-----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, VRaUAu4e+g9ZiUwTs8VLLxfgT0y+pKDG3rQ4fKibsekdi2s/oyl1FVRy72LjVENh phxrIMYB5d2AIH7UPwQ2+g== /in/edgar/work/20000814/0000950124-00-005009/0000950124-00-005009.txt : 20000921 0000950124-00-005009.hdr.sgml : 20000921 ACCESSION NUMBER: 0000950124-00-005009 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 10 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20000814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL FOODS CORP CENTRAL INDEX KEY: 0000310142 STANDARD INDUSTRIAL CLASSIFICATION: [2080 ] IRS NUMBER: 390561070 STATE OF INCORPORATION: WI FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-07626 FILM NUMBER: 696895 BUSINESS ADDRESS: STREET 1: 433 EAST MICHIGAN ST CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 4142716755 MAIL ADDRESS: STREET 1: PO BOX 737 CITY: MILWAUKEE STATE: WI ZIP: 53201 10-Q 1 0001.txt CONFORMED =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2000 ------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-7626 ------ UNIVERSAL FOODS CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Wisconsin 39-0561070 - ------------------------------- ------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification incorporation or organization) Number) 777 East Wisconsin Avenue, Milwaukee, Wisconsin 53202-5304 ----------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (414) 271-6755 -------------- - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report.) 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 (or such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for at least the past 90 days. Yes X No ---- ---- Indicate the number of shares outstanding of each of the issuer's classes of Common Stock as of the latest practicable date. Class Outstanding at July 31, 2000 - --------------------------------------- ---------------------------- Common Stock, par value $0.10 per share 48,780,470 shares =============================================================================== UNIVERSAL FOODS CORPORATION INDEX
Page No. -------- PART I. FINANCIAL INFORMATION: Item 1. Financial Statements: Consolidated Condensed Balance Sheets - June 30, 2000 and September 30, 1999. 1 Consolidated Condensed Statements of Earnings - Three and Nine Months Ended June 30, 2000 and 1999. 2 Consolidated Condensed Statements of Cash Flows - Nine Months Ended June 30, 2000 and 1999. 3 Notes to Consolidated Condensed Financial Statements. 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 7 Item 3. Quantitative and Qualitative Disclosures About Market Risk. 9 PART II. OTHER INFORMATION: Item 4. Submission of Matters to a Vote of Security Holders. 10 Item 6. Exhibits and Reports on Form 8-K. 10 Signatures. 11 Exhibit Index. 12
PART I FINANCIAL INFORMATION UNIVERSAL FOODS CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (In thousands) (Unaudited)
June 30, September 30, 2000 1999 -------- ----------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 379 $ 4,645 Trade accounts receivable 126,535 143,435 Inventories 216,829 217,217 Prepaid expenses and other current assets 35,074 39,273 Net assets held for sale 83,000 - ----------- ----------- TOTAL CURRENT ASSETS 461,817 404,570 INVESTMENTS AND OTHER ASSETS 63,032 69,521 INTANGIBLES 303,970 278,309 PROPERTY, PLANT AND EQUIPMENT: Cost: Land and buildings 153,164 172,656 Machinery and equipment 387,506 509,107 ----------- ----------- 540,670 681,763 Less accumulated depreciation 228,094 291,455 ----------- ----------- 312,576 390,308 ----------- ----------- TOTAL ASSETS $ 1,141,395 $ 1,142,708 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Short-term borrowings $ 164,909 $ 51,464 Accounts payable and accrued expenses 92,132 140,119 Salaries, wages and withholdings from employees 10,502 16,777 Income taxes 24,633 23,849 Current maturities of long-term debt 9,489 9,484 ----------- ----------- TOTAL CURRENT LIABILITIES 301,665 241,693 DEFERRED INCOME TAXES 28,980 28,446 OTHER DEFERRED LIABILITIES 20,355 20,912 ACCRUED EMPLOYEE AND RETIREE BENEFITS 27,067 34,678 LONG-TERM DEBT 332,632 385,397 SHAREHOLDERS' EQUITY: Common stock 5,396 5,396 Additional paid-in capital 73,142 74,524 Earnings reinvested in the business 507,119 470,253 ----------- ----------- 585,657 550,173 Less: Treasury stock, at cost 92,100 71,309 Accumulated other comprehensive income 61,254 45,278 Other 1,607 2,004 ----------- ----------- TOTAL SHAREHOLDERS' EQUITY 430,696 431,582 ----------- ----------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,141,395 $ 1,142,708 =========== ===========
See accompanying notes to consolidated condensed financial statements. -1- UNIVERSAL FOODS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS (In thousands except per share amounts) (Unaudited)
Three Months Nine Months Ended June 30 Ended June 30 2000 1999 2000 1999 ---- ---- ---- ---- Revenue $204,149 $201,758 $608,006 $565,602 Cost of products sold 130,285 134,369 396,644 378,702 Selling and administrative expenses 38,591 35,461 116,638 103,063 -------- -------- -------- -------- Operating income 35,273 31,928 94,724 83,837 Interest expense 8,536 7,259 23,751 19,165 -------- -------- -------- -------- Earnings before income taxes 26,737 24,669 70,973 64,672 Income taxes 8,823 7,791 19,728 20,743 -------- -------- -------- -------- Earnings from continuing operations 17,914 16,878 51,245 43,929 (Loss) earnings from discontinued operations (64) 3,848 5,450 12,704 -------- -------- -------- -------- Net earnings $ 17,850 $ 20,726 $ 56,695 $ 56,633 ======== ======== ======== ======== Average number of common shares outstanding: Basic 49,411 50,181 49,679 50,632 ====== ====== ====== ====== Diluted 49,587 50,704 49,943 51,239 ====== ====== ====== ====== Earnings per common share: Continuing operations: Basic $ .36 $ .34 $ 1.03 $ .87 ====== ====== ======= ====== Diluted $ .36 $ .33 $ 1.03 $ .86 ====== ====== ======= ====== Net earnings: Basic $ .36 $ .41 $ 1.14 $ 1.12 ====== ====== ======= ====== Diluted $ .36 $ .41 $ 1.14 $ 1.11 ====== ====== ======= ====== Dividends per common share $.1325 $.1325 $ .3975 $.3975 ====== ====== ======= ======
See accompanying notes to Consolidated Condensed Financial Statements. -2- UNIVERSAL FOODS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited)
Nine Months Ended June 30 ----------------- 2000 1999 ---- ---- Net cash provided by operating activities of continuing operations $33,067 $49,625 Net cash provided by discontinued operations 12,786 19,542 -------- -------- Net cash provided by operating activities 45,853 69,167 -------- -------- Cash flows from investing activities: Acquisition of property, plant and equipment (36,999) (38,920) Acquisition of new businesses (net of cash acquired) (44,206) (52,958) Other items, net 398 (4,124) -------- -------- Net cash used in investing activities (80,807) (96,002) -------- -------- Cash flows from financing activities: Proceeds from additional borrowings 120,370 172,202 Reduction in debt (47,079) (98,046) Purchase of treasury stock (32,425) (24,018) Dividends (19,833) (20,170) Proceeds from options exercised and other 9,808 3,100 -------- -------- Net cash provided by financing activities 30,841 33,068 -------- -------- Effect of exchange rate changes on cash and cash equivalents (153) (332) -------- -------- Net (decrease) increase in cash and cash equivalents (4,266) 5,901 Cash and cash equivalents at beginning of period 4,645 1,632 -------- -------- Cash and cash equivalents at end of period $ 379 $ 7,533 ======== ======== Supplemental disclosure of cash flow information: Cash paid during the period for: Interest $30,428 $ 17,032 Income taxes 18,752 20,173 Liabilities assumed in Acquisitions $ 1,841 $ 34,868
See accompanying notes to consolidated condensed financial statements. -3- UNIVERSAL FOODS CORPORATION NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of Universal Foods Corporation (the "Company"), the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position of the Company as of June 30, 2000 and September 30, 1999 and the results of operations for the three and nine month periods ended June 30, 2000 and 1999 and cash flows for the nine month periods ended June 30, 2000 and 1999. The results of operations for any interim period are not necessarily indicative of the results to be expected for the full fiscal year. 2. Refer to the footnotes in the Company's annual consolidated financial statements for the year ended September 30, 1999, for a description of the accounting policies, which have been continued without change, and additional details of the Company's financial condition. The details in those notes have not changed except for the change in reporting a discontinued operation as discussed in Note 4, or as a result of normal transactions in the interim. 3. Expenses are charged to operations in the year incurred. However, for interim reporting purposes, certain of these expenses are charged to operations based on an estimate rather than as expenses are actually incurred. 4. In June 2000, the Company's Board of Directors approved a plan to dispose of the operations of its Yeast business. Accordingly, the operating results of the Yeast business have been reported separately from continuing operations and reported as a separate line item on the statement of earnings. The Company has also restated its priorstatements of earnings to present the earnings of the yeast division as a discontinued operation. Operating results from discontinued operations are as follows (in thousands):
Three Months Nine Months Ended June 30 Ended June 30 ------------- ------------- 2000 1999 2000 1999 ---- ---- ---- ---- Revenue $27,898 $34,798 $93,914 $108,403 Earnings before income taxes (226) 6,205 8,791 20,490 Income taxes (162) 2,357 3,341 7,786 -------- ------- ------- -------- (Loss) earnings from discontinued operations $ (64) $ 3,848 $ 5,450 $ 12,704 ======== ======= ======= ======== Earnings per common share: Basic $ .00 $ .07 $ .11 $ .25 ======= ======= ======= ======== Diluted $ .00 $ .08 $ .11 $ .25 ======= ======= ======= ========
-4- The assets and liabilities of the yeast business at June 30, 2000 have been reflected as a net current asset and are reported as a separate line item on the consolidated balance sheet. The "Net assets held for sale" are classified as current assets based on the anticipated sale of the yeast business within the next twelve months. The Company anticipates that the sale of the Yeast division will result in a gain. The components of net assets held for sale at June 30, 2000 are as follows (in thousands):
----------------------------------------- Current assets $ 22,156 Total assets 101,486 ----------------------------------------- Current liabilities 11,213 Total liabilities 18,486 ----------------------------------------- Net assets held for sale $ 83,000 =========================================
5.At June 30, 2000 and September 30, 1999, inventories included finished and in-process products totaling $152,475,000 and $159,117,000, respectively, and raw materials and supplies of $64,354,000 and$58,100,000, respectively. 6. During the nine months ended June 30, 2000 and 1999, the Company repurchased 1,704,000 and 1,084,000 shares of common stock for an aggregate price of $32,425,000 and $24,018,000, respectively. 7. For the nine months ended June 30, 2000, depreciation and amortization expense related to continuing operations were $27,499,000 and $7,186,000, respectively. For the nine months ended June 30, 1999, depreciation and amortization expense related to continuing operations were $23,857,000 and $5,402,000, respectively. 8. The components of comprehensive income for the periods presented are as follows (in thousands):
Three Months Nine Months Ended June 30 Ended June 30 ---------------- -------------- 2000 1999 2000 1999 ---- ---- ---- ---- Net earnings $ 17,850 $ 20,726 $ 56,695 $56,633 Other comprehensive (loss): Foreign currency translation adjustment (10,290) (808) (15,976) (2,613) -------- --------- -------- -------- Comprehensive income $ 7,560 $ 19,918 $ 40,719 $54,020 ========= ========= ======== ========
There are no reclassification adjustments to be reported. -5- 9. During the quarter ended June 30, 2000 the Company decided to dispose of its Yeast division and integrate its Dehydrated Products division with Flavor division. As a result of these changes reportable segments were changed to Flavor and Color and all segment data has been restated to reflect this change. Operating results and the related assets by segment for the periods presented are as follows:
Corporate Continuing Flavor Color and Other Operations ------ ----- ---------- ---------- Quarter ended June 30, 2000 --------------------------- Revenues from external customers $123,244 $ 67,481 $ 13,424 $ 204,149 Intersegment revenues 5,462 5,189 -- 10,651 -------- -------- --------- ---------- Total revenue $128,706 $ 72,670 $ 13,424 $ 214,800 ======== ======== ========= ========== Operating profit $ 21,579 $ 18,293 $ (4,599) $ 35,273 Interest expense -- -- 8,536 8,536 -------- ------- --------- ---------- Earnings before income taxes $ 21,579 $ 18,293 $(13,135) $ 26,737 ======== ======== ========= ========== Quarter ended June 30, 1999 --------------------------- Revenues from external customers $129,177 $ 60,235 $ 12,346 $ 201,758 Intersegment revenues 4,386 2,801 -- 7,187 -------- ------- --------- ---------- Total revenue $133,563 $ 63,036 $12,346 $ 208,945 ======== ======== ========= ========== Operating profit $ 19,242 $ 14,919 $ (2,233) $ 31,928 Interest expense -- -- 7,259 7,259 -------- -------- --------- ---------- Earnings before income taxes $ 19,242 $ 14,919 $ (9,492) $ 24,669 ======== ======= ========= ========== Nine months ended June 30,2000 ------------------------------ Revenues from external customers $373,743 194,539 $ 39,724 $ 608,006 Intersegment revenues 14,725 13,140 -- 27,865 -------- -------- -------- ---------- Total revenue $388,468 $207,679 $ 39,724 $ 635,871 ======== ======== ========= ========== Operating profit $ 61,232 $ 48,944 $(15,452) $ 94,724 Interest expense -- -- 23,751 23,751 -------- ------- --------- ---------- Earnings before income taxes $ 61,232 $ 48,944 $(39,203) $ 70,973 ======== ======== ========= ========== Assets $429,189 $218,567 $410,639 $1,058,395 ======== ======== ========= ========== Nine months ended June 30,1999 ------------------------------ Revenues from external customers $378,017 $154,051 $ 33,534 $ 565,602 Intersegment revenues 11,774 8,125 -- 19,899 -------- -------- --------- ---------- Total revenue $389,791 $162,176 $ 33,534 $ 585,501 ======== ======== ========= ========== Operating profit $ 55,855 $ 39,438 $(11,456) $ 83,837 Interest expense -- -- 19,165 19,165 -------- -------- --------- ---------- Earnings before income taxes $ 55,855 $ 39,438 $(30,621) $ 64,672 ======== ======== ========= ========== Assets $428,100 $191,673 $372,954 $ 992,727 ======== ======== ========= ==========
10.Effective January 1, 2000, the Company acquired for cash the stock of Dr. Marcus GmbH, a leading manufacturer of natural colors, located in Hamburg, Germany. Annual revenue is approximately $14,000,000. 11.On January 27, 2000, the Company acquired for cash the remaining interest in Monarch Food Colors, L.P., located in High Ridge, Missouri. The Company previously held a 24% ownership interest in Monarch as a result of the Company's April 1999 purchase of Pointing Holdings Ltd. Annual revenues for 1999 were just under $10,000,000. Monarch manufactures colors for the food, pharmaceutical and cosmetic industries. 12.On February 29, 2000, the Company refinanced $40,000,000 of senior notes that were due through December 2009 using proceeds from additional short-term borrowings. -6- ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF CONTINUING OPERATIONS Revenue from continuing operations for the three months ended June 30, 2000 was $204,149,000 compared with $201,758,000 in 1999, a 1.2% increase. Revenue for the nine months ended June 30, 2000 was $608,006,000, an increase of 7.5% over the same period in the prior year. The Color segment reported increased revenue of 15.3% for the third quarter and 28.1% year-todate. These increases more than offset decreased revenue in the Flavor segment. Gross profit was up 9.6% and 13.1% for the quarter and nine months ended June 30, 2000 compared to the same periods in 1999, respectively. Selling and administrative expenses increased $3,130,000 and $13,575,000 for the quarter and nine months ended June 30, 2000 compared to the same periods in 1999. Most of the increase in selling and administrative expense is the result of acquisitions and normal inflationary increases. For the third quarter of fiscal 2000, operating income increased 10.5% to $35,273,000. For the nine months ended June 30, 2000, operating income increased to $94,724,000, or 13.0%, from the same period in 1999. Interest expense for the third quarter increased to $8,536,000 from $7,259,000 for the same period last year. For the nine months ended June 30, 2000 interest expense increased $4,586,000 to $23,751,000. The increase in interest expense is a result of higher average borrowings that were used primarily to fund acquisitions and working capital requirements. The effective income tax rate on continuing operations was 33.0% and 27.8%, respectively, for the three and nine months ended June 30, 2000. The decrease in the year-to-date effective tax rate is the result of the Company recording a tax benefit resulting from its decision to close its remaining dehydrated operations in Ireland during the second quarter of fiscal 2000. The effective income tax rate excluding this benefit would have been approximately 32.7%. DISCONTINUED OPERATIONS During the quarter ended June 30, 2000, the Company announced its decision to consider strategic alternatives for its Yeast division. After reviewing options for growth, the Company decided to sell this business. Beginning with the quarter ended June 30, 2000, the Yeast business is being reported as a discontinued operation. Loss from discontinued operation was $64,000, net of tax for the third quarter of fiscal 2000 compared with earnings from discontinued operations of $3,848,000 for the third quarter of fiscal 1999. For the nine months ended June 30, 2000, earnings from discontinued operations net of tax was $5,450,000, a decline of 57.1% compared to the same period last year. The decrease is a result of lower fresh yeast prices and volumes. The Company is in due diligence with several potential buyers and expects to finalize a sale by the end of the calendar year. SEGMENT INFORMATION During the quarter ended June 30, 2000 the Company decided to dispose of its Yeast division and integrate its Dehydrated Products division with the Flavor division. As a result of these actions, the Company's reportable segments became Flavor and Color and all segment data has been restated to reflect this change. Flavor - The Flavor segment reported revenue of $128,706,000 for the third quarter of fiscal 2000 compared to $133,563,000 for the same period last year. Total revenue was negatively impacted by currency exchange rates and closure of its Dehydrated Products operation in Ireland. In addition, revenues from the Dehydrated division were down from 1999 due to lower garlic prices. Year-to-date revenues in the Flavor segment decreased by $1,323,000 to $388,468,000. Operating income for the Flavor segment was up 12.1% for the three months and 9.6% for the nine months compared to the same periods in the prior year due to improvements in product mix and lower manufacturing costs. -7- Color - Revenue for the Color segment was $72,670,000 for the third quarter of fiscal 2000, a 15.3% increase from $63,036,000 for the third quarter of fiscal 1999. Year-to-date revenue increased 28.1% to $207,679,000. Revenue increases for the quarter and nine months ended June 30, 2000 are primarily due to higher volumes of natural colors and strong sales of inks for ink-jet printers. Operating income for the third quarter ended June 30, 2000 was up 22.6%, to $18,293,000 and up 24.1% to $48,944,000 for the nine months ended June 30, 2000 due to increased volumes and favorable product mix. FINANCIAL CONDITION The consolidated condensed balance sheet as of June 30, 2000 has been presented with "Net assets held for sale" of the discontinued operation classified in current assets. The balance sheet has not been restated for prior periods. The current ratio was 1.5 at June 30, 2000 compared with 1.7 at September 30, 1999. The decrease is primarily the result of increased short-term borrowings used to fund acquisitions and the refinancing of $40,000,000 in senior notes. Net cash provided by continuing operations was $33,067,000 for the nine months ended June 30, 2000, compared to $49,625,000 provided by continuing operations for the nine months ended June 30, 1999. Net cash provided by discontinued operations was $12,786,000 for the nine months ended June 30, 2000 compared to $19,542,000 provided by discontinued operations for the nine months ended June 30, 1999. The decrease in cash provided by operating activities in fiscal 2000 was primarily due to increased inventories of dehydrated products, decreased payables, and lower earnings from the Yeast division compared to the prior year. Net cash used in investing activities was $80,007,000 for the nine months ended June 30, 2000 and $96,002,000 for the nine months ended June 30, 1999. Cash used to acquire new businesses was $44,206,000 for the nine months ended June 30, 2000 compared to $52,958,000 for the same period in 1999. Investing activities include capital additions of $36,999,000 and $38,920,000 during fiscal 2000 and 1999, respectively. The capital expenditure program reflects the Company's continuing commitment to maintain and enhance product quality, further automate and upgrade manufacturing processes, and expand the business through internal growth. Net cash provided by financing activities was $30,841,000 for the nine months ended June 30, 2000, compared with $33,068,000 in the comparable period last year. Proceeds from net borrowings of $120,370,000 during the first nine months of fiscal 2000 were used to fund acquisitions and purchase treasury stock. Dividends of $19,833,000 and $20,170,000 were paid during fiscal 2000 and 1999, respectively. -8- ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There have been no material changes in the Company's market risk during the third quarter ended June 30, 2000. For additional information on market risk, refer to page 15 of the Company's 1999 Annual Report. FORWARD-LOOKING INFORMATION This document contains forward-looking statements that reflect management's current assumptions and estimates of future economic circumstances, industry conditions, Company performance and financial results. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for such forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that could cause actual events to differ materially from those expressed in those statements. A variety of factors could cause the Company's actual results and experience to differ materially from the anticipated results. These factors and assumptions include the pace and nature of new product introductions by the Company's customers; execution of the Company's acquisition program; industry and economic factors related to the Company's domestic and international business; the sale of the Yeast division within twelve months; the sale of the Yeast division at a gain; and the outcome of various productivity-improvement and cost-reduction efforts. The Company does not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized. -9- PART II OTHER INFORMATION ----------------- ITEM 4.SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The information responsive to this item was provided in, and incorporated by reference from the Company's quarterly report on Form 10-Q for the quarter ended December 31, 1999, filed on February 11, 2000. ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits. (See Exhibit Index following this report.) (b) No reports on Form 8-K were filed during the quarter ended June 30, 2000. -10- 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 thereunto duly authorized. UNIVERSAL FOODS CORPORATION Date: August 11, 2000 By: /s/ John L. Hammond --------------------------------- John L. Hammond, Vice President, Secretary and General Counsel Date: August 11, 2000 By: /s/ Michael L. Hennen --------------------------------- Michael L. Hennen, Vice President and Controller -11- UNIVERSAL FOODS CORPORATION EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2000 Filed Incorporated by Exhibit Description Herewith Reference From - ------- ----------- -------- --------------- 3.1 Universal Foods Corporation Exhibit A to the Registrant's Amended and Restated Articles Definitive Proxy Statement of Incorporation adopted filed on Schedule 14A on January 21, 1999 December 15, 1998 (Commission File No. 17626) 27.1 Financial Data Schedule X 27.2 Restated Financial Data Schedule X (Second quarter ended March 31, 2000) 27.3 Restated Financial Data Schedule X (First quarter ended December 31, 1999) 27.4 Restated Financial Data Schedule X (Year ended September 30, 1999) 27.5 Restated Financial Data Schedule X (Third quarter ended June 30, 1999) 27.6 Restated Financial Data Schedule X (Second quarter ended March 31, 1999) 27.7 Restated Financial Data Schedule X (First quarter ended December 31, 1998) 27.8 Restated Financial Data Schedule X (Year ended September 30, 1998) 27.9 Restated Financial Data Schedule X (Year ended September 30, 1997) -12- EX-27.1 2 0002.txt FINANCIAL DATA SCHEDULE JUNE 30, 2000
5 1,000 9-Mos Sep-30-2000 Oct-01-1999 Jun-30-2000 379 0 130,602 4,067 216,829 461,817 540,670 228,094 1,141,395 301,665 332,632 0 0 5,396 425,300 1,141,395 608,006 608,006 396,644 396,644 0 618 23,751 70,973 19,728 51,245 5,450 0 0 56,695 1.14 1.14
EX-27.2 3 0003.txt RESTATED FINANCIAL DATA SCHEDULE MARCH 31, 2000
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL PERIOD ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 6-Mos Sep-30-2000 Oct-01-1999 Mar-31-2000 2,319 0 145,274 4,018 222,049 402,132 693,265 307,486 1,174,437 317,862 337,451 0 0 5,396 431,122 1,174,437 403,857 403,857 266,359 266,359 0 210 15,216 44,236 10,905 33,331 5,515 0 0 38,846 0.78 0.78
EX-27.3 4 0004.txt RESTATED FINANCIAL DATA SCHEDULE DECEMBER 31, 1999
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL PERIOD ENDED DECEMBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 3-Mos Sep-30-2000 Oct-01-1999 Dec-31-1999 114 0 143,171 4,051 229,203 405,673 681,664 297,260 1,131,713 237,715 380,378 0 0 5,396 425,476 1,131,713 198,693 198,693 132,138 132,138 0 9 7,149 20,758 6,634 14,124 4,373 0 0 18,497 0.37 0.37
EX-27.4 5 0005.txt RESTATED FINANCIAL DATA SCHEDULE SEPTEMBER 30, 1999
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 12-Mos Sep-30-1999 Oct-01-1998 Sep-30-1999 4,645 0 147,514 4,079 217,217 404,570 681,763 291,455 1,142,708 241,693 385,397 0 0 5,396 426,186 1,142,708 775,759 775,759 515,266 515,266 0 431 26,034 93,439 29,196 64,243 15,895 0 0 80,138 1.59 1.57
EX-27.5 6 0006.txt RESTATED FINANCIAL DATA SCHEDULE JUNE 30, 1999
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL PERIOD ENDED JUNE 30, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 9-Mos Sep-30-1999 Oct-01-1998 Jun-30-1999 7,533 0 141,294 4,921 206,500 396,836 655,565 291,314 1,093,900 202,380 392,263 0 0 5,396 413,684 1,093,900 565,602 565,602 378,702 378,702 0 492 19,165 64,672 20,743 43,929 12,704 0 0 56,633 1.12 1.11
EX-27.6 7 0007.txt RESTATED FINANCIAL DATA SCHEDULE MARCH 31, 1999
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL PERIOD ENDED MARCH 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 6-Mos Sep-30-1999 Oct-01-1998 Mar-31-1999 8,848 0 132,130 4,859 202,130 382,769 638,470 280,704 1,041,186 181,521 372,358 0 0 5,396 400,239 1,041,186 363,844 363,844 244,333 244,333 0 280 11,906 40,003 12,952 27,051 8,856 0 0 35,907 0.71 0.70
EX-27.7 8 0008.txt RESTATED FINANCIAL DATA SCHEDULE DECEMBER 31, 1998
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL PERIOD ENDED DECEMBER 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 3-Mos Sep-30-1999 Oct-01-1998 Dec-31-1998 408 0 124,029 4,912 204,942 364,248 635,259 281,602 995,865 208,842 291,304 0 0 5,396 407,195 995,865 178,202 178,202 121,037 121,037 0 157 5,757 17,357 5,501 11,856 5,019 0 0 16,875 0.33 0.33
EX-27.8 9 0009.txt RESTATED FINANCIAL DATA SCHEDULE SEPTEMBER 30, 1998
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL YEAR ENDED SEPTEMEBER 30, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 12-Mos Sep-30-1998 Oct-01-1997 Sep-30-1998 1,632 0 126,381 4,548 197,089 357,755 625,600 270,021 991,226 209,820 291,588 0 0 5,396 400,249 991,226 708,925 708,925 467,424 467,424 0 1,245 21,185 83,696 25,920 57,776 14,868 0 0 72,644 1.42 1.40
EX-27.9 10 0010.txt RESTATED FINANCIAL DATA SCHEDULE SEPTEMBER 30, 1997
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF UNIVERSAL FOODS CORPORATION AT AND FOR THE FISCAL YEAR ENDED SEPTEMEBER 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS, AS RESTATED FOR DISCONTINUED OPERATIONS. 1,000 12-Mos Sep-30-1997 Oct-01-1996 Sep-30-1997 1,258 0 121,293 4,034 185,552 342,248 536,061 227,082 887,729 178,527 252,526 0 0 2,698 377,753 887,729 670,650 670,650 453,035 453,035 0 830 16,798 67,107 16,883 50,224 14,464 0 0 64,688 1.27 1.26
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