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)
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June
5, 2009
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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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001-12622
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36-2048898
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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
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(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):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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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
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Results
of Operations and Financial
Condition.
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On June 5, 2009, Oil-Dri Corporation of
America (the “Registrant”) issued a press release announcing its results of
operations for its third quarter and nine-month period ended April 30,
2009. 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.
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Item 9.01
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Financial
Statements and Exhibits.
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(d) Exhibits
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Exhibit
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|||
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Number
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Description of Exhibits
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99.1
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Press
Release dated June 5, 2009
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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 hereunto
duly authorized.
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OIL-DRI
CORPORATION OF AMERICA
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By:
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/s/Charles P.
Brissman
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Charles
P. Brissman
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Vice
President and General Counsel
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Date: June
5, 2009
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Exhibit
Index
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Exhibit
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Number
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Description of Exhibits
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99.1
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Press
Release dated June 5, 2009
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 |
Exhibit
99.1
News
Release
Release:
Immediate Contact:
Ronda J. Williams
312-706-3232
Oil-Dri
Announces Third Quarter and Nine-Month Results
CHICAGO
– (June 5, 2009) – Oil-Dri
Corporation of America (NYSE: ODC) today reported net sales of
$58,053,000 for its third fiscal quarter, a 3% decrease compared with net
sales of $59,543,000 in the same quarter one year ago. The
Company reported net income for the quarter of $2,416,000, or $0.33 per
diluted share, an increase of 18% compared with net income of $2,013,000,
or $0.28 per diluted share one year ago.
The
Company reported net sales of $180,311,000 for its nine-month period, a 4%
increase compared with net sales of $172,854,000 in the same period one
year ago. Net income for the nine-month period was $7,034,000,
or $0.97 per diluted share, a 7% increase compared with net income of
$6,586,000, or $0.91 per diluted share, in the same period last fiscal
year.
Third
Quarter Review
President
and Chief Executive Officer Daniel S. Jaffee said, “Our business has
remained relatively steady through the third quarter and we are pleased
with our quarterly results in spite of these challenging economic
times.
“During
the third quarter, the Retail and Wholesale Products Group was challenged
by unit volume declines and unfavorable exchange rates from international
operations. The Business-to-Business Products Group incurred
increased expenses for new product introductions and experienced unit
volume declines as well. We believe the net sales and unit
volume declines seen in both groups are indicative of the economic
downturn.”
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Business
Review
Net sales
for the Company’s Business-to-Business Products Group were $19,992,000 and group
income was $4,085,000 in the third quarter. Net sales for the
nine-month period were $58,841,000 and group income was
$11,991,000. In the quarter, unit volumes declined for all product
lines. Net sales were down for all products except co-packaged cat
litters, Agsorb
agricultural carriers, Ultra-Clear clarification aids and PelUnite Plus pellet
binders. Additional expenses were incurred for launch activities of
Calibrin
enterosorbents.
Net sales
for the Company’s Retail and Wholesale Products Group were $38,061,000 and group
income was $4,693,000 in the third quarter. Net sales for the
nine-month period were $121,470,000 and group income was
$11,908,000. In the quarter, unit volume was down across all product
lines. Net sales for Cat’s Pride branded
cat litter were up slightly and net sales for Oil-Dri floor absorbent products
were flat. Unfavorable exchange rates and weak global economic
conditions for the Group’s international business in Canada and the United
Kingdom negatively impacted profitability in the quarter.
Financial
Review
On March
17, 2009, Oil-Dri’s Board of Directors declared quarterly cash dividends of
$0.14 per share of outstanding Common Stock and $0.105 per share of outstanding
Class B Stock. The dividends will be payable today June 5, 2009, to
stockholders of record at the close of business on May 22, 2009. At
the April 30, 2009 closing price of $16.14 and assuming cash dividends continue
at the same rate, the annual yield on the Company’s Common Stock is
3.5%.
Cash,
cash equivalents and short-term investments totaled $15,676,000 at April 30,
2009. Capital expenditures for the nine-month period totaled
$12,682,000, which is $7,255,000 more than the depreciation and amortization of
$5,427,800. The increase in capital expenditures was due in large
part to the construction of a new, state-of-the-art plant designed to produce
engineered granules. These granules have very unique characteristics
designed to meet customer specific needs. The plant is scheduled to
come on line during the fourth quarter of this fiscal year.
Looking
Forward
Jaffee
said, “The strength of our balance sheet, the overall financial health of the
Company and the stability of our basic markets are helping us to work through
the present economic difficulties. The new product initiatives are
progressing as planned and we are hopeful they will show improved results in the
coming fiscal year.”
###
The
Company will offer a live web cast of the third quarter earnings teleconference
on Monday, June 8, 2009, from 10:00 a.m. to 10:30 a.m. Chicago
Time. 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.
Agsorb,
Cat’s Pride, Jonny
Cat, Pure-Flo and
Ultra-Clear are all registered trademarks of the Oil-Dri Corporation of
America. Calibrin and Pro’s Choice are
trademarks of Oil-Dri Corporation of America.
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.
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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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Third
Quarter Ended April 30,
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|||||||||||||||||
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2009
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%
of Sales
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2008
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%
of Sales
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||||||||||||||
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Net
Sales
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$ | 58,053 | 100.0 | % | $ | 59,543 | 100.0 | % | |||||||||
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Cost
of Sales
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(44,833 | ) | 77.2 | % | (48,486 | ) | 81.4 | % | |||||||||
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Gross
Profit
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13,220 | 22.8 | % | 11,057 | 18.6 | % | |||||||||||
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Operating
Expenses
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(9,631 | ) | 16.6 | % | (8,236 | ) | 13.8 | % | |||||||||
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Operating
Income
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3,589 | 6.2 | % | 2,821 | 4.7 | % | |||||||||||
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Interest
Expense
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(470 | ) | 0.8 | % | (552 | ) | 0.9 | % | |||||||||
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Other
Income
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301 | 0.5 | % | 445 | 0.7 | % | |||||||||||
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Income
Before Income Taxes
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3,420 | 5.9 | % | 2,714 | 4.6 | % | |||||||||||
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Income
Taxes
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(1,004 | ) | 1.7 | % | (701 | ) | 1.2 | % | |||||||||
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Net
Income
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$ | 2,416 | 4.2 | % | $ | 2,013 | 3.4 | % | |||||||||
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Net
Income Per Share:
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|||||||||||||||||
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Basic
Common
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$ | 0.36 | $ | 0.30 | |||||||||||||
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Basic
Class B Common
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$ | 0.29 | $ | 0.25 | |||||||||||||
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Diluted
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$ | 0.33 | $ | 0.28 | |||||||||||||
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Average
Shares Outstanding:
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|||||||||||||||||
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Basic
Common
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5,149 | 5,092 | |||||||||||||||
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Basic
Class B Common
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1,880 | 1,862 | |||||||||||||||
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Diluted
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7,223 | 7,223 | |||||||||||||||
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Nine
Months Ended April 30,
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|||||||||||||||||
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2009
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%
of Sales
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2008
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%
of Sales
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||||||||||||||
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Net
Sales
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$ | 180,311 | 100.0 | % | $ | 172,854 | 100.0 | % | |||||||||
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Cost
of Sales
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(142,802 | ) | 79.2 | % | (138,019 | ) | 79.8 | % | |||||||||
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Gross
Profit
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37,509 | 20.8 | % | 34,835 | 20.2 | % | |||||||||||
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Operating
Expenses
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(26,711 | ) | 14.8 | % | (25,347 | ) | 14.7 | % | |||||||||
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Operating
Income
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10,798 | 6.0 | % | 9,488 | 5.5 | % | |||||||||||
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Interest
Expense
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(1,453 | ) | 0.8 | % | (1,696 | ) | 1.0 | % | |||||||||
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Other
Income
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330 | 0.2 | % | 1,230 | 0.7 | % | |||||||||||
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Income
Before Income Taxes
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9,675 | 5.4 | % | 9,022 | 5.2 | % | |||||||||||
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Income
Taxes
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(2,641 | ) | 1.5 | % | (2,436 | ) | 1.4 | % | |||||||||
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Net
Income
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$ | 7,034 | 3.9 | % | $ | 6,586 | 3.8 | % | |||||||||
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Net
Income Per Share:
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|||||||||||||||||
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Basic
Common
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$ | 1.06 | $ | 1.01 | |||||||||||||
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Basic
Class B Common
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$ | 0.86 | $ | 0.81 | |||||||||||||
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Diluted
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$ | 0.97 | $ | 0.91 | |||||||||||||
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Average
Shares Outstanding:
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|||||||||||||||||
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Basic
Common
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5,135 | 5,052 | |||||||||||||||
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Basic
Class B Common
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1,872 | 1,852 | |||||||||||||||
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Diluted
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7,237 | 7,206 | |||||||||||||||
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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 April 30,
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|||||||||||
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2009
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2008
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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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$ | 11,680 | $ | 8,165 | |||||||
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Investment
in Treasury Securities
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3,996 | 18,935 | |||||||||
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Accounts
Receivable, net
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28,711 | 31,109 | |||||||||
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Inventories
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20,136 | 16,941 | |||||||||
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Prepaid
Expenses
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6,778 | 5,873 | |||||||||
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Total
Current Assets
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71,301 | 81,023 | |||||||||
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Property,
Plant and Equipment
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58,542 | 50,334 | |||||||||
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Other
Assets
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14,261 | 13,181 | |||||||||
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Total
Assets
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$ | 144,104 | $ | 144,538 | |||||||
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Current
Liabilities
|
|||||||||||
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Current
Maturities of Notes Payable
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$ | 3,200 | $ | 5,580 | |||||||
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Accounts
Payable
|
5,887 | 7,451 | |||||||||
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Dividends
Payable
|
922 | 846 | |||||||||
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Accrued
Expenses
|
14,435 | 15,078 | |||||||||
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Total
Current Liabilities
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24,444 | 28,955 | |||||||||
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Long-Term
Liabilities
|
|||||||||||
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Notes
Payable
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18,300 | 21,500 | |||||||||
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Other
Noncurrent Liabilities
|
9,958 | 7,598 | |||||||||
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Total
Long-Term Liabilities
|
28,258 | 29,098 | |||||||||
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Stockholders'
Equity
|
91,402 | 86,485 | |||||||||
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Total
Liabilities and Stockholders' Equity
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$ | 144,104 | $ | 144,538 | |||||||
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Book
Value Per Share Outstanding
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$ | 13.04 | $ | 12.53 | |||||||
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Acquisitions
of
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|||||||||||
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Property,
Plant and Equipment
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Third
Quarter
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$ | 4,925 | $ | 524 | ||||||
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Year
to Date
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$ | 12,682 | $ | 4,352 | |||||||
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Depreciation
and Amortization Charges
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Third
Quarter
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$ | 1,743 | $ | 1,861 | ||||||
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Year
to Date
|
$ | 5,427 | $ | 5,596 | |||||||
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Consolidated
Statements of Cash Flows
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||||||||
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(in
thousands)
|
||||||||
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(unaudited)
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||||||||
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For
the Nine Months Ended
|
||||||||
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April
30,
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||||||||
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CASH
FLOWS FROM OPERATING ACTIVITIES
|
2009
|
2008
|
||||||
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Net
Income
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$ | 7,034 | $ | 6,586 | ||||
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Adjustments
to reconcile net income to net cash
|
||||||||
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provided
by operating activities:
|
||||||||
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Depreciation
and Amortization
|
5,427 | 5,596 | ||||||
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Decrease
(Increase) in Accounts Receivable
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2,623 | (3,285 | ) | |||||
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(Increase)
in Inventories
|
(2,392 | ) | (1,704 | ) | ||||
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(Decrease)
Increase in Accounts Payable
|
(1,424 | ) | 1,431 | |||||
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(Decrease)
in Accrued Expenses
|
(1,676 | ) | (1,233 | ) | ||||
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Other
|
(1,285 | ) | (1,268 | ) | ||||
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Total
Adjustments
|
1,273 | (463 | ) | |||||
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Net
Cash Provided by Operating Activities
|
8,307 | 6,123 | ||||||
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CASH
FLOWS FROM INVESTING ACTIVITIES
|
||||||||
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Capital
Expenditures
|
(12,682 | ) | (4,352 | ) | ||||
|
Net
Dispositions (Purchases) of Investment Securities
|
17,035 | (440 | ) | |||||
|
Other
|
22 | 43 | ||||||
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Net
Cash Provided by (Used in) Investing Activities
|
4,375 | (4,749 | ) | |||||
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CASH
FLOWS FROM FINANCING ACTIVITIES
|
||||||||
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Principal
payments on Long-Term Debt
|
(5,580 | ) | (4,080 | ) | ||||
|
Dividends
Paid
|
(2,760 | ) | (2,528 | ) | ||||
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Purchase
of Treasury Stock
|
(656 | ) | (20 | ) | ||||
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Other
|
256 | 1,397 | ||||||
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Net
Cash Used in Financing Activities
|
(8,740 | ) | (5,231 | ) | ||||
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Effect
of exchange rate changes on cash and cash equivalents
|
890 | (111 | ) | |||||
|
Net
Increase (Decrease) in Cash and Cash Equivalents
|
4,832 | (3,968 | ) | |||||
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Cash
and Cash Equivalents, Beginning of Year
|
6,848 | 12,133 | ||||||
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Cash
and Cash Equivalents, April 30
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$ | 11,680 | $ | 8,165 | ||||