UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported) | March 11, 2013 |
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| Oil-Dri Corporation of America |
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(Exact name of registrant as specified in its charter)
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| Delaware | 001-12622 | 36-2048898 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
|
410 North Michigan Avenue Suite 400 Chicago, Illinois |
60611-4213 |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code | (312) 321-1515 |
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| |
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(Former name or former address, if changed since last report.)
| |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On March 11, 2013, Oil-Dri Corporation of America (the “Registrant”) issued a press release announcing its results of operations for its second quarter ended January 31, 2013. A copy of the press release is attached as Exhibit 99.1 and the information contained therein is incorporated herein by reference. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), and it shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | |
| Number | Description of Exhibits |
| 99.1 | Press Release dated March 11, 2013 (Quarterly Earnings) |
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 hereunto duly authorized.
| OIL-DRI CORPORATION OF AMERICA | ||
| By: | /s/ Douglas A. Graham | |
| Douglas A. Graham | ||
| Vice President and General Counsel | ||
Date: March 12, 2013
Exhibit Index
| Exhibit | |
| Number | Description of Exhibits |
| 99.1 | Press Release dated March 11, 2013 (Quarterly Earnings) |
410 N. Michigan Ave. Chicago, Illinois 60611, U.S.A
News Announcement
For Immediate Release
Exhibit 99.1
Oil-Dri Announces Second Quarter and Six-Month Results
CHICAGO—(March 11, 2013)—Oil-Dri Corporation of America (NYSE: ODC) today announced net sales of $61,122,000 for the second quarter ended January 31, 2013, a 2% increase compared with net sales of $60,203,000 in the same quarter one year ago. Net income for the second quarter was $2,146,000, or $0.31 per diluted share, down 31% from net income of $3,239,000, or $0.45 per diluted share, for the same quarter one year ago.
Net sales for the six-month period were $122,539,000, a 2% increase compared with net sales of $119,785,000 in the same period one year ago. Net income for the six-month period was $6,598,000, or $0.94 per diluted share, up 57% from net income of $4,314,000, or $0.60 per diluted share, in the same period one year ago.
Business Review
President and Chief Executive Officer Daniel S. Jaffee said, “We are pleased to report a significant increase in earnings for the first six-months. However, due to anticipated increased advertising and promotional spending for Cat’s Pride Fresh & Light in the Retail and Wholesale segment, quarterly earnings per share were down substantially from last year’s second quarter.
We are encouraged by the repeat purchases of our Cat’s Pride Fresh & Light and are focusing our efforts on obtaining consumer trial and expanded distribution.”
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
Segment Review
| Business to Business Products | Three Months Ended January 31, | Change | |
| Fiscal 2013 | Fiscal 2012 | ||
| Net Sales | $21,715,000 | $21,303,000 | 2% |
| Segment Income | $7,101,000 | $6,427,000 | 10% |
| Business to Business Products | Six Months Ended January 31, | Change | |
| Fiscal 2013 | Fiscal 2012 | ||
| Net Sales | $43,497,000 | $42,237,000 | 3% |
| Segment Income | $14,624,000 | $13,867,000 | 5% |
Net sales for the Company’s Business to Business segment for the second quarter were up $412,000 or 2% while segment income was up $674,000 or 10% from the prior year period. The increase was due to volume growth of bleaching clays and animal health products. Market conditions in the global production and processing of agricultural products continued to be favorable in the quarter. Sales of our animal health products grew in volume and dollars. Net sales of co-packaged coarse cat litters were also up during the quarter. Sales declined for products used as agricultural chemical carriers sold to corn rootworm producers and products used in other horticultural applications.
Net sales of Business to Business products for the six-month period were $43,497,000, a 3% increase compared with net sales of $42,237,000 in the same period one year ago. Segment income for the six-month period was $14,624,000, a 5% increase from the same period one year ago. The increase was due to an increase in volume of bleaching clays and animal health products, offset by decreased volume in the recycled oil and agricultural chemical markets.
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
|
Retail and Wholesale Products |
Three Months ended Jan 31, | Change | |||||
| Fiscal 2013 | Fiscal 2012 | ||||||
| Net Sales | $39,407,000 | $38,900,000 | 1% | ||||
| Segment Income | $1,936,000 | $3,058,000 | -37% | ||||
|
Retail and Wholesale Products |
Six Months Ended January 31, | Change | |
| Fiscal 2013 | Fiscal 2012 | ||
| Net Sales | $79,042,000 | $77,548,000 | 2% |
| Segment Income | $6,460,000 | $1,839,000 | 251% |
Net sales for the company’s Retail and Wholesale Products for the second quarter were up 1% while segment income was down $1,122,000 or 37% from the prior year period. The decrease in income was due to increased costs incurred to encourage consumer trial and expanded distribution of Cat’s Pride Fresh & Light cat litter introduced in 2011. Net sales of industrial and automotive products were down while sales by our foreign subsidiaries were up from the same quarter one year ago.
Net sales of Retail and Wholesale products for the six-month period were $79,042,000, a 2% increase compared with net sales of $77,548,000 in the same period one year ago due to lower trade spending. Segment income for the six-month period was $6,460,000, a 251% increase from the same period one year ago. The increase was due to more sales, better product mix, lower packaging costs and lower natural gas costs compared to last year.
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
Financial Review
On December 4, 2012, Oil-Dri’s Board of Directors declared a one-time accelerated cash dividend of $0.36 per share of outstanding Common Stock and $0.27 per share of outstanding Class B Stock, which reflect dividends normally paid in third and fourth quarters. The dividends were paid on December 28, 2012 to stockholders of record at the close of business on December 14, 2012. The Company has paid cash dividends continuously since 1974 and has increased dividends annually for the past nine years.
At the end of the second quarter, the annualized dividend yield on the Company’s Common Stock was 2.6%, based on the quarter’s closing stock price of $27.75 per share and an annual cash dividend of $0.72.
Cash, cash equivalents and short-term investments at January 31, 2012, totaled $35,818,000, which was only $506,000 less than last year despite paying $2,368,000 more in dividends than in the first six-months of fiscal 2012. Capital expenditures for the six-month period totaled $5,009,000, which was $534,000 more than depreciation and amortization of $4,475,000. Capital expenditures included improvements to and replacement of machinery at our manufacturing facilities. Capital expenditures were $3,512,000 at this time last year.
Net cash provided by operating activities was $10,811,000 in the second quarter compared to $10,281,000 for the same period one year ago due to the increase in income and changes in working capital.
Looking Forward
Jaffee continued, “In the balance of the fiscal year we will continue to support Cat’s Pride Fresh & Light and our other value added products with more advertising and promotional spending than we have historically. We expect that our overall advertising and promotional spending for the fiscal year will remain high, but be less than last fiscal year.”
###
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
The Company will offer a live webcast of the second quarter earnings teleconference on Wednesday, March 13, 2013 from 10:00 am to 10:30 am, CT. To listen via the web, visit www.streetevents.com or www.oildri.com. An archived recording of the call and written transcripts of all teleconferences are posted on the Oil-Dri website.
Cat’s Pride and Fresh & Light are registered trademarks of Oil-Dri Corporation of America.
Oil-Dri Corporation of America is a leading supplier of specialty sorbent products for agricultural, horticultural, fluids purification, specialty markets, industrial and automotive, and is the world’s largest manufacturer of cat litter.
Certain statements in this press release may contain forward-looking
statements that are based on our current expectations, estimates, forecasts and projections about our future performance, our business,
our beliefs, and our management’s assumptions. In addition, we, or others on our behalf, may make forward-looking statements
in other press releases or written statements, or in our communications and discussions with investors and analysts in the normal
course of business through meetings, webcasts, phone calls, and conference calls. Words such as “expect,” “outlook,”
“forecast,” “would”, “could,” “should,” “project,” “intend,”
“plan,” “continue,” “believe,” “seek,” “estimate,” “anticipate,
“may,” “assume,” variations of such words and similar expressions are intended to identify such forward-looking
statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Such statements are subject to certain risks, uncertainties and assumptions that could cause actual results to differ materially including, but not limited to, the dependence of our future growth and financial performance on successful new product introductions, intense competition in our markets, volatility of our quarterly results, risks associated with acquisitions, our dependence on a limited number of customers for a large portion of our net sales and other risks, uncertainties and assumptions that are described in Item 1A (Risk Factors) of our most recent Annual Report on Form 10-K and other reports we file with the Securities and Exchange Commission. Should one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, intended, expected, believed, estimated, projected or planned. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except to the extent required by law, we do not have any intention or obligation to update publicly any forward-looking statements after the distribution of this press release, whether as a result of new information, future events, changes in assumptions, or otherwise.
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
Oil-Dri Corporation of America |
|||||
| Consolidated Statements of Income | |||||
| (in thousands, except for per share amounts) | |||||
| (unaudited) | |||||
| Second Quarter Ended January 31, | ||||||||||||||||
| 2013 | % of Sales | 2012 | % of Sales | |||||||||||||
| Net Sales | $ | 61,122 | 100.0 | % | $ | 60,203 | 100.0 | % | ||||||||
| Cost of Sales | (44,853 | ) | 73.4 | % | (45,649 | ) | 75.8 | % | ||||||||
| Gross Profit | 16,269 | 26.6 | % | 14,554 | 24.2 | % | ||||||||||
| Operating Expenses | (12,834 | ) | 21.0 | % | (9,725 | ) | 16.2 | % | ||||||||
| Capacity Rationalization Charges | (50 | ) | 0.1 | % | -- | 0.0 | % | |||||||||
| Operating Income | 3,385 | 5.5 | % | 4,829 | 8.0 | % | ||||||||||
| Interest Expense | (446 | ) | 0.7 | % | (504 | ) | 0.8 | % | ||||||||
| Other Income | 92 | -0.2 | % | (46 | ) | 0.1 | % | |||||||||
| Income Before Income Taxes | 3,031 | 5.0 | % | 4,279 | 7.1 | % | ||||||||||
| Income Taxes | (885 | ) | 1.4 | % | (1,040 | ) | 1.7 | % | ||||||||
| Net Income | $ | 2,146 | 3.5 | % | $ | 3,239 | 5.4 | % | ||||||||
| Net Income Per Share: | ||||||||||||||||
| Basic Common | $ | 0.33 | $ | 0.49 | ||||||||||||
| Basic Class B Common | $ | 0.25 | $ | 0.36 | ||||||||||||
| Diluted | $ | 0.31 | $ | 0.45 | ||||||||||||
| Average Shares Outstanding: | ||||||||||||||||
| Basic Common | 4,896 | 5,124 | ||||||||||||||
| Basic Class B Common | 1,976 | 1,938 | ||||||||||||||
| Diluted | 6,922 | 7,128 | ||||||||||||||
| Six Months Ended January 31, | ||||||||||||||||
| 2013 | % of Sales | 2012 | % of Sales | |||||||||||||
| Net Sales | $ | 122,539 | 100.0 | % | $ | 119,785 | 100.0 | % | ||||||||
| Cost of Sales | (89,039 | ) | 72.7 | % | (91,028 | ) | 76.0 | % | ||||||||
| Gross Profit | 33,500 | 27.3 | % | 28,757 | 24.0 | % | ||||||||||
| Operating Expenses | (23,654 | ) | 19.3 | % | (22,132 | ) | 18.5 | % | ||||||||
| Capacity Rationalization Charges | (62 | ) | 0.1 | % | -- | 0.0 | % | |||||||||
| Operating Income | 9,784 | 8.0 | % | 6,625 | 5.5 | % | ||||||||||
| Interest Expense | (927 | ) | 0.8 | % | (1,028 | ) | 0.9 | % | ||||||||
| Other Income | 231 | 0.2 | % | 155 | 0.1 | % | ||||||||||
| Income Before Income Taxes | 9,088 | 7.4 | % | 5,752 | 4.8 | % | ||||||||||
| Income Taxes | (2,490 | ) | 2.0 | % | (1,438 | ) | 1.2 | % | ||||||||
| Net Income | $ | 6,598 | 5.4 | % | $ | 4,314 | 3.6 | % | ||||||||
| Net Income Per Share: | ||||||||||||||||
| Basic Common | $ | 1.02 | $ | 0.65 | ||||||||||||
| Basic Class B Common | $ | 0.77 | $ | 0.49 | ||||||||||||
| Diluted | $ | 0.94 | $ | 0.60 | ||||||||||||
| Average Shares Outstanding: | ||||||||||||||||
| Basic Common | 4,887 | 5,119 | ||||||||||||||
| Basic Class B Common | 1,960 | 1,929 | ||||||||||||||
| Diluted | 6,904 | 7,114 | ||||||||||||||
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
Oil-Dri Corporation of America |
|||||
| Consolidated Balance Sheets | |||||
| (in thousands, except for per share amounts) | |||||
| (unaudited) | |||||
| As of January 31, | ||||||||
| 2013 | 2012 | |||||||
| Current Assets | ||||||||
| Cash and Cash Equivalents | $ | 25,430 | $ | 27,359 | ||||
| Investment in Short-term Securities | 10,388 | 8,965 | ||||||
| Accounts Receivable, net | 31,004 | 28,907 | ||||||
| Inventories | 22,186 | 21,640 | ||||||
| Prepaid Expenses | 8,169 | 7,230 | ||||||
| 97,177 | 94,101 | |||||||
| Property, Plant and Equipment | 65,117 | 66,810 | ||||||
| Other Assets | 14,124 | 13,311 | ||||||
| Total Assets | $ | 176,418 | $ | 174,222 | ||||
| Current Liabilities | ||||||||
| Current Maturities of Notes Payable | $ | 5,000 | $ | 3,800 | ||||
| Accounts Payable | 6,172 | 6,034 | ||||||
| Dividends Payable | -- | 1,132 | ||||||
| Accrued Expenses | 18,223 | 15,284 | ||||||
| Total Current Liabilities | 29,395 | 26,250 | ||||||
| Long-Term Liabilities | ||||||||
| Notes Payable | 22,400 | 27,400 | ||||||
| Other Noncurrent Liabilities | 34,782 | 22,833 | ||||||
| Total Long-Term Liabilities | 57,182 | 50,233 | ||||||
| Stockholders' Equity | 89,841 | 97,739 | ||||||
| Total Liabilities and Stockholders' Equity | $ | 176,418 | $ | 174,222 | ||||
| Book Value Per Share Outstanding | $ | 13.12 | $ | 13.87 | ||||
| Acquisitions of | ||||||||
| Property, Plant and Equipment | Second Quarter | $ | 2,852 | $ | 1,901 | |||||
| Year to Date | $ | 5,009 | $ | 3,512 | ||||||
| Depreciation and Amortization Charges | Second Quarter | $ | 2,220 | $ | 2,289 | |||||
| Year to Date | $ | 4,475 | $ | 4,634 |
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256
Oil-Dri Corporation of America |
||||||||||
| Consolidated Statements of Cash Flows | ||||||||||
| (in thousands) | ||||||||||
| (unaudited) | ||||||||||
| For the Six Months Ended | ||||||||
| January 31, | ||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | 2013 | 2012 | ||||||
| Net Income | $ | 6,598 | $ | 4,314 | ||||
| Adjustments to reconcile net income to net cash | ||||||||
| provided by operating activities: | ||||||||
| Depreciation and Amortization | 4,475 | 4,634 | ||||||
| Capacity Rationalization Plan Charges | 62 | -- | ||||||
| (Increase) Decrease in Accounts Receivable | (812 | ) | 265 | |||||
| Increase in Inventories | (2,513 | ) | (2,410 | ) | ||||
| Decrease in Accounts Payable | (168 | ) | (179 | ) | ||||
| Increase (Decrease) in Accrued Expenses | 690 | (98 | ) | |||||
| Increase in Pension and Postretirements benefits | 882 | 952 | ||||||
| Other | 1,597 | 2,803 | ||||||
| Total Adjustments | 4,213 | 5,967 | ||||||
| Net Cash Provided by Operating Activities | 10,811 | 10,281 | ||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
| Capital Expenditures | (5,009 | ) | (3,512 | ) | ||||
| Net (Purchases) Dispositions of Investment Securities | (1,222 | ) | 6,855 | |||||
| Other | 34 | 23 | ||||||
| Net Cash (Used in) Provided by Investing Activities | (6,197 | ) | 3,366 | |||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
| Principal Payments on Long-Term Debt | (2,300 | ) | (2,100 | ) | ||||
| Dividends Paid | (4,630 | ) | (2,262 | ) | ||||
| Purchase of Treasury Stock | (175 | ) | -- | |||||
| Other | 852 | 166 | ||||||
| Net Cash Used in Financing Activities | (6,253 | ) | (4,196 | ) | ||||
| Effect of exchange rate changes on cash and cash equivalents | (24 | ) | 23 | |||||
| Net (Decrease) Increase in Cash and Cash Equivalents | (1,663 | ) | 9,474 | |||||
| Cash and Cash Equivalents, Beginning of Period | 27,093 | 17,885 | ||||||
| Cash and Cash Equivalents, End of Period | $ | 25,430 | $ | 27,359 | ||||
Investor Relations Contact
Reagan
Culbertson
reagan.culbertson@oildri.com
(312) 706 3256