UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

(Mark One)
ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2002
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                        to
Commission file number 0-7647

 

 

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         ý            NO          o

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

 

YES         o            NO          o            N/A        ý

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

 

 

HAWKINS, INC.
INDEX TO FORM 10-Q

 

PART I	FINANCIAL INFORMATION
Item 1	Financial Statements:
	Condensed Balance Sheets -December 31, 2002 and March 31, 2002
	Condensed Statements of Income -Three and Nine Months Ended December 31, 2002 and 2001
	Condensed Statements of Cash Flows -Nine Months Ended December 31, 2002 and 2001
	Notes to Condensed Financial Statements
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3	Quantitative and Qualitative Disclosures about Market Risk
Item 4	Controls and Procedures
PART II	OTHER INFORMATION
Item 6	Exhibits and Reports on Form 8-K

 

2

 

PART I. FINANCIAL INFORMATION

 

ITEM 1.  FINANCIAL STATEMENTS

 

HAWKINS, INC.
CONDENSED BALANCE SHEETS

 

		DECEMBER 31, 2002			MARCH 31, 2002
		(UNAUDITED)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	877,206		$	7,339,895
Investments available-for-sale		19,830,896			7,170,748
Trade receivables-net		9,761,724			10,610,386
Inventories		9,533,467			9,397,541
Prepaid expenses and other current assets		2,014,035			1,977,667
Total current assets		42,017,328			36,496,237
PROPERTY, PLANT AND EQUIPMENT-net		27,515,407			27,940,170
INTANGIBLE ASSETS-less accumulated amortization of $1,230,515 and $1,017,901, respectively		3,132,534			3,345,148
OTHER ASSETS		3,495,320			3,705,578
		$	76,160,589		$	71,487,133
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable – trade		$	3,795,460		$	4,095,820
Current portion of long-term debt					116,823
Dividends payable					1,532,690
Other current liabilities		5,198,709			4,004,451
Total current liabilities		8,994,169			9,749,784
DEFERRED INCOME TAXES		940,851			953,851
OTHER LONG-TERM LIABILITIES		258,889			353,063
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY:
Common stock, par value $.05 per share; 10,216,688 shares issued and outstanding		510,834			510,834
Additional paid-in capital		37,747,492			37,747,492
Accumulated other comprehensive loss		(167,649		)	(145,528		)
Retained earnings		27,876,003			22,317,637
Total shareholders’ equity		65,966,680			60,430,435
		$	76,160,589		$	71,487,133

 

See accompanying notes to condensed financial statements.

 

3

 

HAWKINS, INC.
CONDENSED STATEMENTS OF INCOME

 

		THREE MONTHS ENDED DECEMBER 31						NINE MONTHS ENDED DECEMBER 31
		2002			2001			2002			2001
		(UNAUDITED)						(UNAUDITED)
Sales		$	24,331,951		$	25,210,631		$	79,251,163		$	82,732,661
Cost of sales		18,041,370			19,251,256			57,246,901			62,919,457
Gross margin		6,290,581			5,959,375			22,004,262			19,813,204
Selling, general and administrative expenses		3,578,708			3,510,094			11,269,932			11,111,740
Income from operations		2,711,873			2,449,281			10,734,330			8,701,464
Interest income		201,290			127,200			524,628			389,243
Interest expense		—			(3,877		)	(4,089		)	(18,673		)
Income before income taxes		2,913,163			2,572,604			11,254,869			9,072,034
Provision for income taxes		1,078,000			952,000			4,164,000			2,922,520
Net income		$	1,835,163		$	1,620,604		$	7,090,869		$	6,149,514
Weighted average number of shares outstanding		10,216,688			10,222,145			10,216,688			10,278,053
Earnings per share - basic and  diluted		$	0.18		$	0.16		$	0.69		$	0.60

 

See accompanying notes to condensed financial statements.

 

4

 

HAWKINS, INC.
CONDENSED STATEMENTS OF CASH FLOWS

 

		NINE MONTHS ENDED DECEMBER 31
		2002			2001
		(UNAUDITED)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	7,090,869		$	6,149,514
Reconciliation to cash flows:
Depreciation and amortization		2,201,147			2,181,670
Deferred income taxes		40,000			(10,461		)
Changes in operating accounts providing (requiring) cash:
Trade receivables		848,662			1,838,406
Inventories		(135,926		)	(5,524,500		)
Accounts payable		(300,360		)	(980,203		)
Other liabilities		1,100,084			(362,159		)
Other		(89,460		)	321,853
Net cash provided by operating activities		10,755,016			3,614,120
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, plant and equipment		(1,563,770		)	(3,787,722		)
Purchases of investments		(17,985,269		)	(577,489		)
Sale and maturities of investments		5,290,000			4,532,018
Payments received on notes receivable		223,350			276,581
Net cash (used in) provided by investing activities		(14,035,689		)	443,388
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends paid		(3,065,193		)	(3,092,891		)
Debt repayment		(116,823		)	(109,180		)
Acquisition and retirement of stock		—			(1,253,072		)
Net cash used in financing activities		(3,182,016		)	(4,455,143		)
DECREASE IN CASH AND CASH EQUIVALENTS		(6,462,689		)	(397,635		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		7,339,895			1,863,455
CASH AND CASH EQUIVALENTS, END OF PERIOD		$	877,206		$	1,465,820
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes		$	3,641,224		$	1,920,571
Cash paid for interest		$	8,177		$	15,820

 

See accompanying notes to condensed financial statements.

 

5

 

HAWKINS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (Unaudited)

 

1.		The accompanying unaudited condensed financial statements have been prepared in accordance with the instructions for Form 10-Q and, accordingly, do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. These statements should be read in conjunction with the financial statements and footnotes included in the Company’s Report on Form 10-KT for the six-month transitional period ended March 31, 2002, previously filed with the Securities Exchange Commission (the Commission). In the opinion of management, the accompanying unaudited condensed financial statements contain all adjustments necessary to present fairly the Company’s financial position and the results of its operations and cash flows for the periods presented. All adjustments made to the interim financial statements were of a normal recurring nature.
		The accounting policies followed by the Company are set forth in Note 1 to the Company’s financial statements in the Company’s Report on Form 10-KT for the six-month transitional period ended March 31, 2002 filed with the Commission on June 27, 2002.
2.		The results of operations for the period ended December 31, 2002 are not necessarily indicative of the results that may be expected for the full year.
3.		Inventories, principally valued by the LIFO method, are less than current cost by approximately $450,000 at December 31, 2002. Inventory consists principally of finished goods.
4.		In July 2001, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 142, “Goodwill and Other Intangible Assets.” The Company adopted the provisions of SFAS No. 142 on April 1, 2002. Under SFAS No. 142, goodwill as well as other intangibles determined to have an infinite life will no longer be amortized; however, these assets will be reviewed for impairment on a periodic basis. SFAS No.142 also includes provisions for the reclassification of certain existing recognized intangibles as goodwill, reclassification of certain intangibles out of previously reported goodwill and the identification of reporting units for purposes of assessing potential future impairments of goodwill. The implementation of SFAS No. 142 did not impact the Company’s financial statements since the Company does not have any goodwill recorded. As of December 31, 2002 the Company had net intangible assets of $3,132,534 and amortization expense during the nine months ended December 31, 2002 was approximately $213,000. The estimated amortization expense for each of the next five years is approximately $284,000 per year.
		In September 2001, the FASB issued SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.”  SFAS No. 144 requires that long-lived assets to be disposed of by sale, including discontinued operations, be measured at the lower of the carrying cost or fair value less cost to sell, whether reported in continuing operations or in discontinued operations. SFAS No. 144 also broadens the reporting of discontinued operations to include all components of an entity with operations that can be distinguished from the rest of the entity and that will be eliminated from the onging operations of the entity in a disposal transaction. The provisions of SFAS No. 144 are effective for financial statements issued for fiscal years beginning after December 15, 2001, and generally, are to be applied prospectively. The Company’s adoption of SFAS No. 144 on April 1, 2002 did not have an impact on the Company’s financial statements.

 

6

 

5.

The Company has two reportable segments: Industrial and Water Treatment. Reportable segments are defined by product and type of customer. Each segment is responsible for the sales, marketing and development of its products and services. The segments do not have separate accounting, administration, customer service or purchasing functions.

 

REPORTABLE SEGMENTS		INDUSTRIAL			WATER TREATMENT			TOTAL
THREE MONTHS ENDED DECEMBER 31, 2002
Sales		$	16,551,720		$	7,780,231		$	24,331,951
Gross margin		4,015,042			2,275,539			6,290,581
Income from operations		1,485,441			1,226,432			2,711,873
THREE MONTHS ENDED DECEMBER 31, 2001
Sales		$	18,133,405		$	7,077,226		$	25,210,631
Gross margin		3,980,546			1,978,829			5,959,375
Income from operations		1,392,476			1,056,805			2,449,281
NINE MONTHS ENDED DECEMBER 31, 2002
Sales		$	50,539,576		$	28,711,587		$	79,251,163
Gross margin		12,353,991			9,650,271			22,004,262
Income from operations		5,048,467			5,685,863			10,734,330
NINE MONTHS ENDED DECEMBER 31, 2001
Sales		$	54,926,162		$	27,806,499		$	82,732,661
Gross margin		11,401,292			8,411,912			19,813,204
Income from operations		3,604,559			5,096,905			8,701,464

 

ITEM 2.                                  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

THE INFORMATION CONTAINED IN THIS FORM 10-Q INCLUDES FORWARD-LOOKING STATEMENTS AS DEFINED IN SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. FORWARD-LOOKING INFORMATION OR STATEMENTS INCLUDE STATEMENTS ABOUT THE FUTURE OF THE INDUSTRIES REPRESENTED BY OUR OPERATING GROUPS, STATEMENTS ABOUT OUR FUTURE BUSINESS PLANS AND STRATEGIES, THE TIMELINESS OF PRODUCT INTRODUCTIONS AND DELIVERIES, EXPECTATIONS ABOUT INDUSTRY AND MARKET GROWTH DEVELOPMENTS, EXPECTATIONS ABOUT OUR GROWTH AND PROFITABILITY AND OTHER STATEMENTS THAT ARE NOT HISTORICAL IN NATURE. MANY OF THESE STATEMENTS CONTAIN WORDS SUCH AS “MAY,” “WILL,” “BELIEVE,” “INTEND,” “ESTIMATE,” OR “CONTINUE” OR OTHER SIMILAR WORDS.

 

THESE FORWARD-LOOKING STATEMENTS INVOLVE A NUMBER OF RISKS AND UNCERTAINTIES, INCLUDING DEMAND FROM MAJOR CUSTOMERS, COMPETITION, CHANGES IN PRODUCT OR CUSTOMER MIX OR REVENUES, CHANGES IN PRODUCT COSTS AND OPERATING EXPENSES AND OTHER FACTORS DISCLOSED THROUGHOUT THIS REPORT. THE ACTUAL RESULTS THAT THE COMPANY ACHIEVES MAY DIFFER MATERIALLY FROM ANY FORWARD-LOOKING STATEMENTS DUE TO SUCH RISKS AND UNCERTAINTIES. THE COMPANY UNDERTAKES NO OBLIGATION TO REVISE ANY FORWARD-LOOKING STATEMENTS IN ORDER TO REFLECT EVENTS OR CIRCUMSTANCES THAT MAY ARISE AFTER THE DATE OF THIS REPORT. READERS ARE URGED TO CAREFULLY REVIEW AND CONSIDER THE VARIOUS DISCLOSURES MADE BY THE COMPANY IN THIS REPORT AND IN THE COMPANY’S OTHER REPORTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION THAT ATTEMPT TO ADVISE INTERESTED PARTIES OF THE RISKS AND UNCERTAINTIES THAT MAY AFFECT THE COMPANY’S FINANCIAL CONDITION, RESULTS OF OPERATIONS, AND CASH FLOWS.

 

7

 

RESULTS OF OPERATIONS

 

Sales decreased $878,680, or 3.5%, in the three months ended December 31, 2002, and $3,481,498, or 4.2%, in the nine months ended December 31, 2002 as compared to the respective periods in 2001. The Industrial segment decreased $1,581,685 and $4,386,586, respectively, in the three and nine-month periods ended December 31, 2002 as compared to the respective periods in 2001. These decreases were mainly attributable to selling price decreases of a single, large-volume product (caustic soda), which was partially offset by increased sales volumes in several other product lines. The Water Treatment segment sales increased $703,005 in the three month period ended December 31, 2002 as compared to the comparable period one year ago and had an increase of $905,088 in the nine months ended December 31, 2002 as compared to the nine months ended December 31, 2001. These increases are due primarily to increased sales volumes and, to a lesser extent, selling price increases.

 

Gross margin, as a percentage of sales, for the three and nine months ended December 31, 2002 was 25.9% and 27.8%, respectively, compared to 23.6% and 23.9%, respectively, for the comparable periods in 2001. For the Industrial segment, gross margin, as a percentage of sales, was 24.3% for the three months ended December 31, 2002 compared to 22.0% in the prior year and 24.4% for the nine months ended December 31, 2002 compared to 20.8% for the comparable period in 2001. These increases are mainly due to improved margins in most product lines, including caustic soda. Due to the large quantities of caustic soda inventory that are maintained to meet customer requirements combined with the normal price fluctuations of this product, which are expected to continue in future periods, the gross margin and gross margin percentage will vary. Gross margin, as a percentage of sales, for the Water Treatment segment was 29.2% for the three months ended December 31, 2002 compared to 28.0% in the comparable period of 2001 and 33.6% for the nine-month period ended December 31, 2002 compared to 30.3% for the comparable period of 2001. These increases are primarily attributable to the fluctuations in caustic soda prices mentioned above and to increased sales in product lines that have a higher gross margin percentage.

 

Selling, general and administrative expenses for the three and nine month periods ended December 31, 2002 increased 2.0% and 1.4% respectively, as compared to the comparable periods in 2001. Selling, general and administrative expenses are expected to remain at similar levels for the remainder of fiscal 2003 as these expenses, excluding employee compensation and related benefits, are relatively fixed in nature and vary only slightly with sales fluctuations.

 

INTEREST INCOME

 

Interest income increased during the three and nine-month periods ended December 31, 2002 as compared to the same respective periods in 2001. The increases were primarily due to fluctuations in cash available for investment and higher returns on the Company’s cash equivalents and available for sale securities, which consist primarily of money market accounts, municipal bonds, U.S. government agency securities, mutual funds, and investment contracts with high-rated, stable insurance companies.

 

PROVISION FOR INCOME TAXES

 

The effective income tax rate was 37.0% for the three-month periods ended December 31, 2002 and 2001 and was 37.0% for the nine-month period ended December 31, 2002 compared to 32.2% for the nine-month period ended December 31, 2001. The decrease during the nine-month period ended December 31, 2001 was due to changes in state apportionment factors and a deduction for dividends paid on allocated shares held in the Employee Stock Ownership Plan and Trust.

 

LIQUIDITY AND CAPITAL RESOURCES

 

For the nine-month period ended December 31, 2002, cash provided by operations was $10,755,016 compared to $3,614,120 for the nine-month period ended December 31, 2001. This increase was due primarily to fluctuations in inventory values and quantities, timing of retirement plan payments and the increase in net income.

 

Cash and investments available-for-sale increased by $6,197,459 from March 31, 2002 to $20,708,102 as of December 31, 2002. The increase was primarily attributable to cash generated by operations in excess of capital expenditures and financing uses. Cash equivalents consist of money market accounts at a financial institution. Investments consist of investment contracts with high-rated,

 

8

 

stable insurance companies, marketable securities consisting of variable rate municipal bonds, U.S. government agency securities and mutual funds carried at fair value. Investments are highly liquid and are available upon demand generally with only a minor penalty.

 

Expected future cash flows from operations, coupled with the Company’s strong financial position, puts the Company in a position to fund both short and long-term working capital and capital investment needs with internally generated funds. Management does not, therefore, anticipate the need to engage in significant financing activities in either the short or long-term. If the need to obtain additional capital does arise, however, management is confident that the Company’s total debt to capital ratio puts it in a position to obtain debt financing on favorable terms.

 

Although management continually reviews opportunities to enhance the value of the Company through strategic acquisitions, other capital investments and strategic divestitures, no material commitments for such investments or divestitures currently exist. Until appropriate investment opportunities are identified, the Company plans to continue to invest excess cash in conservative investments.

 

Other than as discussed above, management is not aware of any matters that have materially affected the first nine months of fiscal 2003, or are expected to materially affect future periods, nor is management aware of other matters not affecting this period that are expected to materially affect future periods.

 

MARKET RISK

 

At December 31, 2002, the Company had an investment portfolio of fixed income securities of $14,135,971 and mutual funds of $5,812,068, excluding $2,162,169 of those classified as cash and cash equivalents and variable rate securities. The fixed income securities, like all fixed income instruments, are subject to interest rate risks and will decline in value if market interest rates increase.  However, while the value of the investment may fluctuate in any given period, the Company intends to hold its fixed income investments until maturity. Consequently, the Company would not expect to recognize an adverse impact on net income, cash flows, or the amount ultimately realized on the investment. The value of the mutual funds, like all mutual funds, may increase or decrease due to market volatility. The Company intends to continue to hold the mutual funds until it has a need to liquidate the investments. The Company does not anticipate a need to liquidate the investments in the foreseeable future and, therefore, does not expect a material adverse impact on net income, cash flows, or the amount ultimately realized on the investments.

 

CRITICAL ACCOUNTING POLICIES

 

Accounting policies whose application may have a significant effect on the reported results of operations and financial position of the Company, and that can require judgments by management that affect their application, include Statement of Financial Accounting Standards (SFAS) No. 5, “Accounting for Contingencies” and SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.” SFAS No. 5 requires management judgments regarding the probability and estimated amount of possible future contingent liabilities, including legal matters. SFAS No. 144 requires judgments regarding future operating or disposition plans for marginally performing assets and estimates of expected realizable values for assets to be sold.

 

Other accounting policies that are significant to the Company include the following:

 

Revenue Recognition – The Company recognizes revenue when the product has been shipped to the customer if there is evidence that the customer has agreed to purchase the products, delivery and performance has occurred, the price and terms of sale are fixed and collection of the receivable is expected.

 

Allowance for Doubtful Accounts – Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. Substantially all of the Company’s receivables are due from customers located in the United States. The estimated allowance for doubtful accounts is based upon the age of the outstanding receivables and the payment history and credit worthiness of each customer. Management evaluates the adequacy of the reserve for doubtful accounts on a quarterly basis.

 

Inventories – Inventories are valued at the lower of cost or market. On a quarterly basis, management assesses the inventory quantities on hand to estimated future usage and sales and, if necessary, writes down the value of inventory deemed obsolete or excess to market.

 

9

 

Property, Plant and Equipment – Property, plant and equipment are stated at cost and depreciated over the lives of the assets using both the straight-line and declining balance methods. Major replacements and improvements are capitalized, while maintenance and repairs, which do not improve or extend the useful lives of the respective assets are charged to operations. The assets and related accumulated depreciation accounts are adjusted for asset retirements and disposals with the resulting gain or loss, if any, recorded in the Statement of Income at the time of disposal.

 

The Company’s policies for these matters, which are described in Note 1 to the financial statements in the Company’s Report on Form 10-KT for the six-month transitional period ended March 31, 2002 filed with the Securities and Exchange Commission on June 27, 2002, are in accordance with generally accepted accounting principles. Management believes that their application results in a fair presentation in the financial statements of the Company’s operating results and financial position.

 

ITEM 3.                  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

There have been no material changes in market risk during the quarter ended December 31, 2002. For additional information, refer to Item 7A in the Company's Report on Form 10-KT for the six-month transitional period ended March 31, 2002.

 

ITEM 4.                  CONTROLS AND PROCEDURES

 

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934) within 90 days of the filing date of this quarterly report, and, based on their evaluation, our principal executive officer and principal financial officer have concluded that these controls and procedures are effective. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation.

 

Disclosure controls and procedures are our controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

 

10

PART II. OTHER INFORMATION

 

Item 6. Exhibits and Reports on Form 8-K

 

(a)                          Exhibits

 

Exhibit 99.1                                 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Exhibit 99.2                                 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

(b)                         Reports on Form 8-K.

 

None

 

SIGNATURE

 

Pursuant to the requirements 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.

 

	HAWKINS, INC.
	By	/s/ Marvin E. Dee
		Marvin E. Dee, Vice President, Chief
		Financial Officer, Secretary, Treasurer
Dated:  February 14, 2003

 

11

 

CERTIFICATION PURSUANT TO
SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

 

CERTIFICATION

 

I, John R. Hawkins, Chief Executive Officer of Hawkins, Inc., certify that:

 

	1.		I have reviewed this quarterly report on Form 10-Q of Hawkins, Inc.;
	2.		Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
	3.		Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
	4.		The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
		a.	Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
		b.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and
		c.	Presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
	5.		The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
		a.	All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and
		b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and
	6.		The registrant’s other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

 

 

	/s/ John R. Hawkins
	John R. Hawkins
	Chief Executive Officer
	February 14, 2003

 

12

 

CERTIFICATION PURSUANT TO
SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

 

CERTIFICATION

 

 

 

I, Marvin E. Dee, Chief Financial Officer of Hawkins, Inc., certify that:
	1.		I have reviewed this quarterly report on Form 10-Q of Hawkins, Inc.;
	2.		Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
	3.		Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
	4.		The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
		a.	Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
		b.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and
		c.	Presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
	5.		The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
		a.	All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and
		b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and
	6.		The registrant’s other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

 

 

	/s/ Marvin E. Dee
	Marvin E. Dee
	Chief Financial Officer
	February 14, 2003

 

13

 

Exhibit 99.1

 

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the Quarterly Report of Hawkins, Inc. (the “Company”) on Form 10-Q for the period ended December 31, 2002 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John R. Hawkins, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

 

/s/ John R. Hawkins
John R. Hawkins
Chief Executive Officer
February 14, 2003

 

Exhibit 99.2

 

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the Quarterly Report of Hawkins, Inc. (the “Company”) on Form 10-Q for the period ended December 31, 2002 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Marvin E. Dee, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

 

/s/ Marvin E. Dee
Marvin E. Dee
Chief Financial Officer
February 14, 2003