Third-Quarter Sales Increased 15 Percent to $2.094 Billion

Third-Quarter Adjusted Net Earnings per Share Increased 11 Percent to
$0.62

Year-to-Date Adjusted Net Earnings per Share Increased 8 Percent to
$2.19

Fiscal 2013 Guidance Revised

CAMDEN, N.J.–(BUSINESS WIRE)–May. 20, 2013–
Campbell Soup Company (NYSE:CPB) today reported its results for
the third quarter of fiscal 2013.

Third-Quarter Overview

• Reported Sales Increased 15 Percent; Organic Sales Increased 4
  Percent
• Adjusted Earnings Before Interest and Taxes (EBIT) Rose 9 Percent,
  3 Percent Excluding the Acquisition of Bolthouse Farms
• U.S. Simple Meals Sales Gained 11 Percent; Earnings Jumped 30
  Percent
• Global Baking and Snacking Sales Were Up 5 Percent; Earnings
  Comparable to Prior Year
• U.S. Beverages Sales Declined 5 Percent; Earnings Decreased 27
  Percent

Net earnings for the quarter ended April 28, 2013, were $181 million, or
$0.57 per share, compared with $177 million, or $0.55 per share, in the
prior year. The current and prior years’ reported net earnings included
charges associated with restructuring programs. Excluding restructuring
and restructuring-related charges, adjusted net earnings increased 8
percent to $195 million, compared with $180 million in the prior year’s
quarter, and adjusted net earnings per share increased 11 percent to
$0.62 compared with $0.56 in the year-ago quarter. A detailed
reconciliation of the reported financial information to the adjusted
information is included at the end of this news release.

Denise Morrison, Campbell’s President and Chief Executive Officer, said,
“I am very pleased by our results in the third quarter and the strong
performances by a number of our key businesses. In U.S. Soup, our
condensed, ready-to-serve soups and broth businesses delivered
double-digit sales growth. Global Baking and Snacking also posted solid
top-line growth across Pepperidge Farm crackers, cookies and bakery, as
well as in Arnott’s biscuits. At Bolthouse Farms, we delivered another
quarter of strong results in super-premium beverages, carrots and salad
dressings.”

“We remain committed to our dual mandate,” Morrison continued. “We are
strengthening our core portfolio through consistent excellence in
execution, optimized investment and sustaining product innovation. We
are also expanding into higher-growth categories, adjacencies and
geographies.

“In the third quarter, we drove profitable growth in several of our core
North American businesses through successful execution against all of
the drivers of demand, including enhanced products, stronger advertising
and effective in-store presence. Across our entire portfolio, innovation
contributed meaningfully to our growth, including core brand expansions
such as new varieties of ‘Campbell’s Chunky’ soups. We are also
encouraged by our early breakthrough innovation efforts in U.S. Simple
Meals.

“Our International business was up two percent for the quarter. We
continued to drive the expansion of ‘Pepperidge Farm’ products in Canada
and began to implement our new manufacturing and distribution
arrangements with Grupo Jumex and Conservas La Costeña in Mexico.
Indonesia, Malaysia and Hong Kong delivered solid sales gains.

“We are disappointed that certain parts of our portfolio did not perform
well in the quarter. U.S. Beverages faced ongoing softness in the
shelf-stable juice category and heightened competition. North America
Foodservice continued to be challenged by the loss of a major restaurant
customer and structural shifts in the food service sector. We are
aggressively pursuing plans to improve the performance of these
businesses.”

Morrison concluded, “Our strategic plan is intended to deliver
sustainable, profitable net sales growth. We are still in the early
stages of executing this plan, and we know that more work lies ahead. We
believe our encouraging third-quarter results demonstrate the long-term
promise of the plan. We are making good progress in changing Campbell’s
growth trajectory.”

Campbell Revises Fiscal 2013 Guidance

The company revised its previous fiscal 2013 guidance. Campbell now
expects to grow sales at the upper end of the 10- to 12-percent range
and adjusted EBIT at the upper end of the 4- to 6-percent range.
Adjusted EPS, benefitting from a favorable tax rate and the EBIT
improvement, is now expected to exceed the previous range of 3 to 5
percent. The company now expects adjusted EPS to grow between 6 and 7
percent, putting adjusted EPS in the range of $2.58 to $2.62. This
guidance includes the estimated impact of the Bolthouse Farms business
and excludes the impact of acquisition transaction costs and
restructuring charges. In fiscal 2013, Campbell expects Bolthouse Farms
to contribute approximately $750 million to sales and add approximately
$0.06 to adjusted EPS, including the impact of the suspension of
Campbell’s strategic share repurchase program.

Third-Quarter Results

For the third quarter, sales increased 15 percent to $2.094 billion. The
increase in sales for the quarter reflected the following factors:

• The acquisition of Bolthouse Farms added 11 percent
• Volume and mix added 5 percent
• Price and sales allowances added 1 percent
• Increased promotional spending subtracted 2 percent

Third-Quarter Financial Details

• Gross margin was 35.7 percent compared with 38.8 percent a year ago.
  Excluding restructuring-related charges, adjusted gross margin in the
  current quarter was 36.7 percent. The decline in gross margin was
  mostly attributable to the acquisition of Bolthouse Farms, which
  operates with a lower gross margin structure.
• Marketing and selling expenses increased 2 percent to $262 million,
  compared with $256 million in the prior year. The increase was
  primarily driven by the impact of the addition of Bolthouse Farms
  expenses, higher spending to support the company’s innovation efforts
  and higher selling expenses, partially offset by lower advertising and
  consumer promotion expenses.
• Administrative expenses increased $28 million to $172 million,
  primarily due to the acquisition of Bolthouse Farms and higher
  incentive compensation costs.
• EBIT was $272 million compared with $264 million in the prior-year
  quarter. Excluding restructuring and restructuring-related charges,
  adjusted EBIT increased 9 percent to $293 million. The acquisition of
  Bolthouse Farms contributed $17 million of EBIT in the current
  quarter. Excluding Bolthouse Farms’ operating results, adjusted EBIT
  increased 3 percent, primarily driven by sales growth, partly offset
  by higher administrative expenses and selling expenses.
• Net interest expense increased $4 million to $31 million, reflecting a
  higher debt level due to the acquisition of Bolthouse Farms, partially
  offset by lower interest rates.
• The tax rate in the quarter was 25.7 percent compared with 26.2
  percent in the prior year. Excluding restructuring and
  restructuring-related charges, the current quarter’s adjusted tax rate
  was 26.3 percent compared to 26.1 percent in the prior year. The tax
  rate in both years benefitted from lower taxes on foreign earnings.
• Adjusted net earnings for the quarter increased 8 percent to $195
  million. Adjusted net earnings per share were $0.62 in the current
  quarter compared with net earnings per share of $0.56 in the
  prior-year quarter, an increase of 11 percent.

Nine-Month Results

Net earnings for the first nine months were $616 million, or $1.94 per
share, compared with $647 million, or $2.01 per share, in the year-ago
period. Excluding restructuring, restructuring-related charges and
acquisition transaction costs, adjusted net earnings increased 6 percent
to $694 million. Adjusted net earnings per share increased 8 percent to
$2.19.

For the first nine months of fiscal 2013, sales were $6.763 billion, an
increase of 11 percent from the year-ago period. The increase in sales
for the period reflected the following factors:

• The acquisition of Bolthouse Farms added 9 percent
• Volume and mix added 2 percent
• Price and sales allowances added 1 percent
• Increased promotional spending subtracted 1 percent

Nine-Month Financial Details

• Gross margin was 36.0 percent compared with 38.9 percent a year ago.
  Excluding restructuring-related charges, adjusted gross margin in the
  first nine months was 37.2 percent. The decline in gross margin was
  primarily attributable to the acquisition of Bolthouse Farms.
  Excluding the acquisition, the impact of cost inflation and increased
  promotional spending were mostly offset by productivity improvements
  and the benefit of higher selling prices.
• Marketing and selling expenses decreased $1 million to $813 million.
  The decline was primarily due to lower marketing expenses, principally
  reductions in advertising and consumer promotion expenses, mostly
  offset by the impact of the addition of Bolthouse Farms expenses and
  an increase in selling expenses.
• Administrative expenses increased $65 million to $506 million,
  primarily due to the acquisition of Bolthouse Farms and higher
  compensation and benefit costs, including pension expenses.
• EBIT was $958 million compared with $1.009 billion in the prior year.
  Excluding restructuring, restructuring-related charges and acquisition
  transaction costs, adjusted EBIT rose 6 percent to $1.080 billion.
  Excluding Bolthouse Farms’ operating results, adjusted EBIT grew 2
  percent, primarily driven by sales growth and lower marketing
  expenses, partially offset by higher administrative expenses, higher
  selling expenses and a lower gross margin percentage.
• Adjusted net earnings for the first nine months increased 6 percent to
  $694 million, as the impact of higher interest expense was offset by a
  lower tax rate. Adjusted net earnings per share were $2.19 in the
  first nine months compared with net earnings per share of $2.03 in the
  prior year, an increase of 8 percent.
• Cash flow from operations was $864 million compared with $838 million
  in the prior year.
• Net debt rose to $3.8 billion, an increase of $1.426 billion,
  primarily due to funding the purchase of Bolthouse Farms.

Summary of Fiscal 2013 Third-Quarter and Nine-Month Results by Segment

U.S. Simple Meals

Sales for U.S. Simple Meals were $627 million for the third quarter, an
increase of 11 percent compared with the year-ago period. A breakdown of
the change in sales follows:

• Volume and mix added 11 percent
• Price and sales allowances added 2 percent
• Promotional spending subtracted 2 percent

U.S. Soup sales increased 14 percent compared to the year-ago quarter.

• Sales of “Campbell’s” condensed soups increased 11 percent, driven by
  double-digit volume gains in eating varieties. Sales of cooking
  varieties increased slightly.
• Sales of ready-to-serve soups increased 18 percent, primarily driven
  by significant volume gains in “Campbell’s Chunky” canned soups and
  the benefit of new items, including “Campbell’s Go” soups.
• Broth sales increased 18 percent, primarily driven by double-digit
  gains in aseptic broth.

Sales of U.S. Sauces increased 3 percent versus the prior-year quarter
driven by gains in “Prego” pasta sauce and “Pace” Mexican sauce,
partially offset by lower sales in “Campbell’s” canned pasta. Sales
benefitted from the introduction of “Campbell’s” Skillet Sauces.

U.S. Simple Meals operating earnings increased 30 percent to $156
million, compared with $120 million in the prior-year period. Operating
earnings increased driven by higher volumes, increased selling prices
and productivity improvements, partly offset by increased promotional
spending. The increase in operating earnings was fueled by strong
earnings gains in U.S. Soup, partly offset by a decline in U.S. Sauces.

For the first nine months, sales for U.S. Simple Meals grew 4 percent to
$2.356 billion. A breakdown of the change in sales follows:

• Volume and mix added 2 percent
• Price and sales allowances added 2 percent

U.S. Soup sales rose 5 percent with gains across all product segments.
Sales of ready-to-serve soups increased 9 percent, while sales of
condensed soups increased 2 percent and sales of broth increased 3
percent.

U.S. Simple Meals operating earnings were $621 million in the nine
months compared with $554 million in the year-ago period, an increase of
12 percent. Higher selling prices, productivity savings and lower
marketing expenses were partly offset by cost inflation and increased
promotional spending. The improvement in operating earnings was driven
by solid gains in U.S. Soup, partly offset by a decline in U.S. Sauces.

Global Baking and Snacking

Sales for Global Baking and Snacking were $568 million for the third
quarter, an increase of 5 percent from a year ago. The rise in sales
reflected the following factors:

• Volume and mix added 5 percent
• Price and sales allowances added 1 percent
• Currency subtracted 1 percent

Further details of sales results included the following:

• Sales of “Pepperidge Farm” products increased, primarily driven by
  volume gains.
  • In cookies and crackers, sales increases were driven by strong
    gains in both “Goldfish” snack crackers and “Pepperidge Farm”
    cookies.
  • Sales of fresh bakery products increased double-digits versus the
    prior year, driven by volume gains.
• Sales at Arnott’s increased primarily driven by growth in Australia
  and gains in Indonesia, partially offset by the negative impact of
  currency. Sales growth in Australia was driven by increases in savory
  crackers and sweet cookie varieties.

Operating earnings for the quarter were $73 million, comparable to the
prior year. Operating earnings reflected the benefit of higher sales
offset by increased marketing expenses and administrative costs.

For the first nine months, sales increased 4 percent to $1.703 billion.
A breakdown of the change in sales follows:

• Volume and mix added 4 percent
• Price and sales allowances added 1 percent
• Increased promotional spending subtracted 1 percent

Operating earnings in the first nine months were $232 million,
comparable to the prior year, reflecting growth in Pepperidge Farm and
the favorable impact of currency, offset by lower earnings in Arnott’s.

International Simple Meals and Beverages

Sales for International Simple Meals and Beverages were $357 million for
the third quarter, an increase of 2 percent from a year ago. The sales
gain reflected the following factors:

• Volume and mix added 4 percent
• Price and sales allowances added 1 percent
• Increased promotional spending subtracted 2 percent
• Currency subtracted 1 percent

Excluding the impact of currency, higher sales in Europe, Latin America
and the Asia Pacific region were partially offset by declines in Canada.

• In Europe, sales increased primarily driven by volume gains in
  Germany, France and Belgium, partially offset by lower export sales.
• In the Asia Pacific region, excluding the impact of currency, sales
  increased primarily driven by growth in Malaysia, Hong Kong and Japan,
  partially offset by sales declines in Australia.
• In Canada, sales decreased primarily due to declines in soup and
  beverages, and the negative impact of currency, partially offset by
  sales gains in “Pepperidge Farm” crackers.

Operating earnings were $40 million compared with $37 million in the
year-ago period. The increase in operating earnings was primarily due to
higher earnings in Europe.

For the first nine months, sales were $1.116 billion, an increase of 1
percent. A breakdown of the change in sales follows:

• Volume and mix added 2 percent
• Price and sales allowances added 2 percent
• Increased promotional spending subtracted 2 percent
• Currency subtracted 1 percent

Excluding the impact of currency, sales increased in the Asia Pacific
region, Latin America and Europe.

Operating earnings were $141 million, rising 2 percent from $138 million
in the prior year, reflecting earnings gains in the Asia Pacific region
and Latin America, partially offset by declines in Europe and Canada.

U.S. Beverages

Sales for U.S. Beverages were $198 million for the third quarter, a
decrease of 5 percent compared to the year-ago period. A breakdown of
the change in sales follows:

• Volume and mix subtracted 1 percent
• Price and sales allowances subtracted 2 percent
• Increased promotional spending subtracted 2 percent

The decrease in sales was due to declines in “V8” vegetable juice.

Operating earnings for the quarter were $33 million compared with $45
million in the prior year. The decrease in operating earnings was
primarily due to lower volume on 100% juice varieties, cost inflation
and increased promotional spending, partly offset by productivity
improvements.

For the first nine months, sales decreased 4 percent to $569 million. A
breakdown of the change in sales follows:

• Volume and mix subtracted 3 percent
• Increased promotional spending subtracted 1 percent

Sales of “V8” vegetable juice and “V8 V-Fusion” beverages declined,
while sales of “V8 Splash” beverages increased.

Operating earnings in the first nine months decreased to $100 million
from $109 million due to volume declines on 100% juice varieties, cost
inflation and increased promotional spending, partly offset by
productivity improvements and lower marketing expenses.

Bolthouse and Foodservice

Sales for Bolthouse and Foodservice were $344 million for the third
quarter, with the acquisition of Bolthouse Farms contributing $205
million. Sales in North America Foodservice declined 10 percent compared
with a year ago. A breakdown of the change in North America Foodservice
sales follows:

• Volume and mix subtracted 7 percent
• Increased promotional spending subtracted 3 percent

North America Foodservice sales decreased primarily due to declines in
frozen soup, reflecting the loss of a major restaurant customer.

Operating earnings increased by $7 million to $27 million, reflecting
the acquisition of Bolthouse Farms, which contributed $17 million,
partially offset by lower earnings in North America Foodservice.

For the first nine months, sales were $1.019 billion, with the
acquisition of Bolthouse Farms contributing $571 million. North America
Foodservice sales declined 9 percent to $448 million. A breakdown of the
change in North America Foodservice sales follows:

• Volume and mix subtracted 6 percent
• Increased promotional spending subtracted 3 percent

Operating earnings for the first nine months were $91 million compared
with $75 million in the year-ago period. The increase in operating
earnings was primarily due to the acquisition of Bolthouse Farms, which
contributed $46 million, offset by lower earnings in North America
Foodservice.

Unallocated Corporate Expenses

Unallocated corporate expenses for the quarter were $56 million compared
with $27 million a year ago. The current quarter included $20 million of
restructuring-related costs. Unallocated corporate expenses for the
first nine months were $196 million compared with $90 million in the
prior year. The current year included $81 million of
restructuring-related costs and $10 million of transaction costs related
to the Bolthouse Farms acquisition. The balance of the increase for the
current quarter and first nine months is primarily due to higher
incentive compensation costs.

Non-GAAP Financial Information

A detailed reconciliation of the reported financial information to the
adjusted financial information is included at the end of this news
release.

Conference Call

Campbell will host a conference call to discuss these results on May 20,
2013, at 10:00 a.m. Eastern Daylight Time. Participants may access the
call at +1 (703) 639-1328. Participants should call at least ten minutes
prior to the starting time. The passcode is “Campbell Soup” and the
conference leader is Jennifer Driscoll. The call will also be broadcast
live over the Internet at investor.campbellsoupcompany.com
and can be accessed by clicking on the “News & Events” button. A
recording of the call will be available approximately two hours after it
is completed through midnight on June 3, 2013 at +1 (703) 925-2533. The
access code is 1614133. To download the new Campbell investor relations
app, which offers access to SEC documents, news releases, audiocasts and
more, please visit the Apple App store to download on your iPhone or
iPad, or Google Play for your Android mobile device.

Reporting Segments

Campbell Soup Company earnings results are reported for the following
segments:

U.S. Simple Meals aggregates the U.S. Soup and U.S. Sauces
businesses. The U.S. Soup business includes the following products:
“Campbell’s” condensed and ready-to-serve soups, and “Swanson” broth and
stocks. The U.S. Sauces business includes “Prego” pasta sauce, “Pace”
Mexican sauce, “Swanson” canned poultry, “Campbell’s” canned pasta,
gravies, and beans.

Baking and Snacking aggregates the following: “Pepperidge Farm”
cookies, crackers, breads and frozen products in U.S. retail; and
“Arnott’s” biscuits in Australia and Asia Pacific.

International Simple Meals and Beverages aggregates the
following: soup, sauce and beverage products outside of the United
States, including Europe, Latin America, Asia Pacific, China and the
retail business in Canada.

U.S. Beverages represents the following products: “V8” vegetable
juices, “V8 V-Fusion” juices and juice beverages, “V8 Splash”
juice beverages, and “Campbell’s” tomato juice.

Bolthouse and Foodservice includes the Bolthouse Farms and North
America Foodservice businesses. Bolthouse Farms consists of the
following products: super-premium refrigerated beverages, refrigerated
salad dressings and carrot products, including fresh carrots, juice
concentrate and fiber. North America Foodservice represents the
distribution of products such as soup, specialty entrees, beverage
products, other prepared foods and “Pepperidge Farm” products through
various food service channels in the United States and Canada.

About Campbell Soup Company

Campbell Soup Company is a manufacturer and marketer of high-quality
foods and simple meals, including soup and sauces, baked snacks and
healthy beverages. Founded in 1869, the company has a portfolio of
market-leading brands, including “Campbell’s,” “Pepperidge Farm,”
“Arnott’s,” “V8” and “Bolthouse Farms.” Through its corporate social
responsibility program, the company strives to make a positive impact in
the workplace, in the marketplace and in the communities in which it
operates. Campbell is a member of the Standard & Poor’s 500 and the Dow
Jones Sustainability Indexes. For more information, visit www.campbellsoupcompany.com
and https://twitter.com/CampbellSoupCo.

Forward Looking Statements

This release contains “forward-looking statements” that reflect the
company’s current expectations about the impact of its future plans and
performance on sales, earnings, and margins. These forward-looking
statements rely on a number of assumptions and estimates that could be
inaccurate and which are subject to risks and uncertainties. The factors
that could cause the company’s actual results to vary materially from
those anticipated or expressed in any forward-looking statement include
(1) the impact of strong competitive responses to the company’s efforts
to leverage its brand power in the market; (2) the impact of changes in
consumer demand for the company’s products; (3) the risks associated
with trade and consumer acceptance of the company’s initiatives; (4) the
company’s ability to realize projected cost savings and benefits; (5)
the company’s ability to manage changes to its business processes; (6)
the practices and increased significance of certain of the company’s key
trade customers; (7) the impact of fluctuations in the supply or costs
of energy and raw and packaging materials; (8) the impact of portfolio
changes, including the Bolthouse Farms acquisition; (9) the
uncertainties of litigation; (10) the impact of changes in currency
exchange rates, tax rates, interest rates, debt and equity markets,
inflation rates, economic conditions and other external factors; (11)
the impact of unforeseen business disruptions in one or more of the
company’s markets due to political instability, civil disobedience,
armed hostilities, natural disasters or other calamities; and (12) other
factors described in the company’s most recent Form 10-K and subsequent
Securities and Exchange Commission filings. The company disclaims any
obligation or intent to update the forward-looking statements in order
to reflect events or circumstances after the date of this release.

CAMPBELL SOUP COMPANY
CONSOLIDATED STATEMENTS OF EARNINGS (unaudited)
(millions, except per share amounts)
			THREE MONTHS ENDED
			April 28, 2013				April 29, 2012
Net sales			$	2,094			$	1,821
Costs and expenses
Cost of products sold				1,346				1,115
Marketing and selling expenses				262				256
Administrative expenses				172				144
Research and development expenses				37				32
Other expenses				4				6
Restructuring charges				1				4
Total costs and expenses				1,822				1,557
Earnings before interest and taxes				272				264
Interest, net				31				27
Earnings before taxes				241				237
Taxes on earnings				62				62
Net earnings				179				175
Net loss attributable to noncontrolling interests				2				2
Net earnings attributable to Campbell Soup Company			$	181			$	177
Per share – basic
Net earnings attributable to Campbell Soup Company			$	.58			$	.56
Dividends			$	—			$	.29
Weighted average shares outstanding – basic				314				316
Per share – assuming dilution
Net earnings attributable to Campbell Soup Company			$	.57			$	.55
Weighted average shares outstanding – assuming dilution				317				318

In the third quarter of fiscal 2013, the company recorded
restructuring-related costs of $20 in Cost of products sold associated
with the initiatives announced in September 2012 to improve its U.S.
supply chain cost structure and increase asset utilization across its
U.S. thermal plant network.

In the third quarter of fiscal 2013, the company also recorded pre-tax
restructuring charges of $1 associated with commercial arrangements the
company entered into with third-party providers that will expand the
company’s access to manufacturing and distribution capabilities in
Mexico and result in the closure of its plant in Mexico.

The aggregate impact of the restructuring initiatives in the third
quarter of fiscal 2013 was pre-tax restructuring charges of $1 and
restructuring-related costs of $20 in Cost of products sold (aggregate
impact of $14 after tax or $.04 per share).

In the third quarter of fiscal 2012, the company recorded pre-tax
restructuring charges of $4 ($3 after tax or $.01 per share) associated
with the initiatives announced in June 2011 to improve supply chain
efficiency, reduce overhead costs across the organization, and exit the
Russian market.

CAMPBELL SOUP COMPANY
CONSOLIDATED STATEMENTS OF EARNINGS (unaudited)
(millions, except per share amounts)
			NINE MONTHS ENDED
			April 28, 2013				April 29, 2012
Net sales			$	6,763			$	6,094
Costs and expenses
Cost of products sold				4,331				3,723
Marketing and selling expenses				813				814
Administrative expenses				506				441
Research and development expenses				100				91
Other expenses				24				7
Restructuring charges				31				9
Total costs and expenses				5,805				5,085
Earnings before interest and taxes				958				1,009
Interest, net				95				81
Earnings before taxes				863				928
Taxes on earnings				254				289
Net earnings				609				639
Net loss attributable to noncontrolling interests				7				8
Net earnings attributable to Campbell Soup Company			$	616			$	647
Per share – basic
Net earnings attributable to Campbell Soup Company			$	1.96			$	2.03
Dividends			$	.87			$	.87
Weighted average shares outstanding – basic				314				318
Per share – assuming dilution
Net earnings attributable to Campbell Soup Company			$	1.94			$	2.01
Weighted average shares outstanding – assuming dilution				317				320

In fiscal 2013, the company recorded pre-tax transaction costs of $10
($7 after tax or $.02 per share) associated with the acquisition of
Bolthouse Farms, which closed on August 6, 2012. The costs are included
in Other expenses.

In fiscal 2013, the company recorded pre-tax restructuring charges of
$24 and restructuring-related costs of $81 in Cost of products sold
associated with the initiatives announced in September 2012 to improve
its U.S. supply chain cost structure and increase asset utilization
across its U.S. thermal plant network.

In fiscal 2013, the company also recorded pre-tax restructuring charges
of $7 associated with commercial arrangements the company entered into
with third-party providers that will expand the company’s access to
manufacturing and distribution capabilities in Mexico and result in the
closure of its plant in Mexico.

The aggregate impact of the restructuring initiatives in fiscal 2013 was
pre-tax restructuring charges of $31 and restructuring-related costs of
$81 in Cost of products sold (aggregate impact of $71 after tax or $.22
per share).

In fiscal 2012, the company recorded pre-tax restructuring charges of $9
($6 after tax or $.02 per share) associated with the initiatives
announced in June 2011 to improve supply chain efficiency, reduce
overhead costs across the organization, and exit the Russian market.

CAMPBELL SOUP COMPANY
CONSOLIDATED SUPPLEMENTAL SCHEDULE OF SALES AND EARNINGS (unaudited)
(millions, except per share amounts)
			THREE MONTHS ENDED
			April 28, 2013				April 29, 2012				Percent Change
Sales
Contributions:
U.S. Simple Meals			$	627			$	567			11	%
Global Baking and Snacking				568				543			5	%
International Simple Meals and Beverages				357				349			2	%
U.S. Beverages				198				208			(5	)%
Bolthouse and Foodservice				344				154			123	%
Total sales			$	2,094			$	1,821			15	%
Earnings
Contributions:
U.S. Simple Meals			$	156			$	120			30	%
Global Baking and Snacking				73				73			—	%
International Simple Meals and Beverages				40				37			8	%
U.S. Beverages				33				45			(27	)%
Bolthouse and Foodservice				27				20			35	%
Total operating earnings				329				295			12	%
Unallocated corporate expenses				56				27
Restructuring charges				1				4
Earnings before interest and taxes				272				264			3	%
Interest, net				31				27
Taxes on earnings				62				62
Net earnings				179				175			2	%
Net loss attributable to noncontrolling interests				2				2
Net earnings attributable to Campbell Soup Company			$	181			$	177			2	%
Per share – assuming dilution
Net earnings attributable to Campbell Soup Company			$	.57			$	.55			4	%

In the third quarter of fiscal 2013, the company recorded
restructuring-related costs of $20 in Unallocated corporate expenses
associated with the initiatives announced in September 2012 to improve
its U.S. supply chain cost structure and increase asset utilization
across its U.S. thermal plant network.

In the third quarter of fiscal 2013, the company also recorded pre-tax
restructuring charges of $1 associated with commercial arrangements the
company entered into with third-party providers that will expand the
company’s access to manufacturing and distribution capabilities in
Mexico and result in the closure of its plant in Mexico.

The aggregate impact of the restructuring initiatives in the third
quarter of fiscal 2013 was pre-tax restructuring charges of $1 and
restructuring-related costs of $20 in Unallocated corporate expenses
(aggregate impact of $14 after tax or $.04 per share).

In the third quarter of fiscal 2012, the company recorded pre-tax
restructuring charges of $4 ($3 after tax or $.01 per share) associated
with the initiatives announced in June 2011 to improve supply chain
efficiency, reduce overhead costs across the organization, and exit the
Russian market.

CAMPBELL SOUP COMPANY
CONSOLIDATED SUPPLEMENTAL SCHEDULE OF SALES AND EARNINGS (unaudited)
(millions, except per share amounts)
			NINE MONTHS ENDED
			April 28, 2013				April 29, 2012				Percent Change
Sales
Contributions:
U.S. Simple Meals			$	2,356			$	2,265			4	%
Global Baking and Snacking				1,703				1,637			4	%
International Simple Meals and Beverages				1,116				1,110			1	%
U.S. Beverages				569				593			(4	)%
Bolthouse and Foodservice				1,019				489			108	%
Total sales			$	6,763			$	6,094			11	%
Earnings
Contributions:
U.S. Simple Meals			$	621			$	554			12	%
Global Baking and Snacking				232				232			—	%
International Simple Meals and Beverages				141				138			2	%
U.S. Beverages				100				109			(8	)%
Bolthouse and Foodservice				91				75			21	%
Total operating earnings				1,185				1,108			7	%
Unallocated corporate expenses				196				90
Restructuring charges				31				9
Earnings before interest and taxes				958				1,009			(5	)%
Interest, net				95				81
Taxes on earnings				254				289
Net earnings				609				639			(5	)%
Net loss attributable to noncontrolling interests				7				8
Net earnings attributable to Campbell Soup Company			$	616			$	647			(5	)%
Per share – assuming dilution
Net earnings attributable to Campbell Soup Company			$	1.94			$	2.01			(3	)%

In fiscal 2013, the company recorded pre-tax transaction costs of $10
($7 after tax or $.02 per share) associated with the acquisition of
Bolthouse Farms, which closed on August 6, 2012. The costs are included
in Unallocated corporate expenses.

In fiscal 2013, the company recorded pre-tax restructuring charges of
$24 and restructuring-related costs of $81 in Unallocated corporate
expenses associated with the initiatives announced in September 2012 to
improve its U.S. supply chain cost structure and increase asset
utilization across its U.S. thermal plant network.

In the fiscal 2013, the company also recorded pre-tax restructuring
charges of $7 associated with commercial arrangements the company
entered into with third-party providers that will expand the company’s
access to manufacturing and distribution capabilities in Mexico and
result in the closure of its plant in Mexico.

The aggregate impact of the restructuring initiatives in fiscal 2013 was
pre-tax restructuring charges of $31 and restructuring-related costs of
$81 in Unallocated corporate expenses (aggregate impact of $71 after tax
or $.22 per share).

In fiscal 2012, the company recorded pre-tax restructuring charges of $9
($6 after tax or $.02 per share) associated with the initiatives
announced in June 2011 to improve supply chain efficiency, reduce
overhead costs across the organization, and exit the Russian market.

CAMPBELL SOUP COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
(millions)
			April 28, 2013				April 29, 2012
Current assets			$	2,177			$	1,767
Plant assets, net				2,356				2,054
Intangible assets, net				3,786				2,558
Other assets				134				113
Total assets			$	8,453			$	6,492
Current liabilities			$	2,604			$	1,908
Long-term debt				2,944				2,006
Other liabilities				1,592				1,306
Total equity				1,313				1,272
Total liabilities and equity			$	8,453			$	6,492
Total debt			$	4,253			$	2,757
Cash and cash equivalents			$	453			$	383

Reconciliation of GAAP to Non-GAAP Financial Measures

Third Quarter Ended April 28, 2013

Campbell Soup Company uses certain non-GAAP financial measures as defined by the Securities and Exchange Commission in certain communications. These non-GAAP financial measures are measures of performance not defined by accounting principles generally accepted in the United States and should be considered in addition to, not in lieu of, GAAP reported measures.

Net Debt

The company believes that net debt is a non-GAAP measure that provides additional meaningful comparisons between the company’s financial position at April 28, 2013 and April 29, 2012, and also a useful perspective on the financial condition of the business. Interest income earned on cash and cash equivalents partially offsets interest expense on debt. Cash and cash equivalents are available to repay outstanding debt upon maturity.

The table below summarizes information on total debt and cash and cash equivalents:

(millions)		April 28, 2013				April 29, 2012
Short-term borrowings		$	1,309			$	751
Long-term debt		2,944				2,006
Total debt		$	4,253			2,757
Less: Cash and cash equivalents		(453		)		(383		)
Net debt		$	3,800			$	2,374

Organic Net Sales

The company believes that organic net sales, which exclude the impact of acquisitions and currency, improves the comparability of year-to-year results. A reconciliation of net sales as reported to organic net sales follows.

Three Months Ended
																		April 29,
		April 28, 2013																2012				% Change
																						Net Sales,
		Net Sales, as				Impact of				Impact of				Organic Net				Net Sales, as				as			Organic
(millions)		Reported				Currency				Acquisition				Sales				Reported				Reported			Net Sales
U.S. Simple Meals		$	627			$	—			$	—			$	627			$	567			11	%		11	%
Global Baking and Snacking		568				5				—				573				543				5	%		6	%
International Simple Meals and Beverages		357				4				—				361				349				2	%		3	%
U.S. Beverages		198				—				—				198				208				(5	)%		(5	)%
Bolthouse and Foodservice		344				—				(205		)		139				154				123	%		(10	)%
Total Net Sales		$	2,094			$	9			$	(205	)		$	1,898			$	1,821			15	%		4	%

Year-to-date
																		April 29,
		April 28, 2013																2012				% Change
																						Net Sales,
		Net Sales, as				Impact of				Impact of				Organic Net				Net Sales, as				as			Organic
(millions)		Reported				Currency				Acquisition				Sales				Reported				Reported			Net Sales
U.S. Simple Meals		$	2,356			$	—			$	—			$	2,356			$	2,265			4	%		4	%
Global Baking and Snacking		1,703				1				—				1,704				1,637				4	%		4	%
International Simple Meals and Beverages		1,116				11				—				1,127				1,110				1	%		2	%
U.S. Beverages		569				—				—				569				593				(4	)%		(4	)%
Bolthouse and Foodservice		1,019				(1		)		(571		)		447				489				108	%		(9	)%
Total Net Sales		$	6,763			$	11			$	(571	)		$	6,203			$	6,094			11	%		2	%

Items Impacting Gross Margin and Earnings
The company believes that financial information excluding certain transactions that are not considered to be part of the ongoing business improves the comparability of year-to-year results. Consequently, the company believes that investors may be able to better understand its gross margin and earnings results excluding these transactions.
The following items impacted gross margin and/or earnings:
(1)		In September 2012, the company announced several initiatives to improve its U.S. supply chain cost structure and increase asset utilization across its U.S. thermal plant network. In the third quarter of fiscal 2013, the company recorded restructuring-related costs of $20 million in Cost of products sold related to the initiatives. Year-to-date, the company recorded pre-tax restructuring charges of $24 million and restructuring-related costs of $81 million in Cost of products sold.
		In February 2013, the company announced that it has entered into commercial arrangements with third-party providers that will expand the company’s access to manufacturing and distribution capabilities in Mexico. The third-party providers will produce and distribute the company’s beverages, soups, broths and sauces throughout the Mexican market. As a result of these arrangements, the company will close its plant in Villagrán, Mexico. In the third quarter of fiscal 2013, the company recorded pre-tax restructuring charges of $1 million related to this initiative. Year-to-date, the company recorded pre-tax restructuring charges of $7 million related to this initiative.
		The aggregate impact of the restructuring initiatives in the third quarter of fiscal 2013 was pre-tax restructuring charges of $1 million and restructuring-related costs of $20 million in Cost of products sold (aggregate impact of $14 million after tax or $.04 per share). The aggregate impact of the restructuring initiatives in the year-to-date period of fiscal 2013 was pre-tax restructuring charges of $31 million and restructuring-related costs of $81 million in Cost of products sold (aggregate impact of $71 million after tax or $.22 per share).
		In fiscal 2011, the company announced a series of initiatives to improve supply chain efficiency and reduce overhead costs across the organization to help fund plans to drive the growth of the business. The company also announced its intent to close its office in Moscow and exit the Russian market. In the third quarter of fiscal 2012, the company recorded pre-tax restructuring charges of $4 million ($3 million after tax or $.01 per share) related to the initiatives. The year-to-date 2012 impact was $9 million ($6 million after tax or $.02 per share). For the year ended July 29, 2012, the company recorded pre-tax restructuring charges of $10 million ($6 million after tax or $.02 per share) related to the initiatives.
(2)		In the fourth quarter of fiscal 2012, the company announced its intent to acquire Bolthouse Farms. In the first quarter of fiscal 2013, the company incurred transaction costs of $10 million ($7 million after tax or $.02 per share) associated with the acquisition, which closed on August 6, 2012. In the fourth quarter of fiscal 2012, the company incurred transaction costs of $5 million ($3 million after tax or $.01 per share) associated with the acquisition.
(3)		Bolthouse Farms contributed $17 million to earnings before interest and taxes in the third quarter of fiscal 2013. Year-to-date, Bolthouse Farms contributed $46 million to earnings before interest and taxes.
The tables below reconcile financial information, presented in accordance with GAAP, to financial information excluding certain transactions:

		Third Quarter
(millions, except per share amounts)		April 28, 2013				April 29, 2012				Percent Change
Gross margin, as reported		$	748			$	706
Add: Restructuring-related costs (1)		20				—
Adjusted Gross margin		$	768			$	706			9%
Adjusted Gross margin percentage		36.7		%		38.8		%
Earnings before interest and taxes, as reported		$	272			$	264
Add: Restructuring charges and related costs (1)		21				4
Adjusted Earnings before interest and taxes		$	293			$	268			9%
Interest, net, as reported		$	31			$	27
Adjusted Earnings before taxes		$	262			$	241
Taxes on earnings, as reported		$	62			$	62
Add: Tax benefit from restructuring charges and related costs (1)		7				1
Adjusted Taxes on earnings		$	69			$	63
Adjusted effective income tax rate		26.3		%		26.1		%
Net earnings attributable to Campbell Soup Company, as reported		$	181			$	177
Add: Net adjustment from restructuring charges and related costs (1)		14				3
Adjusted Net earnings attributable to Campbell Soup Company		$	195			$	180			8%
Diluted net earnings per share attributable to Campbell Soup Company, as reported		$	.57			$	.55
Add: Net adjustment from restructuring charges and related costs (1)		.04				.01
Adjusted Diluted net earnings per share attributable to Campbell Soup Company*		$	.62			$	.56			11%
*The sum of the individual per share amounts does not add due to rounding.

		Year-to-Date
(millions, except per share amounts)		April 28, 2013					April 29, 2012					Percent Change
Gross margin, as reported		$	2,432				$	2,371
Add: Restructuring-related costs (1)		81					—
Adjusted Gross margin		$	2,513				$	2,371				6%
Adjusted Gross margin percentage		37.2		%			38.9			%
Earnings before interest and taxes, as reported		$	958				$	1,009
Add: Restructuring charges and related costs (1)		112					9
Add: Acquisition transaction costs (2)		10					—
Adjusted Earnings before interest and taxes		$	1,080				$	1,018				6%
Interest, net, as reported		$	95				$	81
Adjusted Earnings before taxes		$	985				$	937
Taxes on earnings, as reported		$	254				$	289
Add: Tax benefit from restructuring charges and related costs (1)		41					3
Add: Tax benefit from acquisition transaction costs (2)		3					—
Adjusted Taxes on earnings		$	298				$	292
Adjusted effective income tax rate		30.3		%			31.2			%
Net earnings attributable to Campbell Soup Company, as reported		$	616				$	647
Add: Net adjustment from restructuring charges and related costs (1)		71					6
Add: Net adjustment from acquisition transaction costs (2)		7					—
Adjusted Net earnings attributable to Campbell Soup Company		$	694				$	653				6%
Diluted net earnings per share attributable to Campbell Soup Company, as reported		$	1.94				$	2.01
Add: Net adjustment from restructuring charges and related costs (1)		.22					.02
Add: Net adjustment from acquisition transaction costs (2)		.02					—
Adjusted Diluted net earnings per share attributable to Campbell Soup Company*		$	2.19				$	2.03				8%
*The sum of the individual per share amounts does not add due to rounding.
Adjusted Earnings Before Interest and Taxes Excluding Acquisition
		Three Months Ended
(millions, except per share amounts)		April 28, 2013					April 29, 2012						Percent Change
Adjusted Earnings before interest and taxes		$	293				$	268
Deduct: Bolthouse earnings (3)		(17			)		—
Adjusted Earnings before interest and taxes, less acquisition		$	276				$	268					3%
		Year-to-Date
(millions, except per share amounts)		April 28, 2013					April 29, 2012						Percent Change
Adjusted Earnings before interest and taxes		$	1,080				$	1,018
Deduct: Bolthouse earnings (3)		(46			)		—
Adjusted Earnings before interest and taxes, less acquisition		$	1,034				$	1,018					2%

		Year Ended
(millions, except per share amounts)		July 29, 2012
Earnings before interest and taxes, as reported		$	1,212
Add: Restructuring charges (1)		10
Add: Acquisition transaction costs (2)		5
Adjusted Earnings before interest and taxes		$	1,227
Interest, net, as reported		$	106
Adjusted Earnings before taxes		$	1,121
Taxes on earnings, as reported		$	342
Add: Tax benefit from restructuring charges (1)		4
Add: Tax benefit from acquisition transaction costs (2)		2
Adjusted Taxes on earnings		$	348
Adjusted effective income tax rate		31.0		%
Net earnings attributable to Campbell Soup Company, as reported		$	774
Add: Net adjustment from restructuring charges (1)		6
Add: Net adjustment from acquisition transaction costs (2)		3
Adjusted Net earnings attributable to Campbell Soup Company		$	783
Diluted net earnings per share attributable to Campbell Soup Company, as reported		$	2.41
Add: Net adjustment from restructuring charges (1)		.02
Add: Net adjustment from acquisition transaction costs (2)		.01
Adjusted Diluted net earnings per share attributable to Campbell Soup Company		$	2.44

Source: Campbell Soup Company

Campbell Soup Company
Carla Burigatto (Media)
(856) 342-3737
[email protected]
or
Jennifer
Driscoll (Analysts/Investors)
(856) 342-6081
[email protected]