-----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, UbU5dxXR/S9XoGfb8CVyEiVBgMQuJ9Xjr5dWslga4HQPTvLIRlL4LPz2GDJhvjx9 kjpKnFZd7YLzdBMBOJ+UHQ== 0000950152-04-007676.txt : 20041028 0000950152-04-007676.hdr.sgml : 20041028 20041028083122 ACCESSION NUMBER: 0000950152-04-007676 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041028 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041028 DATE AS OF CHANGE: 20041028 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANCASTER COLONY CORP CENTRAL INDEX KEY: 0000057515 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030] IRS NUMBER: 131955943 STATE OF INCORPORATION: OH FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04065 FILM NUMBER: 041100965 BUSINESS ADDRESS: STREET 1: 37 W. BROAD STREET STREET 2: 5TH FLOOR CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 6142247141 MAIL ADDRESS: STREET 1: 37 W. BROAD STREET STREET 2: 5TH FLOOR CITY: COLUMBUS STATE: OH ZIP: 43215 8-K 1 l10207ae8vk.txt LANCASTER COLONY CORPORATION 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549-1004 ------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT: OCTOBER 28, 2004 (Date of earliest event reported) COMMISSION FILE NUMBER 0-4065-1 LANCASTER COLONY CORPORATION (Exact name of registrant as specified in its charter) OHIO 13-1955943 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 37 WEST BROAD STREET 43215 COLUMBUS, OHIO (Zip Code) (Address of principal executive offices) 614-224-7141 (Registrant's telephone number, including area code) NONE (Former name, former address and former fiscal year, if changed since last report) 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: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] 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 28, 2004, Lancaster Colony Corporation issued a press release announcing its results for the three months ended September 30, 2004. The press release is attached as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: 99.1 Press Release dated October 28, 2004, filed herewith. 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. LANCASTER COLONY CORPORATION (REGISTRANT) Date: October 28, 2004 By: /s/JOHN L. BOYLAN ------------------ ------------------------------------- John L. Boylan Treasurer, Vice President, Assistant Secretary and Chief Financial Officer (Principal Financial and Accounting Officer) INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION LOCATED AT - ------ ----------- ---------- 99.1 Press Release dated October 28, 2004................. Filed herewith EX-99.1 2 l10207aexv99w1.txt EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE SYMBOL: LANC Thursday, October 28, 2004 TRADED: Nasdaq LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS COLUMBUS, Ohio, Oct. 28 -- Lancaster Colony Corporation (Nasdaq: LANC) today reported record net sales of $281 million for the first fiscal quarter ended September 30, 2004, a six-percent increase over first quarter sales of $267 million last year. Net income was $18,378,000 versus $19,700,000 in the corresponding quarter a year ago. Current year results included pretax income of approximately $0.4 million (one cent per share after taxes) related to the liquidation of LIFO inventories carried at substantially lower prior years' costs, compared to $1.6 million (three cents per share after taxes) in the comparable quarter a year ago. Basic and diluted earnings per share were 52 cents versus 55 cents earned in the first quarter last year. John B. Gerlach, Jr., chairman and CEO of Lancaster Colony Corporation, said, "We were encouraged to achieve net sales growth in each segment. Operating earnings, however, were again adversely affected by higher raw material costs and a business environment that allows little pricing flexibility." Specialty Foods sales totaled $161 million, up four percent from the year-ago level. Segment operating income totaled $27.4 million, up four percent over the year-ago level. Mr. Gerlach said, "Both retail and foodservice sales showed modest growth and Warren Frozen Foods, acquired last December, contributed over $4 million to the higher first quarter sales. Operating income was again constrained by higher costs of soybean oil and cream, as the adverse impact of all commodities exceeded $1 million in the quarter." Automotive sales were $57 million for the quarter, up three percent from the prior year's first quarter total. Segment operating income totaled $2.3 million, or approximately four percent of sales, after a charge of approximately $0.4 million for costs incurred with the previously announced closing of a floor mat facility. Segment income in the year-ago quarter totaling $3.7 million included approximately $0.4 million from a gain on the sale of an idle facility. Mr. Gerlach noted, "Sales of original equipment products benefited from growth in aluminum accessories, partially offset by lower floor mat volume. Operating margins remain adversely affected by markedly higher material costs for aluminum, steel and synthetic rubber." Glassware and Candles sales totaled $64 million, up 14 percent for the quarter, and segment operating income was $1.1 million, $2.0 million below the year-ago level. Mr. Gerlach said, MORE . . . PAGE 2 / LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS "For the third consecutive quarter, candle sales have posted year-over-year increases, growing both through the addition of new customers and gains among existing customers. Segment operating income reflects lower LIFO-related income as well as higher material and product costs. Candle production has increased to meet demand in recent months, and manufacturing efficiencies at our largest glassware facility have also improved." Mr. Gerlach concluded, "We continue to believe that our best opportunity to improve operating results lies in the second half of the current fiscal year. Lancaster Colony remains debt-free with solid cash flows, and we ended the past quarter with more than $168 million in cash and equivalents." The company's first quarter conference call is scheduled for this morning, October 28, at 10:00 a.m. ET. You may access the call through a live webcast by using the link provided on the company's internet home page at www.lancastercolony.com. The webcast will be archived and available on the company's website. This news release contains forward-looking statements related to future growth and earnings opportunities. Such statements are based upon certain assumptions and assessments made by management of the company in light of its experience and perception of historical trends, current conditions, expected future developments and other factors it believes to be appropriate. Actual results may differ as a result of factors over which the company has no, or limited, control including the strength of the economy, slower than anticipated sales growth, the extent of operational efficiencies achieved, the success of new product introductions, price and product competition, and increases in raw materials costs. Management believes these forward-looking statements to be reasonable; however, undue reliance should not be placed on such statements, which are based on current expectations. The company undertakes no obligation to publicly update such forward-looking statements. More detailed statements regarding significant events which could affect the company's financial results are included in the company's Forms 10-K and 10-Q filed with the Securities and Exchange Commission. MORE . . . PAGE 3 / LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS LANCASTER COLONY CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In thousands except per-share amounts)
Three Months Ended September 30, 2004 2003 -------- -------- Net sales $281,484 $266,652 Cost of sales 227,467 210,845 -------- -------- Gross margin 54,017 55,807 Selling, general & administrative expenses 24,776 24,169 Restructuring and impairment charge 442 -- -------- -------- Operating income 28,799 31,638 Interest income and other - net 627 346 -------- -------- Income before income taxes 29,426 31,984 Taxes based on income 11,048 12,284 -------- -------- Net income $ 18,378 $ 19,700 ======== ======== Net income per common share:(a) Basic and diluted $ .52 $ .55 Cash dividends per common share $ .23 $ .20 Weighted average common shares outstanding: Basic 35,355 35,763 Diluted 35,408 35,831
(a) Based on the weighted average number of shares outstanding during each period. LANCASTER COLONY CORPORATION BUSINESS SEGMENT INFORMATION (Unaudited) (In thousands)
Three Months Ended September 30, 2004 2003 -------- -------- NET SALES Specialty Foods $160,609 $154,817 Glassware and Candles 63,732 56,126 Automotive 57,143 55,709 -------- -------- $281,484 $266,652 ======== ======== OPERATING INCOME Specialty Foods $27,379 $ 26,313 Glassware and Candles 1,079 3,106 Automotive 2,256 3,651 Corporate expenses (1,915) (1,432) ------- -------- $28,799 $ 31,638 ======= ========
MORE . . . PAGE 4 / LANCASTER COLONY REPORTS FIRST QUARTER SALES AND EARNINGS LANCASTER COLONY CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
September 30, June 30, 2004 2004 ------------- -------- (Unaudited) ASSETS Current assets: Cash and equivalents $168,136 $178,503 Receivables - net of allowance for doubtful accounts 115,764 94,623 Total inventories 154,093 155,076 Deferred income taxes and other current assets 26,774 22,803 -------- -------- Total current assets 464,767 451,005 Net property, plant and equipment 155,200 159,494 Other assets 105,453 102,388 -------- -------- Total assets $725,420 $712,887 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 46,974 $ 47,383 Accrued liabilities 58,447 45,348 -------- -------- Total current liabilities 105,421 92,731 Other noncurrent liabilities and deferred income taxes 34,153 33,371 Shareholders' equity 585,846 586,785 -------- -------- Total liabilities and shareholders' equity $725,420 $712,887 ======== ========
SUBJECT TO YEAR-END AUDIT. # # # # FOR FURTHER INFORMATION: John B. Gerlach, Jr., Chairman and CEO, or John L. Boylan, Vice President, Treasurer and CFO Lancaster Colony Corporation Phone: 614/224-7141 -or- Investor Relations Consultants, Inc. Phone: 727/781-5577 or E-mail: lanc@mindspring.com ------------------- -----END PRIVACY-ENHANCED MESSAGE-----