilutive.

As of November 29, 2020, an insignificant number of stock-based awards were excluded from the computation of diluted earnings per share because they would be antidilutive.

Income tax expense was $ 9.6 million and $ 31.9 million for the thirteen weeks ended November 28, 2021 and November 29, 2020, respectively;

and $ 18.3 million and $ 59.9 million for the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively.

The effective income tax rate (calculated as the ratio of income tax expense to pre-tax income, inclusive of equity method investment earnings) was 22.8 % and 24.8 % for the thirteen weeks ended November 28, 2021 and November 29, 2020, respectively;

and 22.7 % and 24.3 % for the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively, in our Consolidated Statements of Earnings.

(a) Potential dilutive shares of common stock from employee incentive plans are determined by applying the treasury stock method to the assumed exercise of outstanding stock options and the assumed vesting of outstanding restricted stock units and performance awards.

As of February 27, 2022, 0.1 million shares of stock-based awards were excluded from the computation of diluted earnings per share because they would be antidilutive.

As of February 28, 2021, we did not have any stock-based awards that were antidilutive.

Income tax expense was $ 31.1 million and $ 16.3 million for the thirteen weeks ended February 27, 2022 and February 28, 2021, respectively;

and $ 49.4 million and $ 76.2 million for the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively.

The effective income tax rate (calculated as the ratio of income tax expense to pre-tax income, inclusive of equity method investment earnings) was 22.6 % and 19.8 % for the thirteen weeks ended February 27, 2022 and February 28, 2021, respectively;

and 22.6 % and 23.2 % for the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively, in our Consolidated Statements of Earnings.

The effective tax rate varies from the U.S.

2 unchanged sentences

Income Taxes Paid

Income taxes paid, net of refunds were $ 10.3 million and $ 24.0 million during the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively.

Unrecognized Tax Benefits

There have been no material changes to the unrecognized tax benefits disclosed in Note 3, Income Taxes, of the Notes to Consolidated Financial Statements in "Part II, Item 8.

Financial Statements and Supplementary Data"

of the Form 10-K.

The expiration of statute of limitations could reduce the uncertain tax positions by approximately $ 7 million during the next 12 months.

Income taxes paid, net of refunds were $ 17.2 million and $ 44.4 million during the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively.

Inventories are valued at the lower of cost (determined using the first-in, first-out method) or net realizable value and include all costs directly associated with manufacturing products:

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Property, plant and equipment, net

Depreciation expense was $ 44.7 million and $ 45.2 million for the thirteen weeks ended November 28, 2021 and November 29, 2020, respectively;

and $ 89.2 million and $ 90.1 million for the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively.

At November 28, 2021 and May 30, 2021, purchases of property, plant and equipment included in accounts payable were $ 14.5 million and $ 23.1 million, respectively.

Interest capitalized within construction in progress for the thirteen weeks ended November 28, 2021 and November 29, 2020, was $ 1.6 million and $ 0.5 million, respectively;

and $ 2.8 million and $ 1.0 million for the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively.

Depreciation expense was $ 45.3 million and $ 44.8 million for the thirteen weeks ended February 27, 2022 and February 28, 2021, respectively;

and $ 134.5 million and $ 134.9 million for the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively.

At February 27, 2022 and May 30, 2021, purchases of property, plant and equipment included in accounts payable were $ 15.1 million and $ 23.1 million, respectively.

Interest capitalized within construction in progress for the thirteen weeks ended February 27, 2022 and February 28, 2021, was $ 1.2 million and $ 0.5 million, respectively;

and $ 4.0 million and $ 1.5 million for the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively.

EQUITY METHOD INVESTMENTS

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(“Lamb-Weston/Meijer”), a joint venture with Meijer Frozen Foods B.V., that is headquartered in the Netherlands and manufactures and sells frozen potato products principally in Europe, Russia, and the Middle East.

We hold a 50 % interest in Lamb-Weston/RDO Frozen (“Lamb Weston RDO”), a potato processing joint venture based in the United States.

We also hold a 50 % interest in Lamb Weston Alimentos Modernos S.A.

We hold a 50 % ownership interest in Lamb-Weston/RDO Frozen (“Lamb Weston RDO”), a potato processing joint venture based in the United States.

We also hold a 50 % ownership interest in Lamb Weston Alimentos Modernos S.A.

(“LWAMSA”), a joint venture with Sociedad Comercial del Plata S.A., that is headquartered in Argentina.

1 unchanged sentence

These investments are accounted for using equity method accounting.

The carrying value of these investments at November 28, 2021 and May 30, 2021, was $ 294.7 million and $ 310.2 million, respectively, and are included in “Equity method investments” on our Consolidated Balance Sheets.

For the thirteen weeks ended November 28, 2021 and November 29, 2020, we had sales to our equity method investments of $ 3.3 million and $ 3.9 million, respectively, and purchases from our equity method investments of $ 5.8 million and $ 2.2 million, respectively.

For the twenty-six weeks ended November 28, 2021 and November 29, 2020, we had sales to our equity method investments of $ 8.2 million and $ 6.9 million, respectively, and purchases from our equity method investments of $ 7.2 million and $ 3.3 million, respectively.

Total dividends received from our equity method investments were $ 4.5 million and $ 3.9 million for the thirteen weeks ended November 28, 2021 and November 29, 2020,

respectively;

and $ 14.2 million and $ 6.6 million for the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively.

The carrying value of these investments at February 27, 2022 and May 30, 2021, was $ 312.8 million and $ 310.2 million, respectively, and are included in “Equity method investments” on our Consolidated Balance Sheets.

Lamb-Weston/Meijer has a 74.9 % ownership interest in a joint venture located in Russia that manufactures and sells frozen potato products.

In March 2022, as a result of Russia’s invasion of Ukraine, the joint venture paused construction of its previously announced capacity expansion and began winding down production of Lamb Weston branded products.

In addition, Lamb-Weston/Meijer ceased shipping products into Russia.

While the joint venture continues to produce and sell food for domestic consumption, the current sanctions imposed by governments in the United States, United Kingdom, and European Union against Russia, as well as additional steps taken by the joint venture’s customers, suppliers, or other stakeholders, may disrupt the plant’s ability to operate in the future.

Through the thirty-nine weeks ended February 27, 2022, approximately 2 % of our net income was attributable to business conducted through Lamb-Weston/Meijer’s joint venture, and the portion of our Lamb-Weston/Meijer interest related to its operations in Russia was approximately $ 55 million as of February 27, 2022.

For the thirteen weeks ended February 27, 2022 and February 28, 2021, we had sales to our equity method investments of $ 4.3 million and $ 5.5 million, respectively, and purchases from our equity method investments of $ 6.0 million and $ 0.9 million, respectively.

For the thirty-nine weeks ended February 27, 2022 and February 28, 2021, we had sales to our equity method investments of $ 12.5 million and $ 12.4 million, respectively, and purchases from our equity method investments of $ 13.2 million and $ 4.2 million, respectively.

Total dividends received from our equity method investments were $ 5.0 million and $ 5.8 million for the thirteen weeks ended February 27, 2022 and February 28, 2021, respectively;

and $ 19.2 million and $ 12.4 million for the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively.

We have an agreement to share the costs of our global enterprise resource planning (“ERP”) system and related software and services with Lamb-Weston/Meijer.

Under the terms of the agreement, Lamb-Weston/Meijer will pay us for the majority of its portion of the ERP costs in five equal annual payments, plus interest, beginning in the period the system is deployed at Lamb-Weston/Meijer.

As of November 28, 2021 and May 30, 2021, Lamb-Weston/Meijer’s portion of the ERP costs was $ 17.4 million and $ 16.8 million, respectively.

Related to this project, we had $ 14.1 million and $ 13.2 million of receivables recorded in “Other assets” on our Consolidated Balance Sheets as of November 28, 2021 and May 30, 2021, respectively.

At February 27, 2022 and May 30, 2021, Lamb-Weston/Meijer’s portion of the ERP costs was $ 19.6 million and $ 16.8 million, respectively.

Related to this project, we had $ 16.5 million and $ 13.2 million of receivables recorded in “Other assets” on our Consolidated Balance Sheets at February 27, 2022 and May 30, 2021, respectively.

We expect the total receivable from Lamb-Weston/Meijer to increase as development and implementation of the ERP system progresses.

GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS

The following table presents changes in goodwill balances, by segment, during the twenty-six weeks ended November 28, 2021:

The following table presents changes in goodwill balances, by segment, during the thirty-nine weeks ended February 27, 2022:

(in millions)

1 unchanged sentence

Foreign currency translation adjustment

Balance at November 28, 2021

Balance at February 27, 2022

Other identifiable intangible assets were as follows:

November 28, 2021

February 27, 2022

(dollars in millions)

4 unchanged sentences

Developed technology, which is excluded from this balance, is recorded as “Other assets” on our Consolidated Balance Sheets.

Amortization expense, including developed technology amortization expense, was $ 1.5 million and $ 1.4 million for the thirteen weeks ended November 28, 2021 and November 29, 2020, respectively;

and $ 3.0 million and $ 2.1 million for the twenty-six weeks ended November 28, 2021 and November 29, 2020, respectively.

Amortization expense, including developed technology amortization expense, was $ 1.3 million and $ 1.5 million for the thirteen weeks ended February 27, 2022 and February 28, 2021, respectively;

and $ 4.3 million and $ 3.6 million for the thirty-nine weeks ended February 27, 2022 and February 28, 2021, respectively.

Foreign intangible assets are affected by foreign currency translation.

10 unchanged sentences

DEBT AND FINANCING OBLIGATIONS

At November 28, 2021 and May 30, 2021, our debt, including financing obligations, was as follows:

The components of our debt, including financing obligations, were as follows:

(in millions)

2 unchanged sentences

Term A-2 loan facility, due April 2025

RMB loan facility, due February 2027

4.625 % senior notes, due November 2024

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Long-term debt and financing obligations, excluding current portion

(a) The interest rates on our lease financing obligations ranged from 2.08 % to 4.10 % as of November 28, 2021, and 2.49 % to 4.10 % as of May 30, 2021.

(b) Excludes debt issuance costs of $ 4.1 million and $ 2.1 million as of November 28, 2021 and May 30, 2021, respectively, primarily related to our Amended Revolving Credit Facility, which are recorded in “Other assets” on the Consolidated Balance Sheets.

(a) The interest rates on our lease financing obligations ranged from 2.08 % to 4.10 % as of February 27, 2022, and 2.49 % to 4.10 % as of May 30, 2021.

(b) Excludes debt issuance costs of $ 3.4 million and $ 2.1 million as of February 27, 2022 and May 30, 2021, respectively, related to our Amended Revolving Credit Facility, which are recorded in “Other assets” on our Consolidated Balance Sheets.

RMB Loan Facility

On February 18, 2022 , our wholly owned subsidiary, Ulanqab Lamb Weston Food Co., Ltd., entered into a facility agreement with certain lenders and HSBC Bank (China) Company Limited, Shanghai Branch, as the facility agent, providing for a RMB 1,079.0 million (approximately $ 170 million based on prevailing interest exchange rates on February 27, 2022) term loan facility (the “RMB Loan Facility”).

Borrowings under the RMB Loan Facility bear interest at the prime rate for five-year loans published by the PRC National Interbank Funding Center plus 0.30 %.

The RMB Loan Facility will be used for fixed asset investments in the People’s Republic of China (“PRC”) and matures on February 18, 2027 .

The RMB Loan Facility contains covenants that are standard for credit facilities originated in the PRC, including, among others, covenants with regards to mergers and consolidations and asset sales, and is subject to acceleration upon various events of default.

Payment obligations under the RMB Loan Facility are unconditionally guaranteed by Lamb Weston.

4.125 % Senior Notes due 2030 and 4.375 % Senior Notes due 2032

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Interest payments on the Notes are due semi-annually each January 31 and July 31, with the first interest payment due on July 31, 2022.

The 2030 Notes will mature on January 31, 2030 , unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the applicable Indenture.

The 2032 Notes will mature on January 31, 2032 , unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the applicable Indenture.

The 2030 and 2032 Notes will mature on January 31, 2030 and 2032 , respectively, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the applicable Indenture.

We may redeem some or all of the Notes at the redemption prices and on the terms specified in the applicable Indenture.

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The aggregate call premium for the 2024 Notes and 2026 Notes was $ 39.6 million (included in the redemption prices noted above) and in connection with these redemptions, we also wrote off $ 13.7 million of previously unamortized debt issuance costs.

Both of these amounts are included as “Interest Expense, net” in our Consolidated Statements of Earnings for the thirteen and twenty-six weeks ended November 28, 2021.

Both of these amounts are included as “Interest Expense, net” in our Consolidated Statements of Earnings for the thirty-nine weeks ended February 27, 2022.

Amended Revolving Credit Facility

6 unchanged sentences

and an interest coverage ratio no less than 2.75 to 1.00.

In connection with the Amended Revolving Credit Facility, we capitalized $ 2.0 million of debt issuance costs in “Other assets” on our Consolidated Balance Sheet.

At November 28, 2021, we had no borrowings outstanding under the Amended Revolving Credit Facility and $ 994.6 million of availability under the facility, which is net of outstanding letters of credit of $ 5.4 million.

For the twenty-six weeks ended November 28, 2021, we had no borrowings under the facility.

At February 27, 2022, we had no borrowings outstanding under the Amended Revolving Credit Facility and $ 994.6 million of availability under the facility, which is net of outstanding letters of credit of $ 5.4 million.

For the thirty-nine weeks ended February 27, 2022, we had no borrowings under the facility.

Term A-1 and A-2 Loan Facilities

2 unchanged sentences

and an interest coverage ratio no less than 2.75 to 1.00 .

For the twenty-six weeks ended November 28, 2021 and November 29, 2020, we paid $ 61.4 million and $ 60.5 million of interest on debt, respectively.

For the thirty-nine weeks ended February 27, 2022 and February 28, 2021, we paid $ 64.7 million and $ 65.2 million of interest on debt, respectively.

For more information on our debt and financing obligations, interest rates, and debt covenants, see Note 8, Debt and Financing Obligations, of the Notes to Consolidated Financial Statements in “Part II, Item 8.

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The Committee, in its discretion, authorizes grants of restricted stock units (“RSUs”), performance awards payable upon the attainment of specified performance goals (“Performance Shares”), dividend equivalents, and other stock-based awards.

During the twenty-six weeks ended November 28, 2021, we granted 0.3 million and 0.1 million RSUs and Performance Shares, respectively, at an average grant date fair value of $ 66.00 .

As of November 28, 2021, 7.1 million shares were available for future grant under the plan.

During the thirty-nine weeks ended February 27, 2022, we granted 0.4 million and 0.1 million RSUs and Performance Shares, respectively, at an average grant date fair value of $ 65.99 .

As of February 27, 2022, 7.1 million shares were available for future grant under the plan.

Our stock-based compensation expense is recorded in “Selling, general and administrative expenses.” Compensation expense for stock-based awards recognized in the Consolidated Statements of Earnings, net of forfeitures, was as follows:

Thirteen Weeks Ended

Twenty-Six Weeks Ended

Thirty-Nine Weeks Ended

(in millions)

3 unchanged sentences

(a) Income tax benefit represents the marginal tax rate, excluding non-deductible compensation.

Based on estimates at November 28, 2021, total unrecognized compensation expense related to stock-based awards was as follows:

Based on estimates at February 27, 2022, total unrecognized compensation expense related to stock-based awards was as follows:

(dollars in millions)

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The following table presents our financial assets and liabilities measured at fair value on a recurring basis based upon the level within the fair value hierarchy in which the fair value measurements fall:

As of November 28, 2021

As of February 27, 2022

(in millions)

1 unchanged sentence

Derivative assets (a)

Derivative liabilities (a)

Deferred compensation liabilities (b)

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Fair value, net

(a) Derivative assets and liabilities included in Level 2 primarily represent commodity swap and option contracts.

The fair values of our Level 2 derivative assets and liabilities were determined using valuation models that use market observable inputs including both forward and spot prices for commodities.

Derivative assets are presented within “Prepaid expenses and other current assets” and derivative liabilities are presented within “Accrued liabilities” on our Consolidated Balance Sheets.

(a) Derivative assets included in Level 2 primarily represent commodity swap and option contracts.

The fair values of our Level 2 derivative assets were determined using valuation models that use market observable inputs including both forward and spot prices for commodities.

Derivative assets are presented within “Prepaid expenses and other current assets” on our Consolidated Balance Sheets.

(b) The fair values of our Level 2 deferred compensation liabilities were valued using third-party valuations, which are based on the net asset values of mutual funds in our retirement plans.

While the underlying assets are actively traded on an exchange, the funds are not.

At November 28, 2021, we had $ 2,170.0 million of fixed-rate and $ 571.0 million of variable-rate debt outstanding.

Deferred compensation liabilities are primarily presented within “Other noncurrent liabilities” on our Consolidated Balance Sheets.

At February 27, 2022, we had $ 2,170.0 million of fixed-rate and $ 576.9 million of variable-rate debt outstanding.

Based on current market rates, the fair value of our fixed-rate debt was estimated to be $ 2,119.0 million.

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In December 2018, our Board of Directors authorized a program, with no expiration date, to repurchase shares of our common stock in an amount not to exceed $ 250.0 million in the aggregate.

During the thirteen weeks ended November 28, 2021, we repurchased 868,753 shares for $ 50.0 million, or a weighted-average price of $ 57.55 per share.

During the twenty-six weeks ended November 28, 2021, we repurchased 1,264,114 shares for $ 76.0 million, or a weighted-average price of $ 60.15 per share.

As of November 28, 2021, $ 93.6 million remained authorized for repurchase under the program.

In December 2021, our Board of Directors authorized the repurchase of an additional $ 250.0 million of our common stock under the program.

We have $ 343.6 million remaining under the updated share repurchase authorization.

During the twenty-six weeks ended November 28, 2021, we paid $ 68.7 million of dividends to common stockholders.

On December 3, 2021, we paid $ 34.3 million of dividends to stockholders of record as of the close of business on November 5, 2021.

On December 17, 2021 , our Board of Directors increased our quarterly dividend approximately 4 % and declared a dividend of $ 0.245 per share of common stock.

The dividend will be paid on March 4, 2022 , to stockholders of record as of the close of business on February 4, 2022 .

In December 2021, our Board of Directors authorized the repurchase of an additional $ 250.0 million of our common stock under this share repurchase program.

During the thirteen weeks ended February 27, 2022, we repurchased 763,777 shares for $ 50.0 million, or a weighted-average price of $ 65.46 per share.

During the thirty-nine weeks ended February 27, 2022, we repurchased 2,027,891 shares for $ 126.0 million, or a weighted-average price of $ 62.15 per share.

As of February 27, 2022, $ 293.6 million remained authorized for repurchase under the program.

During the thirty-nine weeks ended February 27, 2022, we paid $ 103.0 million of dividends to common stockholders.

On March 4, 2022, we paid $ 35.4 million of dividends to stockholders of record as of the close of business on February 4, 2022.

On March 24, 2022 , our Board of Directors declared a dividend of $ 0.245 per share of common stock.

The dividend will be paid on June 3, 2022 , to stockholders of record as of the close of business on May 6, 2022 .

Accumulated Other Comprehensive Income (“AOCI”)

Changes in AOCI, net of taxes, as of November 28, 2021 were as follows:

Changes in AOCI, net of taxes, as of February 27, 2022 were as follows:

Post-Retirement

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Net current-period other comprehensive income (loss)

Balance as of November 28, 2021

Balance as of February 27, 2022

We have four operating segments, each of which is a reportable segment:

3 unchanged sentences

Thirteen Weeks Ended

Twenty-Six Weeks Ended

Thirty-Nine Weeks Ended

(in millions)

10 unchanged sentences

(b) The Other segment primarily includes our vegetable and dairy businesses and unrealized mark-to-market adjustments and realized settlements associated with commodity hedging contracts.

(c) The thirteen and twenty-six weeks ended November 28, 2021, include a loss on the extinguishment of debt of $ 53.3 million, which includes an aggregate call premium of $ 39.6 million related to the redemption of the 2024 Notes and 2026 Notes, and the write-off of $ 13.7 million of previously unamortized debt issuance costs associated with those notes.

Concentrations

Lamb Weston’s largest customer, McDonald’s Corporation, accounted for approximately 11 % of consolidated “Net sales” in all periods presented in our Consolidated Statements of Earnings.

(c) The thirty-nine weeks ended February 27, 2022, includes a loss on the extinguishment of debt of $ 53.3 million, which includes an aggregate call premium of $ 39.6 million related to the redemption of the 2024 Notes and 2026 Notes, and the write-off of $ 13.7 million of previously unamortized debt issuance costs associated with those notes.

COMMITMENTS, CONTINGENCIES, GUARANTEES AND LEGAL PROCEEDINGS

9 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements