-----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, T+ttkXFfztlc8kIqxQL3rfZmafI4kKqRARyhP04JoMcbcx8ToIfHEJ2le80rxf9i Lqi/X5UEWoqxiccn0PYJTQ== 0001157523-05-008089.txt : 20050913 0001157523-05-008089.hdr.sgml : 20050913 20050913130807 ACCESSION NUMBER: 0001157523-05-008089 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050913 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050913 DATE AS OF CHANGE: 20050913 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHATTEM INC CENTRAL INDEX KEY: 0000019520 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 620156300 STATE OF INCORPORATION: TN FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05905 FILM NUMBER: 051081717 BUSINESS ADDRESS: STREET 1: 1715 W 38TH ST CITY: CHATTANOOGA STATE: TN ZIP: 37409 BUSINESS PHONE: 4238214571 MAIL ADDRESS: STREET 1: 1715 W 38TH ST CITY: CHATTANOOGA STATE: TN ZIP: 37409 FORMER COMPANY: FORMER CONFORMED NAME: CHATTEM DRUG & CHEMICAL CO DATE OF NAME CHANGE: 19790111 8-K 1 a4971591.txt CHATTEM, INC., 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): September 13, 2005 CHATTEM, INC. --------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Tennessee 0-5905 62-0156300 - ------------------------- ---------------------- -------------------- (State of incorporation) (Commission File No.) (IRS Employer Identification No.) 1715 West 38th Street, Chattanooga, Tennessee 37409 ------------------------------------------------------------------------- (Address of principal executive offices, including zip code) (423) 821-4571 --------------------------------------------------------------------- (Registrant's telephone number, including area code) Item 2.02. Results of Operations and Financial Condition - ---------- --------------------------------------------- On September 13, 2005, the Company issued a press release announcing expected revenues and earnings for the fiscal third quarter ended August 31, 2005 (the "Press Release"). A copy of the Press Release is attached as Exhibit 99.1 and is incorporated by reference herein. As previously announced, the Company will issue its third quarter fiscal 2005 earnings release on Monday, September 19, 2005, after the market closes and host a conference call at 9:00 a.m. ET on Tuesday, September 20, 2005. The information in this Current Report on Form 8-K is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01. Financial Statements and Exhibits. - ---------- ---------------------------------- (c) Exhibits: 99.1 Press Release Dated September 13, 2005 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. September 13, 2005 CHATTEM, INC. By: /s/ Theodore K. Whitfield, Jr. --------------------------------------- Theodore K. Whitfield, Jr. Vice President and General Counsel EXHIBIT INDEX ------------- Exhibit No. Exhibit Description - ----------- ------------------- 99.1 Press Release dated September 13, 2005 EX-99.1 2 a4971591ex99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 Chattem's 3rd Quarter Earnings Expected to Exceed Previous Guidance CHATTANOOGA, Tenn.--(BUSINESS WIRE)--Sept. 13, 2005--Chattem, Inc. (NASDAQ: CHTT) - -- 3rd Quarter adjusted earnings per share expected to increase 20% to $0.55 per share(a), exceeding current analysts' consensus estimates - -- 3rd Quarter revenues expected to increase 3% to $68 million (a) Before charges discussed below. Chattem, Inc. (NASDAQ: CHTT), a leading marketer and manufacturer of branded consumer products, today reported that it expects to achieve total revenues for the 3 months ended August 31, 2005 of approximately $68 million, a 3% increase over the same period a year ago. For the nine months ended August 31, 2005, total revenues are expected to increase 9% to approximately $215 million from $197 million for the same period a year ago. "We are extremely pleased with our growth in adjusted earnings per share of 20% for the quarter versus the third quarter of last year," stated Zan Guerry, Chattem's Chairman and Chief Executive Officer. "This puts us in an excellent position to achieve annual adjusted earnings per share of $2.08-$2.10 a 22-24% increase over fiscal year 2004. This would mark our fifth consecutive year of superior earnings growth." Adjusted earnings per share for the quarter exclude Dexatrim litigation settlement items and executive severance costs, which are expected to total approximately $0.09. For fiscal year 2005, the Company expects total revenues to reach $278-280 million and earnings per share to be in the range of $2.08-$2.10 (excluding Dexatrim litigation settlement items, debt extinguishment charges and executive severance costs). The Company also announced that it expects total revenue growth in fiscal 2006 to be approximately 20% due primarily to new products, such as the previously announced Icy Hot(R) Pro-Therapy(TM) and Selsun Salon(TM). Earnings per share (excluding expensing related to stock options) should increase 10-15% in fiscal 2006. During the third quarter of fiscal 2005, Chattem resolved substantially all of the remaining claims submitted in the Dexatrim PPA settlement and now estimates that the total cost of the Dexatrim settlement will be approximately $56 million. As previously reported, a total of $70.1 million has been funded into a settlement trust by the Company's insurers and the product manufacturer and is available to pay claims in the settlement. The Company currently expects that after all claims and expenses of the settlement trust have been paid, it could recover up to approximately $8.5 million from the settlement trust and, subject to confirmation of the DELACO bankruptcy plan, $8.75 million from a trust established under DELACO's bankruptcy plan in accordance with the Company's settlement agreement with DELACO. If realized, these potential recoveries are estimated to occur in the fourth quarter of fiscal 2005 or the first quarter of fiscal 2006. The Company currently does not expect to record any additional charges relative to the settlement of the PPA litigation, except for legal expenses that will be recorded in the period incurred. The Company has utilized the stock buyback authority granted by its Board of Directors to repurchase 572,267 shares at a total cost of $22.7 million, or average cost of $39.60 per share, thus far in 2005. At current stock price levels, the Company plans to continue to repurchase its shares aggressively. The Company has $23 million of availability remaining under its current stock buyback authority. As previously announced, the Company will issue its third quarter fiscal 2005 earnings release on Monday, September 19, 2005, after the market closes and host a conference call at 9:00 am ET on Tuesday, September 20, 2005. The conference call will be available via webcast and accessible on the Company website at www.chattem.com. In addition, the Icy Hot Pro-Therapy and Selsun Salon video presentations will be available on the Company's website beginning Friday, September 16, 2005. Chattem, Inc. is a leading marketer and manufacturer of a broad portfolio of branded OTC healthcare products, toiletries and dietary supplements. The Company's products target niche market segments and are among the market leaders in their respective categories across food, drug and mass merchandisers. The Company's portfolio of products includes well-recognized brands such as Icy Hot(R), Gold Bond(R), Selsun blue(R), pHisoderm(R), Garlique(R), Pamprin(R) and BullFrog(R). Chattem conducts a portion of its global business through subsidiaries in the United Kingdom, Ireland and Canada. Statements in this press release which are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements relating to results for fiscal 2005 and fiscal 2006 and potential recoveries from the Dexatrim settlement trust or DELACO bankruptcy. These forward-looking statements involve risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from those expressed or projected, including, those described in our filings with the Securities and Exchange Commission. CONTACT: Chattem Inc., Chattanooga Rick Moss, 423-822-3278 or Investor Relations Catherine Baker, 423-822-3209 -----END PRIVACY-ENHANCED MESSAGE-----