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) November
28, 2007
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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
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0-8675
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36-2048898
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||
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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410
North Michigan Avenue
Suite
400
Chicago,
Illinois
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60611-4213
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (312)
321-1515
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(Former
name or former address, if changed since last
report.)
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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):
| o |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
| o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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| o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17
CFR 240.14d-2(b))
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| o |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17
CFR 240.13e-4(c))
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Item
2.02
Results of Operations and Financial Condition.
On
November 28, 2007, Oil-Dri Corporation of America (the “Registrant”) issued a
press release announcing its results of operations for its first quarter ended
October 31, 2007. 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
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/ Charles
P. Brissman
Charles
P. Brissman
Vice
President and General Counsel
Date:
November 28, 2007
Exhibit
Index
Exhibit
99.1
 |
News
Release
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||
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Release:
Immediate
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Contact:
Ronda
J. Williams
312-706-3232
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Oil-Dri
Announces Record Sales and
Increased
Earnings for the First Quarter
CHICAGO
- (November 28, 2007) - Oil-Dri Corporation of America (NYSE: ODC)
today
reported net sales of $55,285,000 for its first fiscal quarter ended
October 31, 2007, a 6% increase compared with net sales of $52,129,000
in
the same quarter one year ago. The Company reported net income for
the
quarter of $2,484,000, or $0.35 per diluted share, a 51% increase
compared
with net income of $1,647,000, or $0.24 per diluted share, in the
same
quarter one year ago.
First
Quarter Review
President
and Chief Executive Officer Daniel S. Jaffee said, “I am very pleased with
the strong first quarter results, which reflect both healthy sales
growth
and gross margin enhancement. The combination of our focus on strategic
pricing, improved manufacturing and logistic efficiencies, and procurement
sourcing initiatives helped to expand our gross margin to 22.5% in
the
quarter. I am proud of the entire Oil-Dri Team. By constantly
communicating with our business partners, we are able to meet or
exceed
our customers’ expectations on a daily basis.”
(continued)
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|||
Business
Review
Net
sales
for the Company’s Retail
and Wholesale Products Group
were
$38,368,000 and group income was $4,350,000 in the first quarter. Net sales
and
volume were up for the Group’s private label cat litter business as a result of
added distribution that began in the second half of the last fiscal year. The
Group’s Canadian and United Kingdom operations also contributed to increased net
sales. Net sales of the Group’s industrial and automotive products were down in
the quarter due to lower sales of floor absorbents.
Net
sales
for the Company’s Business-to-Business
Products Group
were
$16,917,000 and group income was $4,001,000 in the first quarter. The Group
achieved increased net sales and volume for its bleaching clay, sports turf
and
animal health and nutrition products. Net sales of the Group’s agricultural
carriers, however, continued to erode due to increasing acceptance of
genetically modified seeds.
Financial
Review
On
October 9, 2007, Oil-Dri’s Board of Directors declared quarterly cash dividends
of $0.13 per share of outstanding Common Stock and $0.0975 per share of
outstanding Class B Stock. The dividends will be payable on December 7, 2007
to
stockholders of record at the close of business on November 23, 2007. At the
October 31, 2007 closing price of $19.59 per share and assuming cash dividends
continue at the same rate, the annual yield on the Company’s Common Stock is
2.7%.
(continued)
The
Company has paid cash dividends continuously since 1974 and has increased
quarterly cash dividend rates in each of the last four fiscal years.
Cash
and
cash equivalents totaled $5,370,000 and short-term investments totaled
$22,350,000 at October 31, 2007. Capital expenditures for the first quarter
totaled $2,147,000, which was $285,000 more than the depreciation and
amortization of $1,862,000.
Looking
Forward
Jaffee
added, “On November 1, 2007, just after the close of our first quarter, we
consummated a sale of California emission reduction credits to an unaffiliated
third party. As a result of the sale, we expect to report a pre-tax gain in
other income of approximately $500,000 in our second quarter ending January
31,
2008.
“We
have
been successful in delivering outstanding product quality and unsurpassed
service to our customers. In return, our business partners have rewarded us
with
an increased share of their value added requirements. We expect this trend
to
continue during the second quarter, which is historically a strong quarter
for
our business.”
###
The
Company will offer a live webcast of the first quarter earnings teleconference
on Thursday, November 29, 2007, at 10am CT. To listen to the call via the web,
please 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.
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,”
“believe”, “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.
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Consolidated
Statements of Income
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|||||||||||||
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(in
thousands, except for per share amounts)
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|||||||||||||
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(unaudited)
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|||||||||||||
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Three
Months Ended October 31,
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|||||||||||||
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2007
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%
of Sales
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2006
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%
of Sales
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||||||||||
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Net
Sales
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$
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55,285
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100.0
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%
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$
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52,129
|
100.0
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%
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|||||
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Cost
of Sales
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(42,855
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)
|
77.5
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%
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(41,466
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)
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79.5
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%
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|||||
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Gross
Profit
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12,430
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22.5
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%
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10,663
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20.5
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%
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|||||||
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Operating
Expenses
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(8,860
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)
|
16.0
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%
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(8,161
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)
|
15.7
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%
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|||||
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Operating
Income
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3,570
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6.5
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%
|
2,502
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4.8
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%
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|||||||
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Interest
Expense
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(574
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)
|
1.0
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%
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(617
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)
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1.2
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%
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|||||
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Other
Income
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430
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0.8
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%
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363
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0.7
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%
|
|||||||
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Income
Before Income Taxes
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3,426
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6.2
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%
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2,248
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4.3
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%
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|||||||
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Income
Taxes
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(942
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)
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1.7
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%
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(601
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)
|
1.2
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%
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|||||
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Net
Income
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$
|
2,484
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4.5
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%
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$
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1,647
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3.2
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%
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|||||
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Net
Income Per Share:
|
|||||||||||||
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Basic
Common
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$
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0.38
|
$
|
0.27
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|||||||||
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Basic
Class B Common
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$
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0.31
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$
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0.20
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|||||||||
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Diluted
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$
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0.35
|
$
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0.24
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|||||||||
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Average
Shares Outstanding:
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|||||||||||||
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Basic
Common
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5,004
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4,852
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|||||||||||
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Basic
Class B Common
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1,840
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1,804
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|||||||||||
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Diluted
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7,145
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6,913
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|||||||||||
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Consolidated
Balance Sheets
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||||||||||
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(in
thousands, except for per share amounts)
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||||||||||
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(unaudited)
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||||||||||
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As
of October 31,
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||||||||||
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2007
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2006
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|||||||||
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Current
Assets
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||||||||||
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Cash
and Cash Equivalents
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$
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5,370
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$
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8,127
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||||||
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Investment
in Treasury Securities
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22,350
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16,851
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||||||||
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Accounts
Receivable, net
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27,579
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26,009
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||||||||
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Inventories
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17,536
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15,947
|
||||||||
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Prepaid
Expenses
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5,757
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6,791
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||||||||
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Total
Current Assets
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78,592
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73,725
|
||||||||
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Property,
Plant and Equipment
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52,054
|
51,880
|
||||||||
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Other
Assets
|
12,410
|
12,640
|
||||||||
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Total
Assets
|
$
|
143,056
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$
|
138,245
|
||||||
|
Current
Liabilities
|
||||||||||
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Current
Maturities of Notes Payable
|
$
|
8,080
|
$
|
4,080
|
||||||
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Accounts
Payable
|
6,395
|
6,215
|
||||||||
|
Dividends
Payable
|
842
|
755
|
||||||||
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Accrued
Expenses
|
13,705
|
14,519
|
||||||||
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Total
Current Liabilities
|
29,022
|
25,569
|
||||||||
|
Long-Term
Liabilities
|
||||||||||
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Notes
Payable
|
23,000
|
31,080
|
||||||||
|
Other
Noncurrent Liabilities
|
7,676
|
8,295
|
||||||||
|
Total
Long-Term Liabilities
|
30,676
|
39,375
|
||||||||
|
Stockholders'
Equity
|
83,358
|
73,301
|
||||||||
|
Total
Liabilities and Stockholders' Equity
|
$
|
143,056
|
$
|
138,245
|
||||||
|
Book
Value Per Share Outstanding
|
$
|
12.18
|
$
|
11.01
|
||||||
|
Acquisitions
of
|
||||||||||
|
Property,
Plant and Equipment
|
First
Quarter
|
$
|
2,147
|
$
|
2,352
|
|||||
|
Depreciation
and Amortization Charges
|
First
Quarter
|
$
|
1,862
|
$
|
1,824
|
|||||
|
Consolidated
Statements of Cash Flows
|
|||||||
|
(in
thousands)
|
|||||||
|
(unaudited)
|
|||||||
|
For
the Three Months Ended
|
|||||||
|
October
31,
|
|||||||
|
CASH
FLOWS FROM OPERATING ACTIVITIES
|
2007
|
2006
|
|||||
|
Net
Income
|
$
|
2,484
|
$
|
1,647
|
|||
|
Adjustments
to reconcile net income to net cash
|
|||||||
|
provided
by operating activities:
|
|||||||
|
Depreciation
and Amortization
|
1,862
|
1,824
|
|||||
|
Decrease
in Accounts Receivable
|
295
|
84
|
|||||
|
(Increase)
in Inventories
|
(2,299
|
)
|
(250
|
)
|
|||
|
Increase
(Decrease) in Accounts Payable
|
296
|
(1,034
|
)
|
||||
|
(Decrease)
in Accrued Expenses
|
(2,606
|
)
|
(164
|
)
|
|||
|
Other
|
(28
|
)
|
(68
|
)
|
|||
|
Total
Adjustments
|
(2,480
|
)
|
392
|
||||
|
Net
Cash Provided by Operating Activities
|
4
|
2,039
|
|||||
|
CASH
FLOWS FROM INVESTING ACTIVITIES
|
|||||||
|
Capital
Expenditures
|
(2,147
|
)
|
(2,352
|
)
|
|||
|
Net
(Purchases) Dispositions of Investment Securities
|
(4,208
|
)
|
2,617
|
||||
|
Other
|
--
|
30
|
|||||
|
Net
Cash (Used in) Provided by Investing Activities
|
(6,355
|
)
|
295
|
||||
|
CASH
FLOWS FROM FINANCING ACTIVITIES
|
|||||||
|
Principal
payments on Long-Term Debt
|
(80
|
)
|
(80
|
)
|
|||
|
Dividends
Paid
|
(834
|
)
|
(754
|
)
|
|||
|
Other
|
909
|
75
|
|||||
|
Net
Cash Used in Financing Activities
|
(5
|
)
|
(759
|
)
|
|||
|
Effect
of exchange rate changes on cash and cash
equivalents
|
(407
|
)
|
(55
|
)
|
|||
|
Net
(Decrease) Increase in Cash and Cash Equivalents
|
(6,763
|
)
|
1,520
|
||||
|
Cash
and Cash Equivalents, Beginning of Year
|
12,133
|
6,607
|
|||||
|
Cash
and Cash Equivalents, October 31
|
$
|
5,370
|
$
|
8,127
|
|||