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, 2006
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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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
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410 North Michigan Avenue |
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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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Registrants telephone number, including area code (312) 321-1515 |
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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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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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, 2006, Oil-Dri Corporation of America (the Registrant) issued a press release announcing its results of operations for its first quarter ended October 31, 2006. 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 Form 8-K, including the exhibit, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, and it shall not be deemed incorporated by reference into any filing under 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 |
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Description of Exhibits |
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99.1 |
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Press Release of the Registrant dated November 28, 2006. |
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: |
/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: November 29, 2006 |
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Exhibit Index
Exhibit |
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Description of Exhibits |
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99.1 |
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Press Release of the Registrant dated November 28, 2006. |
Exhibit 99.1
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News Release |
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Release: Immediate |
Contact: |
Ronda J. Williams |
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312-706-3232 |
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Oil-Dri Reports Record First Quarter Sales |
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CHICAGO November 28, 2006 Oil-Dri Corporation of America (NYSE: ODC) today announced record sales and strong growth in earnings per share for the first quarter ended October 31, 2006. |
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The Company reported record net sales of $52,129,000 for the quarter, a 9% increase compared with net sales of $47,789,000 in the same quarter one year ago. The Company reported net income for the quarter of $1,647,000, or $0.24 per diluted share, a 71% increase compared with net income of $1,028,000, or $0.14 per diluted share, in the same quarter one year ago. |
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First Quarter Review |
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President and Chief Executive Officer Daniel S. Jaffee said, We are very pleased and encouraged by the strong start of fiscal year 2007. Quarterly results showed healthy sales growth and the positive results of cost savings programs. |
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Our gross margins improved in the quarter to 20.5% from 17.6% one year ago. While we are encouraged by our quarterly margin improvement, we still have not yet rebuilt lost margins from several years ago. In the quarter, however, we benefited from continued cost savings initiatives and related manufacturing improvement programs. |
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Business Review |
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Sales for the Companys Business-to-Business Products Group were $16,885,000 for the first quarter, relatively flat compared with last years first quarter. Group income was $3,398,000 for the first quarter, up 12% from the prior years first quarter. Increased selling prices for the Groups products offset higher materials, packaging and freight costs. Sales of the Groups bleaching clays and fluids purification products increased in both units and dollars; however, sales of the Groups agricultural chemical carriers declined in both units and dollars. |
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Sales for the Companys Retail and Wholesale Products Group were $35,244,000 for the first quarter, up 14% from the prior years first quarter. Group income was $3,549,000 for the first quarter, up 115% from the first quarter one year ago. Higher unit sales, more efficient trade spending and price increases drove the Groups sales and income growth. Sales of branded and private label cat litters were especially strong in both units and dollars in non-grocery accounts. The Group also saw increased dollar sales of scoopable cat litters in other distribution channels as well as increased dollar sales of industrial and automotive products. -continued- |
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Financial Review |
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On October 9, 2006, Oil-Dris Board of Directors declared quarterly cash dividends of $0.12 per share of outstanding Common Stock and $0.09 per share of outstanding Class B Stock. The dividends will be payable on December 8, 2006, to stockholders of record at the close of business on November 10, 2006. At the October 31, 2006 closing price of $16.19 per share and assuming cash dividends continue at the same rate, the annual yield on the Companys Common Stock is 3%. The Company has paid cash dividends continuously for 32 years. |
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Cash, cash equivalents and short-term investments at October 31, 2006, totaled $24,978,000. Operating cash flow for the quarter was $2,039,000. Capital expenditures for the quarter totaled $2,352,000, which was $528,000 more than the depreciation and amortization of $1,824,000. |
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Looking Forward |
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Jaffee said, We will continue to focus on strengthening our profit margins through expanding higher margin product sales, manufacturing initiatives and other internal cost saving programs. |
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The Company will offer a live web cast of the first quarter earnings teleconference on Wednesday, November 29, 2006, at 10 a.m. CST. 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 web site. |
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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 worlds largest manufacturer of cat litter. |
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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 managements 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. |
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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. |
O I L - D R I C O R P O R A T I O N O F A M E R I C A
Consolidated Statements of Income
(in thousands, except for per share amounts)
(unaudited)
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Three Months Ended October 31, |
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2006 |
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% of Sales |
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2005 |
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% of Sales |
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Net Sales |
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$ |
52,129 |
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100.0 |
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$ |
47,789 |
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100.0 |
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Cost of Sales |
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(41,466 |
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79.5 |
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(39,362 |
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82.4 |
% |
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Gross Profit |
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10,663 |
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20.5 |
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8,427 |
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17.6 |
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Gain on Sale of Long-Lived Assets |
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415 |
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0.9 |
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Operating Expenses |
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(8,161 |
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15.7 |
% |
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(7,259 |
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15.2 |
% |
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Operating Income |
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2,502 |
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4.8 |
% |
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1,583 |
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3.3 |
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Interest Expense |
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(617 |
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1.2 |
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(430 |
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0.9 |
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Other Income |
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363 |
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0.7 |
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250 |
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0.5 |
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Income Before Income Taxes |
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2,248 |
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4.3 |
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1,403 |
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2.9 |
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Income Taxes |
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(601 |
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1.2 |
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(375 |
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0.8 |
% |
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Net Income |
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$ |
1,647 |
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3.2 |
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$ |
1,028 |
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2.2 |
% |
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Net Income Per Share*: |
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Basic Common |
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$ |
0.27 |
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$ |
0.16 |
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Basic Class B Common |
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$ |
0.20 |
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$ |
0.12 |
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Diluted |
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$ |
0.24 |
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$ |
0.14 |
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Average Shares Outstanding*: |
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Basic Common |
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4,852 |
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5,002 |
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Basic Class B Common |
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1,804 |
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1,822 |
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Diluted |
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6,913 |
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7,264 |
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*Net Income Per Share and Average Shares Outstanding for the three months ended October 31, 2005 have been restated to reflect the Companys five-for-four stock split, on September 8, 2006. |
O I L - D R I C O R P O R A T I O N O F A M E R I C A
Consolidated Balance Sheets
(in thousands, except for per share amounts)
(unaudited)
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As of October 31, |
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2006 |
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2005 |
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Current Assets |
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Cash, Cash Equivalents and Investments |
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$ |
24,978 |
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$ |
18,366 |
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Accounts Receivable, net |
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26,009 |
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24,086 |
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Inventories |
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15,947 |
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14,227 |
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Prepaid Expenses |
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6,791 |
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8,643 |
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Total Current Assets |
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73,725 |
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65,322 |
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Property, Plant and Equipment |
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51,880 |
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48,702 |
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Other Assets |
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12,640 |
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12,564 |
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Total Assets |
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$ |
138,245 |
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$ |
126,588 |
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Current Liabilities |
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Current Maturities of Notes Payable |
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$ |
4,080 |
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$ |
3,080 |
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Accounts Payable |
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6,215 |
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6,476 |
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Dividends Payable |
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755 |
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608 |
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Accrued Expenses |
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14,519 |
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14,594 |
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Total Current Liabilities |
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25,569 |
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24,758 |
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Long-Term Liabilities |
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Notes Payable |
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31,080 |
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20,160 |
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Other Noncurrent Liabilities |
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8,295 |
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7,530 |
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Total Long-Term Liabilities |
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39,375 |
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27,690 |
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Stockholders Equity* |
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73,301 |
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74,140 |
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Total Liabilities and Stockholders Equity |
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$ |
138,245 |
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$ |
126,588 |
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Book Value Per Share Outstanding |
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$ |
11.01 |
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$ |
10.86 |
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Acquisitions of Property, Plant and Equipment |
First Quarter |
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$ |
2,352 |
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$ |
3,035 |
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Depreciation and Amortization Charges |
First Quarter |
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$ |
1,824 |
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$ |
1,797 |
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*Stockholders Equity at October 31, 2006, reflects an adjustment of $1,235,000 (net of tax) taken August 1, 2006 as part of the Companys implementation of EITF 04-06 Accounting for Stripping Costs Incurred during Production in the Mining Industry. |
O I L - D R I C O R P O R A T I O N O F A M E R I C A
Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
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For the Three Months Ended |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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2006 |
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2005 |
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Net Income |
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$ |
1,647 |
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$ |
1,028 |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and Amortization |
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1,824 |
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1,797 |
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Decrease (Increase) in Accounts Receivable |
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84 |
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(496 |
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Increase in Inventories |
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(250 |
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(1,541 |
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(Decrease) Increase in Accounts Payable |
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(1,034 |
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1,273 |
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(Decrease) Increase in Accrued Expenses |
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(164 |
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927 |
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Other |
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(68 |
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(1,097 |
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Total Adjustments |
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392 |
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863 |
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Net Cash Provided by Operating Activities |
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2,039 |
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1,891 |
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CASH FLOWS FROM INVESTING ACTIVITIES |
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Capital Expenditures |
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(2,352 |
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(3,035 |
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Other |
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2,647 |
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2,090 |
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Net Cash Provided by (Used in) Investing Activities |
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295 |
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(945 |
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CASH FLOWS FROM FINANCING ACTIVITIES |
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Principal payments on Long-Term Debt |
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(80 |
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(80 |
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Dividends Paid |
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(754 |
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(559 |
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Purchase of Treasury Stock |
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(630 |
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Other |
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75 |
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357 |
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Net Cash Used in Financing Activities |
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(759 |
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(912 |
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Effect of exchange rate changes on cash and cash equivalents |
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(55 |
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(126 |
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Net Increase (Decrease) in Cash and Cash Equivalents |
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1,520 |
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(92 |
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Cash and Cash Equivalents, Beginning of Year |
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6,607 |
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5,945 |
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Cash and Cash Equivalents, October 31, |
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$ |
8,127 |
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$ |
5,853 |
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