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Mexican Hass Avocado Importers Association 1103 Old Fallston Road Fallston, MD 21047 Mexican Hass Avocado Importers Association Board Meeting Minutes September 13, 2016 Place AFM Headquarters Las Colinas, Texas Time: 8:00 PM – 4:00 PM Board of Directors: DIRECTORS ALTERNATES Ricardo Vega (p) (Chair) Director Ygnacio Valerio (a) Alt Jorge Hernandez (p)(Vice) Director Alfredo Rodriguez (a) Alt Mike Browne (p) (Treasurer) Director Gary Calaroso (p) Alt Adrian Iturbide (phone)(Sect.) Director Martin Mendoza (p) Alt Luke Sears (p) Director Giovanni Cavaletto (p) Alt Doug Meyer (p) Director Jon Ullrich (p) Alt Carlos Genel (p) Director Victor Barragan (a) Alt Antonio Villaseñor (p) Director Sergio Paz (p) Alt AMS:__________ Officially Present:_____________________ Vicky Carpenter Armando Lopez Kevin Hamilton Ramon Paz Mark Garcia Dolora Sillman Stephanie Bazan Ron Campbell Miguel Molina Alvaro Luque Grisel Perez Kevin Brosch Ivonne Kinser Stephanie Browder Dianne Le Anna Mertz Alejandro Duran Mark Garcia Michael Lemos Alfonso Delgado Mike Edens Sofia Ibarguengoytia Ron Lopez Members______________________________________________________ Juan Betancourt Rob Bertels Ernesto Barron Russell Fanlks Timmy Spath Marco Hernandez Guests:______________________________________________________ Emiliano Escobedo Dr. Gary Williams Jesus Jasso

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Mexican Hass Avocado Importers Association � 1103 Old Fallston Road � Fallston, MD 21047

Mexican Hass Avocado Importers Association Board Meeting Minutes

September 13, 2016 Place AFM Headquarters Las Colinas, Texas Time: 8:00 PM – 4:00 PM Board of Directors:

DIRECTORS ALTERNATES Ricardo Vega (p) (Chair) Director Ygnacio Valerio (a) Alt Jorge Hernandez (p)(Vice) Director Alfredo Rodriguez (a) Alt Mike Browne (p) (Treasurer) Director Gary Calaroso (p) Alt Adrian Iturbide (phone)(Sect.) Director Martin Mendoza (p) Alt Luke Sears (p) Director Giovanni Cavaletto (p) Alt Doug Meyer (p) Director Jon Ullrich (p) Alt Carlos Genel (p) Director Victor Barragan (a) Alt Antonio Villaseñor (p) Director Sergio Paz (p) Alt AMS:__________ Officially Present:_____________________ Vicky Carpenter Armando Lopez Kevin Hamilton Ramon Paz Mark Garcia Dolora Sillman Stephanie Bazan Ron Campbell Miguel Molina Alvaro Luque Grisel Perez

Kevin Brosch Ivonne Kinser Stephanie Browder Dianne Le

Anna Mertz Alejandro Duran Mark Garcia Michael Lemos Alfonso Delgado Mike Edens Sofia Ibarguengoytia Ron Lopez Members______________________________________________________ Juan Betancourt Rob Bertels Ernesto Barron Russell Fanlks Timmy Spath Marco Hernandez Guests:______________________________________________________ Emiliano Escobedo Dr. Gary Williams Jesus Jasso

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Mexican Hass Avocado Importers Association � 1103 Old Fallston Road � Fallston, MD 21047

Ay 8:30 AM Chairman Ricardo Vega took the roll call and established a quorum. Mike Browne made a motion to approve the minutes from the May 17, 2016 board meeting and Adrian Iturbide seconded the motion. The motion passed without objection. Sr. Vega requested that Mike Browne present the Treasurers Report and in turn, Mike introduced MHAIA and AFM’s auditor to present the MHAIA and AFM consolidated financial statements. In short there were no findings noted for the fiscal year ending on June 30, 2016 and the specific financial position is reflected the MHAIA and AFM annual report. Following the audit report, Mike Browne provided the MHAIA Treasury Report and the crop, volume and cash scenario to the board. As of the date of the meeting there is $13.1MM in cash on hand. Regarding the volume and cash scenario, and FY 16-17 estimate and budget which is based upon 2.17 BB lb. A 2.037 volume figure was also offered for consideration. Following this discussion, Dr. Jesus Jasso was introduced to provide an in-person presentation of the crop report that was completed earlier in the month. Essentially, the report remained virtually unchanged with 1.558 MM lbs. estimated in addition to the loca crop. However the original budget number put forward in July was not fully supported by this data and we are 3-4 weeks behind as a result of the earlier work stoppage, the board considered an adjustment the budget estimate. Therefore, because of the crop shortfall and lack of increase from last year, Mike Browne motioned to lower the estimate from 2.17 BB lbs. down to 2.0 BB lbs.. Ricardo Vega seconded the motion, which passed without objection. The board agreed to set a conference call in December after receiving an updated crop report. Upon conclusion of the Crop Report, Dr. Gary Williams of Texas A&M University was introduced to provide the conclusions of the Economic Benefits analysis conducted for 2015 and to describe the process for developing the size-forecasting model. The conclusion of the analysis stated that in 2015, Mexican avocados contributed:

• $3.5 billion in output or spending • $2.2 billion to the U.S. GDP (value added) • 18,695 jobs • $1.2 billion in labor income; and • $594 million in taxes

After conclusion of this presentation, Ron Campbell presented the importer, grower and packer election results. For the importers the preliminary Election results were: 1. Jorge Hernandez, London Fruit 2. Robb Bartels, Mission Produce (Tie for second)

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2. Jon Ullrich, Henry Avocado (Tie for second) There was a two-way tie for second final importer director seat. Thus, a run-off election was held on August 13, 2016 to determine what member would fill the last alternate seat. A notice and run-off ballot was sent to all the members informing them of the tie and requesting that they vote for the second director seat by the run-off election deadline of September 2, 2016. The results of the run-off election tally resulted in the following final two importer director seats and final two importer alternate director seats: Final Elected Importer Directors: 1. Jorge Hernandez, London Fruit 2. John Ulrich, Henry Avocado Final Importer Director Alternates Candidates: 3. Robb Bertels, Mission Produce 4. Giovanni Cavaletto, Index Fresh

Because a sitting board alternate, Giovanni Cavaletto, whose term expires in 2017 ran for a directors seat but received only enough votes to fill the second open alternate seat leaving his existing seat open for one year. The next leading vote getter below will fill the open alternate director seat for the remaining one-year term.

5. Gahl Crane, Ecofarms

In Mexico, APEAM held a separate election to fill two vacant grower and packer seats and their alternates.

Gabriel Villaseñor was elected as a packer and Jorge Rivas was elected to be his alternate. Mauricio Gonzalez was elected as a grower andFernando Torres was elected as his alternate. After the new members were seated Mike Browne motioned to re-elect Jorge Hernandez as Vice Chairman and Ricardo Vega seconded the motion. All were in favor. Additionally, Ricardo motioned to elect Gabriel Villaseñor as secretary. All were in favor. Therefore, the new board for 2016-17 is below:

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Importers Term Expires September: Mike Browne (Treasurer) Director 2017Gary Calaroso Alt 2017Luke Sears Director 2017Gahl Crane Alt 2017Jorge Hernandez (Vice Chair) Director 2018Robb Bertels Alt 2018Jon Ulrich Director 2018Giovanni Cavaletto Alt 2016 Growers / Packers Ricardo Vega (Chairman) Director 2017Ygnacio Valerio Alt 2017Carlos Genel Director 2017Victor Barragan Alt 2017Gabriel Villaseñor (Secretary) Director 2018Jorge Rivas Alt 2018Mauricio Gonzalez Director 2018Fernando Torres Alt 2018

After Lunch, Ron Campbell presented the Executive Director report. The report included updates on the Food Safety Modernization Act, Quality and the Section 8(e) inspections under the South Florida Marketing Order, the APHIS Operational Work Plan and timing for Jalisco, insect finds at the border and MHAIA and AFM bylaw evaluations.

After the presentation, the board agreed to form two committees to address quality inspection questions and the bylaw issues. Ramon Paz, Alfredo Rodriguez, and Luke Sears were chosen to form the Quality Committee and Gary Calaroso, Ramon Paz, and Robb Bertels were chosen to be on the Governance Committee.

Following the Executive Director presentation, Alvaro Luque provided an update on Marketing.

Marketing: AFM team presented a recap of the main promotional programs for Board review: Kevin H. presented the results of the latest Ad Tracker with the following highlights: CAMPAIGN PERFORMANCE: Branding is significantly increasing YOY. The campaign is most effective among Balanced Bonders and Gourmet Seekers (our key targets).

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MESSAGING: Key messages of health, taste and nutrition resonate stronger. Other pillars are also doing well: Year round availability, and versatility. MEDIA MIX: TV, print, digital recognition is comparable with last year, but branding significantly increased. BRAND AWARENESS: Both Mexico’s origin and AFM awareness are successfully increasing, while others are flat. Preference for AFM has been increasing significantly since 2014. In general the new “Always There” campaign is performing very well. Kevin presented updated media plan for 2016- 2017 with a total budget of $16.573.089. This is the new media mix compare to previous year:

New video/ TV buy reflects an important shift towards a new strategy trying to buy more audiences than specific networks:

Total: $15,725,523

FY15/16 Budget FY16/17 Budget

Total: $16,560,695

Top YoY Changes:Publisher-direct partnerships

TV/Video68%

Print6%

OOH0%

DigitalContent11%

ProgrammaticDisplay

2%

Mobile4%

PaidSocial/Influenc

ers…

PaidSearch4%

TechFees0%

TV/Video77%

Print6%

Radio1%

DigitalContent3%

Mobile1%

PaidSocial/Influencers

4%Paid

Search7%

TechFees1%

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Kevin presented an updated scenario for our Super Bowl buy that includes the following highlights: COST: $4.1 million for a 30 second spot. POSITION: Pod 1, Z position MATCH: will concentrate mainly on football buy (NFL & College), Fox Now streaming, digital and some entertainment shows towards Maya target. For our regular campaign, Kevin explained that based on Havas analysis our ad wear out is about 2-3 years so we will still be using some current creative assets in next year’s buy. The production plan for 2017 includes 2 updated football ads, 1 Maya, 1 Cinco de Mayo and 1 new Health & Wellness ad. Total will be 9 new spots that will be produced at the end of 2016. The creatives are being tested right now with consumers. Ivonne Kinser presented our new digital plan & media buy. The most important changes for this new year include the following:

- Eliminate Standard Banners. Engage the audience as opposed to just deliver impressions

- Keep Users Engaged. Offer relevant content within the digital space and encourage social interaction

- Drive to site as a secondary CTA within custom content Our main focus for this new year will be in content marketing, digital video, influencer marketing and Data targeting.

TV: Direct

TV: Audience Finder

Direct buys with key endemic partners

Subscription Video on Demand

Extension of the traditional TV buy Hulu allows us to have a

streaming presence in top Maya-skewing prime

programming

Online Video: Connected TV, desktop, mobile

Programmatically against W25-54 with contextual targeting

around food, health and wellness

Audience finder: merge TV viewing data with 3rd party

data to find high concentrations of a target audience

To the consumer, it’s all video, regardless of platform2016

94%

0%

0%

6%

65%

10%

3%

22%

2017

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One of the most important investments in digital for this year is our partnership with Tastemade that includes two different platforms: For the Love of Mexico as a 3-episode documentary of our industry and process and Flavor Nation, a 12-episode platform including Tastemade’s influencer that will visit iconic cities throughout the U.S. looking for avocado dishes in every season. The other big idea presented was Mini Chefs as our new program with kids that will generate a based of avocado enthusiasts that will create original video content to reach new generations and their moms. Ivonne presented the results and examples of our first Mini Chef program. Alvaro presented an update on the branded sticker program in our fruit. For 2016- 2017 we branded close to 900 million units and the objective for this new year is to have close to 1.2 billion fruits branded. This will be the last year AFM will have an incentive for this program. Alvaro confirmed that AFM won’t be participating this year in the Macy’s parade based on new costs presented by the organization nor would not participate in the AHA sponsorship due to AMS decision of not approving the use of AHA or Go Red for retail activations. Sesame Street deal is still in negotiations. Results of the platform have been very good so far in our PSA plan and digital engagement. Stephanie Bazan presented our new School outreach program with YMI. Thanks to the good results in 2015 with Hispanic schools, we will launch a much bigger program this year reaching 72.000 schools (70% GM/ 30% Hispanic) with a total reach of 10.5 million kids and their families. Stephanie presented our different options to activate our brand in Super Bowl city in January 2017. All of them are still on the works. We have found some difficulties on getting these ideas approved based on the strict control of the NFL Committee and their SB sponsors. Stephanie presented our new participation in SXSW for 2017 that will include again the take over of the Food Truck park, including the new Avomatic experience. The program will also have the regular bar and digital interactions we usually develop for this Millenial event. Stephanie Bazan and Stephanie Browder presented the new Avotour program for colleges and universities that will launch Nov 2016 with the objective of reaching close to 40 top C&U in this fiscal year. The program is co-sponsored with Tabasco and Danone and includes several activation vehicles that will be interacting with students

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and giving away recipes focused on breakfast in each campus. The tour will also include some visits to retailers that are on the works right now.

Stephanie Bazan presented the results of the ad tracker for our Hispanic campaign. In general the brand metrics are show very solid numbers but the campaign results are not what we expected showing some losses in brand recognition and key messaging. After reviewing the results with the team and agency the main actions to improve this results include the following:

• Continue with the “hijo”/”hija” TV spots given continued strong persuasion, saliency and appeal.

• Increase the AFM branding in TV spots to help drive brand recognition and branding

• Given our TV buy is local, we will reinforce the Echale messaging on a national scale in our digital and mobile efforts to extend our reach and frequency

• Agency developing creative “Echale” assets for digital/mobile plan • Leverage the “Vida Aguacate” community to promote and reinforce our Échale

concept with the core target. (Vida Aguacate platform launched and has an goal of reaching 200k registered nueva Latinas by June 2017.)

New Hispanic media buy will go from October to April and will generate 98 million impressions in TV and digital.

Tour Plan

Plan

Tour Route 1 2016

Tour Route 2 2017

Massachusetts

Connecticut

PhiladelphiaPennsylvania

Baltimore/DC

North Carolina

Georgia

Tennessee

Florida

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Mexican Hass Avocado Importers Association � 1103 Old Fallston Road � Fallston, MD 21047

Stephanie Bazan presented our updated Seasonal Program calendar including our sold in promotions for Back to School, Super September, Fiestas Patrias and Football season:

Based on the volume situation, Stephanie presented an updated plan for Super September trying to recuperate most of the planned programs in different parts of the Fall & Winter.

TV 70% DIGITAL 14% MOBILE 17%

2016-2017 Seasonal Shopper Calendar

BACK TO SCHOOLJULY 18 - AUG 28

• Mom & kid-friendly• Health & Wellness halo

SUPER SEPTSEPT 18 – SEP 30

TASTIEST TAILGATEOCT 1 - OCT 31

• Football Association• Re-invent Guac via Speed

Scratch Cooking

FIESTA DEL FUEGOAPR 3 - MAY 5

• Reinforces Cinco• Perfect Guac Complement

SEASON’S EATINGSNOV 1 - DEC 25

• New Occasions• New Holiday Time Periods

GUAC NATIONDEC 26 – FEB 5

• Multi-Guac Solutions• Major “Game Day” Players

FANWICHFEB 13 - MAR 26

• Stand Alone Program• Handheld Opportunity

SUMMER CELEBRATIONSMAY 8 - JUL 4

• Health & Wellness• New Usage Occasion

• New OccasionsFIESTAS PATRIAS

SEPT 1– OCT 15

• Cross-over Appeal

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Dianne Le presented the plan for the Tastiest Tailgate program with Rotel including the 11k plus bin sell in and the new College Football Tour covering 11 top college games from Sep to Nov 2016. Stephanie Bazan presented the new Breakfast program that will launch in 2017 with a key partnership with Eggs and Milk. The program will have a launching coupon in March with Egglands Best (3.5 million units) and a national promotional program in Mar- Apr with the American Egg Board and Milk Pep. The whole partnership will include consumer offers, News America POS materials, Catalina couponing, social media, in-store radio and our branded Avo-Eggs baskets that will be placed in the dairy & eggs displays. Maggie Bezart presented the Flex Funds investment plan for 2016- 2017 with the following spending mix:

9/30 - 700k Online Coupons

9/301M Targeted

In-store Catalina Coupons

In-store Radio

(10/1 Extend Tastiest Tailgate)

In-store Radio

FSI Ad on 9/18

1M Targeted In-store Catalina

CouponsIn-store POS & Displays

/Meal Solution1M Online Coupons

LoveOfGuac.comAFM Landing

Page

6.7k Bins

Sold in

Super September Revised Plan

FSI Ad on 9/18

9/18 - 300k Online Coupons

LoveOfGuac.comAFM Landing

PageIn-store POS & Displays

/Meal Solution

6.7k Bins

Sold in

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Maggie presented the Flex Fund programming for Tier 1 accounts for Sep- Dec 2016:

Maggie presented an update of our in-store guac program. We have 18 branded guacamole carts confirmed with Jewel and in negotiations for another 50 coolers for Randall’s/ Safeway and 12 units for Tony’s Fresh Market in Chicago. Mark Garcia presented an update of our Foodservice program including the new avocado technique for the year: Avo Toppers including sauces, dips, pickling and spreads. The team is working on the final materials that will be unveiled at IFEC & MUFSO and will be sent to key decision makers at the end of November.

FLEX FUNDS 2016- 2017

Tier 1 and 2 accounts = 75% of volume (IRI).

Retailer Sep-16 Oct-16 Nov-16 Dec-16Walmart Demos Demos Demos

Contest Contest ContestLoyalty Loyalty

AdvertisingContest

Loyalty LoyaltyDemosLoyalty Loyalty Loyalty

AdvertisingDemos

LoyaltyAdvertising Advertising Advertising

LoyaltyAdvertising

Demos Demos

AdvertisingDemos Demos Demos

DemosLoyalty

Advertising AdvertisingLoyalty Loyalty

Advertising

A-Hold

Meijer

HEB

Sam'sClub

Safeway/Albertson'

s

Kroger

Delhaize

Costco

Publix

TIER 1 PROGRAMMING SEP- DEC 2016

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Mark presented our first approach to the white table cloth segment by creating dedicated materials to educate on the usage of avocados in steakhouses. These materials will launch at the end of 2016. AFM will participate again in MUFSO as the main sponsor taking over the Night Gala and the Chain Awards. This is our most important branded event of the year. For LTO’s Mark and Stephanie Browder presented positive results in our previous campaigns with Potbelly, Johnny Rockets, On The Border and the up coming promotions with Real Mex, Pappasito’s and Chipotle that we are in advance conversations to do something together for the Super Bowl. Mark presented our up coming new sales materials for distributors and broadliners and the up coming foodservice trade promotion with Heineken for the Super Bowl focused on burgers. Closed Session:

The Board agreed to continue working with Brand Engineers on an as needed basis.

Upon conclusion of the closed session, there being no new business, Luke Sears motioned to adjourn which was seconded by Robb Bertels. The motion passed without objection.

Respectfully Submitted, _________________________________ Ron Campbell, MHAIA Executive Director

I certify that the above is a true and accurate statement of the September 13, 2016, MHAIA Board of Directors Meeting. __________________________ Gabriel Villaseñor, MHAIA Board Secretary