-----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, RrL1jx+N3dzT047FmzfBagh9aOEbj4M6830qIpV6REqVaLgdfkp/+0HbozSdTM1Z /A0r3Zmp0vNBrBdR+fvs2A== /in/edgar/work/20000724/0000950131-00-004449/0000950131-00-004449.txt : 20000921 0000950131-00-004449.hdr.sgml : 20000921 ACCESSION NUMBER: 0000950131-00-004449 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000717 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WHIRLPOOL CORP /DE/ CENTRAL INDEX KEY: 0000106640 STANDARD INDUSTRIAL CLASSIFICATION: [3630 ] IRS NUMBER: 381490038 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-03932 FILM NUMBER: 677538 BUSINESS ADDRESS: STREET 1: WHIRLPOOL CNTR 2000 M 63 STREET 2: C/O CORPORATE SECRETARY CITY: BENTON HARBOR STATE: MI ZIP: 49022-2692 BUSINESS PHONE: 6169235000 MAIL ADDRESS: STREET 1: WHIRLPOOL CTR 2000 M 63 STREET 2: C/O CORPORATE SECRETARY CITY: BENTON HARBOR STATE: MI ZIP: 49022-2692 FORMER COMPANY: FORMER CONFORMED NAME: WHIRLPOOL SEEGER CORP DATE OF NAME CHANGE: 19710824 8-K 1 0001.txt FORM 8-K 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) July 17, 2000 WHIRLPOOL CORPORATION ------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-3932 38-1490038 - ----------------------------- -------------------- -------------------- (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification No.) 2000 M63 North, Benton Harbor, Michigan 49022-2692 -------------------------------------------------------------- (Address of principal executive officers) (Zip Code) (616)-923-5000 ------------------------------------------------------ Registrant's telephone number, including area code Item 5. Other Events ------------ On July 17, 2000, the Company announced its second quarter 2000 earnings. Second quarter 2000 net earnings were $121 million, or $1.66 per diluted share, up 22 percent from second-quarter 1999 earnings of $99 million or $1.30 per diluted share. Year-to-date net earnings were $233 million, or $3.18 per diluted share, up 24 percent from the first half 1999 core earnings of $187 million, or $2.45 per diluted share. Core earnings for 1999 excluded the first quarter Brazilian currency devaluation. Reported 1999 first half earnings were $127 million, or $1.66 per diluted share. Item 7. Financial Statements and Exhibits --------------------------------- Copy of press release dated July 17, 2000 announcing the registrant"s second quarter 2000 performance. 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 hereunto duly authorized. WHIRLPOOL CORPORATION Registrant Date: July 24, 2000 By: /s/ Daniel F. Hopp --------------------------- Name: Daniel F. Hopp Title: Senior Vice President, Corporate Affairs and General Counsel EX-99.1 2 0002.txt COPY OF PRESS RELEASE DATED 07/17/2000 [LOGO OF WHIRLPOOL CORPORATION] WHIRLPOOL CORPORATION REPORTS RECORD SECOND QUARTER Performance Improvement Continues BENTON HARBOR, Mich. - Jul. 17, 2000 - Whirlpool Corporation (NYSE: WHR) today reported record second quarter performance, posting a 28 percent year- over-year increase in quarterly earnings per share. "Our global operations delivered a solid performance for the latest quarter despite a challenging external environment, slowing appliance industry growth in North America and increases in material costs across our markets," said Whirlpool Chairman and CEO David R. Whitwam. Second quarter 2000 net earnings were $121 million, or $1.66 per diluted share, up 22 percent from second-quarter 1999 earnings of $99 million or $1.30 per diluted share. Year-to-date net earnings were $233 million, or $3.18 per diluted share, up 24 percent from the first half 1999 core earnings of $187 million, or $2.45 per diluted share. Core earnings for 1999 excluded the first quarter Brazilian currency devaluation. Reported 1999 first half earnings were $127 million, or $1.66 per diluted share. Second quarter sales of $2.6 billion were down 1.2 percent from the prior year period. Absent currency translations, which reduced sales by $69 million, sales grew 1.5 percent in the quarter. Year-to-date sales were $5.2 billion, up 1.4 percent from the first six months of 1999. Absent currency translations of $132 million, sales grew 4 percent in the first six months of the year. Whirlpool North America reported a solid quarterly operating profit performance despite a slowing of the growth in appliance industry unit shipments and a competitive pricing environment. The performance improvement was driven, in part, by enhanced and innovative new product introductions including the Whispure air purifier line, a totally new line of Conquest refrigerators featuring an in-the-door ice system and new Catalyst clothes washers and companion Senseon dryers, all under the Whirlpool brand. The company's Operational Excellence initiative, a customized Six Sigma quality and productivity improvement program, also contributed significantly to the quarterly results. - more - Whirlpool Quarterly Results -- add one - -------------------------------------- For the remainder of the year, the company expects North American appliance industry unit shipments will continue to slow from prior year levels, but still grow approximately 3 percent for the full year. The company plans a continuation of its accelerated new product introduction schedule supported by higher levels of brand advertising, which is expected to boost sales in the second half of the year. Whirlpool Europe reported gains in quarterly unit shipments, but revenues were adversely affected by nearly 10 percent in the quarter due to the unfavorable impact of currency translation. Quarterly operating profit margins showed continued improvement from first quarter levels, but were also unfavorably affected by both a tightening competitive environment and higher material costs. The company continues to expect European appliance industry shipments to grow between 4 and 5 percent for the full year and it expects continuing performance improvements from its own operations. The company plans several important new product introductions in the second half of the year, all of which are expected to help drive performance improvement. Whirlpool Latin America reported quarterly improvements in unit shipments and operating profits. Currency translations also reduced quarterly revenues in the region. The company continues to see improving economic conditions in the region, and continues to expect appliance industry unit shipments to grow between 7 and 10 percent for the full year. "The exceptional strength of our brands in Latin America will produce solid full-year improvements in operating performance for this important business," said Whitwam. Whirlpool Asia again reported record quarterly performance, with strong improvements in revenues, unit shipments and operating profit. Company performance was again driven by sales growth in India, China and the Asia Pacific countries. The company continues to expect appliance industry unit shipments in its Asian region to grow between 8 and 10 percent for the full year. - more - Whirlpool Quarterly Results -- add two - -------------------------------------- The company also announced that it repurchased 2.1 million shares during the second quarter of 2000. In total the company has now repurchased more than 6.5 million shares and spent approximately 40 percent of the $1 billion authorized by its board of directors. According to Whitwam, "The second quarter was our largest quarter of share repurchases to date. This aggressive approach is based on our confidence in our cash flow generation capabilities and by our continuing view that our shares remain significantly undervalued." In summary Whitwam said, "We are pleased with the solid performance of our global business, especially given the challenging operating environment we are experiencing around the world." "We expect our full-year performance to be up 20 to 25 percent from last year's record levels," added Whitwam. "Although, due to the projected operating environment, we expect to fall modestly short of the current range of earnings estimates projected by Wall Street analysts." Whirlpool Corporation is the world's leading manufacturer and marketer of major home appliances. Headquartered in Benton Harbor, the company manufactures in 13 countries and markets products under 11 major brand names in more than 170 countries. Additional information about the company can be found on the Internet at www.WhirlpoolCorp.com. ### Media Financial - ----- --------- Christopher Wyse Thomas Filstrup 616-923-3417 616-923-3189 christopher j wyse@email.whirlpool.com thomas_c_filstrup@email.whirlpool.com --- Zen Yinger 616-923-5978 zen_m_yinger@email.whirlpool.com This news release contains forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. In addition to the expected appliance industry results for 2000 noted in this news release, there are certain factors that could cause results to differ materially from those anticipated by some of the statements made. These factors are listed in the Company's most recently filed Form 10-Q and/or Form 10-K. CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS (UNAUDITED) WHIRLPOOL CORPORATION FOR THE PERIOD ENDED JUNE 30 (millions of dollars except share and dividend data)
Three Months Ended Year-to-Date -------------------- ------------------ 1999 Pro-forma 2000 1999 2000 1999 "Core" Earnings -------- -------- -------- -------- --------------- Net sales $ 2,586 $ 2,617 $ 5,176 $ 5,102 $ 5,102 EXPENSES: Cost of products sold 1,958 1,967 3,900 3,833 3,833 Selling and administrative 389 437 794 858 858 Intangible amortization 7 8 15 16 16 ------- ------- ------- ------- ------- 2,354 2,412 4,709 4,707 4,707 ------- ------- ------- ------- ------- OPERATING PROFIT 232 205 467 395 395 OTHER INCOME (EXPENSE): Interest and sundry income (expense) (4) 5 (14) (148) 10 Interest expense (46) (44) (83) (85) (85) ------- ------- ------- ------- ------- EARNINGS (LOSS) BEFORE INCOME TAXES AND OTHER ITEMS 182 166 370 162 320 Income taxes 63 62 135 70 123 ------- ------- ------- ------- ------- EARNINGS (LOSS) BEFORE EQUITY EARNINGS AND MINORITY INTERESTS 119 104 235 92 197 Equity in earnings of affiliated companies 7 1 6 (2) (2) Minority interests (5) (6) (8) 37 (8) ------- ------- ------- ------- ------- NET EARNINGS $ 121 $ 99 $ 233 $ 127 $ 187 ======= ======= ======= ======= ======= Per share of common stock: Basic net earnings $ 1.68 $ 1.32 $ 3.20 $ 1.68 $ 2.47 Diluted net earnings $ 1.66 $ 1.30 $ 3.18 $ 1.66 $ 2.45 Cash dividends $ .34 $ .34 $ .68 $ .68 $ .68 ======= ======= ======= ======= =======
Note: 1999 Pro-forma excludes 1st quarter Brazil devaluation. CONSOLIDATED CONDENSED BALANCE SHEETS WHIRLPOOL CORPORATION (millions of dollars)
June 30 December 31 June 30 December 31 2000 1999 2000 1999 (Unaudited) (Audited) (Unaudited) (Audited) ------------ ------------ ----------- ----------- ASSETS LIABILITIES AND STOCKHOLDERS' EQUITY Current Assets Current Liabilities - -------------- ------------------- Cash and equivalents $ 159 $ 261 Notes payable $ 1,089 $ 444 Trade receivables, less Accounts payable 1,110 1,081 allowances of (2000: $131 ;1999: $124) 1,620 1,477 Employee compensation 232 300 Inventories 1,297 1,065 Accrued expenses 839 803 Prepaid expenses and other 256 286 Restructuring costs 8 39 Deferred income taxes 81 88 Current maturities of 32 225 long-term debt ------- ------- ------- ------- Total Current Assets 3,413 3,177 Total Current Liabilities 3,310 2,892 Other Liabilities ----------------- Deferred income taxes 147 157 Postemployment benefits 619 612 Other Assets Other liabilities 168 168 - ------------ Investment in affiliated companies 116 112 Long-term debt 781 714 ------- ------- Intangibles, net 787 795 1,715 1,651 Deferred income taxes 249 247 Other 356 317 Minority Interests 154 416 ------- ------- 1,508 1,471 Stockholders' Equity Common stock 84 84 Property, Plant and Equipment Paid-in capital 389 374 - ----------------------------- Land 67 70 Retained earnings 2,451 2,268 Buildings 863 863 Unearned restricted stock (8) (6) Machinery and equipment 4,261 4,249 Accumulated other comprehensive income (437) (443) Accumulated depreciation (3,080) (3,004) Treasury stock - at cost (626) (410) ------- ------- ------- ------- 2,111 2,178 Total Stockholders' Equity 1,853 1,867 ------- ------- ------- ------- Total Assets $ 7,032 $ 6,826 Total Liabilities and Stockholders' Equity $ 7,032 $ 6,826 ======= ======= ======= =======
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