Hain Celestial Announces Record Second Quarter Fiscal Year 2014 Results

   Hain Celestial Announces Record Second Quarter Fiscal Year 2014 Results

Record Net Sales Reach $535 Million

GAAP Earnings Per Diluted Share of $0.84

Adjusted Earnings Per Diluted Share of $0.87

GAAP Operating Margin Reaches 12.0%

Adjusted Operating Margin Reaches 12.5%

Updates Guidance

PR Newswire

LAKE SUCCESS, N.Y., Feb. 4, 2014

LAKE SUCCESS, N.Y., Feb. 4, 2014 /PRNewswire/ --The Hain Celestial Group,
Inc. (NASDAQ: HAIN), a leading organic and natural products company providing
consumers with A Healthier Way of Life™, today reported record results for its
second quarter ended December 31, 2013.

(Logo: http://photos.prnewswire.com/prnh/20130502/NY06743LOGO )

Performance Highlights

  oRecord quarterly net sales of $535 million, an 18% increase
  oRecord second quarter GAAP earnings per diluted share of $0.84, a 25%
    increase, which includes $0.03 earnings per diluted share from
    discontinued operations
  oRecord quarterly adjusted earnings per diluted share of $0.87, an 18%
    increase
  oGAAP operating income of $64 million, 12.0% of net sales; adjusted
    operating income of $67 million, 12.5% of net sales
  oAdjusted EBITDA of $79 million, 14.9% of net sales

"We are pleased with our record second quarter results, the highest in the
Company's history and our twelfth consecutive quarter of year-over-year double
digit sales and adjusted earnings growth. We delivered strong sales driven by
expanded distribution and brand contribution as well as robust operating
margin expansion as we leveraged our selling, general and administrative
expenses with a higher sales base. Our gross margin was impacted in the
quarter by higher commodity costs, product mix and a shift in trade spending
to point of sale activities, which are reported against net sales," said Irwin
D. Simon, Founder, President and Chief Executive Officer of Hain Celestial.
"With a good start to our third quarter, we expect to deliver a strong second
half in sales and profitability as consumption trends reflect consumers
seeking out our organic and natural products. We will continue to focus on
driving profitable sales and sustained earnings growth over the next several
years by expanding distribution of our brands, including our newly acquired
Tilda® brand, across geographies and sales channels to capitalize on the
tremendous white space opportunities in various retail channels."

Second Quarter Fiscal 2014

The Company reported record net sales of $535 million in the second quarter,
an 18% increase, compared to net sales of $455 million in the second quarter
of fiscal year 2013. Hain Celestial US reported record second quarter net
sales of $328 million, a 17% increase. In the United Kingdom, Hain Daniels net
sales were $146 million, a 22% increase, and the Rest of World segment
reported net sales of $61 million, a 12% increase. The Company had strong
brand contribution across various sales channels led by double-digit growth of
nineteen brands and mid to high single digit growth of five brands, including
Spectrum®, MaraNatha®, The Greek Gods®, Garden of Eatin'®, Arrowhead Mills®,
Celestial Seasonings®, Jason®, Alba Botanica®, Linda McCartney®, Cully &
Sully®, Danival® and Europe's Best®. The growth in net sales also resulted
from sales of Hartley's®, Robertson's®, Sun-Pat®, Frank Cooper's®, Gale's® and
BluePrint® brands, acquired during the second quarter of fiscal year 2013, and
Ella's Kitchen® brand, acquired in the fourth quarter of fiscal year 2013.

The Company earned net income of $41 million compared to $32 million in the
prior year second quarter, a 30% increase, and reported earnings per diluted
share of $0.84, which includes $0.03 earnings per diluted share from
discontinued operations, compared to $0.67, a 25% increase compared to last
year. Adjusted net income was $43 million compared to $35 million in the
prior year second quarter, a 23% increase, and adjusted earnings per diluted
share was $0.87 compared to $0.74, an 18% increase compared to last year.
Adjusted amounts exclude those items detailed in Fiscal Year 2014 Guidance.

Recent Tilda Acquisition

"We are excited to expand our worldwide better-for-you product portfolio into
premium Basmati rice and specialty rice products with the strategic
acquisition of Tilda Limited ("Tilda"), which we completed in mid-January.
After working with the Tilda team for just a few weeks, we look forward to
their future contributions and are pleased with the performance of the Tilda
brand," commented Irwin Simon. "We plan to expand the growth of the Tilda®
brand by increasing sales of its Basmati and ready-to-heat rice product
offerings through our existing extensive distribution platform in the United
States, Canada and Europe. In addition, we will look to expand the
distribution of our global brands including Earth's Best®, Ella's Kitchen®,
Celestial Seasonings®, Terra®, Rice Dream® and Almond Dream®, into Tilda's
existing, fast-growing markets in the Middle East, North Africa and India."


Fiscal Year 2014 Guidance

The Company updated its annual net sales and earnings guidance for fiscal year
2014 for the Tilda acquisition completed on January 13, 2014:

  oTotal net sales range of $2.115 billion to $2.145 billion for fiscal year
    2014; an increase of approximately 22% to 24% as compared to fiscal year
    2013.
  oEarnings range of $3.07 to $3.15 per diluted share for fiscal year 2014;
    an increase of 21% to 25% as compared to fiscal year 2013.

Guidance is provided for continuing operations on a non-GAAP basis and
excludes acquisition-related fees and expenses and contingent consideration,
integration and restructuring charges, factory start-up and co-pack contract
termination costs, certain litigation expenses, unrealized currency gains and
losses and disposal of an investment held for sale that have been or may be
incurred during the Company's fiscal year 2014, which the Company will
continue to identify as it reports its future financial results. Guidance
excludes the impact of any future acquisitions.

Segment Results

The Company's operations are organized into geographic segments: United
States, United Kingdom and Rest of World (comprised of Canada and Continental
Europe).

The following is a summary of second quarter and six month results by
reportable segment:

                       United                          Non-GAAP
(dollars in  United              Rest of   Corporate/                Adjusted
thousands)   States    Kingdom   World     Other       Adjustments  ^(1)
                                                       ^(1)
Net sales -
Three        $      $      $      $       $        $    
months                                               534,879
ended        327,725  146,051  61,103      -       -
12/31/13
Net sales -
Three        $      $      $      $       $        $    
months                                               455,319
ended        280,415  120,167  54,737      -       -
12/31/12
% change     16.9%     21.5%     11.6%                               17.5%
Operating
income
(loss) -     $      $      $      $       $        $    
Three                                         2,551    
months       56,510    12,001    3,996     (8,194)                   66,864
ended
12/31/13
Operating
income
(loss) -     $      $      $      $       $        $    
Three                            (12,682)      3,775    
months       47,582    12,076    4,268                               55,019
ended
12/31/12
% change     18.8%     -0.6%     -6.4%                               21.5%
Operating
income
margin -
Three        17.2%     8.2%      6.5%                                12.5%
months
ended
12/31/13
Operating
income
margin -
Three        17.0%     10.0%     7.8%                                12.1%
months
ended
12/31/12
                       United                          Non-GAAP
(dollars in  United              Rest of   Corporate/                Adjusted
thousands)   States    Kingdom   World     Other       Adjustments   ^(1)
                                                       ^(1)
Net sales -  $      $      $      $       $     
Six months                                             $   
ended        639,720  260,046  112,597    -       -          1,012,363
12/31/13
Net sales -  $      $      $      $       $     
Six months                                             $    
ended        533,062  178,115  103,949    -       -          815,126
12/31/12
% change     20.0%     46.0%     8.3%                                24.2%
Operating
income       $      $      $   
(loss) -                           $       $        $    
Six months   102,876  13,912    6,910     (19,613)      5,796   109,881
ended
12/31/13
Operating
income       $      $      $                                $    
(loss) -                         $       $         
Six months   84,099    11,050    8,674     (20,303)      4,416   87,936
ended
12/31/12
% change     22.3%     25.9%     -20.3%                              25.0%
Operating
income
margin -     16.1%     5.3%      6.1%                                10.9%
Six months
ended
12/31/13
Operating
income
margin -     15.8%     6.2%      8.3%                                10.8%
Six months
ended
12/31/12
(1) See accompanying table of "Reconciliation of GAAP Results to Non-GAAP
Measures"

Webcast

Hain Celestial will host a conference call and webcast at 4:30 PM Eastern Time
today to review its second quarter fiscal year 2014 results. The conference
call will be webcast and available under the Investor Relations section of the
Company's website at www.hain.com.

The Hain Celestial Group, Inc.

The Hain Celestial Group (NASDAQ: HAIN), headquartered in Lake Success, NY, is
a leading organic and natural products company in North America and Europe.
Hain Celestial participates in many natural categories with well-known brands
that include Celestial Seasonings®, Earth's Best®, Ella's Kitchen®, Terra®,
Garden of Eatin'®, Sensible Portions®, Health Valley®, Arrowhead Mills®,
MaraNatha®, SunSpire®, DeBoles®, Gluten Free Café™, Hain Pure Foods®,
Spectrum®, Spectrum Essentials®, Walnut Acres Organic®, Imagine®, Almond
Dream®, Rice Dream®, Soy Dream®, WestSoy®, The Greek Gods®, BluePrint®, Yves
Veggie Cuisine®, Europe's Best®, Cully & Sully®, New Covent Garden Soup Co.®,
Johnson's Juice Co.®, Farmhouse Fare®, Hartley's®, Sun-Pat®, Gale's®,
Robertson's®, Frank Cooper's®, Linda McCartney®, Lima®, Danival®, GG
UniqueFiber®, Tilda®, Akash Basmati®, Abu Shmagh®, JASON®, Avalon Organics®,
Alba Botanica® and Queen Helene®. Hain Celestial has been providing A
Healthier Way of Life™ since 1993. For more information, visit www.hain.com.

Safe Harbor Statement

This press release contains forward-looking statements under the Private
Securities Litigation Reform Act of 1995. Words such as "plan," "continue,"
"expect," "expected," "anticipate," "estimate," "believe," "may," "potential,"
"can," "positioned," "should," "future," "look forward," "seek" and similar
expressions, or the negative of those expressions, may identify
forward-looking statements. These forward-looking statements include the
Company's expectations relating to (i) the second half of the Company's fiscal
year; (ii) the Company's growth strategy; (iii) the acquisition of Tilda and
the potential for growth therefrom; and (iv) the Company's guidance for fiscal
year 2014. Forward-looking statements involve known and unknown risks and
uncertainties, which could cause the Company's actual results to differ
materially from those described in the forward-looking statements. These
factors include, but are not limited to the Company's ability to achieve its
guidance for net sales and earnings per diluted share in fiscal year 2014
given the economic environment in the U.S. and other markets that it sells
products as well as economic, political and business conditions generally and
their effect on the Company's customers and consumers' product preferences,
and the Company's business, financial condition and results of operations;
changes in estimates or judgments related to the Company's impairment analysis
of goodwill and other intangible assets, as well as with respect to the
Company's valuation allowances of its deferred tax assets; the Company's
ability to implement its business and acquisition strategy; the ability of the
Company's joint venture investments to successfully execute their business
plans; the Company's ability to realize sustainable growth generally and from
investments in core brands, offering new products and its focus on cost
containment, productivity, cash flow and margin enhancement in particular; the
Company's ability to effectively integrate its acquisitions; the Company's
ability to successfully consummate its proposed divestitures; the effects on
the Company's results of operations from the impacts of foreign exchange;
competition; the success and cost of introducing new products as well as the
Company's ability to increase prices on existing products; availability and
retention of key personnel; the Company's reliance on third party
distributors, manufacturers and suppliers; the Company's ability to maintain
existing customers and secure and integrate new customers; the Company's
ability to respond to changes and trends in customer and consumer demand,
preferences and consumption; international sales and operations; changes in
fuel, raw material and commodity costs; changes in, or the failure to comply
with, government regulations; the availability of organic and natural
ingredients; the loss of one or more of the Company's manufacturing
facilities; the ability to use the Company's trademarks; reputational damage;
product liability; seasonality; litigation; the Company's reliance on its
information technology systems; and the other risks detailed from time-to-time
in the Company's reports filed with the SEC, including the annual report on
Form 10-K for the fiscal year ended June 30, 2013. As a result of the
foregoing and other factors, no assurance can be given as to future results,
levels of activity and achievements and neither the Company nor any person
assumes responsibility for the accuracy and completeness of these statements.

Non-GAAP Financial Measures

This press release and the accompanying tables include non-GAAP financial
measures, including adjusted net income, adjusted operating margin, adjusted
operating income, adjusted earnings per diluted share, earnings before
interest, taxes, depreciation, and amortization ("EBITDA"), adjusted EBITDA
and operating free cash flow. The reconciliations of these non-GAAP financial
measures to the comparable GAAP financial measures are presented in the tables
"Reconciliation of GAAP Results to Non-GAAP Measures" for the three months and
six months ended December 31, 2013 and 2012 and in the paragraphs below.
Management believes that the non-GAAP financial measures presented provide
useful additional information to investors about current trends in the
Company's operations and are useful for period-over-period comparisons of
operations. These non-GAAP financial measures should not be considered in
isolation or as a substitute for the comparable GAAP measures. In addition,
these non-GAAP measures may not be the same as similar measures provided by
other companies due to potential differences in methods of calculation and
items being excluded. They should be read only in connection with the
Company's Consolidated Statements of Income presented in accordance with
GAAP.

The Company defines EBITDA as net income (a GAAP measure) before income taxes,
net interest expense, depreciation and amortization, impairment of long lived
assets, equity in the earnings of non-consolidated affiliates and stock based
compensation. Adjusted EBITDA is defined as net income before income taxes,
net interest expense, depreciation and amortization, impairment of long lived
assets, equity in the earnings of non-consolidated affiliates, stock based
compensation and acquisition-related expenses, including integration and
restructuring charges. The Company's management believes that these
presentations provide useful information to management, analysts and investors
regarding certain additional financial and business trends relating to its
results of operations and financial condition. In addition, management uses
these measures for reviewing the financial results of the Company as well as
one of the criteria for evaluating performance-based executive compensation.

For the three months and six months ended December 31, 2013 and 2012, EBITDA
and adjusted EBITDA were calculated as follows:

                                   3 Months Ended        6 Months Ended
(dollars in thousands)             12/31/2013 12/31/2012 12/31/2013 12/31/2012
Net Income                         $41,231    $31,622    $68,886    $48,008
Income taxes                       19,748     16,106     28,499     24,442
Interest expense, net              5,209      4,365      10,494     8,114
Depreciation and amortization      11,355     8,984      21,808     16,993
Equity in earnings of affiliates   (1,473)    (596)      (2,045)    142
Stock based compensation           3,400      3,709      6,637      6,601
EBITDA                             79,470     64,190     134,279    104,300
Acquisition related fees and
expenses, integration and          (19)       3,775      3,002      4,415
restructuring charges
Adjusted EBITDA                    $79,451    $67,965    $137,281   $108,715

The Company defines Operating Free Cash Flow as cash provided from or used in
operating activities (a GAAP measure) less capital expenditures. The Company
views operating free cash flow as an important measure because it is one
factor in evaluating the amount of cash available for discretionary
investments.

For the six months ended December 31, 2013 and 2012, operating free cash flow
was calculated as follows:

                                           6 Months   6 Months

                                           Ended      Ended

                                           12/31/2013 12/31/2012
(dollars in thousands)
Cash flow provided by operating activities $73,488    $61,182
Purchases of property, plant and equipment (20,822)   (24,931)
Operating free cash flow                   $52,666    $36,251

Operating free cash flow increased to $53 million for the six months ended
December 31, 2013 from $36 million in the year ago six month period as a
result of the increase in our net income and lower capital expenditures.

THE HAIN CELESTIAL GROUP, INC.
Consolidated Balance Sheets
(In thousands)
                                      December 31,       June 30,
                                      2013                 2013
                                      (Unaudited)
ASSETS
Current assets:
  Cash and cash equivalents           $      67,533  $      41,263
  Trade receivables, net              252,386              233,641
  Inventories                         262,949              250,175
  Deferred income taxes               17,521               17,716
  Other current assets                36,527               32,377
      Total current assets            636,916              575,172
Property, plant and equipment, net   255,257              235,841
Goodwill, net                         920,369              876,106
Trademarks and other intangible       489,918              498,235
assets, net
Investments and joint ventures        41,329               46,799
Other assets                          28,529               26,341
      Total assets                   $    2,372,318    $    2,258,494
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                    $     197,716   $     184,996
  Accrued expenses and other current  66,656               76,657
  liabilities
  Current portion of long-term debt   181                  12,477
      Total current liabilities       264,553              274,130
Long-term debt, less current portion  627,521              653,464
Deferred income taxes                115,797              114,395
Other noncurrent liabilities          13,327               14,950
      Total liabilities               1,021,198            1,056,939
Stockholders' equity:
  Common stock                        497                  490
  Additional paid-in capital          801,091              768,774
  Retained earnings                   558,653              489,767
  Accumulated other comprehensive     30,957               (27,251)
  income
   Subtotal                          1,391,198            1,231,780
  Treasury stock                      (40,078)             (30,225)
      Total stockholders' equity      1,351,120            1,201,555
      Total liabilities and           $    2,372,318    $    2,258,494
      stockholders' equity



THE HAIN CELESTIAL GROUP, INC.
Consolidated Statements of Income
(in thousands, except per share amounts)
                           Three Months Ended        Six Months Ended December
                           December 31,              31,
                           2013         2012         2013          2012
                           (Unaudited)               (Unaudited)
Net sales                  $         $         $           $   
                           534,879     455,319     1,012,363     815,126
Cost of sales              391,802      324,556      750,163       589,151
Gross profit               143,077      130,763      262,200       225,975
Selling, general and       75,237       72,903       148,824       132,565
administrative expenses
Amortization of acquired   3,647        2,841        7,115         5,474
intangibles
Acquisition related
expenses including         (120)        3,775        2,176         4,416
integration and
restructuring charges
Operating income           64,313       51,244       104,085       83,520
Interest expense and       5,955        3,295        9,893         7,187
other expenses
Income before income taxes
and equity in earnings of  58,358       47,949       94,192        76,333
equity-method investees
Income tax provision       19,748       16,302       28,499        24,160
(Income) loss of
equity-method investees,   (1,473)      (596)        (2,045)       142
net of tax
Income from continuing     40,083       32,243       67,738        52,031
operations
Income (loss) from
discontinued operations,   1,148        (621)        1,148         (4,023)
net of tax
Net income                 $        $        $         $    
                           41,231      31,622      68,886       48,008
Basic net income per
share:
 From continuing       $       $       $        $     
operations                  0.83       0.70       1.42        1.14
 From discontinued     0.03         (0.01)       0.02          (0.08)
operations
Net income per share -     $       $       $        $     
basic                       0.86       0.69       1.44        1.06
Diluted net income per
share:
 From continuing       $       $       $        $     
operations                  0.81       0.68       1.38        1.11
 From discontinued     0.03         (0.01)       0.02          (0.09)
operations
Net income per share -     $       $       $        $     
diluted                     0.84       0.67       1.40        1.02
Weighted average common
shares outstanding:
Basic                      48,019       45,942       47,863        45,480
Diluted                    49,185       47,355       49,060        46,962





THE HAIN CELESTIAL GROUP, INC.
Reconciliation of GAAP Results to Non-GAAP Measures
(in thousands, except per share amounts)
                           Three Months Ended December 31,
                           2013 GAAP  Adjustments    2013        2012 Adjusted
                                                     Adjusted
                           (Unaudited)
                           $      $          $      $      
Gross profit                143,077  2,216          145,293    
                                                                 130,763
Selling, general and       75,237     (455)          74,782      72,903
administrative expenses
Amortization of acquired   3,647      -              3,647       2,841
intangibles
Acquisition related
(income) expenses          (120)      120            -           -
including integration and
 restructuring charges
Operating income           64,313     2,551          66,864      55,019
Interest and other         5,955      91             6,046       4,619
expenses, net
Income before income taxes
and equity in earnings of  58,358     2,460          60,818      50,400
equity-method
 investees
Income tax provision       19,748     (144)          19,604      16,788
(Income) of equity-method  (1,473)    -              (1,473)     (1,217)
investees, net of tax
Income from continuing     $      $        $      $      
operations                   40,083    2,604      42,687    
                                                                 34,829
Income per share from      $      $        $      $      
continuing operations -               0.06                
basic                      0.83                      0.89       0.76
Income per share from      $      $        $      $      
continuing operations -               0.06                
diluted                    0.81                      0.87       0.74
Weighted average common
shares outstanding:
Basic                      48,019                    48,019      45,942
Diluted                    49,185                    49,185      47,355
                           FY 2014                   FY 2013
                           Impact on                 Impact on
                           Income     Impact on      Income      Impact on
                           Before     Income Tax     Before      Income Tax
                           Income     Provision      Income      Provision
                           Taxes                     Taxes
                           (Unaudited)
                           $      $      
 Factory start-up costs               426   -           -
                           1,677
 Acquisition related
integration and            102        23             -           -
restructuring charges
 Co-pack contract         437        166            -           -
termination costs
Cost of sales              2,216      615            -           -
 Litigation expenses      455        173            -           -
Selling, general and       455        173            -           -
administrative expenses
 Acquisition related fees                           $      $      
and expenses, integration  1,661      534                         
and                                                  3,775      1,017
 restructuring charges
 Contingent
consideration (income)     (1,781)    (1,117)        -           -
expense, net
Acquisition related
(income) expenses
including                  (120)      (583)          3,775       1,017
integration and
restructuring charges
 Gain on disposal of      (234)      (89)           -           -
investment held for sale
 Unrealized currency      (98)       (149)          -           -
impacts
 Currency gain on                                   (1,324)     (531)
acquisition payment
 Accretion of             241        82             -           -
contingent consideration
Interest and other         (91)       (156)          (1,324)     (531)
expenses, net
 Net (income) loss from              -              621         -
HHO discontinued operation
After-tax (income) loss of -          -              621         -
equity-method investees
 Nondeductible
acquisition related        -          (193)          -           -
transaction expenses
Income tax provision       -          (193)          -           -
                           $      $        $      $      
Total adjustments                     (144)                  
                           2,460                     3,072      486





THE HAIN CELESTIAL GROUP, INC.
Reconciliation of GAAP Results to Non-GAAP Measures
(in thousands, except per share amounts)
                            Six Months Ended December 31,
                            2013 GAAP   Adjustments    2013        2012
                                                       Adjusted    Adjusted
                            (Unaudited)
                            $      $          $      $     
Gross profit                  262,200 2,941                     
                                                       265,141    225,975
Selling, general and        148,824     (679)          148,145     132,565
administrative expenses
Amortization of acquired    7,115       -              7,115       5,474
intangibles
Acquisition related
(income) expenses including 2,176       (2,176)        -           -
integration and
 restructuring charges
Operating income            104,085     5,796          109,881     87,936
Interest and other          9,893       2,172          12,065      8,441
expenses, net
Income before income taxes
and equity in earnings of   94,192      3,624          97,816      79,495
equity-method
 investees
Income tax provision        28,499      3,349          31,848      26,565
(Income) of equity-method   (2,045)     -              (2,045)     (1,136)
investees, net of tax
Income from continuing      $      $        $      $     
operations                               275               
                            67,738                     68,013     54,066
Income per share from       $      $        $      $     
continuing operations -                0.01              
basic                       1.42                       1.42        1.19
Income per share from       $      $        $      $     
continuing operations -                0.01              
diluted                     1.38                       1.39        1.15
Weighted average common
shares outstanding:
Basic                       47,863                     47,863      45,480
Diluted                     49,060                     49,060      46,962
                            FY 2014                    FY 2013
                            Impact on                  Impact on
                            Income      Impact on      Income      Impact on
                            Before      Income Tax     Before      Income Tax
                            Income      Provision      Income      Provision
                            Taxes                      Taxes
                            (Unaudited)
                            $      $      
 Factory start-up costs                584   -           -
                            2,143
Acquisition related
integration and             361         82             -           -
restructuring charges
 Co-pack contract          437         166            -           -
termination costs
Cost of sales               2,941       832            -           -
 Litigation expenses       455         173
 Expenses related to
third party sale of         224         85             -           -
common stock
Selling, general and        679         258            -           -
administrative expenses
 Acquisition related fees                             $      $     
and expenses, integration   3,957       1,314                      
and restructuring charges                              4,416      1,126
 Contingent
consideration (income)      (1,781)     (1,117)        -           -
expense, net
Acquisition related
(income) expenses including 2,176       197            4,416       1,126
integration and
restructuring charges
 Unrealized currency       (2,417)     (1,047)        -           -
impacts
 Gain on disposal of       (234)       (89)           -           -
investment held for sale
 Currency gain on                                     (1,254)     (514)
acquisition payment
 Accretion of contingent   479         164            -           -
consideration
Interest and other          (2,172)     (972)          (1,254)     (514)
expenses, net
 Net (income) loss from
HHO discontinued            -           -              1,278       -
operation
After-tax (income) loss of  -           -              1,278       -
equity-method investees
 Discrete tax benefit
resulting from enacted tax  -           3,777          -           1,793
rate change
 Increase in               -           (550)          -           -
unrecognized tax benefits
 Nondeductible acquisition
related transaction         -           (193)          -           -
expenses
Income tax provision        -           3,034          -           1,793
                            $      $        $      $     
Total adjustments                      3,349                
                            3,624                      4,440      2,405



SOURCE The Hain Celestial Group, Inc.

Website: http://www.hain-celestial.com
Contact: Stephen Smith/Mary Anthes, The Hain Celestial Group, Inc.,
516-587-5000
 
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