EX-99 2 a06-4751_1ex99.htm EXHIBIT 99

Exhibit 99

 

 

News Release

 

Ecolab Inc.

370 Wabasha Street North

St. Paul, Minnesota 55102

 

FOR IMMEDIATE RELEASE

 

Michael J. Monahan   (651) 293-2809

 

ECOLAB REPORTS 23% FOURTH QUARTER EPS INCREASE TO $0.27

Full year +13% to $1.23; results include adoption of stock option expensing and AJCA expense

2006 OUTLOOK FOR CONTINUED DOUBLE-DIGIT GROWTH

 

2005 FOURTH QUARTER HIGHLIGHTS:

                  Diluted net income per share +23% to a record $0.27

                  Sales +6% to a record $1.1 billion

                  Continued strong North America, Latin America and Asia Pacific businesses lead sales growth

 

2005 FULL YEAR HIGHLIGHTS:

                  Diluted net income per share +13% to a record $1.23

                  Sales +8% to a record $4.5 billion

                  Record cash flow from operations of $590 million

                  Improved operating performances in face of challenging raw material cost environment, continued investments in future growth drivers

 

 

 

Fourth Quarter and Year Ended Dec. 31

 

 

 

 

 

Fourth Quarter

 

%

 

Year

 

%

 

(Millions, except per share)

 

2005

 

2004

 

increase

 

2005

 

2004

 

increase

 

 

 

(unaudited)

 

 

 

(unaudited) 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Sales

 

$

1,141.5

 

$

1,072.5

 

6

%

$

4,534.8

 

$

4,184.9

 

8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

123.7

 

102.1

 

21

%

542.4

 

489.9

 

11

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pretax Income

 

114.4

 

90.7

 

26

%

498.2

 

444.5

 

12

%

Taxes

 

43.7

 

33.2

 

31

%

178.7

 

161.9

 

10

%

Net Income

 

$

70.7

 

$

57.5

 

23

%

$

319.5

 

$

282.7

 

13

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted Net Income Per Common Share

 

$

0.27

 

$

0.22

 

23

%

$

1.23

 

$

1.09

 

13

%

Diluted Average Shares Outstanding

 

259.7

 

260.9

 

0

%

260.1

 

260.4

 

0

%

 

Note: Results reflect Ecolab’s adoption of SFAS 123 (R) and Ecolab’s restatement of prior period results as part of its transition to this new accounting standard; 2005 results also include AJCA expense.

 

-more-



 

ST. PAUL, Minn., February 10, 2006: Healthy sales trends in its North America, Asia Pacific and Latin American businesses, along with robust profit improvement by the U.S. operating segments, led Ecolab’s fourth quarter results to record levels for the period ended December 31, 2005.

 

Ecolab’s consolidated sales increased 6% to a record $1.1 billion in 2005’s fourth quarter. Net income increased 23% to a record $71 million, or $0.27 per diluted share. Fourth quarter 2005 results include a tax charge of $0.01 per share related to the repatriation of foreign earnings under the American Jobs Creation Act (AJCA); excluding that charge, diluted earnings per share would have risen 27% to $0.28 per share in the fourth quarter. Option expense was lower in the fourth quarter of 2005 compared with the same period in 2004. Excluding the effects of option expensing, net income per diluted share would have risen 15%; excluding the effects of option expensing and the AJCA charge, diluted earnings per share would have risen 19%. Currency translation had an unfavorable impact on net income of approximately $0.5 million for the fourth quarter of 2005.

 

As previously announced, Ecolab adopted SFAS 123(R), the new accounting standard for expensing stock options, in the fourth quarter of 2005. All financial results presented in this release include the impact from this accounting rule change. Fourth quarter 2005 diluted earnings per share include a $0.04 per share charge for option expense; for the full year 2005 option expense was a $0.10 per share charge. As part of the transition to the new standard, Ecolab restated its earnings per share in line with the pro forma amounts historically disclosed in the notes to Ecolab’s financial statements. Ecolab presented these restated results on Ecolab’s website at www.ecolab.com/investor.

 

Commenting on the quarter, Douglas M. Baker, Ecolab’s President and Chief Executive Officer said, “We finished 2005 on a very positive note, turning in a strong finish. We began the year faced with unprecedented increases in our raw material costs as well as less than robust world economies. We took on that challenge, and reflecting the strong Ecolab culture, our highly effective and differentiated product and service offerings, and our outstanding global customer base, we were able to implement the necessary actions to serve our customers and earn an attractive return for our shareholders. We introduced a slate of new, differentiated products that address key customer needs while also helping them to improve results and better manage their costs. We expanded our already industry leading sales and service force, and provided improved training and tools to make them even more effective in the marketplace. We also made key

 

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investments in research and development and information systems to enable further growth and competitive differentiation in our future. The net result of these efforts and investments was double-digit earnings gains in each quarter driving a 13% gain for 2005 in total. We thank the more than 22,000 dedicated Ecolab associates who made this year a success, as well as our customers who we are privileged to serve in meeting their cleaning and sanitizing needs.

 

“We are excited by our prospects in 2006. While we expect continued raw material cost increases and further economic challenges, we believe we are well-positioned to excel in that environment and deliver superior growth. We will stay focused on the keys to our business –attention to customer needs, delivering outstanding products and service at the appropriate price, developing continuous improvement in our operations and a continued commitment to make the right investments to sustain our value proposition and drive growth enablers for the future. We believe these will continue to be the factors which drive our success in 2006 and for the years beyond. As always, Ecolab is dedicated to delivering superior results for its customers and shareholders, and we will do so again in 2006.”

 

Fourth quarter sales for Ecolab’s United States Cleaning & Sanitizing operations rose 9% over the fourth quarter of 2004 to $478 million, led by the Institutional and Kay businesses. Ecolab’s reported United States Cleaning & Sanitizing operating income rose 25% to $50 million. Excluding the effects of option expensing, United States Cleaning & Sanitizing operating income rose 12% as the benefits of the higher sales, cost efficiencies, increased pricing and favorable general and administrative costs were partially offset by higher delivered product costs.

 

United States Other Services sales increased 10% to $95 million in the fourth quarter with good sales gains by both Pest Elimination and GCS. Reported United States Other Services operating income in the fourth quarter of 2005 increased 181% to $7 million. Excluding the effects of option expensing, United States Other Services operating income rose 93% as GCS continues to show sharp profitability improvement and Pest Elimination continued to achieve strong growth.

 

Sales of Ecolab’s International operations, when measured at fixed currency rates, rose 5% to $591 million in the fourth quarter. Asia Pacific, Latin America and Canada all showed double-digit sales gains; Europe recorded a modest sales gain as weak economies in major Central European countries slowed results. Reported fixed currency operating income increased 14% to $69 million. Excluding the effects of option expensing and at fixed currency rates,

 

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International operating income rose 7% as sales growth, cost efficiencies and pricing initiatives more than offset higher delivered product costs. At public currency rates, International sales increased 4% and operating income grew 13%.

 

The tax rate for the fourth quarter increased to 38.2% in 2005 from 36.6% in 2004. Excluding the tax charge on the repatriation of foreign earnings under the American Jobs Creation Act (AJCA), the tax rate would have been 35.5%.

 

Ecolab reacquired 2.4 million shares of its common stock during the fourth quarter, under our share repurchase program.

 

Business Outlook

 

Certain information presented in this news release, including the following statements, are forward-looking and based on current expectations. Actual results may differ materially. These statements do not include the potential impact of business acquisitions, divestitures, higher than anticipated raw material price increases or other material corporate events, which may be completed after the date of this release. This Business Outlook section should be read in conjunction with the information on “Forward-Looking Statements” at the end of this release.

 

Ecolab expects sales for both domestic and international operations (in fixed currencies) to increase in the first quarter 2006 over the first quarter 2005, though unfavorable currency translation may hurt international sales when reported in dollars. Gross margins are expected to be in the 50%-51% range compared with 50.7% last year. Selling, general and administrative expenses are expected to approximate 39% compared with 39.7% a year ago. Interest expense is expected to be approximately $10 million. The effective tax rate should be approximately 36%. Overall, currency translation is expected to negatively impact first quarter earnings. Diluted earnings per share are expected to be in the $0.29-$0.31 range in the first quarter of 2006. For the full year ending December 31, 2006, Ecolab expects diluted earnings per share in the $1.38 - $1.42 range. In 2005, net income per share was $0.27 in the first quarter and $1.23 for the full year.

 

Ecolab shares are traded on the New York Stock Exchange under the symbol ECL. Ecolab news releases and other investor information are available on the Internet at http://www.ecolab.com.

 

Ecolab will host a live webcast to review the fourth quarter earnings announcement today at 1:00 p.m. Eastern Time. The webcast will be available to the public on Ecolab’s website at

 

4



 

http://www.ecolab.com/investor. A replay of the webcast will be available at that site through February 24, 2006.

 

Listening to the webcast requires Internet access, a soundcard and the Windows Media Player or other compatible streaming media player. If you do not have the Media Player client installed on your PC, you may download a free version of Media Player at http://www.microsoft.com/windows/windosmedia/download/default.asp.

 

This news release contains various “Forward-Looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements concerning our 2006 first quarter and full year financial and business prospects, including estimated sales, gross margins, selling, general and administrative expenses, interest expense, effective tax rates, currency translation and earnings per share. These statements, which represent Ecolab’s expectations or beliefs concerning various future events, are based on current expectations that involve a number of risks and uncertainties that could cause actual results to differ materially from those of such Forward-Looking Statements.

 

Risks and uncertainties that may affect operating results and business performance include:

 

                  the vitality of the foodservice, hospitality, travel, health care and food processing industries;

                  restraints on pricing flexibility due to competitive factors, customer or vendor consolidations, and existing contractual obligations; changes in oil or raw material prices or unavailability of adequate and reasonably priced raw materials or substitutes therfor;

                  the occurrence of capacity constraints or the loss of a key supplier or the inability to obtain or renew supply agreements on favorable terms;

                  the effect of future acquisitions or divestitures or other corporate transactions;

                  our ability to achieve plans for past acquisitions;

                  the costs and effects of complying with: (i) laws and regulations relating to the environment and to the manufacture, storage, distribution, efficacy and labeling of our products, and (ii) changes in tax, fiscal, governmental and other regulatory policies;

                  economic factors such as the worldwide economy, interest rates and currency movements including, in particular, our exposure to foreign currency risk;

                  the occurrence of (a) litigation or claims, (b) the loss or insolvency of a major customer or distributor, (c) war (including acts of terrorism or hostilities which impact our markets), (d) natural or manmade disasters, or (e) severe weather conditions or public health epidemics affecting the foodservice, hospitality and travel industries;

                  loss of, or changes in, executive management;

 

5



 

                  our ability to continue product introductions or reformulations and technological innovations; and

                  other uncertainties or risks reported from time to time in our reports to the Securities and Exchange Commission.

 

In addition, we note that our stock price can be affected by fluctuations in quarterly earnings. There can be no assurances that our earnings levels will meet investors’ expectations. We undertake no duty to update our Forward-Looking Statements.

 

###

 

6



 

IMMEDIATE RELEASE

M.J. Monahan

(651) 293-2809

 

ECOLAB INC.

CONSOLIDATED STATEMENT OF INCOME

FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2005

(unaudited)

 

 

 

Fourth Quarter

 

Year

 

(thousands, except per share)

 

2005

 

2004

 

2005

 

2004

 

 

 

 

 

 

 

 

 

 

 

Net Sales

 

$

1,141,515

 

$

1,072,535

 

$

4,534,832

 

$

4,184,933

 

 

 

 

 

 

 

 

 

 

 

Cost of Sales *

 

577,928

 

533,961

 

2,248,831

 

2,033,492

 

Selling, General and Administrative Expenses

 

439,853

 

436,884

 

1,743,581

 

1,657,084

 

Special Charges (Income) **

 

 

(429

)

 

4,467

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

123,734

 

102,119

 

542,420

 

489,890

 

 

 

 

 

 

 

 

 

 

 

Interest Expense, Net

 

9,335

 

11,388

 

44,238

 

45,344

 

 

 

 

 

 

 

 

 

 

 

Income before Income Taxes

 

114,399

 

90,731

 

498,182

 

444,546

 

 

 

 

 

 

 

 

 

 

 

Provision for Income Taxes

 

43,703

 

33,235

 

178,701

 

161,853

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

70,696

 

$

57,496

 

$

319,481

 

$

282,693

 

 

 

 

 

 

 

 

 

 

 

Diluted Net Income per Common Share

 

$

0.27

 

$

0.22

 

$

1.23

 

$

1.09

 

 

 

 

 

 

 

 

 

 

 

Weighted-Average Common Shares Outstanding

 

 

 

 

 

 

 

 

 

Basic

 

255,402

 

257,774

 

255,741

 

257,575

 

Diluted

 

259,723

 

260,913

 

260,098

 

260,407

 

 

Prior periods have been restated for the adoption of SFAS No. 123(R), “Share-Based Payment”

 


*

 

Cost of sales includes income from reductions in restructuring accruals of $40 and $106 for the fourth quarter and year ended December 31, 2004, respectively.

**

 

Special charges (income) include a revision to reduce prior restructuring expenses of $137 and $821 for the fourth quarter and year ended December 31, 2004, respectively. For the fourth quarter ended December 31, 2004, special charges also include a gain of $292 on the sale of a small business. Special charges for the year ended December 31, 2004, included a charge of $1,600 for in-process research and development recorded as part of the acquisition of Alcide Corp. It also includes a charge of $3,980 related to the disposal of a grease management product line.

 

 



 

IMMEDIATE RELEASE

M.J. Monahan

(651) 293-2809

 

ECOLAB INC.

OPERATING SEGMENT INFORMATION

FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2005

(unaudited)

 

 

 

Fourth Quarter

 

Year

 

(thousands)

 

2005

 

2004

 

2005

 

2004

 

 

 

 

 

 

 

 

 

 

 

Net Sales

 

 

 

 

 

 

 

 

 

United States

 

 

 

 

 

 

 

 

 

Cleaning & Sanitizing

 

$

477,757

 

$

436,532

 

$

1,952,220

 

$

1,796,355

 

Other Services

 

94,781

 

86,498

 

375,234

 

339,305

 

Total

 

572,538

 

523,030

 

2,327,454

 

2,135,660

 

International

 

590,768

 

560,162

 

2,229,902

 

2,126,840

 

Effect of Foreign

 

 

 

 

 

 

 

 

 

Currency Translation

 

(21,791

)

(10,657

)

(22,524

)

(77,567

)

Consolidated

 

$

1,141,515

 

$

1,072,535

 

$

4,534,832

 

$

4,184,933

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

 

 

 

 

 

 

 

 

United States

 

 

 

 

 

 

 

 

 

Cleaning & Sanitizing

 

$

49,762

 

$

39,771

 

$

279,960

 

$

266,072

 

Other Services

 

7,067

 

2,518

 

36,012

 

20,447

 

Total

 

56,829

 

42,289

 

315,972

 

286,519

 

International

 

69,341

 

61,088

 

227,864

 

217,865

 

Corporate Expense*

 

 

469

 

 

(4,361

)

Effect of Foreign  Currency Translation

 

(2,436

)

(1,727

)

(1,416

)

(10,133

)

Consolidated

 

$

123,734

 

$

102,119

 

$

542,420

 

$

489,890

 

 

Prior periods have been restated for the adoption of SFAS No. 123(R), “Share-Based Payment”

 


*

 

Consistent with the company’s internal management reporting, corporate expense includes income from reductions in restructuring accruals of $177 and $927 for the fourth quarter and year ended December 31, 2004, respectively. For the fourth quarter ended December 31, 2004, corporate expense also includes a gain of $292 on the sale of a small business. Corporate expense for the year ended December 31, 2004 included a charge of $1,600 for in-process research and development recorded as part of the acquisition of Alcide Corp. Corporate expense for the year ended December 31, 2004 also includes a charge of $3,980 related to the disposal of a grease management product line.

 

 



 

IMMEDIATE RELEASE

M.J. Monahan

(651) 293-2809

 

ECOLAB INC.

CONSOLIDATED BALANCE SHEET

DECEMBER 31, 2005

(unaudited)

 

(thousands)

 

December 31
2005

 

December 31
2004

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

104,378

 

$

71,231

 

Short-term investments

 

125,063

 

 

 

Accounts receivable, net

 

743,520

 

738,266

 

Inventories

 

325,574

 

338,603

 

Deferred income taxes

 

65,880

 

76,038

 

Other current assets

 

57,251

 

54,928

 

Total current assets

 

1,421,666

 

1,279,066

 

 

 

 

 

 

 

Property, plant and equipment, net

 

835,503

 

834,730

 

 

 

 

 

 

 

Goodwill, net

 

937,019

 

991,811

 

 

 

 

 

 

 

Other intangible assets, net

 

202,936

 

229,095

 

 

 

 

 

 

 

Other assets, net

 

399,504

 

381,472

 

 

 

 

 

 

 

Total assets

 

$

3,796,628

 

$

3,716,174

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Short-term debt

 

$

226,927

 

$

56,132

 

Accounts payable

 

277,635

 

269,561

 

Compensation and benefits

 

214,131

 

231,856

 

Income taxes

 

39,583

 

22,709

 

Other current liabilities

 

361,081

 

359,289

 

Total current liabilities

 

1,119,357

 

939,547

 

 

 

 

 

 

 

Long-term debt

 

519,374

 

645,445

 

 

 

 

 

 

 

Postretirement health care and pension benefits

 

302,048

 

270,930

 

 

 

 

 

 

 

Other liabilities

 

206,639

 

262,111

 

 

 

 

 

 

 

Shareholders’ equity

 

1,649,210

 

1,598,141

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

3,796,628

 

$

3,716,174

 

 

2004 amounts have been restated for the adoption of SFAS No. 123(R), “Share-Based Payment”

 



 

IMMEDIATE RELEASE

M.J. Monahan

(651) 293-2809

 

ECOLAB INC.

SUPPLEMENTAL DILUTED EARNINGS PER SHARE INFORMATION

(unaudited)

 

 

 

Quarter
Ended
March 31
2004

 

Quarter
Ended
June 30
2004

 

Quarter
Ended
Sept. 30
2004

 

Quarter
Ended
Dec. 31
2004

 

Year
Ended
Dec. 31
2004

 

 

 

 

 

 

 

 

 

 

 

 

 

Restated earnings per share

 

$

0.24

 

$

0.28

 

$

0.34

 

$

0.22

 

$

1.09

 

SFAS 123R - stock option expense

 

0.01

 

0.02

 

0.02

 

0.05

 

0.10

 

Excluding SFAS 123R

 

$

0.25

 

$

0.30

 

$

0.36

 

$

0.27

 

$

1.19

 

 

 

 

Quarter
Ended
March 31
2005

 

Quarter
Ended
June 30
2005

 

Quarter
Ended
Sept. 30
2005

 

Quarter
Ended
Dec. 31
2005

 

Year
Ended
Dec. 31
2005

 

 

 

 

 

 

 

 

 

 

 

 

 

Restated earnings per share

 

$

0.27

 

$

0.31

 

$

0.38

 

$

0.27

 

$

1.23

 

SFAS 123R - stock option expense

 

0.02

 

0.02

 

0.02

 

0.04

 

0.10

 

Excluding SFAS 123R

 

0.29

 

0.33

 

0.40

 

0.31

 

1.33

 

AJCA

 

 

 

 

 

 

 

0.01

 

0.01

 

Excluding SFAS 123R and AJCA

 

$

0.29

 

$

0.33

 

$

0.40

 

$

0.32

 

$

1.34

 

 

The company has restated prior periods earnings per share for the adoption of SFAS No. 123(R), “Share-Based Payment”

 

Per share amounts do not necessarily sum due to changes in shares outstanding and rounding.

 

The non-GAAP financial measures in the tables above are provided to assist in the reader’s understanding of the comparability of the company’s operations for 2005 and 2004. The company believes that earnings excluding SFAS 123R and AJCA, a non-GAAP financial measure, is a useful basis to compare the company’s results against, because it assists readers in understanding the impact of the company’s adoption of SFAS 123R and the tax charge related to the repatriation of foreign earnings under the American Jobs Creation Act (AJCA) is an unusual item which impacted the company’s reported earnings per share in 2005. The presentation above reconciles restated earnings per share (U. S. GAAP amounts) to amounts excluding SFAS 123R and AJCA for the quarters ended March 31, June 30 and September 30, 2005 and the quarter and year ended December 31, 2005 and for the quarters ended March 31, June 30 and September 30, 2004 and the quarter and year ended December 31, 2004. The non-GAAP financial measures should not be construed as an alternative to reported results under U. S. GAAP.