SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
For the quarter ended April 1, 1994 Commission file No. 1-10585
CHURCH & DWIGHT CO., INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-4996950
(State of incorporation) (I.R.S. Employer Identification No.)
469 NORTH HARRISON STREET, PRINCETON, N.J. 08543-5297
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (609) 683-5900
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 twelve 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 X No
As of April 29, 1994, there were 19,733,927 shares of Common Stock
outstanding.
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PART I - FINANCIAL INFORMATION
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
(Unaudited)
Three Months Ended
April 1, April 2,
(In thousands, except per share data) 1994 1993*
Net Sales $111,511 $123,897
Cost of sales 64,191 64,752
Gross profit 47,320 59,145
Selling, general and administrative expenses 45,542 51,559
Income from Operations 1,778 7,586
Investment income 189 349
Gain on disposal of product lines 103 102
Other income 164 116
Interest expense 24 109
Equity in joint venture income 1,621 1,800
Income before taxes and cumulative
effect of accounting changes 3,831 9,844
Income taxes 1,412 3,718
Income before cumulative effect of accounting changes 2,419 6,126
Cumulative effect of accounting changes (Note 4)
(net of income tax effect):
Accrual of postretirement benefits - (5,647)
Accrual of postemployment benefits - (533)
Accounting for income taxes - 2,980
Net Income 2,419 2,926
Retained earnings at beginning of period 170,434 152,640
172,853 155,566
Dividends paid 2,210 2,032
Retained earnings at end of period $170,643 $153,534
Weighted average shares outstanding 20,071 20,315
Earnings Per Share:
Income before cumulative effect of accounting changes $.12 $.30
Cumulative effect of accounting changes:
Accrual of postretirement benefits - (.28)
Accrual of postemployment benefits - (.03)
Accounting for income taxes - .15
Net income per share $.12 $.14
* Restated as discussed in Notes 4 and 5.
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CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
April 1, December 31,
1994 1993
(Dollars in thousands) (Unaudited)
Assets
Current Assets
Cash and cash equivalents $6,068 $5,581
Short-term investments 2,000 4,000
Accounts receivable 45,374 42,340
Inventories (Note 2) 54,853 52,739
Income taxes receivable - 3,010
Deferred income taxes 11,834 11,149
Prepaid expenses 5,782 4,634
Total Current Assets 125,911 123,453
Property, Plant and Equipment (Note 3) 124,899 122,195
Note Receivable from Joint Venture 11,000 11,000
Equity Investment in Joint Venture 16,662 16,557
Long-Term Supply Contracts 4,795 4,929
Intangibles, principally Goodwill 3,576 3,607
Total Assets $286,843 $281,741
Liabilities and Stockholders' Equity
Current Liabilities
Short-term borrowings $10,000 $2,000
Accounts payable and accrued expenses 64,993 66,812
Income taxes payable 2,607 -
Total Current Liabilities 77,600 68,812
Long-Term Debt 7,650 7,644
Deferred Income Taxes 21,161 22,530
Deferred Income 646 749
Deferred Liabilities 1,315 1,282
Nonpension Postretirement and
Postemployment Benefits 11,549 11,357
Stockholders' Equity
Preferred Stock - $1 par value
Authorized 2,500,000 shares, none issued - -
Common Stock - $1 par value
Authorized 100,000,000 shares, issued
23,330,494 shares 23,330 23,330
Additional paid-in capital 32,070 32,100
Retained earnings 170,643 170,434
Cumulative translation adjustments (868) (494)
225,175 225,370
Less common stock in treasury, at cost -
3,340,267 shares in 1994 and 3,251,280
shares in 1993 58,253 56,003
Total Stockholders' Equity 166,922 169,367
Total Liabilities and Stockholders' Equity $286,843 $281,741
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CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)
Three Months Ended
April 1, April 2,
(Dollars in thousands) 1994 1993*
Cash Flow From Operating Activities
Net Income $2,419 $2,926
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation, depletion and amortization 3,143 2,799
Provision for postretirement benefits 354 300
Deferred income taxes (2,054) 716
Equity in joint venture income (1,621) (1,800)
Cumulative effect of accounting changes - 3,200
(Gain)/loss on asset disposals (103) (86)
Other (53) 144
Change in assets and liabilities:
(Increase) in accounts receivable (3,102) (1,529)
(Increase) in inventories (2,280) (557)
(Increase) in prepaid expenses (1,164) (1,019)
(Decrease) in accounts payable (1,877) (495)
Increase in income taxes payable 5,584 1,325
Net Cash Provided By (Used in) Operating Activities (754) 5,924
Cash Flow From Investing Activities
(Increase) decrease in short-term investments 2,000 (993)
Additions to property, plant and equipment (5,763) (7,846)
Distributions from joint venture 1,517 1,952
Net Cash Used In Investing Activities (2,246) (6,887)
Cash Flow From Financing Activities
Proceeds from short-term borrowing 8,000 -
Payment of cash dividends (2,210) (2,032)
Proceeds from stock options exercised 124 253
Purchase of treasury stock (2,427) (2,088)
Net Cash Provided by (Used In) Financing Activities 3,487 (3,867)
Net Change In Cash and Cash Equivalents 487 (4,830)
Cash And Cash Equivalents At Beginning Of Year 5,581 14,044
Cash And Cash Equivalents At End Of Period $6,068 $9,214
* Restated as discussed in Notes 4 and 5.
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CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. The consolidated balance sheet as of April 1, 1994, the consolidated
statements of income and retained earnings for the three months ended
April 1, 1994 and April 2, 1993, and the consolidated statements of cash
flow for the three months then ended have been prepared by the Company
without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations and cash flow at April 1, 1994
and for all periods presented have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed consolidated financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's
December 31, 1993 annual report to shareholders. The results of operations
for the period ended April 1, 1994 are not necessarily indicative of the
operating results for the full year.
2. Inventories consist of the following:
April 1, Dec. 31,
(in thousands) 1994 1993
Raw materials and supplies $13,841 $12,690
Work in process 80 103
Finished goods 40,932 39,946
$54,853 $52,739
3. Property, Plant and Equipment consist of the following:
April 1, Dec. 31,
(in thousands) 1994 1993
Land $3,093 $3,103
Buildings and improvements 57,071 54,125
Machinery and equipment 117,601 108,665
Office equipment and leasehold improvements 12,035 11,974
Mineral rights 3,145 3,145
192,945 181,012
Less accumulated depreciation and amortization 77,166 74,248
115,779 106,764
Construction in progress 9,120 15,431
Net Property, Plant and Equipment $124,899 $122,195
4. Accounting Changes
The Company adopted three new accounting standards as of January 1, 1993.
Statement of Financial Accounting Standards No. 106 (SFAS 106), "Employers'
Accounting for Postretirement Benefits Other than Pensions" requires the
accrual of the estimated cost of postretirement benefits. The cost of
these benefits was previously expensed on a pay-as-you-go basis. Adoption
of SFAS 106 resulted in an after-tax charge against earnings of $5.6 million
or $.28 per share. Statement of Financial Accounting Standards No. 109,
"Accounting for Income Taxes," changed the method by which companies
account for deferred income taxes, and its adoption resulted in an
after-tax credit of $3.0 million or $.15 per share.
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CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
During the fourth quarter of 1993, the Company elected to adopt, effective
as of January 1, 1993, the accounting provisions of Statement of Financial
Accounting Standards No. 112 (SFAS 112), "Employers' Accounting for
Postemployment Benefits". First quarter 1993 results have been restated to
reflect such adoption. This standard requires that the cost of benefits
provided to former or inactive employees be recognized on the accrual basis
of accounting. Previously, the Company recognized postemployment benefit
costs when paid. The cumulative effect of this change resulted in a charge
against earnings of $.5 million or $.03 per share. The combined effect of
adopting the three new accounting standards was a charge against earnings
of $3.2 million, or $.16 per share.
5. Investment in Joint Venture
In financial statements originally issued for periods prior to
December 31, 1993, the Company had consolidated its proportionate share
of each of the individual assets, liabilities, revenues and expenses of
the Armand Products Company joint venture. In 1993, the Company restated
its financial statements to reflect the 50 percent interest in the joint
venture on the equity method of accounting for investments. This method
reflects the Company's proportionate share of the joint venture net profit
as a single-line item, "Equity in joint venture income," in the income
statement. Similarly, the Company's investment and cumulative share of
profits less distributions received from the joint venture is reflected as
a single-line item, "Equity investment in joint venture," in the Company's
balance sheet. This change had no effect upon stockholders' equity or the
net income of the Company for any period.
Summarized income statement data for Armand Products Company is as follows:
Three Months Ended
April 1, April 2,
(in thousands) 1994 1993
Net sales $10,803 $9,160
Gross profit 3,818 3,940
Net income 3,016 3,368
Company's share in net income 1,508 1,684
Elimination of Company's share of
intercompany interest expense 113 116
Equity in joint venture income $1,621 $1,800
The financial information presented above is based upon the results of
operation of the Armand Products Company, a joint venture partnership.
Product and services are provided to the Armand Products Company by the
joint venture partners at cost. As a result, the above information would
not be indicative of the results of operations had the joint venture
operated on a stand-alone basis.
6. Net income per share is computed based upon the weighted average
number of shares outstanding during the period. Common equivalent shares
have not been included as their effect is not material.
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MANAGEMENT'S DISCUSSION AND ANALYSIS
Results of Operations
For the quarter ended April 1, 1994, net income was $2.4 million or $.12
per share. This compares with net income of $2.9 million or $.14 per share
for the same period of 1993. In the first quarter of 1993, the Company
adopted three new accounting standards; Statement of Financial Accounting
Standards No. 106, "Employers' Accounting for Postretirement Benefits Other
than Pensions," Statement of Financial Accounting Standards No. 109,
"Accounting for Income Taxes" and Statement of Financial Accounting
Standards No. 112, "Employers' Accounting for Postemployment Benefits".
The net effect of adopting the new accounting standards was a net charge
against earnings of $3.2 million or $.16 per share.
Net sales for the quarter were $111.5 million, representing a decline of
$12.4 million or 10% versus the first quarter of last year. The decrease
was primarily a result of lower unit volume of ARM & HAMMER (registered
trademark) DENTAL CARE (registered trademark) and ARM & HAMMER POWER FRESH
(registered trademark) Powder Detergent. In addition, lower pricing on
ARM & HAMMER POWER FRESH Powder Detergent instituted in December also
contributed to the net sales decline. Specialty Products sales were
essentially unchanged from the same period of a year ago.
Gross margin was 42.4% in the first quarter, as compared with 47.7% in the
first quarter of 1993. This was the result of the price reduction on the
ARM & HAMMER POWER FRESH Powder Detergent and a weaker product mix
associated with lower volume of both ARM & HAMMER DENTAL CARE and
ARM & HAMMER POWER FRESH Powder Detergent.
Selling, general and administrative expenses were $6.0 million lower in the
current quarter versus the same period of a year ago. This decline is
primarily the result of extraordinarily high promotional costs in
connection with the introductory program behind ARM & HAMMER DENTAL CARE
Tartar Control gel in 1993.
Equity in joint venture income was slightly lower than a year ago as a
result of higher manufacturing costs, partially offset by higher unit
volume.
Investment income decreased in the current quarter as compared to a year
ago as a result of a reduction in the amount of funds available for
investment.
Interest payments were slightly higher in the first quarter as compared to
the first quarter of last year due to short-term borrowing however,
essentially the entire current year interest charge was capitalized in
conjunction with investments in property, plant and equipment.
The effective tax rate for the current quarter was 36.9%, down from 37.8%
from the first quarter of 1993. This is a result of tax benefits on
foreign operating results which were recognized at higher effective rates
than the Company's domestic effective tax rate.
Liquidity and Capital Resources
The Company considers cash and short-term investments as the principal
measurement of its liquidity. At April 1, 1994, cash including cash
equivalents and short-term investments totaled $8.1 million as compared to
$9.6 million at December 31, 1993.
During the first quarter of 1994, operating activities required $.8 million
of additional investment, primarily in working capital. The Company
received $1.5 million in distributions from its Armand Products joint
venture, and increased its short-term borrowing by $8.0 million.
Significant expenditures included additions to property, plant and
equipment of $5.8 million, the payment of cash dividends of $2.2 million
and the purchase of treasury stock of $2.4 million.
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PART II - Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
EXHIBIT (13) - Quarterly Report to Stockholders for the
three months ended April 1, 1994.
(b) No reports on Form 8-K were filed for the three months
ended April 1, 1994.
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SIGNATURES
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.
CHURCH & DWIGHT CO.,INC.
(REGISTRANT)
DATE: May 10, 1994 /s/ Anthony P. Deasey
ANTHONY P. DEASEY
VICE PRESIDENT FINANCE
DATE: May 10, 1994 /s/ Mark L. Stolp
MARK L. STOLP
CONTROLLER
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1st Quarter Report
Dear Stockholder:
January and February sales were weak, resulting in a first-quarter
shortfall of 10 percent compared to last year. As anticipated, sales
strengthened in March and we expect that this recovery will continue.
Overall, sales declined to $111.5 million from $123.9 million in the
previous year. Earnings per share were $0.12, down from $0.14 a year
ago. However, last year's earnings were negatively impacted by the effects
of several accounting changes, and comparable earnings per share
were $0.30.
Two products accounted for the sales shortfall. The price reduction for
ARM & HAMMER (registered trademark) POWER FRESH (registered trademark)
Heavy Duty Powder Laundry Detergent, implemented in late December, resulted
in a significant decline in sales. Our powder detergent market share
strengthened throughout the quarter, generating higher sales in March which
were the catalyst for the Division's improvement. Lower sales of
ARM & HAMMER DENTAL CARE (registered trademark) products generated most of
the remaining shortfall compared to a strong, heavily promoted first
quarter of 1993.
There were several positive developments in our detergent business during
the quarter. In addition to the continued roll-out of the powder
detergent price reduction, we have also been testing a powder detergent
with bleach in Florida. The results have been very good and we will
introduce the product nationally in June. We also completed the roll-out
of the quarter-cup concentrated ARM & HAMMER POWER FRESH Heavy Duty Liquid
Laundry Detergent in the Northeast of the United States. Sales and share
were strong throughout the first three months.
ARM & HAMMER DENTAL CARE products are maintaining their premium pricing and
a 9-percent market share in the face of major investments by competitive
products. The national introduction of Mentadent (registered trademark),
Unilever's baking soda and peroxide product, has further expanded the
baking soda toothpaste category to almost one-third of the entire
dentifrice market on a dollar basis.
During the quarter, we continued the introduction of a new baking soda
package. The new spill-proof FRIDGE-FREEZER PACK (trademark) with
FRESHFLO VENTS (trademark) allows the product to deodorize without opening
the box. Initial consumer reception has been excellent and should be
strengthened by advertising support, consisting of 15-second television
commercials in computer-animation style and full-page color print
advertisements in major family service magazines, now appearing nationwide.
In early January, ARM & HAMMER Deodorant Anti-Perspirant with Baking Soda
was launched into the $1.4 billion deodorant/anti-perspirant category.
The sell-in to the trade has gone extremely well. Consumer advertising
will kick off in late June with a heavy schedule of 15- and 30-second
television commercials. Cost-effective promotional support includes an
extensive coupon campaign appearing on ARM & HAMMER product packages.
This is one of many dimensions of our strategy which is targeted at users
of ARM & HAMMER products who already appreciate the deodorizing benefits
of baking soda.
Other introductions include a new fragrance for the ARM & HAMMER Carpet
Deodorizer potpourri line, VANILLA MEADOWS (trademark), a blend of vanilla
and fresh meadow scents; and a redesigned box with improved graphics for
ARM & HAMMER Cat Litter Deodorizer.
Specialty Products Division sales, while off to a slow start in January and
February, rebounded in March with ARMEX (registered trademark) Blast Media,
potassium carbonate and performance sodium bicarbonate achieving record
sales for the month, resulting in a satisfactory first quarter for the
Division.
Two new competitors have emerged in the potassium carbonate business, where
our joint venture, the Armand Products Company, has enjoyed sole producer
status in the United States for the past eight years. Vulcan Materials and
Vicksburg Chemicals have both begun construction of 25,000-ton capacity
facilities which will create an oversupply in the North American market.
At the same time, the Armand Products Company has announced its intent to
build a potassium carbonate facility in Southeast Asia, where the production
of television glass is expected to more than double in the next two or
three years. Because potassium carbonate is a major raw material in the
manufacture of glass for television sets and computers, this new facility,
anticipated to be on stream by late 1995, will give us a competitive
advantage in supplying this growing market overseas.
We are pleased to report that the 50,000-ton expansion at our sodium
bicarbonate plant in Old Fort, Ohio, was completed in the first quarter
ahead of schedule. The expansion project was designed to easily
accommodate, with minimal capital investment, an additional production
increase of 25,000 tons per year to meet future market growth.
At its April 27 meeting, the Board of Directors declared a regular
quarterly dividend of 11 cents per share, payable June 1, 1994 to
stockholders of record at the close of business May 16, 1994. This is
the Company's 373rd regular quarterly dividend.
Sincerely,
/s/ Dwight C. Minton
Dwight C. Minton
Chairman and Chief Executive Officer
April 29, 1994
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CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income (Unaudited)
Three Months Ended
Apr. 1, Apr. 2,
(In thousands, except per share data) 1994 1993*
Net Sales $111,511 $123,897
Cost of sales 64,191 64,752
Gross profit 47,320 59,145
Selling, general and administrative expenses 45,542 51,559
Income from Operations 1,778 7,586
Other income (expense), net 432 458
Equity in joint venture income 1,621 1,800
Income before taxes and cumulative effect of
accounting changes 3,831 9,844
Income taxes 1,412 3,718
Income before cumulative effect of accounting changes 2,419 6,126
Cumulative effect of accounting changes
(net of tax effect) - (3,200)
Net Income $2,419 $2,926
Earnings Per Share:
Income before cumulative effect of accounting changes $.12 $.30
Cumulative effect of accounting changes - (.16)
Net income per share $.12 $.14
Dividends per share $.11 $.10
Weighted average shares outstanding 20,071 20,315
* Quarterly financial information for 1993 has been restated to reflect
the accounting for the Armand Products Company joint venture and the
adoption of SFAS No. 112, "Employers' Accounting for Postemployment
Benefits." These are discussed in Notes 5 and 10, respectively, to the
Consolidated Financial Statements in the Company's 1993 Annual Report to
Stockholders.
11 of 13
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
(Dollars in thousands) Apr. 1, Apr. 2,
1994 1993*
Assets
Current Assets
Cash, equivalents and securities $8,068 $18,266
Accounts receivable 45,374 44,630
Inventories 54,853 45,660
Deferred income taxes 11,834 11,818
Prepaid expenses and other current assets 5,782 6,682
Total Current Assets 125,911 127,056
Property, Plant and Equipment (Net) 124,899 111,739
Note Receivable from Joint Venture 11,000 11,000
Equity Investment in Joint Venture 16,662 17,830
Intangibles and Other Assets 8,371 9,388
Total Assets $286,843 $277,013
Liabilities and Stockholders' Equity
Current Liabilities $77,600 $76,101
Long-Term Debt 7,650 7,759
Deferred Items 23,122 24,624
Nonpension Postretirement and Postemployment Benefits 11,549 10,381
Stockholders' Equity 166,922 158,148
Total Liabilities and Stockholders' Equity $286,843 $277,013
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INVESTOR INFORMATION
Church & Dwight Co., Inc. shares are traded on the New York Stock
Exchange. The symbol is CHD.
Stockholder Inquiries
Communications concerning stockholder records, stock transfer,
changes of ownership, account consolidations, dividends and
change of address should be directed to:
Church & Dwight Co., Inc.
Chemical Bank
J.A.F. Building
P.O. Box 3068
New York, NY 10116-3068
1-800-851-9677
Dividend Reinvestment Plan
Church & Dwight Co., Inc. offers an automatic Dividend Reinvestment
Plan for our Common Stockholders. For details, contact:
Church & Dwight Co., Inc.
Dividend Reinvestment Plan
Chemical Bank
J.A.F. Building
P.O. Box 3069
New York, NY 10116-3069
1-800-851-9677
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