-----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, LbNvJ5l1Rhc14G13Aii3A+06X7FzwnOgfxTtSQXom9ab1Hmxu7/933Jg76j8kirl 824lhX3e3uF2zMk6CscMDA== 0000950144-01-002863.txt : 20010224 0000950144-01-002863.hdr.sgml : 20010224 ACCESSION NUMBER: 0000950144-01-002863 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010215 ITEM INFORMATION: FILED AS OF DATE: 20010216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROWN FORMAN CORP CENTRAL INDEX KEY: 0000014693 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 610143150 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 002-26821 FILM NUMBER: 1548637 BUSINESS ADDRESS: STREET 1: 850 DIXIE HWY CITY: LOUISVILLE STATE: KY ZIP: 40210 BUSINESS PHONE: 5025851100 MAIL ADDRESS: STREET 1: P O BOX 1080 CITY: LOUISVILLE STATE: KY ZIP: 40201 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN INC DATE OF NAME CHANGE: 19870816 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN DISTILLERS CORP DATE OF NAME CHANGE: 19840807 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN DISTILLERY CO DATE OF NAME CHANGE: 19670730 8-K 1 g67140e8-k.txt BROWN-FORMAN CORPORATION 1 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): February 15, 2001 - -------------------------------------------------------------------------------- Brown-Forman Corporation - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-123 61-0243150 - -------------------------------------------------------------------------------- (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) 850 Dixie Highway, Louisville, Kentucky 40210 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (502) 582-1601 --------------------------- 2 Item 9. By press release dated February 15, 2001, Brown-Forman announced earnings for the quarter ended January 31, 2001, as well as a conference call to discuss the earnings release. An audio broadcast of the conference call is available via Brown-Forman's Internet web site (http://www.brown-forman.com). A copy of the press release issued publicizing these earnings and the related conference call is filed herewith as Exhibit 99. Factors Affecting Forward-Looking Statements: The earnings release and the conference call described in this filing may make forward-looking statements related to our anticipated financial performance, business prospects, new products, and similar matters. We make several such statements in the discussion and analysis which follows, but we do not guarantee that the results indicated will actually be achieved. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. To comply with the terms of the safe harbor, we note that the following non-exclusive list of important risk factors could cause our actual results and experience to differ materially from the anticipated results or other expectations expressed in those forward-looking statements: Generally: We operate in highly competitive markets. Our business is subject to changes in general economic conditions, changes in consumer preferences, the degree of acceptance of new products, and the uncertainties of litigation. As our business continues to expand outside the United States, our financial results are more exposed to foreign exchange rate fluctuations and the health of foreign economies. Beverage Risk Factors: The U.S. beverage alcohol business is highly sensitive to tax increases; an increase in the federal excise tax (which we do not anticipate at this time) would depress our domestic beverage business. Our current outlook for our domestic beverage business anticipates continued success of Jack Daniel's Tennessee Whiskey, Southern Comfort, and our other core wine and spirits brands. Current expectations for our foreign beverage business could prove to be optimistic if the U.S. dollar strengthens against other currencies or if economic conditions deteriorate in the principal countries to which we export our beverage products, including the United Kingdom, Germany, Japan, and Australia. The wine and spirits business, both in the United States and abroad, is also sensitive to political and social trends. Legal or regulatory measures against beverage alcohol (including its advertising and promotion) could adversely affect sales. Product liability litigation against the alcohol industry, while not currently a major risk factor, could become significant if new lawsuits were filed against alcohol manufacturers. Current expectations for our global beverage business may not be met if consumption trends do not continue to increase. Profits could also be affected if grain or grape prices increase. Consumer Durables Risk Factors: Earnings projections for our consumer durables segment anticipate a continued strengthening of our Lenox and Hartmann businesses. These projections could be offset by factors such as poor consumer response to direct mail, a soft retail environment at outlet malls, 3 further department store consolidation, or weakened demand for tableware, giftware and/or leather goods. 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. Brown-Forman Corporation ------------------------------------------- (Registrant) February 15, 2001 /s/ Roger Shannon - ---------------------------- ------------------------------------------- (Date) Roger Shannon, Assistant Treasurer EX-99 2 g67140ex99.txt PRESS RELEASE 1 Exhibit 99 FOR IMMEDIATE RELEASE BROWN-FORMAN REPORTS RECORD THIRD QUARTER EARNINGS LOUISVILLE, KY, February 15, 2001 - Brown-Forman Corporation reported record results for the quarter ended January 31, 2001, as net earnings rose 3% to $56.3 million, or $.82 per share. Operating income increased 4% over last year's third quarter, when sales were lifted by activity surrounding the 2000 millennium celebration. Quarterly results were adversely affected by expenses associated with the company's participation in the Seagram auction and continuing unfavorable exchange rates. Brown-Forman's year-to-date performance also reached record levels, as earnings for the nine months improved 8% on a 6% gain in gross profit. WINES & SPIRITS Beverage operating income grew 5% for the quarter, with segment earnings up 7% for the nine months ended January. Gross profit during the quarter improved 3%, while sales were even against last year's comparable period, which benefited from strong millennial business. Comparative results were diminished by a challenging December trading environment as well as unfavorable exchange rates. Brown-Forman's sales of used barrels to Scotch whisky distillers are also down substantially this year, reflecting a recent industry decline in the production of Scotch. Long-term measures for most of the company's premium brands remain healthy. Jack Daniel's continues to grow on a worldwide basis, but at a more moderate pace in the U.S. than last year. Year-to-date depletions (shipments from wholesalers to retailers) are also positive for Southern Comfort, Finlandia and Bolla. (more) 2 CONSUMER DURABLES Operating income for Brown-Forman's Consumer Durables segment improved 2% for the third quarter and was up 14% for the nine months ended January. Lenox Collections reported vibrant sales and profit growth for the quarter, while results for other consumer durable divisions generally trailed last year's performance. The outlook for full-year segment earnings growth has moderated to a range of 7% to 9%, largely due to lower expectations for Hartmann Luggage. OUTLOOK Brown-Forman's prospects for long-term growth remain positive, based upon favorable demographic trends and benefits from sustained brand investments. Signs of a slowing U.S. economy, Hartmann's recent weak performance and a continued movement toward lower beverage trade inventories suggest that the company's earnings growth rate will moderate for the balance of the fiscal year. Brown-Forman has also tempered its outlook for fiscal 2002 earnings growth to a rate in the high single-digit range. CONFERENCE CALL Brown-Forman will host a conference call to discuss its third quarter results at 10:00 a.m. EST on Thursday, February 15. All interested parties in the U.S. are invited to join the conference by dialing 888-624-9285 and asking for the Brown-Forman call. International callers should dial 706-679-3410 and ask for the Brown-Forman call. No password is required. The company suggests that participants dial in approximately ten minutes in advance of the 10:00 a.m. start of the conference call. A live audio broadcast of the conference call will also be available via Brown-Forman's Internet web site, www.brown-forman.com. Click on "Investor Information" to access the conference call. For those unable to participate in the live call, an audio recording of the conference call will be available on the web page approximately one hour later. (more) 3 Brown-Forman Corporation is a diversified producer and marketer of fine quality consumer products, including Jack Daniel's, Canadian Mist, Southern Comfort, Fetzer and Bolla wines, Korbel California Champagnes, Lenox, Dansk, Gorham tableware and giftware, and Hartmann Luggage. NOTE ON FORWARD-LOOKING STATEMENTS: This press release contains forward-looking statements that Brown-Forman is making in good faith, but which should not be interpreted as a guarantee that Brown-Forman will actually achieve the results indicated. In this connection, please refer to the risk factors identified in Part I, Item 2, on pages 9 and 10 of the company's Quarterly Report on Form 10-Q for the period ended October 31, 2000. (more) 4 BROWN-FORMAN CORPORATION LOUISVILLE, KENTUCKY CONSOLIDATED STATEMENTS OF INCOME (Dollars in millions, except per share amounts)
THREE MONTHS ENDED JANUARY 31, 2000 2001 CHANGE Net Sales $ 557.3 $ 559.4 -% Wine & Spirits 393.0 394.0 -% Consumer Durables 164.3 165.4 1% Gross Profit $ 283.8 $ 290.3 2% Wine & Spirits 203.1 209.0 3% Consumer Durables 80.7 81.3 1% Operating Income $ 87.1 $ 90.8 4% Wine & Spirits 74.0 77.5 5% Consumer Durables 13.1 13.3 2% Interest Expense, net 0.8 2.3 Income Before Income Taxes $ 86.3 $ 88.5 2% Taxes on Income 31.5 32.2 Net Income $ 54.8 $ 56.3 3% Earnings Per Share - - Basic and Diluted $ 0.80 $ 0.82 3%
(more) 5 BROWN-FORMAN CORPORATION LOUISVILLE, KENTUCKY CONSOLIDATED STATEMENTS OF INCOME (Dollars in millions, except per share amounts)
NINE MONTHS ENDED JANUARY 31, 2000 2001 CHANGE Net Sales $ 1,635.9 $ 1,672.2 2% Wine & Spirits 1,175.3 1,188.5 1% Consumer Durables 460.6 483.7 5% Gross Profit $ 836.6 $ 885.3 6% Wine & Spirits 607.9 641.2 5% Consumer Durables 228.7 244.1 7% Operating Income $ 265.8 $ 287.4 8% Wine & Spirits 225.7 241.7 7% Consumer Durables 40.1 45.7 14% Interest Expense, net 4.2 6.1 Income Before Income Taxes $ 261.6 $ 281.3 8% Taxes on Income 95.5 102.4 Net Income $ 166.1 $ 178.9 8% Earnings Per Share - Basic and Diluted $ 2.42 $ 2.61 8%
(more) 6 BROWN-FORMAN CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Dollars in millions)
THREE MONTHS ENDED NINE MONTHS ENDED JANUARY 31, JANUARY 31, 2000 2001 2000 2001 Net sales $ 557.3 $ 559.4 $1,635.9 $1,672.2 Excise taxes 62.9 64.1 191.6 192.3 Cost of sales 210.6 205.0 607.7 594.6 Gross profit 283.8 290.3 836.6 885.3 Advertising expenses 75.4 74.5 217.7 229.0 Selling, general, and administrative expenses 121.3 125.0 353.1 368.9 Operating income 87.1 90.8 265.8 287.4 Interest income 2.6 2.0 7.3 6.8 Interest expense 3.4 4.3 11.5 12.9 Income before income taxes 86.3 88.5 261.6 281.3 Taxes on income 31.5 32.2 95.5 102.4 Net income 54.8 56.3 166.1 178.9
(more) 7 BROWN-FORMAN CORPORATION SUPPLEMENTAL INFORMATION (Dollars in millions)
THREE MONTHS NINE MONTHS ENDED ENDED JANUARY 31, JANUARY 31, 2000 2001 2000 2001 EBITDA $ 101.6 $ 106.8 $ 310.6 $ 335.9 Depreciation and $ 14.5 $ 16.1 $ 44.8 48.5 Amortization Capital Expenditures $ 18.5 $ 24.0 $ 48.9 $ 74.1 Effective Tax Rate 36.5% 36.4% 36.5% 36.4% Shares (in thousands) used in the calculation of earnings per share - Basic 68,510 68,460 68,509 68,482 - Diluted 68,573 68,599 68,585 68,563
These figures have been prepared in accordance with the company's customary accounting practices. # # # -----END PRIVACY-ENHANCED MESSAGE-----