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SMUCKER J M CO 10-K 2011 Documents found in this filing:Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
For the fiscal year ended April 30, 2011
or
For the transition period from ____ to ____
Commission file number 001-5111
THE J. M. SMUCKER COMPANY
(Exact name of registrant as specified in its charter)
Registrant’s telephone number, including area code (330) 682-3000
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule
405 of the Securities Act. Yes þ No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Act. Yes o No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). Yes þ No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§
229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge,
in definitive proxy or information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definition of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
(Check one):
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes o No þ
The aggregate market value of the common shares held by nonaffiliates of the registrant at October
31, 2010, was $7,231,532,766. As of June 22, 2011, 114,378,016 common shares of The J. M. Smucker
Company were issued and outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Certain sections of the registrant’s definitive Proxy Statement to be filed in connection with its
Annual Meeting of Shareholders to be held on August 17, 2011, are incorporated by reference into
Part III of this Report, and certain sections of the registrant’s 2011 Annual Report to
Shareholders are incorporated by reference into Parts I and II of this Report.
The exhibit index for this Report begins on page 25.
TABLE OF CONTENTS
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PART I
Item 1. Business.
The Company. The J. M. Smucker Company (the “Company”) was established in 1897
and was incorporated in Ohio in 1921. The Company, often referred to as Smucker’s (a registered
trademark), operates principally in one industry, the manufacturing and marketing of branded food
products on a worldwide basis, although the majority of the Company’s sales are in the U.S. The
Company’s operations outside the U.S. are principally in Canada although products are exported to
other countries as well. Sales outside the U.S. represented approximately 10 percent of
consolidated Company sales for fiscal 2011. The Company’s branded food products include a strong
portfolio of trusted, iconic, market-leading brands that are sold to consumers through retail
outlets in North America.
On November 6, 2008, the Company completed a merger transaction with The Folgers Coffee
Company (“Folgers”), a subsidiary of The Procter & Gamble Company (“P&G”). The value of the
transaction was approximately $3.7 billion, including the issuance of common shares of the Company
in connection with the merger and $350 million of Folgers debt. Under the terms of the transaction
agreements, P&G distributed common shares of Folgers to participating P&G shareholders which were
then automatically converted into the right to receive common shares of the Company in the merger.
Immediately following the merger, P&G shareholders and pre-merger Company shareholders owned
approximately 53.5 percent and 46.5 percent, respectively, of the Company’s approximately 118
million common shares outstanding. The merger was accounted for as a purchase business
combination, with the Company treated as the acquiring entity.
The Company has four reportable segments: U.S. Retail Coffee Market, U.S. Retail Consumer
Market, U.S. Retail Oils and Baking Market, and Special Markets. The Company’s three U.S. retail
market segments in total comprised over 80 percent of the Company’s net sales in 2011 and represent
a major portion of the strategic focus area for the Company — the sale of branded food products
with leadership positions to consumers through retail outlets in North America. The Special
Markets segment represents sales outside of the U.S. retail market and includes the Company’s
Canada, foodservice, natural foods, and international business areas.
Principal Products. The principal products of the Company, which are sold across the
Company’s U.S. retail market segments and Special Markets
segment are coffee, peanut butter, fruit spreads, shortening and
oils, baking mixes and ready-to-spread frostings, canned milk, flour
and baking ingredients, juices and beverages, frozen sandwiches, toppings, syrups, and
pickles and condiments.
Product sales information for the years 2011, 2010, and 2009 is incorporated herein by
reference to information set forth in the Company’s 2011 Annual Report to Shareholders, on pages 48
through 50 under “Note E: Reportable Segments.”
In each of the U.S. retail market segments, the Company’s products are primarily sold through
a combination of direct sales and through brokers to food retailers, food wholesalers, drug stores,
club stores, mass merchandisers, discount and dollar stores, and military commissaries. In the
Special Markets segment, the Company’s products are distributed domestically and in foreign
countries through retail channels, foodservice distributors and operators (e.g., restaurants,
schools and universities, and health care operators), health and natural foods stores and
distributors.
Sources and Availability of Raw Materials. The raw materials used by the Company in
each of its segments are primarily commodities and agricultural-based products. Green coffee,
peanuts, edible oils, sweeteners, milk, flour, corn, and other ingredients are obtained from
various suppliers. The availability, quality, and costs of many of these commodities have
fluctuated, and may continue to fluctuate, over time. The Company uses basis contracts and
commodity futures and options to manage price volatility for a significant portion of its commodity
costs. Green coffee is sourced solely from foreign countries and its supply and price are subject
to high volatility due to factors such as weather, global supply and
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demand, pest damage, and
political and economic conditions in the source countries. Fruit and vegetable raw materials used
by the Company in the production of its food products are purchased from independent growers and
suppliers. Glass, plastic, steel cans, caps, carton board, and corrugate are the principal
packaging materials used by the Company.
Raw materials are generally available from numerous sources although the Company has elected
to source certain plastic packaging materials from single sources of supply pursuant to long-term
contracts. While availability may vary year-to-year, the Company believes that it will continue to
be able to obtain adequate supplies and that alternatives to single-sourced materials are
available. The Company has not historically encountered significant shortages of key raw
materials. The Company considers its relationship with key raw material suppliers to be good.
Trademarks and Patents. The Company’s products are produced under certain patents and
marketed under numerous trademarks owned or licensed by the Company or one of its subsidiaries.
Major trademarks, utilized primarily in the U.S. retail market segments, include: Folgers®, Dunkin’
Donuts®, and Millstone® in the U.S. Retail Coffee segment; Smucker’s®, Jif®, Hungry Jack®,
Uncrustables®, Snack’n Waffles, Dickinson’s®, Crosse & Blackwell®, Adams®, Laura Scudder’s®,
Goober®, Golden Temple® and Magic Shell® in the U.S. Retail Consumer Market segment; and Crisco®,
Pillsbury®, Eagle Brand®, Borden® and Elsie design, Martha White®, LaPina®, White Lily®,
Softasilk®, Funfetti®, and Pet® in the U.S. Retail Oils and Baking Market segment.
Major trademarks utilized in the Special Markets segment include: Folgers®, Smucker’s®, Jif®,
Crisco®, Plate Scapers®, Bick’s®, Five Roses®, Robin Hood®, Carnation®, Europe’s Best®, R. W.
Knudsen Family®, Santa Cruz Organic®, Double Fruit®, Recharge®, and Red River®.
Dunkin’ Donuts® is a registered trademark of DD IP Holder LLC used by the Company under
license (the “Dunkin’ License”) for packaged coffee products sold in retail channels such as
grocery stores, mass merchandisers, club stores, and drug stores. The Dunkin’ License does not
pertain to Dunkin’ Donuts® coffee or other products for sale in Dunkin’ Donuts® restaurants. The
terms of the Dunkin’ License include the payment of royalties to DD IP Holder LLC and other
financial commitments by the Company. The Dunkin’ License is in effect until January 1, 2034.
Pillsbury®, the Barrelhead logo, and the Doughboy character are trademarks of The Pillsbury
Company, LLC and are used by the Company under a 20-year, perpetually renewable, royalty-free
license. Borden® and the Elsie design are trademarks used by the Company on certain products under
a perpetual, exclusive, and royalty-free license. Carnation® is a trademark of Société des
Produits Nestlé S.A. used by the Company’s Canadian subsidiary for certain canned milk products in
certain territories under an exclusive and royalty-free license with an initial term of 10 years,
renewable by the Company for two successive five-year terms and which becomes perpetual at the end
of the renewal terms under certain circumstances. In addition, the Company or one of its
subsidiaries licenses the use of several other trademarks, none of which are individually material
to the Company’s business.
Slogans or designs considered to be important trademarks include, without limitation, “With A
Name Like Smucker’s, It Has To Be Good,” “The Best Part of Wakin’ Up Is Folgers In Your Cup,” “Wake
Up Special Every Day,” “Mountain Grown,” “Choosy Moms Choose Jif,” “Purely The Finest,” “Crisco is
Cooking,” “Everybody’s Happy When It’s Hungry Jack,” “Goodness Gracious, It’s Good,” the Smucker’s
banner, the Crock Jar shape, the Gingham design, and the Strawberry logo.
The Company owns several hundred patents worldwide in addition to proprietary trade secrets,
technology, know-how processes and other intellectual property rights that are not registered.
The Company considers all of its intellectual property and the Pillsbury®, Dunkin’ Donuts®,
Borden® and Elsie design, and Carnation® licenses, taken as a whole, to be essential to its
business.
Seasonality. The Company’s U.S. Retail Coffee Market and U.S. Retail Oils and Baking
Market segments are particularly seasonal around the “Fall Bake” and holiday period, which
generally results in higher sales and profits in the Company’s second and third quarters. The
Company’s success in
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promoting and merchandising its baking and coffee brands during the “Fall Bake” and holiday period
has a significant impact on its results for a fiscal year. The back-to-school period and the
spring holiday season are two other important promotional periods for the Company, although their
impact to the Company is not as significant as the “Fall Bake” and holiday period.
Working Capital. Working capital requirements are greatest during the first half of
the Company’s fiscal year mainly due to the timing of the buildup of coffee, oil, and baking
inventories necessary to support the “Fall Bake” and holiday period and the additional buildup of
coffee inventory in advance of the Atlantic hurricane season.
Customers. Sales to Wal-Mart Stores, Inc. and its subsidiaries amounted to
approximately 26 percent, 27 percent, and 24 percent of net sales in 2011, 2010, and 2009,
respectively. These sales are primarily included in the U.S. retail market segments. No other
customer exceeded 10 percent of net sales during 2011, 2010, and 2009.
During 2011, the Company’s top 10 customers, collectively, accounted for approximately 55
percent of consolidated net sales. Although the loss of any large customer for an extended length
of time could negatively impact the Company’s sales and profits, the Company does not anticipate
that this will occur to a significant extent due to strong consumer demand for the Company’s
products.
Orders. Generally, orders are filled within a few days of receipt, and the backlog of
unfilled orders at any particular time has not been material on a historical basis.
Government Business. No material portion of the Company’s business is subject to
renegotiation of profits or termination of contracts at the election of the government.
Competition. The Company is the branded market leader in the coffee, peanut butter,
shortening, sweetened condensed milk, fruit spreads, ice cream toppings, and natural foods
beverages categories in the U.S. The Company’s business is highly competitive as all of its U.S.
retail market segments’ brands compete for retail shelf space with other branded products as well
as private label products.
The continued growth of alternative store formats, product and packaging innovations,
technological advances, and new industry techniques are all issues for companies in the food
industry to consider in order to remain competitive. The primary ways in which products are
distinguished are product quality, price, packaging, new product introductions, nutritional value,
convenience, advertising, and promotion. Positive factors pertaining to the Company’s competitive
position include well-recognized brands, superior product quality and trust, experienced brand
management, a single national grocery broker in the U.S., varied product offerings, product
innovation, excellent customer service, and a strong distribution network.
The Company historically has seen accelerated private label growth during periods of general
economic disruption. The Company estimates that, during the period following the economic
recession of the late 2000’s, private label grew more than during past periods partly due to the
run up in commodity costs, increased emphasis of store brands by retailers, and improvements in
private label quality. The Company believes that both private label and leading brands play an
important role in all of the food categories in which it competes, appealing to different consumer
segments. The Company closely monitors the price gap or price premium between its brands and
private label brands, with the view that value is about more than price and the expectation that
number one brands will continue to be an integral part of consumers’ shopping baskets.
In the U.S. Retail Coffee Market segment, the Folgers® brand competes in the highly
competitive U.S. packaged roast and ground coffee market with other retail coffee roasters such as
Maxwell House, Yuban, and Nescafe. The Company competes in the premium coffee market with its
Millstone® and Folgers® Gourmet Selections® brands, as well as through sales of Dunkin’
Donuts® retail packaged coffee products, with other brands such as Starbucks, Eight O’Clock, and
Seattle’s Best. In 2010, the
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Company
expanded its presence in the single-serve coffee market, entering
into an agreement with Green Mountain Coffee Roasters, Inc. and Keurig, Inc. for the manufacturing and distribution of
premium coffees through Keurig’s innovative K-Cup® coffee system. The Company’s Folgers® Gourmet
Selections® and Millstone® premium coffees K-Cup® products were introduced in the second quarter of
2011 and represent the most successful new product launch in the Company’s history.
In the U.S. Retail Consumer Market segment, the Jif® brand has been the leader in the peanut
butter category for over 20 years, while the Company’s natural peanut butter business, sold under
the Smucker’s®, Adam’s®, Laura Scudder’s® and Jif® brands, maintains a strong leadership position
in the natural peanut butter category. The Company’s fruit spread brands, including Smucker’s®,
Dickinson’s®, and Knott’s Berry Farm®, hold the leading position in the fruit spreads category and
compete with Welch’s branded line of fruit spreads and many private label brands. The competing
brands exist on both a national and a regional level. The Company’s Hungry Jack® brand competes in
the pancake mix and table syrup category. The Company competes with several major national as well
as private label brands in these categories. During 2010, the Company divested its potato side
dish product line and entered into a licensing agreement with the purchaser for their use of the
Hungry Jack® brand. The Company maintains ownership of the brand.
In the U.S. Retail Oils and Baking Market segment, Crisco® has historically been a leader in
the shortening and cooking oils categories. Crisco® holds the leading branded position in the
shortening category and competes with other branded competitors for the leading branded position in
the oils category. The oils category in which Crisco® competes is highly competitive with private
label competitors maintaining the largest share of the category. The category is also
significantly impacted by volatile commodity pricing. The Company’s Pillsbury® brand competes in
the dessert and baking mixes (“DBM”) market that includes mixes for cakes, cookies, brownies,
muffins, and quick breads, as well as ready-to-spread frostings and ingredients used in scratch
baking such as flour. Within the DBM category, the Company competes primarily with the Betty
Crocker and Duncan Hines brands and many private label and regional brands. The Company competes
in the canned milk category with both branded and nonbranded products. The Company is the branded
market leader in the sweetened condensed category with its Eagle Brand® and Magnolia® brands and
has significant sales with production of private label brands. In the evaporated milk category,
the Company has a significant presence with its production of private label brands and the Pet®
brand where it competes primarily with one major national brand.
Research and Development. The Company predominantly utilizes in-house resources to
both develop new products and improve existing products in each of its business areas. Amounts
expensed for product development were $21.0 million, $21.0 million, and $14.5 million in 2011,
2010, and 2009, respectively.
Environmental Matters. The Company considers environmental sustainability to be its
responsibility as a good corporate citizen and a key strategic focus area for the Company. The
Company has implemented and manages a variety of programs, including the utilization of renewable
energy technology, improved wastewater management, increased usage of sustainable raw materials,
and reuse of resources rather than consuming new ones, in support of its commitment to
environmental sustainability. The Company continues to evaluate and modify its processes on an
ongoing basis to further reduce its impact on the environment and reduce waste.
Compliance with the provisions of enacted or pending federal, state, and local environmental
regulations regarding either the discharge of materials into the environment or the protection of
the environment is not expected to have a material effect upon the Company’s capital expenditures,
earnings, or competitive position in 2012.
Employees. At April 30, 2011, the Company had approximately 4,500 full-time
employees, worldwide. Approximately 32 percent of these employees, located at 10 facilities, are
covered by union contracts. These contracts vary in term depending on the location. The Company
believes its relations with its current employees are good.
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Financial
Information about Industry Segments and Geographical Areas. The financial information required to be included in this item concerning reportable industry segments and
international operations for the years 2011, 2010, and 2009 is incorporated herein by reference to
information set forth in the Company’s 2011 Annual Report to Shareholders, on pages 48 through 50,
under “Note E: Reportable Segments.” The Company’s international operations are primarily in
Canada with risks similar to those associated with the U.S. retail markets. More than one-half of
the Company’s Canada sales represent the sale of Canadian produced products to Canadian customers.
The remaining Canada sales represent the sale of products produced in the U.S. to Canadian
customers, primarily Folgers® coffee, and Crisco® oils.
Forward-Looking Statements. This report includes forward-looking statements that are
based on current expectations and are subject to a number of risks and uncertainties that could
cause actual results to differ materially from expected or projected results. The descriptions of
risks and uncertainties relating to forward-looking statements is incorporated herein by reference
to information set forth in the Company’s 2011 Annual Report to Shareholders under the caption
“Forward-Looking Statements” on page 32.
Available Information. Access to all Securities and Exchange Commission (“SEC”)
filings made by the Company, including its annual report on Form 10-K, quarterly reports on Form
10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to
Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is
provided, free of charge, on the Company’s Web site (www.smuckers.com) as soon as reasonably
practicable after such reports are electronically filed with, or furnished to, the SEC.
Item 1A. Risk Factors.
The Company’s business, operations, and financial condition are subject to various risks
and uncertainties. The risk factors described below should be carefully considered, together with
the other information contained or incorporated by reference in this Report and in the Company’s
other filings with the SEC, in connection with evaluating the Company, its business and the
forward-looking statements contained in this Report. Additional risks and uncertainties not
presently known to the Company or that the Company currently deems immaterial also may affect the
Company. The occurrence of any of these known or unknown risks could have a material adverse
impact on the Company’s business, financial condition, and results of operations.
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Item 1B. Unresolved Staff Comments.
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Item 2. Properties.
The table below lists all of the Company’s manufacturing and processing facilities at
April 30, 2011. All of the Company’s properties are maintained and updated on a regular basis, and
the Company continues to make investments for expansion, and safety and technological improvements.
The Company believes that existing capacity at these facilities is sufficient to sustain current
operations and anticipated near-term growth.
The Company owns all of the properties listed below, except for one of the properties in New
Orleans, Louisiana,(A) which is leased. The Company also leases four sales and
administrative offices in the U.S., and one each in Canada, Mexico, and China. The Company’s
corporate headquarters are located in Orrville, Ohio, and the Company’s Canadian headquarters are
located in Markham, Ontario.
Item 3. Legal Proceedings.
The Company is a defendant in a variety of legal proceedings. While the Company cannot
predict with certainty the results of these proceedings, the Company does not believe that the
final outcome of these proceedings will have a material adverse affect on the Company’s financial
position, results of
operations, or cash flows.
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Item 4. [Removed and Reserved]
Executive Officers of the Registrant.
The names, ages as of July 1, 2011, and current positions of the executive officers of
the Company are listed below. All executive officers serve at the pleasure of the Board of
Directors, with no fixed term of office. Unless otherwise indicated, each individual has served as
an executive officer of the Company for more than five years.
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PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities.
(a) The information pertaining to the market for the Company’s common shares and other
related shareholder information is incorporated herein by reference to the information set forth in
the Company’s 2011 Annual Report to Shareholders under the caption “Stock Price Data” on page 18
and the caption “Comparison of Five-Year Cumulative Total Shareholder Return” on page 19.
(b) Not applicable.
(c) Issuer Purchases of Equity Securities
Item 6. Selected Financial Data.
Five-year summaries of selected financial data for the Company and discussions of
items which materially affect the comparability of the selected financial data are incorporated
herein by reference to the information set forth in the Company’s 2011 Annual Report to
Shareholders under the following captions and page numbers: “Five-Year Summary of Selected
Financial Data” on page 17, “Note A:
Accounting Policies” on pages 42 through 45, “Note C: Folgers Merger” on pages 46 and 47, and “Note
D: Restructuring” on pages 47 and 48.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of
Operations.
Management’s discussion and analysis of financial condition and results of operations,
including a discussion of liquidity and capital resources, and critical accounting estimates and policies, is
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incorporated herein by reference to the information set forth in the Company’s 2011
Annual Report to Shareholders under the caption “Management’s Discussion and Analysis,” on pages 20
through 32.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Quantitative and qualitative disclosures about market risk are incorporated herein by
reference to the information set forth in the Company’s 2011 Annual Report to Shareholders under
the caption “Derivative Financial Instruments and Market Risk” on page 31.
Item 8. Financial Statements and Supplementary Data.
Consolidated financial statements of the Company at April 30, 2011 and 2010, and for each
of the years in the three-year period ended April 30, 2011, with the report of independent
registered public accounting firm and selected unaudited quarterly financial data, are incorporated
herein by reference to the information set forth in the Company’s 2011 Annual Report to
Shareholders under the caption “Summary of Quarterly Results of Operations” on page 18 and
beginning with “Report of Management on Internal Control Over Financial Reporting” on page 33
through “Note Q: Common Shares” on page 67.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures. The Company’s management,
including the Company’s principal executive officers and principal financial officer, evaluated the
effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) or
15d-15(e) under the Exchange Act), as of April 30, 2011 (the “Evaluation Date”). Based on that
evaluation, the Company’s principal executive officers and principal financial officer have
concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures were
effective in ensuring that information required to be disclosed by the Company in reports that it
files or submits under the Exchange Act is (1) recorded, processed, summarized, and reported within
the time periods specified in Securities and Exchange Commission rules and forms, and (2)
accumulated and communicated to the Company’s management, including the chief executive officers
and chief financial officer, as appropriate to allow timely decisions regarding required
disclosure.
Changes in Internal Controls. There were no changes in the Company’s internal
controls over financial reporting that occurred during the fourth quarter ended April 30, 2011,
that have materially affected, or are reasonably likely to materially affect, the Company’s
internal control over financial reporting.
Management’s report on internal control over financial reporting and the attestation report of
the Company’s independent registered public accounting firm are set forth in the Company’s 2011
Annual Report to Shareholders under the heading “Report of Management on Internal Control Over
Financial
Reporting” on page 33, and under the heading “Report of Independent Registered Public
Accounting Firm on Internal Control Over Financial Reporting” on page 34, which reports are
incorporated herein by reference.
Item 9B. Other Information.
None.
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PART III
Item 10. Directors, Executive Officers and Corporate Governance.
The information required by this Item as to the directors of the Company, the Audit
Committee, the Audit Committee financial experts, and compliance with Section 16(a) of the Exchange
Act is incorporated herein by reference to the information set forth under the captions “Election
of Directors,” “Corporate Governance,” “Board and Committee Meetings,” and “Ownership of Common
Shares” in the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be
held on August 17, 2011. Information required by Item 10 as to the executive officers of the
Company is included in Part I of this Annual Report on Form 10-K as permitted by Instruction 3 to
Item 401(b) of Regulation S-K.
The Board of Directors has adopted a Policy on Ethics and Conduct, last revised April 2005,
which applies to the Company’s directors, principal executive officers, principal financial
officer, and principal accounting officer. The Board of Directors has adopted charters for each of
the Audit, Executive Compensation, and Nominating and Corporate Governance committees and has also
adopted Corporate Governance Guidelines. Copies of these documents are available on the Company’s
Web site (www.smuckers.com).
Item 11. Executive Compensation.
The information required by this Item is incorporated by reference to the information set
forth under the captions “Executive Compensation,” “Board and Committee Meetings,” and
“Compensation Committee Interlocks and Insider Participation” in the Company’s definitive Proxy
Statement for the Annual Meeting of Shareholders to be held on August 17, 2011.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters.
The information required by this Item is incorporated by reference to the information set
forth under the captions “Ownership of Common Shares” and “Equity Compensation Plan Information” in
the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on
August 17, 2011.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information required by this Item is incorporated by reference to the information set
forth under the caption “Related Party Transactions” in the Company’s definitive Proxy Statement
for the Annual Meeting of Shareholders to be held on August 17, 2011.
Item 14. Principal Accountant Fees and Services.
The information required by this Item is incorporated by reference to the information set
forth under the captions “Service Fees Paid to the Independent Registered Public Accounting Firm,”
and “Audit Committee Pre-approval Policies and Procedures” in the Company’s definitive Proxy
Statement for the Annual Meeting of Shareholders to be held on August 17, 2011.
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PART IV
Item 15. Exhibits and Financial Statement Schedules.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the capacities and on the
dates indicated.
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INDEX OF EXHIBITS
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INDEX OF EXHIBITS
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THE J. M. SMUCKER COMPANY
ANNUAL REPORT ON FORM 10-K
INDEX TO FINANCIAL STATEMENTS
Financial statement schedules are omitted because they are not applicable or because the
information required is set forth in the Consolidated Financial Statements or the notes thereto.
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