UST posts strong first quarter 2008 results; reconfirms 2008 Guidance

- Net sales $472.7 million, +5.7% vs. year ago

- Diluted earnings per share $.83, +23.9% vs. year ago

- Adjusted diluted earnings per share $.84, +12.0% vs. year ago (see table)

- Total Moist Smokeless Tobacco net can volume +3.0% and premium +2.1% vs. year ago

- Moist Smokeless Tobacco category +7.1% vs. year ago (26 weeks ended Feb. 23, 2008)

- Ste. Michelle Wine Estates net sales +25.3% vs. year ago

UST Inc.1 (NYSE: UST) today reported first quarter 2008 results.

“Net sales growth of almost six percent combined with an improved operating margin and the positive impact of our share repurchase program contributed to double-digit diluted earnings per share growth in the quarter,” said Murray S. Kessler, chairman and chief executive officer. “We are pleased with another strong quarter, especially in the face of a weakening economy and a substantial increase in gasoline prices. We remain confident in delivering on our previously released earnings guidance for the year.”

Consolidated Results

For the first quarter ended March 31, 2008, net sales increased 5.7 percent to $472.7 million, operating income increased 19.4 percent to $212.3 million, net earnings increased 16.6 percent to $125.3 million, and diluted earnings per share increased 23.9 percent to $.83 versus the prior year period.

First quarter 2008 and 2007 results included restructuring charges related to Project Momentum. In addition, the 2007 period included antitrust litigation settlement charges, partially offset by a gain on the sale of the company’s headquarters. These items totaled $0.4 million before income taxes in 2008 and $21.4 million in 2007, and adversely impacted diluted earnings per share by $.01 and $.08, respectively.

Adjusting for these items in each year, underlying first quarter 2008 operating income increased 6.7 percent to $212.7 million, net earnings increased 3.8 percent to $125.6 million and diluted earnings per share increased 12.0 percent to $.84, as indicated in the attached reconciliation table, which provides a reconciliation of such Non-GAAP financial measures to the most directly comparable GAAP measures.

The 12.0 percent increase in first quarter 2008 adjusted diluted earnings per share, versus the prior year period, was driven by net sales growth in all operations, Project Momentum cost savings, a lower effective tax rate and a reduction in shares outstanding as a result of the company’s share repurchase program. These were partially offset by increased interest expense related to increased borrowings to fund share repurchases.

During the quarter the company repurchased 2.4 million shares at a cost of $131.9 million.

Smokeless Tobacco Segment

First quarter 2008 net sales increased 1.7 percent, versus first quarter 2007, to $373.6 million and operating profit was $203.6 million. On an adjusted basis, operating profit increased 3.8 percent to $203.8 million (see table).

In the quarter, total moist smokeless tobacco net can volume increased 3.0 percent to 159.9 million, with premium increasing 2.1 percent to 134.7 million and price value increasing 8.0 percent to 25.2 million, versus the prior year period.

The company attributes continued strong can volume growth to ongoing initiatives to grow the category by converting adult smokers to smokeless tobacco, investment in premium brand-building programs, more effective participation in the price value segment and continued successful new product offerings including the March 2008 introduction of new Skoal Edge Wintergreen.

“This marked the seventh consecutive quarter of premium volume growth,” said Daniel W. Butler, president, U.S. Smokeless Tobacco Company (USSTC). “I am especially pleased to see that despite a challenging economy and new price value entrants, premium volume trends remain strong and there has not been an acceleration in the price value segment.”

USSTC’s Retail Account Data Share & Volume Tracking System (RAD-SVT) for the 26-week period ended Feb. 23, 2008, indicates strong and consistent category trends. USSTC total shipments increased 3.1 percent versus year ago, in a category that increased 7.1 percent. USSTC’s premium brands grew 1.8 percent, slightly outpacing the premium segment which continued to grow 1.7 percent, resulting in a 90.7 percent share of the premium segment. USSTC’s price value shipments increased 10.4 percent, while the total price value segment growth rate slowed to 14.3 percent, resulting in a 21.6 percent share of the price value segment. USSTC’s total share of 59.0 percent declined 2.2 percentage points versus the prior year period. (See supplemental schedule for information about RAD-SVT data).

Wine Segment

In the first quarter 2008, net sales for Ste. Michelle Wine Estates increased 25.3 percent to $86.2 million as total premium case volume increased 15.5 percent to 1.3 million. Strong growth was primarily driven by Chateau Ste. Michelle, Columbia Crest, Antinori, Red Diamond, Erath and the recently acquired Stag’s Leap Wine Cellars. While the gross margin percentage remained stable, adverse one-time selling, advertising and administrative expense comparisons that benefited the prior year period, including the sale of real estate, led to an operating profit increase of 1.7 percent to $11.3 million.

“Ste Michelle Wine Estates gained market share in the fast growing super and ultra premium categories and maintained its position as the fastest growing top-10 wine company in the U.S.,” said Theodor P. Baseler, president, Ste. Michelle Wine Estates. “Despite unfavorable cost comparisons this quarter, we are confident that we will deliver our planned operating profit for the year.”

Outlook

For the year, the company remains on track to deliver its previously released diluted earnings per share target of $3.65, with a range of $3.60 to $3.70. Guidance for 2008 excludes any additional restructuring charges associated with Project Momentum to be incurred, as management is not able to make a determination of the estimated amounts or range of amounts of such charges.

The 2008 guidance is consistent with the company’s long-term goal of providing an average annual shareholder return of 10 percent, including adjusted diluted earnings per share growth and a strong dividend. Strong fundamentals in both the Smokeless Tobacco and Wine segments, coupled with the Project Momentum cost savings initiative, provide confidence that this goal can be achieved, while at the same time allowing for investment to continue enhancing the company’s performance in vibrant and growing categories.

All statements included in this press release that are not historical in nature are forward-looking statements made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward- looking statements regarding the company’s future performance and financial results are subject to a variety of risks and uncertainties that could cause actual results and outcomes to differ materially from those described in any forward-looking statement made by the company. These risks and uncertainties include uncertainties associated with ongoing and future litigation relating to product liability, antitrust and other matters and legal and other regulatory initiatives; the company’s ability to execute strategic actions, including acquisitions and the integration of acquired businesses; federal and state legislation, including actual and potential excise tax increases, and marketing restrictions relating to matters such as adult sampling, minimum age of purchase, self service displays and flavors; competition from other companies, including any new entrants in the marketplace; wholesaler ordering patterns; consumer preferences, including those relating to premium and price value brands and receptiveness to new product introductions and marketing and other promotional programs; the cost of tobacco leaf and other raw materials; conditions in capital markets, including the market price per share of the company’s common stock and its impact on the number of shares repurchased; and other factors described in this press release and in the company’s Annual Report on Form 10-K for the year ended December 31, 2007. Forward-looking statements made by the company are based on its knowledge of its businesses and the environment in which it operates as of the date on which the statements were made. Due to these risks and uncertainties, as well as matters beyond the control of the company which can affect forward-looking statements, you are cautioned not to place undue reliance on these forward- looking statements, which speak only as of the date of this press release. The company undertakes no duty to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

                (CONSOLIDATED UNAUDITED RESULTS ARE ATTACHED)

                                       UST
                         CONSOLIDATED SALES AND EARNINGS
                     (In thousands, except per share amounts)
                                   (Unaudited)

                                                      First Quarter
                                                2008       2007     % Change

    Net sales                               $472,714   $447,018        + 5.7

    Costs and expenses
     Cost of products sold                   131,356    115,653        +13.6
     Selling, advertising and
      administrative                         128,640    133,060       -  3.3
     Restructuring charges                       412      3,520            -
     Antitrust litigation                          -    122,100            -

     Total costs and expenses                260,408    374,333        +30.4
    Gain on sale of corporate headquarters         -    105,143            -

    Operating income                         212,306    177,828        +19.4
    Interest, net                             17,677      9,575            -

    Earnings before income taxes             194,629    168,253        +15.7
    Income tax expense                        69,295     60,740        +14.1

    Net earnings                            $125,334   $107,513        +16.6

    Net earnings per share:
      Basic                                     $.84       $.67        +25.4
      Diluted                                   $.83       $.67        +23.9

    Dividends per share                         $.63       $.60       +  5.0

    Average number of shares:
      Basic                                  149,078    159,970
      Diluted                                150,385    161,578

                                     UST
                 CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                            (Dollars in thousands)

                                               March 31,      December 31,
                                                 2008            2007
                                             (Unaudited)
    Assets
    Current assets:
     Cash and cash equivalents                  $50,460          $73,697
     Accounts receivable                         59,880           60,318
     Inventories:
       Leaf tobacco                             194,368          202,137
       Products in process                      255,695          258,814
       Finished goods                           150,446          163,247
       Other materials and supplies              24,691           22,365
       Total inventories                        625,200          646,563
     Deferred income taxes                       24,695           26,737
     Income taxes receivable                          -            8,663
     Prepaid expenses and other current assets   28,552           30,296
       Total current assets                     788,787          846,274
    Property, plant and equipment, net          504,647          505,101
    Deferred income taxes                        39,513           35,972
    Goodwill                                     28,184           28,304
    Intangible assets                            55,941           56,221
    Other assets                                 18,711           15,206
       Total assets                          $1,435,783       $1,487,078

    Liabilities and Stockholders' deficit:
    Current liabilities:
     Short term borrowings                     $110,000               $-
     Accounts payable and accrued expenses      189,453          324,814
     Income taxes payable                        57,796                -
     Litigation liability                        26,363           75,360
      Total current liabilities                 383,612          400,174
    Long-term debt                            1,140,000        1,090,000
    Postretirement benefits other than
     pensions                                    83,354           81,668
    Pensions                                    154,847          150,318
    Income taxes payable                         38,480           38,510
    Other liabilities                            26,579           18,610
      Total liabilities                       1,826,872        1,779,280

    Contingencies
    Minority interest and put arrangement        28,207           28,000

    Stockholders' deficit:
       Capital stock(1)                         105,674          105,635
     Additional paid-in capital               1,102,004        1,096,923
     Retained earnings                          805,173          773,829
     Accumulated other comprehensive loss       (48,701)         (45,083)
                                              1,964,150        1,931,304
     Less treasury stock - 62,759,096 shares
      in 2008 and 60,332,966 shares in 2007   2,383,446        2,251,506
       Total stockholders' deficit             (419,296)        (320,202)
       Total liabilities and stockholders'
        deficit                              $1,435,783       $1,487,078

    (1) Common Stock par value $.50 per share: Authorized - 600 million
     shares; issued - 211,347,172 shares in 2008 and 211,269,622 shares in
     2007. Preferred Stock par value $.10 per share: Authorized - 10 million
     shares; Issued - None.

                                     UST
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                            (Dollars in thousands)
                                 (Unaudited)
                                              Three Months ended March 31,
                                                   2008            2007
    Operating Activities:

     Net earnings                                $125,334        $107,513
     Adjustment to reconcile net earnings to
      net cash provided by operating activities:
     Depreciation and amortization                 13,124          11,321
     Share-based compensation expense               2,253           2,104
     Excess tax benefits from share-based
      compensation                                   (593)         (5,527)
     Gain on sale of corporate headquarters
      building                                          -        (105,143)
     Gain on disposition of property, plant
      and equipment                                (1,308)         (1,528)
     Amortization of imputed rent on corporate
      headquarters building                             -             963
     Deferred income taxes                            449          (3,546)
     Changes in operating assets and liabilities:
      Accounts receivable                             438           1,066
      Inventories                                  21,363           8,394
      Prepaid expenses and other assets             3,439          (1,905)
      Accounts payable, accrued expenses,
       pensions and other liabilities            (109,299)        (90,070)
      Income taxes                                 66,581          57,132
      Litigation liability                        (48,997)        119,664
       Net cash provided by operating activities   72,784         100,438

    Investing Activities:

     Short-term investments, net                        -          (8,200)
     Purchases of property, plant and equipment   (12,646)         (4,650)
     Proceeds from dispositions of property,
      plant and equipment                             463         130,187
     Investment in joint venture                      (13)             39
       Net cash (used in) provided by investing
        activities                                (12,196)        117,376

    Financing Activities:

      Revolving credit facility repayments, net  (140,000)              -
     Proceeds from the issuance of debt           296,307               -
     Change in book cash overdraft                (17,674)              -
     Excess tax benefits from share-based
      compensation                                    593           5,527
     Proceeds from the issuance of stock            2,723          20,932
     Dividends paid                               (93,834)        (96,315)
     Stock repurchased                           (131,940)        (50,029)
       Net cash used in financing activities      (83,825)       (119,885)

     (Decrease) increase in cash and cash
      equivalents                                 (23,237)         97,929
     Cash and cash equivalents at beginning of
      year                                         73,697         254,393
     Cash and cash equivalents at end of period   $50,460        $352,322

Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures (Unaudited)

The adjusted non-GAAP financial measures used in this press release exclude the impact of the net gain on the sale of the company’s corporate headquarters, restructuring charges associated with the Project Momentum cost savings initiative and antitrust litigation charges. The “gain on the sale of corporate headquarters, net” reflects the net impact of the gain recorded on the sale and the amortization of the short-term imputed rent on the property, which was recognized through Sept. 2007 when the company relocated its headquarters. These non-GAAP financial measures are not prepared in accordance with generally accepted accounting principles and may be different from non- GAAP measures used by other companies. Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. The company believes that these non-GAAP financial measures are helpful in assessing ongoing and forecasted operating results. In addition, these non-GAAP financial measures facilitate the company’s internal comparisons to historical operating results and comparisons to competitors’ operating results. The company has included these non-GAAP financial measures in this press release because it believes such measures allow for greater transparency related to supplemental information used by management in its financial and operational analysis. Investors are encouraged to review the reconciliations of the non-GAAP financial measures used in this press release to their most directly comparable GAAP financial measures as provided on the following pages.

   Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
                                 (Unaudited)

    Consolidated Operating Income                     First Quarter
                                                2008        2007     %Change
    GAAP operating income                   $212,306    $177,828       +19.4

    Other items:
      Antitrust litigation                         -     122,100           -
      Restructuring charges                      412       3,520           -
      Impact of sale of corporate
       headquarters, net                           -    (104,180)          -

    Adj. non-GAAP operating income          $212,718    $199,268        +6.7

    Consolidated Net Earnings                         First Quarter
                                                2008        2007     %Change
    GAAP net earnings                       $125,334    $107,513       +16.6

    Other items (net of taxes):
      Antitrust litigation                         -      77,752           -
      Restructuring charges                      265       2,246           -
      Impact of sale of corporate
       headquarters, net                           -     (66,467)          -

    Adj. non-GAAP net earnings              $125,599    $121,044        +3.8

    Consolidated Diluted E.P.S.                       First Quarter
                                                2008        2007     %Change
    GAAP diluted E.P.S.                         $.83        $.67       +23.9

    Other items (net of taxes):
      Antitrust litigation                         -         .48           -
      Restructuring charges                      .01         .01           -
      Impact of sale of corporate
       headquarters, net                           -        (.41)          -

    Adj. non-GAAP diluted E.P.S.                $.84        $.75       +12.0

    Smokeless Tobacco Segment Operating Profit        First Quarter
                                                2008        2007     %Change
    GAAP operating profit                   $203,602     $70,990           -

    Other items:
      Antitrust litigation                         -     122,100           -
      Restructuring charges                      149       3,233           -

    Adj. non-GAAP operating profit          $203,751    $196,323        +3.8

                                     UST
                            SUPPLEMENTAL SCHEDULE
                                 (Unaudited)

                                         First Quarter

    Smokeless Tobacco                  2008    2007 % Chg.
    Net Sales(mil)                   $373.6  $367.4   +1.7
    Adj. Non-GAAP Oper. Profit(mil)  $203.8  $196.3   +3.8

    MST Net Can Sales
    Premium(mil)                      134.7   131.8   +2.1
    Price Value(mil)                   25.2    23.4   +8.0
    Total(mil)                        159.9   155.2   +3.0

                                         Volume%                   Point
    MST Share Data                       Chg. vs.                 Chg. vs.
    RAD-SVT 26 wks ended 2/23/08(1)        YAGO        Share       YAGO
    Total Category                         +7.1%
    Total Premium Segment                  +1.7%        54.2%   -2.9 pts
    Total Value Segments                  +14.3%        45.7%   +2.9 pts

    USSTC Share of Total Category          +3.1%        59.0%   -2.2 pts
    USSTC Share of Premium Segment         +1.8%        90.7%   +0.1 pts
    USSTC Share of Value Segments         +10.4%        21.6%   -0.8 pts

    (1) RAD-SVT - Retail Account Data Share & Volume Tracking System.  RAD-SVT
    information is being provided as an indication of current domestic moist
    smokeless tobacco industry trends from wholesale to retail and is not
    intended as a basis for measuring the company's financial performance.
    This information can vary significantly from the company's actual results
    due to the fact that the company reports net shipments to wholesale, while
    RAD-SVT measures shipments from wholesale to retail, the difference in
    time periods measured, as well as new product introductions and promotions.

                                          First Quarter

    Wine                            2008       2007     %Chg.
    Net Sales(mil)                 $86.2      $68.8     +25.3
    Operating Profit(mil)          $11.3      $11.1      +1.7
    Premium Case Sales(thou)       1,271      1,100     +15.5

    Other
    Net Sales(mil)                 $13.0      $10.8     +19.9
    Operating Profit(mil)           $4.7       $4.0     +17.5

[Source: UST Inc ]

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Notes
  1. UST Inc. is a holding company for its principal subsidiaries: U.S. Smokeless Tobacco Company and Ste. Michelle Wine Estates. U.S. Smokeless Tobacco Company is the leading producer and marketer of moist smokeless tobacco products including Copenhagen, Skoal, Red Seal and Husky. Ste. Michelle Wine Estates produces and markets premium wines sold nationally under 20 different labels including Chateau Ste. Michelle, Columbia Crest, Stag’s Leap Wine Cellars and Erath, as well as exclusively distributes and markets Antinori products in the United States. []

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