-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QOQ0molwdqN1O/tdxXVC2aXrz+/YSC0TnRMoYzDnuQCL7eVsHwerZ7uKOYhEjSuD FCBNxMr8+V+e68pISY3gIA== 0000101063-96-000027.txt : 19960517 0000101063-96-000027.hdr.sgml : 19960517 ACCESSION NUMBER: 0000101063-96-000027 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960515 SROS: AMEX SROS: BSE SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHIQUITA BRANDS INTERNATIONAL INC CENTRAL INDEX KEY: 0000101063 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] IRS NUMBER: 041923360 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-01550 FILM NUMBER: 96566251 BUSINESS ADDRESS: STREET 1: 250 E FIFTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5137848011 FORMER COMPANY: FORMER CONFORMED NAME: UNITED BRANDS CO DATE OF NAME CHANGE: 19900403 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended Commission File March 31, 1996 Number 1-1550 CHIQUITA BRANDS INTERNATIONAL, INC. Incorporated under the IRS Employer I.D. Laws of New Jersey No. 04-1923360 250 East Fifth Street, Cincinnati, Ohio 45202 (513) 784-8000 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. YES X NO As of May 1, 1996, there were 55,268,227 shares of Common Stock outstanding. Page 1 of 12 Pages CHIQUITA BRANDS INTERNATIONAL, INC. TABLE OF CONTENTS Page PART I - Financial Information Consolidated Statement of Income for the quarters ended March 31, 1996 and 1995 . . . . . . . . . . 3 Consolidated Balance Sheet as of March 31, 1996, December 31, 1995 and March 31, 1995 . . . . . . 4 Consolidated Statement of Cash Flow for the quarters ended March 31, 1996 and 1995 . . . . . . . . . . 5 Notes to Consolidated Financial Statements . . . . 6 Management's Analysis of Operations and Financial Condition . . . . . . . . . . . . . . . 7 PART II - Other Information Item 6 - Exhibits and Reports on Form 8-K . . . . . . 8 Signature . . . . . . . . . . . . . . . . . . . . . . . . 9 Part I - Financial Information
CHIQUITA BRANDS INTERNATIONAL, INC. CONSOLIDATED STATEMENT OF INCOME (Unaudited) (In thousands, except per share amounts) Quarter Ended March 31, 1996 1995 Net sales $ 624,806 $ 674,269 ---------- ---------- Operating expenses Cost of sales 471,999 495,995 Selling, general and administrative 73,235 77,403 Depreciation 21,711 24,651 ---------- ---------- 566,945 598,049 ---------- ---------- Operating income 57,861 76,220 Interest income 7,340 6,670 Interest expense (35,167) (41,417) Other income, net 194 426 ---------- ---------- Income from continuing operations before income taxes 30,228 41,899 Income taxes (6,000) (8,300) ---------- ---------- Income from continuing operations 24,228 33,599 Discontinued operations -- 4,029 ---------- ---------- Net income $ 24,228 $ 37,628 ========== ========== Weighted average number of common shares outstanding (see Exhibit 11) 55,919 53,482 ========== ========== Earnings per common share: Primary - Continuing operations $ .40 $ .59 - Discontinued operations -- .07 ---------- ---------- - Net income $ .40 $ .66 ========== ========== Fully diluted - Continuing operations $ .38 $ .55 - Discontinued operations -- .07 ---------- ---------- - Net income $ .38 $ .62 ========== ========== Dividends per common share $ .05 $ .05 ========== ==========
See Notes to Consolidated Financial Statements.
CHIQUITA BRANDS INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEET (Unaudited) (In thousands, except share amounts) March 31, 1996 December 31, 1995 March 31, 1995 ASSETS Current assets Cash and equivalents $ 211,945 $ 236,675 $ 125,079 Marketable securities 31,734 34,743 -- Trade receivables (less allowances of $11,075, $11,310 and $14,565) 216,317 184,364 238,581 Other receivables, net 94,017 89,848 71,254 Inventories 277,141 293,379 305,622 Other current assets 36,919 37,827 36,081 ---------- ---------- ---------- Total current assets 868,073 876,836 776,617 Restricted cash 39,520 39,520 77,530 Net assets of discontinued operations -- -- 54,753 Property, plant and equipment, net 1,163,123 1,182,144 1,359,234 Investments and other assets 357,321 356,805 319,239 Intangibles, net 166,941 168,228 157,191 ---------- --------- ---------- Total assets $ 2,594,978 $ 2,623,533 $ 2,744,564 ========== ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Notes and loans payable $ 107,370 $ 119,456 $ 123,973 Long-term debt due within one year 49,876 52,877 76,100 Accounts payable 208,881 206,717 225,008 Accrued liabilities 101,875 130,893 93,441 ---------- ---------- ---------- Total current liabilities 468,002 509,943 518,522 Long-term debt of parent company 841,072 840,925 840,508 Long-term debt of subsidiaries 394,667 401,121 515,402 Accrued pension and other employee benefits 85,935 85,514 73,067 Other liabilities 109,769 113,823 114,265 ---------- ---------- --------- Total liabilities 1,899,445 1,951,326 2,061,764 ---------- ---------- --------- Shareholders' equity Preferred and preference stock 138,369 138,369 190,639 Capital stock, $.33 par value (55,234,823 54,769,140 and 50,232,496 shares) 18,412 18,256 16,745 Capital surplus 584,786 581,019 511,478 Accumulated deficit (46,034) (65,437) (20,938) Minimum pension liability adjustment -- -- (15,124) ---------- ---------- ---------- Total shareholders' equity 695,533 672,207 682,800 ---------- ---------- ---------- Total liabilities and shareholders' equity $ 2,594,978 $ 2,623,533 $ 2,744,564 ========== ========== ==========
See Notes to Consolidated Financial Statements.
CHIQUITA BRANDS INTERNATIONAL, INC. CONSOLIDATED STATEMENT OF CASH FLOW (Unaudited) (In thousands) Quarter Ended March 31, 1996 1995 Cash provided (used) by: Operations Income from continuing operations $ 24,228 $ 33,599 Depreciation and amortization 23,145 26,149 Write-down of Costa Rican banana producing assets 8,900 -- Changes in current assets and liabilities (46,792) (55,187) Other (5,458) (5,253) ---------- ---------- Cash flow from operations 4,023 (692) ---------- ---------- Investing Capital expenditures (12,255) (15,506) Restricted cash deposits -- (2,500) Proceeds from sales of transportation assets and other divestitures -- 12,208 Other 4,699 3,821 ---------- ---------- Cash flow from investing (7,556) (1,977) ---------- ---------- Financing Debt transactions Issuances of long-term debt 4,758 8,020 Repayments of long-term debt (13,488) (35,753) Decrease in notes and loans payable (9,234) (1,846) Stock transactions Issuances of capital stock 1,592 370 Dividends (4,825) (4,560) ---------- ---------- Cash flow from financing (21,197) (33,769) Discontinued operations -- (4,006) ---------- ---------- Decrease in cash and equivalents (24,730) (40,444) Balance at beginning of period 236,675 165,523 --------- ---------- Balance at end of period $ 211,945 $ 125,079 ========= ==========
See Notes to Consolidated Financial Statements. CHIQUITA BRANDS INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Interim results are subject to significant seasonal variations and are not necessarily indicative of the results of operations for a full fiscal year. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary for a fair statement of the results of the interim periods shown have been made. See Notes to Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1995 for additional information relating to the Company's financial statements. In December 1995, the Company's remaining meat operations were sold to Smithfield Foods, Inc. As a result, the Meat Division is accounted for as a discontinued operation in 1995. Inventories consist of the following (in thousands):
March 31, December 31, March 31, 1996 1995 1995 ----------- ------------ ------------ Bananas and other fresh produce $ 42,810 $ 39,920 $ 47,113 Other food products 47,139 64,528 55,338 Growing crops 120,080 120,178 115,395 Materials and supplies 56,650 56,925 72,021 Other 10,462 11,828 15,755 ----------- ------------- ------------ $ 277,141 $ 293,379 $ 305,622 =========== ============= ============
In accordance with its long-standing policy to periodically hedge transactions denominated in foreign currencies, at March 31, 1996, the Company had option contracts which ensure conversion through 1996 of approximately $290 million of foreign sales at a rate not higher than 1.45 Deutsche marks per dollar or lower than 1.34 Deutsche marks per dollar. The carrying value of these option contracts, and their fair value based on quoted market prices, were not significant at March 31, 1996. CHIQUITA BRANDS INTERNATIONAL, INC. MANAGEMENT'S ANALYSIS OF OPERATIONS AND FINANCIAL CONDITION OPERATIONS Net sales for the quarter ended March 31, 1996 decreased 7% from the prior year primarily as a result of the sale of the Costa Rican operations of the Company's Numar edible oils group and other non-core operations in 1995. Income from continuing operations before income taxes was $30 million in the first quarter of 1996 compared to $42 million in 1995. The 1996 amount includes write-downs and costs of $12 million resulting from damage to the Company's banana producing assets caused by industry-wide flooding in Costa Rica during the first quarter. The elimination of earnings from Numar and other divested operations was offset by reduced net interest expense resulting from sales of non-core assets as well as the Company's refinancing and deleveraging program. Banana operating results, excluding the flood-related charges, were comparable to the prior year. The effect of lower banana prices in the European Union ("EU") and higher costs caused by the banana Framework Agreement, which was not fully implemented until the second quarter of 1995, was offset by benefits from the Company's overall cost reduction program. The lower EU pricing resulted primarily from the carryover into early 1996 of the overissuance of special import licenses to European-based banana companies under the pretext of relief for hurricane damage sustained in the Caribbean in 1995. The Company's effective tax rate is affected by the level and mix of income between various domestic and foreign jurisdictions in which the Company operates. FINANCIAL CONDITION Cash decreased by $25 million during the first quarter of 1996 due primarily to $47 million of seasonal increases in working capital and $18 million of net repayments of debt which offset free cash flow generated from operations during the quarter. As a result of sales of non-core assets and related debt reductions, net debt (total debt less cash and securities) has decreased by $244 million since March 31, 1995 to approximately $1.1 billion at March 31, 1996. In February 1996, the Company filed a shelf registration statement for the issuance of up to $500 million of debt and equity securities which was declared effective by the Securities and Exchange Commission in May. The registration statement provides that, unless otherwise stated in a prospectus supplement, proceeds from future issuances of securities will be used to repay outstanding debt of the Company and its subsidiaries and for general corporate purposes. Part II - Other Information Item 6 - Exhibits and Reports on Form 8-K Page Numbers (a) Exhibit 11 - Computation of Earnings Per Common Share . . . . . . . . . . . . . . . . . .10-11 Exhibit 12 - Computation of Ratio of Earnings to Fixed Charges and Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends . . . . . . . . . . . . . . . . . . . . . 12 Exhibit 27 - Financial Data Schedule . . . . . . . . ** ** Copy omitted from this Quarterly Report on Form 10-Q. Copy included in report filed electronically with the Securities and Exchange Commission. (b) The following reports on Form 8-K were filed by the Company during the quarter ended March 31, 1996: February 7, 1996 - to file the Company's Consolidated Financial Statements for the year ended December 31, 1994 and unaudited Consolidated Financial Statements for the nine months ended September 30, 1995, restated to deconsolidate the discontinued Meat Division operations which were sold to Smithfield Foods, Inc. on December 20, 1995. February 26, 1996 - to report the Company's announcement of results of operations for the year ended December 31, 1995. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CHIQUITA BRANDS INTERNATIONAL, INC. By: /s/ William A. Tsacalis William A. Tsacalis Vice President and Controller (Chief Accounting Officer) May 14, 1996PAGE EX-11 2 Exhibit 11
CHIQUITA BRANDS INTERNATIONAL, INC. COMPUTATION OF EARNINGS PER COMMON SHARE (Unaudited) (In thousands, except per share amounts) Quarter Ended March 31, ----------------------- 1996 1995 ---------- ---------- A. Primary earnings per common share ------------------------------------- Income from continuing operations $ 24,228 $ 33,599 Dividends on Series A Preferred Stock (2,066) (2,066) Income from continuing operations ---------- ---------- attributable to common shares 22,162 31,533 Discontinued operations -- 4,029 ---------- ---------- Net income attributable to common shares $ 22,162 $ 35,562 ========== ========== Shares used in calculation of per share data: Weighted average common and equivalent Series C preference shares outstanding 55,089 53,045 Less restricted common shares (310) (390) Dilutive effect of assumed exercise of stock options and warrants 1,140 827 ---------- ---------- 55,919 53,482 ========== ========== Primary earnings per common share: Continuing operations $ .40 $ .59 Discontinued operations -- .07 ---------- ---------- Net income $ .40 $ .66 ========== ========== /TABLE Exhibit 11 (continued)
CHIQUITA BRANDS INTERNATIONAL, INC. COMPUTATION OF EARNINGS PER COMMON SHARE (Unaudited) (In thousands, except per share amounts) Quarter Ended March 31, ------------------------ 1996 1995 ---------- ---------- B. Fully diluted earnings per common share ------------------------------------------- Income from continuing operations $ 24,228 $ 33,599 Discontinued operations -- 4,029 ---------- ---------- Net income $ 24,228 $ 37,628 ========== ========== Shares used to calculate fully diluted earnings per common share: Weighted average common and equivalent Series C preference shares outstanding 55,089 53,045 Less restricted common shares (289) (369) Dilutive effect of assumed conversion of Series A Preferred Stock 7,566 7,566 Dilutive effect of assumed exercise of stock options and warrants 1,463 841 ---------- ---------- 63,829 61,083 ========== ========== Fully diluted earnings per common share: Continuing operations $ .38 $ .55 Discontinued operations -- .07 ---------- ---------- Net income $ .38 $ .62 ========== ========== /TABLE> EX-12 3 Exhibit 12 CHIQUITA BRANDS INTERNATIONAL, INC.
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS (Unaudited) (In thousands, except ratio amounts) Quarter Ended March 31, ------------------------- 1996 1995 ---------- ---------- Earnings: Income from continuing operations before income taxes $ 30,228 $ 41,899 Interest expense 35,167 41,417 Portion of rentals representing interest cost 8,406 12,301 Amortization of capitalized interest 974 1,025 Undistributed share of income of less-than- fifty percent owned investees (208) (513) ---------- ---------- $ 74,567 $ 96,129 ========== ========== Fixed charges: Interest expense $ 35,167 $ 41,417 Capitalized interest 59 200 Portion of rentals representing interest cost 8,406 12,301 ---------- ---------- $ 43,632 $ 53,918 ========== ========== Ratio of earnings to fixed charges 1.71 1.78 ========== ========== Earnings $ 74,567 $ 96,129 ========== ========== Fixed charges $ 43,632 $ 53,918 Preferred stock dividends 2,066 3,136 ---------- ---------- $ 45,698 $ 57,054 ========== ========== Ratio of earnings to combined fixed charges and preferred stock dividends 1.63 1.68 ---------- ---------- /TABLE EX-27 4
5 This schedule contains summary financial information extracted from the Chiquita Brands International, Inc. Form 10-Q for the three months ended March 31, 1996 and is qualified in its entirety by reference to such financial statements. 1,000 3-MOS DEC-31-1996 MAR-31-1996 211,945 31,734 227,392 11,075 277,141 868,073 1,692,627 529,504 2,594,978 468,002 1,235,739 0 138,369 18,412 538,752 2,594,978 624,806 624,806 471,999 471,999 21,711 0 35,167 30,228 6,000 24,228 0 0 0 24,228 .40 .38
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