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Universal Corporation Announces Third Quarter Results

RICHMOND, Va., Feb. 7 PRNewswire-FirstCall — Allen B. King, Chairman and Chief Executive Officer of Universal Corporation (NYSE: UVV), announced that income from continuing operations for the third quarter of fiscal year 2008, which ended on December 31, 2007, increased by 42% to $50.8 million, or $1.56 per diluted share. In the same quarter last year, continuing operations earned $35.8 million, or $1.17 per diluted share. For fiscal year 2008, the third quarter's results reflected higher earnings in the Other Regions segment of the flue-cured and burley operations, as well as Other Tobacco Operations. Earnings also benefited from lower net interest expense. Last year's net income for the quarter totaled $24.1 million, or $0.79 per diluted share, including results from discontinued operations. There was no income or loss from discontinued operations in the quarter ended December 31, 2007, as the Company had completed the sale of its non-tobacco operations at the beginning of the period.

For the nine months ended on December 31, 2007, Universal earned $109.4 million from continuing operations, or $3.38 per diluted share, compared to $59.3 million, or $1.87 per diluted share last year. The significant improvement in the nine-month results was caused by a number of factors, including shipment timing, lower net interest expense, lower charges this year related to African flue-cured growing projects, and a lower effective tax rate. The favorable comparisons were offset in part by significantly lower margins in Africa, after adjusting for last year's charges, combined with lower carryover sales and lower old-crop burley sales by the North America segment. In addition, higher currency remeasurement and transaction gains offset some of the increased costs related to the weaker U.S. dollar. Net income for the nine months, including results from discontinued operations, was $109.3 million, or $3.37 per diluted share, compared to $24.8 million, or $0.54 per diluted share, for the same period in the prior year.

Mr. King said, "Results for the third fiscal quarter and the nine months have improved despite difficult supply shortages and rapidly rising costs that were due in part, to the weak U.S. dollar. Much of our improvement came from the reduction of restructuring charges and provisions for inventory valuation and farmer advances. However, our inventories have fallen by over 25% since last year, primarily reflecting the smaller crops in Africa and Canada and more rapid shipment of leaf during fiscal year 2008. That acceleration of shipments, which has led to near completion of yearly shipping in some origins, and the accompanying substantial reduction in total inventories, is likely to mean lower shipments in future quarters. We also continue to work with our customers to mitigate the effect of the weak dollar on our unit costs. Despite these many challenges, we believe that we have been taking the necessary actions to improve our performance. Our business model is sound, and we believe that because of our dedication to producing quality leaf and service to our customers, we will continue to be successful in the long term."

Sales and other operating revenues were up 12% in each period, totaling $573 million in the quarter and $1.7 billion for the nine months. In the quarter, the growth was principally due to higher volumes in Europe, Asia, Africa, and the Special Services group, as well as the impact of currency changes. A significant part of the volume increase was related to shipment timing. For the nine months, the increase was more widely dispersed and caused by higher volumes and higher leaf prices in most regions.

The North America segment of the flue-cured and burley operations reported operating income of $19.4 million for the quarter, nearly level with the prior year, despite the effect of crop reductions in Canada and the absence of last year's sales of old-crop U.S. burley. Higher volumes of current crop tobacco in most origins combined with improved pricing in some areas largely offset those negative factors, and the net effect caused an 8% increase in revenues for the quarter.

For the nine months, the North America segment reported operating income of $18.4 million compared to $27.2 million in the prior year. The reduction reflected lower carryover sales in the United States this year, the effect of old-crop U.S. burley sales last year, increased operating costs associated with handling the drought-affected crop in the United States, and the significant reduction of the Canadian crop. Pricing and volume improvements in some origins mitigated part of the decline in earnings caused by those factors. In addition, last year's results reflected a $3 million gain on the sale of idle assets. Revenues for this segment fell by $31.5 million, to $222 million, compared to last year.

The Other Regions segment of the flue-cured and burley operations earned $52.0 million, up 13% from the same quarter in fiscal year 2007, driven by improvement in operations in Europe and Asia. The segment also recognized higher income that had been deferred on sales of leaf to another segment to provide just-in-time delivery services. That leaf has now been delivered to customers. Despite higher volumes due to accelerated shipments, African results fell, reflecting lower margins as smaller crops, higher farm prices, and the weaker U.S. dollar increased unit costs significantly. Europe saw improvement in the quarter due to earlier shipments, better product mix, and additional blending and sheet volumes, while Asia's comparisons improved with the absence of last year's flood-related costs in the Philippines and additional trading volumes, some of which represented shipment delays earlier in the year. Revenues for this segment increased by $29 million in the quarter. In several origins, higher gains from currency remeasurement and transactions offset part of the increased costs related to purchasing and processing tobacco with weaker U.S. dollars.

For the nine months, the Other Regions segment of the flue-cured and burley operations earned $147.9 million compared to $106.5 million last year, an increase of nearly 39%. The increase reflected improved results in all regions. In addition to the improvements in Europe and Asia and recognition of deferred income that benefited the quarter, the nine-month period reflected lower charges for inventory and farmer receivables this year, primarily in Africa, which contributed $26 million to the comparison. Currency remeasurement and transaction gains mitigated only some of the effects of the weaker U.S. dollar on costs. The segment also benefited from larger crops in the Philippines where flooding reduced last year's crops and lower overhead costs in Africa and Asia. Those improvements were partially offset by lower operating margins in Africa, after adjusting for last year's charges, on higher volumes shipped as the African season rapidly draws to a close. Revenues for the Other Regions segment increased by about 14% to $1.3 billion.

The Other Tobacco Operations segment results improved by $2 million in the quarter to $16.2 million and revenues increased by $22 million to $66 million. Most of these increases related to accelerated sales volumes for the Special Services group as part of the business is being absorbed by regional operations. That change was also primarily responsible for the 30% increase in segment operating income for the nine months and a 33% growth in revenues. Earnings from the oriental tobacco joint venture were also up for the nine months, mainly due to a gain from the sale of an investment, and remeasurement gains, which partially offset the adverse effect of currency changes on its costs.

Selling, general and administrative expenses, which are included in segment operating results, fell by over $15 million in the quarter, primarily related to currency benefits of approximately $10 million from transactions and from remeasurement of net foreign currency asset positions as the U.S. dollar weakened. For the nine months, selling, general, and administrative expenses dropped by approximately $39 million. In addition to an $18 million reduction in provisions for farmer receivables, expenses for the nine-month period were offset by a $21 million increase in net foreign exchange remeasurement and transaction gains. Of the transaction gains, about $7 million is due to forward currency exchange contracts related to certain customer sales contracts. The forward contracts were not accounted for as hedges, and mark-to-market gains were included in income as they occurred. The effect of the weaker U.S. dollar on costs is widely dispersed through the Company's results and is not offset against currency gains in reporting those gains. Increases in corporate overhead for stock-based compensation and incentive compensation were partially offset by lower legal fees.

The Company recorded higher interest income and lower interest expense as a result of funds provided by tobacco operations, the sale of its non-tobacco businesses, asset sales, and executive stock option exercises. Net interest savings were $4.3 million for the quarter and $15.8 million for the nine months. The effective income tax rate for the nine months, at approximately 36%, is higher than the U.S. federal statutory income tax rate primarily because of U.S. state income taxes and excess foreign taxes recorded in countries where the tax rates exceed U.S. rates. In addition, the restructuring charges in the nine-month period provided tax benefits at a rate that was below the statutory rate, which increased the effective tax rate. For the full fiscal year, the rate is expected to be slightly below 37%. The effective tax rate last year for the nine-month period was 42.8%. Universal did not record any tax benefit on its $12.3 million asset impairment charge last year since management believed that the Company would be unable to utilize the net operating loss carryforward generated by the charge. A valuation allowance of $4.9 million on deferred tax assets associated with Zambia also increased last year's effective tax rate. That impact was partially offset by a reduction in the valuation allowance on deferred tax assets due to the method of attributing income taxes to discontinued operations under the applicable accounting guidance.

Additional information

This information includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The Company cautions readers that any statements contained herein regarding earnings and expectations for its performance are forward-looking statements based upon management's current knowledge and assumptions about future events, including anticipated levels of demand for and supply of its products and services; costs incurred in providing these products and services; timing of shipments to customers; changes in market structure; and general economic, political, market, and weather conditions. Actual results, therefore, could vary from those expected. A further list and description of these risks, uncertainties and other factors can be found in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2007 and in other documents the Company files with the Securities and Exchange Commission. This information should be read in conjunction with the Annual Report on Form 10-K for the year ended March 31, 2007.

At 5:00 p.m. (Eastern Time) today, the Company will host a conference call to discuss these results. Those wishing to listen to the call may do so by visiting www.universalcorp.com at that time. A replay of the webcast will be available at that site for three months. A taped replay of the call will also be available for one week by dialing (800) 642-1687. The confirmation number to access the replay is 32785707.

Headquartered in Richmond, Virginia, Universal Corporation is one of the world's leading tobacco merchants and processors and conducts business in more than 35 countries. Its revenues from continuing operations for the fiscal year ended March 31, 2007, were $2.0 billion. For more information on Universal Corporation, visit its web site at www.universalcorp.com.

UNIVERSAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (In thousands of dollars, except per share data) Three Months Ended Nine Months Ended December 31, December 31, 2007 2006 2007 2006 (Unaudited) (Unaudited) Sales and other operating revenues $573,094 $511,706 $1,678,641 $1,502,787 Costs and expenses Cost of goods sold 446,089 378,348 1,324,752 1,147,293 Selling, general and administrative expenses 47,869 63,010 165,545 204,637 Restructuring and impairment costs - 3,519 3,304 15,808 Operating income 79,136 66,829 185,040 135,049 Equity in pretax earnings of unconsolidated affiliates 8,477 9,570 7,231 5,302 Interest income 4,453 4,208 13,317 7,188 Interest expense 10,314 14,347 32,274 41,961 Income before income taxes and other items 81,752 66,260 173,314 105,578 Income taxes 29,204 24,805 62,937 45,203 Minority interests, net of income taxes 1,796 5,676 974 1,085 Income from continuing operations 50,752 35,779 109,403 59,290 Loss from discontinued operations, net of income taxes - (11,674) (145) (34,454) Net income 50,752 24,105 109,258 24,836 Dividends on convertible perpetual preferred stock (3,712) (3,713) (11,137) (10,973) Earnings available to common shareholders $47,040 $20,392 $98,121 $13,863 Basic earnings (loss) per common share: From continuing operations $1.72 $1.24 $3.60 $1.87 From discontinued operations - (0.45) (0.01) (1.33) Net income $1.72 $0.79 $3.59 $0.54 Diluted earnings (loss) per common share: From continuing operations $1.56 $1.17 $3.38 $1.87 From discontinued operations - (0.38) (0.01) (1.33) Net income $1.56 $0.79 $3.37 $0.54 See accompanying notes. UNIVERSAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands of dollars) December 31, December 31, March 31, 2007 2006 2007 (Unaudited) (Unaudited) ASSETS Current Cash and cash equivalents $502,277 $220,438 $358,236 Accounts receivable, net 233,861 289,548 261,106 Advances to suppliers, net 114,897 83,629 113,396 Accounts receivable - unconsolidated affiliates 46,732 43,709 37,290 Inventories - at lower of cost or market: Tobacco 486,785 656,329 595,901 Other 42,289 45,553 40,577 Prepaid income taxes 8,032 7,580 8,760 Deferred income taxes 19,158 27,443 25,182 Other current assets 58,264 52,511 62,480 Current assets of discontinued operations - 75,482 42,437 Total current assets 1,512,295 1,502,222 1,545,365 Property, plant and equipment Land 17,061 17,141 16,640 Buildings 250,202 250,281 241,410 Machinery and equipment 515,870 521,608 512,586 783,133 789,030 770,636 Less accumulated depreciation (442,844) (408,408) (410,478) 340,289 380,622 360,158 Other assets Goodwill and other intangibles 104,689 104,265 104,284 Investments in unconsolidated affiliates 114,622 94,242 104,316 Deferred income taxes 66,991 92,879 81,003 Other noncurrent assets 183,948 143,781 133,696 470,250 435,167 423,299 Total assets $2,322,834 $2,318,011 $2,328,822 See accompanying notes. UNIVERSAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands of dollars) December 31, December 31, March 31, 2007 2006 2007 (Unaudited) (Unaudited) LIABILITIES AND SHAREHOLDERS' EQUITY Current Notes payable and overdrafts $139,632 $169,283 $131,159 Accounts payable 173,864 192,797 220,181 Accounts payable - unconsolidated affiliates 8,815 10,730 644 Customer advances and deposits 86,099 122,086 133,608 Accrued compensation 15,007 13,858 18,519 Income taxes payable 12,712 23,763 11,549 Current portion of long-term obligations 150,000 22,513 164,000 Current liabilities of discontinued operations - 15,816 13,314 Total current liabilities 586,129 570,846 692,974 Long-term obligations 400,644 548,769 398,952 Pensions and other postretirement benefits 98,242 81,383 100,004 Other long-term liabilities 73,322 76,839 70,528 Deferred income taxes 47,881 34,038 29,809 Total liabilities 1,206,218 1,311,875 1,292,267 Minority interests 6,985 14,934 5,822 Shareholders' equity Preferred stock: Series A Junior Participating Preferred Stock, no par value, 500,000 shares authorized, none issued or outstanding - - - Series B 6.75% Convertible Perpetual Preferred Stock, no par value, 5,000,000 shares authorized, 219,999 shares issued and outstanding (220,000 at December 31, 2006, and March 31, 2007) 213,023 213,024 213,024 Common stock, no par value, 100,000,000 shares authorized, 27,299,524 shares issued and outstanding (25,923,058 at December 31, 2006, and 26,948,599 at March 31, 2007) 198,581 130,564 176,453 Retained earnings 729,548 678,289 682,232 Accumulated other comprehensive loss (31,521) (30,675) (40,976) Total shareholders' equity 1,109,631 991,202 1,030,733 Total liabilities and shareholders' equity $2,322,834 $2,318,011 $2,328,822 See accompanying notes. UNIVERSAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands of dollars) Nine Months Ended December 31, 2007 2006 (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES OF CONTINUING OPERATIONS: Net income $109,258 $24,836 Adjustments to reconcile net income to net cash provided by operating activities of continuing operations: Net loss from discontinued operations 145 34,454 Depreciation 31,028 36,662 Amortization 1,597 1,488 Provisions for losses on advances and guaranteed loans to suppliers 12,218 30,250 Restructuring and impairment costs 3,304 15,808 Other, net 16,490 (2,264) Changes in operating assets and liabilities, net 28,988 (30,381) Net cash provided by operating activities of continuing operations 203,028 110,853 CASH FLOWS FROM INVESTING ACTIVITIES OF CONTINUING OPERATIONS: Purchase of property, plant and equipment (18,355) (20,915) Proceeds from sale of businesses, less cash of businesses sold 26,556 379,379 Proceeds from sale of property, plant and equipment 15,964 4,960 Deposit to escrow account (32,098) - Net cash provided (used) by investing activities of continuing operations (7,933) 363,424 CASH FLOWS FROM FINANCING ACTIVITIES OF CONTINUING OPERATIONS: Repayment of short-term debt, net (2,559) (118,814) Repayment of long-term debt (14,000) (200,000) Issuance of convertible perpetual preferred stock, net of issuance costs - 19,478 Issuance of common stock 16,131 5,910 Repurchase of common stock (4,084) - Dividends paid on convertible perpetual preferred stock (11,137) (10,973) Dividends paid on common stock (36,422) (33,561) Other (907) (1,325) Net cash used by financing activities of continuing operations (52,978) (339,285) Net cash provided by continuing operations 142,117 134,992 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash provided by operating activities of discontinued operations 6,495 36,776 Net cash used by investing activities of discontinued operations (17) (9,417) Net cash used by financing activities of discontinued operations (4,957) (6,766) Net cash provided by discontinued operations 1,521 20,593 Effect of exchange rate changes on cash 164 75 Net increase in cash and cash equivalents 143,802 155,660 Cash and cash equivalents of continuing operations at beginning of year 358,236 62,486 Cash and cash equivalents of discontinued operations at beginning of year 239 4,146 Less: Cash and cash equivalents of discontinued operations at end of period - 1,854 Cash and cash equivalents at end of period $502,277 $220,438 Significant non-cash items from investing activities of continuing operations for the nine months ended December 31, 2006, included the buyer's assumption of $153,560 of notes payable and overdrafts with the sale of businesses. See accompanying notes.

NOTE 1. BASIS OF PRESENTATION

Universal Corporation, with its subsidiaries ("Universal" or the "Company"), is one of the world's leading leaf tobacco merchants and processors. The Company previously had operations in lumber and building products and in agri-products. The lumber and building products businesses, along with a portion of the agri-products operations, were sold on September 1, 2006. In December 2006, the Company adopted a plan to sell the remaining agri-products operations. One of those agri-products businesses was sold in January 2007, another was sold in May 2007, and the assets of the remaining business were sold in October 2007. The lumber and building products operations and the agri-products operations are reported as discontinued operations for all periods in the accompanying financial statements.

Because of the seasonal nature of the Company's business, the results of operations for any fiscal quarter will not necessarily be indicative of results to be expected for other quarters or a full fiscal year. All adjustments necessary to state fairly the results for the period have been included and were of a normal recurring nature. Certain amounts in prior year statements have been reclassified to conform to the current year presentation. This Form 10-Q should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2007.

NOTE 2. GUARANTEES AND OTHER CONTINGENT LIABILITIES

Guarantees of bank loans to growers for crop financing and construction of curing barns or other tobacco producing assets are industry practice in Brazil and support the farmers' production of tobacco there. At December 31, 2007, the Company's total exposure under guarantees issued by its operating subsidiary in Brazil for banking facilities of farmers in that country was approximately $205 million. About 70% of these guarantees expire within one year, and nearly all of the remainder expire within five years. The subsidiary withholds payments due to the farmers on delivery of tobacco and forwards those payments to the third-party banks. Failure of farmers to deliver sufficient quantities of tobacco to the subsidiary to cover their obligations to third-party banks could result in a liability for the subsidiary under the related guarantee; however, in that case, the subsidiary would have recourse against the farmers. The maximum potential amount of future payments that the Company's subsidiary could be required to make is the face amount, $205 million, and any unpaid accrued interest. The fair value liability recorded for the guarantees was approximately $11 million and $12 million at December 31, 2007 and 2006, respectively, and approximately $10 million at March 31, 2007. In addition to these guarantees, the Company has other contingent liabilities totaling approximately $6 million.

Various subsidiaries of the Company are involved in litigation incidental to their business activities. While the outcome of these matters cannot be predicted with certainty, management is vigorously defending the claims and does not currently expect that any of them will have a material adverse effect on the Company's financial position. However, should one or more of these matters be resolved in a manner adverse to management's current expectation, the effect on the Company's results of operations for a particular fiscal reporting period could be material.

NOTE 3. EARNINGS PER SHARE

The following table sets forth the computation of earnings per share for the three- and nine-month periods ended December 31, 2007 and 2006.

Three Months Ended Nine Months Ended December 31, December 31, (in thousands, except per share data) 2007 2006 2007 2006 Basic Earnings (Loss) Per Share Numerator for basic earnings (loss) per share From continuing operations: Income from continuing operations $50,752 $35,779 $109,403 $59,290 Less: Dividends on convertible perpetual preferred stock (3,712) (3,713) (11,137) (10,973) Earnings available to common shareholders from continuing operations 47,040 32,066 98,266 48,317 From discontinued operations: Earnings (loss) available to common shareholders from discontinued operations - (11,674) (145) (34,454) Net income available to common shareholders $47,040 $20,392 $98,121 $13,863 Denominator for basic earnings (loss) per share Weighted average shares outstanding 27,357 25,815 27,285 25,775 Basic earnings (loss) per share: From continuing operations $1.72 $1.24 $3.60 $1.87 From discontinued operations - (0.45) (0.01) (1.33) Net income per share $1.72 $0.79 $3.59 $0.54 Diluted Earnings (Loss) Per Share Numerator for diluted earnings (loss) per share From continuing operations: Earnings available to common shareholders from continuing operations $47,040 $32,066 $98,266 $48,317 Add: Dividends on convertible perpetual preferred stock (if conversion assumed) 3,712 3,713 11,137 - Earnings available to common shareholders from continuing operations for calculation of diluted earnings (loss) per share 50,752 35,779 109,403 48,317 From discontinued operations: Earnings (loss) available to common shareholders from discontinued operations - (11,674) (145) (34,454) Net income available to common shareholders $50,752 $24,105 $109,258 $13,863 Denominator for diluted earnings (loss) per share: Weighted average shares outstanding 27,357 25,815 27,285 25,775 Effect of dilutive securities (if conversion or exercise assumed) Convertible perpetual preferred stock 4,711 4,708 4,710 - Employee share-based awards 373 111 385 69 Denominator for diluted earnings (loss) per share 32,441 30,634 32,380 25,844 Diluted earnings (loss) per share: From continuing operations $1.56 $1.17 $3.38 $1.87 From discontinued operations - (0.38) (0.01) (1.33) Net income per share $1.56 $0.79 $3.37 $0.54

NOTE 4. SEGMENT INFORMATION

The principal approach used by management to evaluate the Company's performance is by geographic region, although some components of the business are evaluated on the basis of their worldwide operations. The Company evaluates the performance of its segments based on operating income after allocated overhead expenses (excluding significant non-recurring charges or credits), plus equity in pretax earnings of unconsolidated affiliates.

Operating results for the Company's reportable segments for each period presented in the consolidated statements of income were as follows:

Three Months Ended December 31, (in thousands of dollars) 2007 2006 SALES AND OTHER OPERATING REVENUES Flue-cured and burley leaf tobacco operations: North America $133,319 $123,477 Other regions (1) 373,670 344,424 Subtotal 506,989 467,901 Other tobacco operations (2) 66,105 43,805 Consolidated sales and other operating revenues $573,094 $511,706 OPERATING INCOME Flue-cured and burley leaf tobacco operations: North America $19,395 $19,765 Other regions (1) 52,016 45,939 Subtotal 71,411 65,704 Other tobacco operations (2) 16,202 14,214 Segment operating income 87,613 79,918 Less: Equity in pretax earnings of unconsolidated affiliates (3) 8,477 9,570 Restructuring and impairment costs (4) - 3,519 Consolidated operating income $79,136 $66,829 Nine Months Ended December 31, (in thousands of dollars) 2007 2006 SALES AND OTHER OPERATING REVENUES Flue-cured and burley leaf tobacco operations: North America $222,004 $253,489 Other regions (1) 1,258,781 1,100,910 Subtotal 1,480,785 1,354,399 Other tobacco operations (2) 197,856 148,388 Consolidated sales and other operating revenues $1,678,641 $1,502,787 OPERATING INCOME Flue-cured and burley leaf tobacco operations: North America $18,364 $27,169 Other regions (1) 147,928 106,520 Subtotal 166,292 133,689 Other tobacco operations (2) 29,283 22,470 Segment operating income 195,575 156,159 Less: Equity in pretax earnings of unconsolidated affiliates (3) 7,231 5,302 Restructuring and impairment costs (4) 3,304 15,808 Consolidated operating income $185,040 $135,049 (1) Includes South America, Africa, Europe, and Asia regions, as well as inter-region eliminations. (2) Includes Dark Air-Cured, Special Services and Oriental, as well as inter-company eliminations. Sales and other operating revenues for this reportable segment include limited amounts for Oriental because its financial results consist principally of equity in the pretax earnings of an unconsolidated affiliate. (3) Item is included in segment operating income, but not included in consolidated operating income. (4) Item is not included in segment operating income, but is included in consolidated operating income.

SOURCE Universal Corporation