-----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, CTFbzbfxuJuWIH3LTCfguZH3LWyCS/dvfulG9yLp1ltdcc8DnWr34LUCACFiUzvp 2N+MedXJiqCJTG33xa9ZkA== 0001104659-09-060489.txt : 20091027 0001104659-09-060489.hdr.sgml : 20091027 20091027092531 ACCESSION NUMBER: 0001104659-09-060489 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091027 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091027 DATE AS OF CHANGE: 20091027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BEMIS CO INC CENTRAL INDEX KEY: 0000011199 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 430178130 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05277 FILM NUMBER: 091138202 BUSINESS ADDRESS: STREET 1: 222 S 9TH ST STE 2300 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-4099 BUSINESS PHONE: 6123763000 MAIL ADDRESS: STREET 2: 222 S 9TH STREET SUITE 2300 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-4099 8-K 1 a09-32286_18k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report - October 27, 2009

(Date of earliest event reported)

 

BEMIS COMPANY, INC.

(Exact name of Registrant as specified in its charter)

 

Commission File Number 1-5277

 

Missouri

 

43-0178130

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification No.)

 

One Neenah Center, 4th Floor, P.O. Box 669, Neenah, Wisconsin 54957-0669

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (920) 727-4100

 

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:

 

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)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 

On October 27, 2009, Bemis Company, Inc. issued a press release containing its financial results for the third quarter ended September 30, 2009, a copy of which is furnished as Exhibit 99 to this report.  Earnings guidance for the balance of 2009 for Bemis Company is included with this press release and will be available during the regular earnings release conference call scheduled for Tuesday, October 27, 2009, at 10:00 a.m. (EDT). Individuals may listen to the call on the Internet at www.bemis.com under “Investor Relations.”  Listeners are urged to check the website ahead of time to ensure their computers are configured for the audio stream.  Instructions for obtaining the required, free, downloadable software are available in a pre-event system test on the site.

 

Use of Non-GAAP Financial Measures

 

The press release furnished as an exhibit to this report contains certain non-GAAP financial measures, including:

 

·                  Segment operating profit as adjusted

 

·                  Segment operating profit as adjusted as a percentage of net sales

 

·                  Diluted earnings per share as adjusted

 

Each of these measures excludes from the most directly comparable GAAP measures the impact of certain items.  Management believes these adjusted measures are useful to investors because they assist an investor’s understanding of the impact of these items on the comparability of the Company’s operations from year-to-year.  Excluding the impact of these items also enables investors to compare our underlying operational results and trends before other charges and income items that are considered by management as not related to the Company’s core operations.  Management uses these adjusted measures to monitor and evaluate operating performance and also for internal planning purposes.  These measures are subject to certain limitations because they do not reflect all charges, income, or other items that were actually recognized by the Company in accordance with GAAP.  As a result, investors should consider these non-GAAP measures in addition to, and not as a substitute for, or superior to, financial performance measures presented in accordance with GAAP.  In addition, these adjusted measures may not be calculated in the same manner as adjusted measures presented by other companies.

 

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

 

(d).                              The October 27, 2009, Bemis Company, Inc. press release for the third quarter ended September 30, 2009, is furnished as Exhibit 99 to this report.

 

2



 

SIGNATURES

 

Pursuant to the requirements of Section 13 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.

 

 

 

 

BEMIS COMPANY, INC.

 

 

 

 

 

 

By

/s/ Gene C. Wulf

 

By

/s/ Stanley A. Jaffy

 

Gene C. Wulf, Senior Vice President and Chief Financial Officer

 

 

Stanley A. Jaffy, Vice President and Controller

 

 

 

 

 

Date  October 27, 2009

 

 

Date  October 27, 2009

 

3


EX-99 2 a09-32286_1ex99.htm EX-99

EXHIBIT 99

 

PRESS RELEASE DATED October 27, 2009

 

BEMIS COMPANY, INC.

One Neenah Center, 4th Floor

P.O. Box 669

Neenah, Wisconsin 54957-0669

 

For additional information please contact:

Melanie E. R. Miller

Vice President, Investor Relations

and Treasurer

(920)527-5045

 

Kristine Pavletich

Public Relations Specialist

(920)527-5159

 

FOR IMMEDIATE RELEASE

 

BEMIS COMPANY REPORTS 2009 THIRD QUARTER RESULTS;

Increases Full Year 2009 Guidance to $1.81 to $1.86 per share

Flexible Packaging Segment Records Strong Operating Performance

 

NEENAH, WISCONSIN, October 27, 2009 – Bemis Company, Inc. (NYSE-BMS) today reported quarterly diluted earnings of $0.33 per share for the third quarter ended September 30, 2009, compared with $0.43 per share for the same quarter of 2008.  Excluding the effect of acquisition related charges and financing, and a gain on sale of an asset, diluted earnings per share would have been $0.48 for the third quarter of 2009 compared to $0.43 per share for the third quarter of 2008.  All of these items are detailed in the attached schedule, “Reconciliation of Non-GAAP Data.”

 

Current quarter comparability was impacted by $16.0 million or $0.09 per share of expenses associated with the planned acquisition of Alcan Packaging Food Americas announced on July 5, 2009.  In addition, current quarter results were reduced by a total of $0.08 per share related to the impact of acquisition financing raised through the issuance of public bonds and common stock during the quarter.  These added costs were partially offset by a $3.6 million gain on the sale of property which added $0.02 per share to results for the quarter.

 

Net sales were $898.9 million for the third quarter of 2009, an 8.7 percent decrease from $984.3 million for the same period of 2008.  Currency effects reduced net sales by 3.6 percent compared to the third quarter of 2008.  The positive net sales impact of the June 2009 acquisition of the South American rigid packaging operations of Huhtamaki Oyj was 1.9 percent during the quarter.  The remaining 7.0 percent decrease in net sales reflects lower unit volume and selling prices offset by improved sales mix compared to the third quarter of 2008.

 

“Improved operating performance in our flexible packaging business segment delivered strong results this quarter,” said Henry Theisen, Bemis Company’s President and Chief Executive Officer.  “Our business model prioritizes material science and innovation to drive sales and operating profit growth.  While overall flexible packaging volumes have decreased and selling prices have declined to reflect lower raw material costs, improved sales mix reflects increased sales volumes in value-added product lines and increased profitability.  In addition, our business teams are delivering the benefits of our cost management initiatives directly to the bottom line.  While currency was still a headwind this quarter, our operations in Europe and Latin America have each delivered strong operating profit improvement from 2008 levels.  Our pressure sensitive materials business has been negatively impacted by the soft global economic conditions, but aggressive cost control measures are achieving sequential improvement in operating results for this business segment.  We are increasing our 2009 total year guidance to reflect the results of the first nine months and our confidence that profit levels will continue to be strong for the remainder of the year.”

 

BUSINESS SEGMENTS

Flexible Packaging

Bemis’ flexible packaging business segment, which represented about 85 percent of total Company net sales, reported net sales of $764.1 million in the third quarter of 2009.  This represents a 7.5 percent decrease compared to net sales of $826.4 million for the third quarter of 2008.  Currency effects reduced net sales by 3.8 percent.  The positive net sales impact of the June 2009 acquisition of the South American rigid packaging operations of Huhtamaki Oyj was 2.2 percent during the quarter.  The remaining 5.9 percent decrease in net sales was driven principally by lower unit volumes.  Segment operating profit for the third quarter of 2009 was $106.0 million, or 13.9 percent of net sales.  Excluding the effect of the gain on sale of property described in the attached schedule, “Reconciliation of Non-GAAP Data,” operating profit for the third quarter of 2009 would have been $102.4 million, or 13.4 percent of net sales.  This compares to operating profit for the third quarter of 2008 of $82.4 million, or 10.0 percent of net sales.  The net effect of currency translation and foreign exchange gains decreased operating profit in the third quarter of 2009 by $1.3 million compared to the same quarter of 2008.  Higher operating profit in

 



 

2009 reflects successful cost management and improved sales mix in 2009.  Operating margins in 2008 were negatively impacted by substantial increases in raw material costs during the third quarter of 2008.

 

Commenting on the flexible packaging business segment results, Theisen said, “The strong performance this quarter illustrates the strength and resiliency of our flexible packaging business.  Our teams have focused on safety, quality, waste reduction, line speeds, and overall operational efficiency to deliver value to our shareholders and enhance Bemis’ bottom line.  Our European business achieved double-digit operating margins for the first time as they improved sales mix and manufacturing efficiencies in 2009.  In South America, the economy is strengthening ahead of the rest of the world, and our packaging operations are benefiting from volume growth in packaging for a wide array of applications.”

 

Pressure Sensitive Materials

Net sales from the pressure sensitive materials business segment for the third quarter of 2009 were $134.8 million, a 14.6 percent decrease from net sales of $157.9 million in the third quarter of 2008.  Currency effects reduced net sales by 2.8 percent compared to the third quarter of 2008.  This segment reported operating profit for the third quarter of 2009 of $5.4 million, or 4.0 percent of net sales, compared to the third quarter of 2008 when segment operating profit was $9.0 million, or 5.7 percent of net sales.  Lower volume in each of the product lines in this business segment has substantially reduced net sales and operating profit in 2009.  The net effect of currency translation and foreign exchange transactions was not significant to the results of the quarter.

 

“Our pressure sensitive materials business teams have maintained a keen focus on cost control during this global economic downturn,” said Theisen.  “While volumes are still lower than they were in 2008, volumes are up sequentially from the second quarter, and operating margins have stabilized.  As the economy improves and growth returns for our customers who participate in the housing, automotive, and advertising markets, we expect our net sales and operating profit levels to recover.”

 

Other Costs (Income), Net

For the third quarter of 2009, other costs and income included $5.8 million of financial income, a decrease of $3.4 million compared to $9.2 million for the third quarter of 2008.  Lower financial income reflects a decrease in interest income from reduced cash balances invested outside of the United States during 2009.  Specifically, cash balances in our Brazilian operations have been applied to debt repayment and used to fund the acquisition of the South American rigid packaging operations of Huhtamaki Oyj in June of 2009.  Other costs and income also included $16.0 million of acquisition related expenses and a gain of $3.6 million on the sale of property located in Brazil.

 

Capital Structure

Total debt to total capitalization was 40.4 percent at September 30, 2009, compared to 31.5 percent at December 31, 2008.  Total debt as of September 30, 2009 was $1.3 billion, an increase of $630.1 million from the balance of $686.6 million at December 31, 2008.  This increase in debt reflects $800.0 million of public bonds issued in July 2009 associated with acquisition financing , net of a reduction in commercial paper and other debt outstanding, which was funded with cash from operations.  Excluding the $800.0 million of public bonds and $202.8 million of common stock issued for acquisition financing, total debt to total capitalization would have been 22.9 percent at September 30, 2009.

 

July 2009 Public Bond Issuance

On July 27, 2009, Bemis issued $400.0 million of bonds due in 2014 with a fixed interest rate of 5.65 percent and $400.0 million of bonds due in 2019 with a fixed interest rate of 6.80 percent.  The proceeds of these bonds will be used as partial funding of the acquisition of the Alcan Packaging Food Americas business announced on July 5, 2009.

 

July 2009 Common Stock Offering

Bemis issued 8.2 million shares of common stock through a public stock offering during the third quarter.  The $202.8 million of net proceeds from this stock offering will also be used as partial funding of the Alcan Packaging Food Americas business.

 

Liquidity

As of September 30, 2009, Bemis had available from its banks a $425.0 million revolving credit facility.  This credit facility is used principally as back-up for the Company’s commercial paper program.  As of September 30, 2009, there was $179.0 million of debt outstanding supported by this credit facility, leaving $246.0 million of available credit.  Once the acquisition of the Alcan Packaging Food Americas business is completed, an amendment to the revolving credit facility will become effective, increasing credit available and therefore total commercial paper capacity from $425.0 million to $625.0 million.  Cash flows from operating activities are expected to continue to provide sufficient liquidity to meet future cash obligations.  Strong cash flows from operations totaling $395.9 million during the first nine months of 2009 were used for $175.6 million of net debt reduction; $62.5 million of capital expenditures; a $43.0 million acquisition of a South American rigid packaging operation; a $30.0 million tax-deductible, voluntary pension contribution; and dividend payments totaling $71.5 million.

 

Pending Acquisition of Alcan Packaging Food Americas

On July 5, 2009, Bemis announced that it had signed a definitive agreement to acquire the Food Americas operations of Alcan Packaging, a business unit of international mining group Rio Tinto plc (LON: RIO; ASX: RIO), for $1.2 billion.  Pursuant to the agreement, Bemis will acquire 23 Food Americas flexible packaging facilities in the U.S., Canada, Mexico, Brazil, Argentina, and New Zealand.  These facilities produce flexible packaging for the food and beverage industries.  The transaction is expected to be accretive to diluted GAAP earnings per share (EPS) in 2010.  We are currently in the process of fulfilling a request for additional information and documentary material received from the U.S. Department of Justice on September 16, 2009, in connection with its Hart-Scott-Rodino regulatory review.  The transaction is expected to be approved by the end of 2009, and Bemis will complete the acquisition as soon as possible thereafter.  The majority of the financing for this transaction

 



 

was completed during the third quarter of 2009 through the issuance of $800.0 million of public bonds and 8.2 million common shares issued in a secondary public stock offering.  The remaining cash purchase price is expected to be financed in the commercial paper market at the time of closing.

 

2009 Earnings Outlook

Consistent with management’s practice, guidance does not reflect the impact of the sale of the property in Brazil, severance charges, acquisition related costs, and interest expense or shares issued in connection with the pending acquisition of the Alcan Packaging Food Americas business.  This provides a direct comparison of 2009 operating results to those of 2008.  Guidance also excludes any operating results of the planned Alcan Packaging Food Americas acquisition.  Management expects fourth quarter 2009 diluted earnings per share to be in a range of $0.40 to $0.45 per share.  Management is also revising its guidance upward for the full year 2009 from $1.68 to $1.75 per share to $1.81 to $1.86 per share, reflecting the improved operating performance for the total year 2009.  Management continues to expect capital expenditures to be in the range of $100 million for the full year 2009.

 

Presentation of Non-GAAP Information

Some of the information presented in this press release reflects adjustments to “As reported” results to exclude certain amounts related to the sale of property in Brazil, the Company’s workforce reductions, and the impact of acquisition related items.  This adjusted information should not be construed as an alternative to the reported results determined in accordance with accounting principles generally accepted in the United States of America (GAAP).  It is provided solely to assist in an investor’s understanding of the impact of these items on the comparability of the Company’s operations.  A reconciliation of the GAAP amounts to the Non-GAAP amounts is included with this press release.

 

New Accounting Pronouncement

In June 2008, the FASB issued guidance now codified as ASC Topic 260, Earnings Per Share, which requires unvested share based payment awards that contain rights to receive non forfeitable dividends (whether paid or unpaid) to be included in the calculation of basic and diluted earnings per share effective January 1, 2009.  Accordingly, the 2008 earnings per share for the quarter and the nine-month period have been recast to reflect the impact of this new accounting guidance to present them on a comparable basis with 2009 results.  The impact of this modification is a $0.01 per share decrease in diluted earnings per share for the third quarter of 2008 and a $0.03 per share decrease in diluted earnings per share for the nine-month period ending September 30, 2008.

 

Forward-Looking Statements

Unless otherwise expressly stated, Bemis’ quarterly and full-year guidance does not reflect the impact of the sale of property in Brazil, acquisition related financing, or charges incurred and yet to be incurred for severance or acquisition related efforts.

 

Statements in this release that are not historical, including statements relating to the expected future performance of the Company, are considered “forward-looking” and are presented pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995.  Such content is subject to certain risks and uncertainties, including but not limited to future changes in cost or availability of raw materials, consumer buying patterns under certain economic conditions, changes in customer order patterns, the results of competitive bid processes, costs associated with the pursuit of business combinations, unexpected costs associated with acquisitions or the inability to complete an acquisition, a failure in our information technology infrastructure or applications, changes in our labor relations, foreign currency fluctuations, changes in working capital requirements, and the availability and related cost of financing from banks and capital markets.  Actual future results and trends may differ materially from historical results or those projected in any such forward-looking statements depending on a variety of factors which are detailed in the Company’s regular SEC filings including the most recently filed Form 10-K for the year ended December 31, 2008.

 

Investor Conference Call

Bemis Company, Inc. will webcast an investor telephone conference regarding its third quarter 2009 financial results this morning at 10 a.m., Eastern Time.  Individuals may listen to the call on the Internet at www.bemis.com under “Investor Relations”.  Listeners are urged to check the website ahead of time to ensure their computers are configured for the audio stream.  Instructions for obtaining the required, free, downloadable software are available in a pre-event system test on the site.

 

About Bemis Company

Bemis Company is a major supplier of flexible packaging and pressure sensitive materials used by leading food, consumer products, manufacturing, and other companies worldwide. Founded in 1858, the Company reported 2008 net sales of $3.8 billion. The Company’s flexible packaging business has a strong technical base in polymer chemistry, film extrusion, coating and laminating, printing, and converting.  Headquartered in Neenah, Wisconsin, Bemis employs about 15,800 individuals in 61 manufacturing facilities in 11 countries around the world.  More information about the Company is available at our website, www.bemis.com.

 



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

898,930

 

$

984,258

 

$

2,608,702

 

$

2,911,499

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of products sold

 

718,814

 

818,333

 

2,086,175

 

2,410,068

 

Selling, general, and administrative expenses

 

95,814

 

85,782

 

273,287

 

262,761

 

Research and development

 

5,837

 

6,222

 

18,412

 

18,987

 

Interest expense

 

13,395

 

10,242

 

25,279

 

30,376

 

Other costs (income), net

 

5,134

 

(8,028

)

8,468

 

(26,274

)

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

59,936

 

71,707

 

197,081

 

215,581

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

21,500

 

25,500

 

71,600

 

77,800

 

 

 

 

 

 

 

 

 

 

 

Net income

 

38,436

 

46,207

 

125,481

 

137,781

 

 

 

 

 

 

 

 

 

 

 

Less: Net income attributable to noncontrolling interests

 

2,596

 

1,944

 

4,410

 

4,772

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to Bemis Company, Inc.

 

$

35,840

 

$

44,263

 

$

121,071

 

$

133,009

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.33

 

$

0.43

 

$

1.15

 

$

1.29

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share

 

$

0.33

 

$

0.43

 

$

1.15

 

$

1.29

 

 

 

 

 

 

 

 

 

 

 

Cash dividends paid per share

 

$

0.225

 

$

0.220

 

$

0.675

 

$

0.660

 

 



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(dollars in thousands)

(unaudited)

 

 

 

September 30,

 

December 31,

 

 

 

2009

 

2008

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,104,012

 

$

43,454

 

Accounts receivable, net

 

470,287

 

426,888

 

Inventories, net

 

427,403

 

435,667

 

Prepaid expenses

 

71,997

 

76,649

 

Total current assets

 

2,073,699

 

982,658

 

 

 

 

 

 

 

Property and equipment, net

 

1,168,806

 

1,135,482

 

 

 

 

 

 

 

Goodwill

 

643,067

 

595,466

 

Other intangible assets, net

 

86,802

 

80,773

 

Deferred charges and other assets

 

38,207

 

27,935

 

Total other long-term assets

 

768,076

 

704,174

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

4,010,581

 

$

2,822,314

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Current portion of long-term debt

 

$

25,544

 

$

18,651

 

Short-term borrowings

 

1,470

 

7,954

 

Accounts payable

 

397,428

 

323,142

 

Accrued salaries and wages

 

97,558

 

63,227

 

Accrued income and other taxes

 

22,156

 

8,807

 

Total current liabilities

 

544,156

 

421,781

 

 

 

 

 

 

 

Long-term debt, less current portion

 

1,289,641

 

659,984

 

Deferred taxes

 

131,480

 

111,832

 

Other liabilities and deferred credits

 

231,910

 

246,174

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

2,197,187

 

1,439,771

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

 

 

 

 

Bemis Company, Inc. stockholders’ equity:

 

 

 

 

 

Common stock issued (125,619,579 and 117,130,962 shares)

 

12,562

 

11,713

 

Capital in excess of par value

 

562,040

 

345,982

 

Retained earnings

 

1,648,737

 

1,599,178

 

Accumulated other comprehensive income (loss)

 

39,630

 

(112,001

)

Common stock held in treasury, 17,422,771 and 17,422,771 shares at cost

 

(498,341

)

(498,341

)

Total Bemis Company, Inc. stockholders’ equity

 

1,764,628

 

1,346,531

 

Noncontrolling interests

 

48,766

 

36,012

 

TOTAL EQUITY

 

1,813,394

 

1,382,543

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

4,010,581

 

$

2,822,314

 

 



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Nine Months Ended
September 30,

 

 

 

2009

 

2008

 

Cash flows from operating activities

 

 

 

 

 

Net income

 

$

125,481

 

$

137,781

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

118,376

 

124,476

 

Excess tax benefit from share-based payment arrangements

 

(272

)

(430

)

Share-based compensation

 

13,898

 

13,444

 

Deferred income taxes

 

14,513

 

7,623

 

Income of unconsolidated affiliated company

 

(1,340

)

(1,301

)

(Gain) loss on sales of property and equipment

 

(3,284

)

743

 

Changes in working capital, net of effects of acquisitions

 

141,801

 

(83,643

)

Net change in deferred charges and credits

 

(13,288

)

7,847

 

 

 

 

 

 

 

Net cash provided by operating activities

 

395,885

 

206,540

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Additions to property and equipment

 

(62,521

)

(87,201

)

Business acquisitions and adjustments, net of cash acquired

 

(30,637

)

 

 

Proceeds from sales of property and equipment

 

10,621

 

1,664

 

 

 

 

 

 

 

Net cash used in investing activities

 

(82,537

)

(85,537

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Proceeds from issuance of long-term debt

 

810,748

 

31,628

 

Repayment of long-term debt

 

(21,158

)

(282,884

)

Net borrowing (repayment) of commercial paper

 

(159,795

)

283,632

 

Net borrowing (repayment) of short-term debt

 

(17,958

)

(40,836

)

Cash dividends paid to stockholders

 

(71,512

)

(68,029

)

Common stock issued

 

202,808

 

 

 

Common stock purchased for the treasury

 

 

 

(26,771

)

Excess tax benefit from share-based payment arrangements

 

272

 

430

 

Stock incentive programs and related withholdings

 

(2,730

)

(1,693

)

 

 

 

 

 

 

Net cash provided (used) by financing activities

 

740,675

 

(104,523

)

 

 

 

 

 

 

Effect of exchange rates on cash and cash equivalents

 

6,535

 

(14,965

)

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

1,060,558

 

1,515

 

 

 

 

 

 

 

Cash and cash equivalents balance at beginning of year

 

43,454

 

147,409

 

 

 

 

 

 

 

Cash and cash equivalents balance at end of period

 

$

1,104,012

 

$

148,924

 

 



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

OPERATING PROFIT AND PRETAX PROFIT

(in millions)

(unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

Flexible Packaging operating profit

 

$

106.0

 

$

82.4

 

$

299.7

 

$

249.7

 

 

 

 

 

 

 

 

 

 

 

Pressure Sensitive Materials operating profit

 

5.4

 

9.0

 

6.5

 

30.0

 

 

 

 

 

 

 

 

 

 

 

General corporate expenses

 

(38.1

)

(9.5

)

(83.8

)

(33.7

)

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(13.4

)

(10.2

)

(25.3

)

(30.4

)

 

 

 

 

 

 

 

 

 

 

Income before income taxes and noncontrolling interests

 

$

59.9

 

$

71.7

 

$

197.1

 

$

215.6

 

 



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP DATA

(in millions, except per share amounts)

(unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2009

 

2008

 

2009

 

2008

 

Reconciliation of GAAP to Non-GAAP Operating Profit and Operating Profit as a Percentage of Net Sales by Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Flexible Packaging

 

 

 

 

 

 

 

 

 

Net Sales

 

$

764.1

 

$

826.4

 

$

2,212.8

 

$

2,421.9

 

 

 

 

 

 

 

 

 

 

 

Operating Profit as reported

 

106.0

 

82.4

 

299.7

 

249.7

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjustments:

 

 

 

 

 

 

 

 

 

Severance costs for reductions in workforce

 

 

 

 

 

1.4

 

 

 

Gain on sale of land and building

 

(3.6

)

 

 

(3.6

)

 

 

 

 

 

 

 

 

 

 

 

 

Operating Profit as adjusted

 

$

102.4

 

$

82.4

 

$

297.5

 

$

249.7

 

 

 

 

 

 

 

 

 

 

 

Operating Profit as a percentage of Net Sales

 

 

 

 

 

 

 

 

 

As Reported

 

13.9

%

10.0

%

13.5

%

10.3

%

As Adjusted

 

13.4

%

10.0

%

13.4

%

10.3

%

 

 

 

 

 

 

 

 

 

 

Pressure Sensitive Materials

 

 

 

 

 

 

 

 

 

Net Sales

 

$

134.8

 

$

157.9

 

$

395.9

 

$

489.6

 

 

 

 

 

 

 

 

 

 

 

Operating Profit as reported

 

5.4

 

9.0

 

6.5

 

30.0

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjustments:

 

 

 

 

 

 

 

 

 

Severance costs for reductions in workforce

 

 

 

 

 

2.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Profit as adjusted

 

$

5.4

 

$

9.0

 

$

9.1

 

$

30.0

 

 

 

 

 

 

 

 

 

 

 

Operating Profit as a percentage of Net Sales

 

 

 

 

 

 

 

 

 

As Reported

 

4.0

%

5.7

%

1.6

%

6.1

%

As Adjusted

 

4.0

%

5.7

%

2.3

%

6.1

%

 

 

 

 

 

 

 

 

 

 

Reconciliation of GAAP to Non-GAAP Earnings per Share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share as reported

 

$

0.33

 

$

0.43

 

$

1.15

 

$

1.29

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjustments per share, net of taxes:

 

 

 

 

 

 

 

 

 

Severance costs for reductions in workforce

 

 

 

 

 

0.02

 

 

 

Gain on sale of land and building

 

(0.02

)

 

 

(0.02

)

 

 

Transaction related costs (1)

 

0.03

 

 

 

0.12

 

 

 

Bridge financing fees (2)

 

0.06

 

 

 

0.06

 

 

 

Financing impact of the pending Alcan Packaging Food Americas acquisition (3)

 

0.08

 

 

 

0.08

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share as adjusted

 

$

0.48

 

$

0.43

 

$

1.41

 

$

1.29

 

 


(1)   Transaction related costs include those costs related primarily to our pending acquisition of Alcan Packaging Food Americas. These costs consist of legal, accounting, and other professional fees.

(2)   Fees incurred to secure an $800 million bridge financing commitment for the Alcan Packaging Food Americas acquisition. The bridge financing commitment was terminated upon the issuance of the $800 million of public debt discussed in Note 3 below.

(3)   Impact from the July 2009 financing of the pending Alcan Packaging Food Americas acquisition (8.175 million shares and $800 million of public debt). The EPS impact includes the effect of the interest expense on the debt and the dilutive effect of the newly issued shares while the acquisition is pending.

 


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