-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, MzvnlzxoUfy9EUqI7GMjwc2h2+CGEkV2yiCI5syMAItbNe8CUUsDAXmcTx9BtgEt 8jfzdqadE0POayfvq5V18Q== 0000950117-94-000261.txt : 19941111 0000950117-94-000261.hdr.sgml : 19941111 ACCESSION NUMBER: 0000950117-94-000261 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19941110 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST BRANDS CORP CENTRAL INDEX KEY: 0000797320 STANDARD INDUSTRIAL CLASSIFICATION: 3081 IRS NUMBER: 061171404 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-10395 FILM NUMBER: 94558740 BUSINESS ADDRESS: STREET 1: 83 WOOSTER HEIGHTS RD BLDG 301 STREET 2: PO BOX 1911 CITY: DANBURY STATE: CT ZIP: 06813-1911 BUSINESS PHONE: 2037312300 MAIL ADDRESS: STREET 1: P.O. BOX 1911 CITY: DANBURY STATE: CT ZIP: 06813-1911 10-Q 1 FBC 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED SEPTEMBER 30, 1994 COMMISSION FILE NUMBER 33-7264 FIRST BRANDS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 06-1171404 State of Incorporation (IRS Employer Identification No.) 83 Wooster Heights Rd., Building 301 P.O. Box 1911 Danbury, Connecticut 06813-1911 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 203-731-2300 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 for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for 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 September, 30 1994 Common Stock, $.01 par value 22,021,457 shares FIRST BRANDS CORPORATION INDEX TO FORM 10-Q
PAGE PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Statements of Income For the Three Month Periods Ended September 30, 1994 and 1993 3 Consolidated Condensed Balance Sheets - September 30, 1994 and June 30, 1994 4 Consolidated Condensed Statement of Stockholders' Equity - For the Three Month Period Ended September 30, 1994 5 Consolidated Condensed Statements of Cash Flows - For the Three Month Periods Ended September 30, 1994 and 1993 6 Notes to Consolidated Condensed Financial Statements 7-9 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition 10-12 Independent Accountants' Report 13 PART II - OTHER INFORMATION Item 1. Legal Proceedings 14 Items 2 - 6 14 SIGNATURE 15
2 FIRST BRANDS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS THREE MONTHS ENDED ENDED SEPTEMBER 30, SEPTEMBER 30, 1994 1993 (in thousands - except per share amounts) Net sales. . . . . . . . . . . . $ 264,167 $ 279,813 Cost of goods sold . . . . . . 160,381 172,969 Selling, general and administrative expenses . . . 67,161 65,292 Amortization and other depreciation 4,727 5,232 Interest expense and amortization of debt discount and expense. 4,967 5,897 Discount on sale of receivables 1,194 1,005 Other income (expense), net. . 349 (21) Income before provision for income taxes 26,086 29,397 Provision for income taxes . . . 11,012 13,025 Net income . . . . . . . . . . . $ 15,074 $ 16,372 Net income per common share and common equivalent share (Note 6): $ 0.68 $ 0.74 Weighted average common and common equivalent shares outstanding (Note 6) 22,053 22,047
SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS. 3 FIRST BRANDS CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS
SEPTEMBER 30, JUNE 30, (in thousands) 1994 1994 (UNAUDITED) ASSETS: Cash and cash equivalents. . . . . $ 22,849 $ 13,384 Accounts and notes receivable - net 118,795 89,769 Inventories. . . . . . . . . . . . 127,456 155,737 Deferred tax assets. . . . . . . . 33,567 26,239 Prepaid expenses . . . . . . . . . 5,508 5,756 Total current assets . . . . . . 308,175 290,885 Property, plant and equipment (net of accumulated depreciation of $78,327 and $87,584) 253,175 266,357 Patents, trademarks, proprietary technology and other intangibles (net of accumulated amortization of $162,174 and $193,429) 207,362 232,666 Deferred charges and other assets (net of accumulated amortization of $50,178 and $48,479) 25,747 24,077 Total assets . . . . . . $ 794,459 $ 813,985 LIABILITIES AND STOCKHOLDERS' EQUITY: Notes payable. . . . . . . . . . . $ 524 $ 156 Current maturities of long-term debt 48 48 Accrued income and other taxes . . 42,885 35,640 Accounts payable . . . . . . . . . 31,214 60,510 Accrued liabilities. . . . . . . . 142,848 141,753 Total current liabilities . . 217,519 238,107 Long-term debt . . . . . . . . . . 149,687 153,430 Deferred taxes payable . . . . . . 51,776 44,177 Deferred gain on sale of assets. . 4,966 5,393 Other long-term obligations. . . . 12,117 12,148 STOCKHOLDERS' EQUITY Preferred stock, $1 par value, 10,000,000 shares authorized; none issued . - - Common stock, $0.01 par value, 50,000,000 shares authorized; issued 22,021,457 shares at September 30, 1994 and 22,005,656 shares at June 30, 1994 220 220 Capital in excess of par value . . 117,417 117,085 Cumulative foreign currency translation adjustment (3,258) (4,542) Common stock in treasury, at cost; 520,200 shares (17,264) - Retained earnings. . . . . . . . . 261,279 247,967 Total stockholders' equity. . 358,394 360,730 Total liabilities and stockholders' equity $ 794,459 $ 813,985
SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS. 4 FIRST BRANDS CORPORATION CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY FOR THE THREE MONTH PERIOD ENDED SEPTEMBER 30, 1994 (UNAUDITED) (In thousands)
Capital Cumulative in Foreign Common Excess Currency Stock of of Par Translation Treasury Retained Par Value Value Adjustment Stock Earnings Total Balance as of June 30, 1994 . $220 $117,085 $(4,542) - $247,967 $360,730 Exercise of Stock Options . - 332 - - - 332 Common Stock Dividends. - - - - (1,762) (1,762) Purchase of Treasury Stock. - - - (17,264) - (17,264) Net Income - - - - 15,074 15,074 Foreign Currency Translation Adjustment - - 1,284 - - 1,284 Balance as of September 30, 1994 $ 220 $ 117,417 $(3,258) $(17,264) $261,279 $358,394
SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS. 5 FIRST BRANDS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
THREE MONTHS THREE MONTHS ENDED ENDED SEPTEMBER 30, SEPTEMBER 30, (in thousands) 1994 1993 Cash flows from operating activities: Net income . . . . . . . . . . . $ 15,074 $ 16,372 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization. 13,268 10,389 Deferred income taxes. . . . . 181 4,166 Gain on sale of antifreeze and car care business (4,202) - Change certain in non-cash current assets and liabilities net of effect of business sold and acquired: (Increase) in accounts receivable (23,471) (29,768) (Increase) Decrease in inventories (8,145) 3,845 Decrease in prepaid expenses . 582 1,946 Increase in accrued income and other taxes 7,212 7,385 (Decrease) in accounts payable (18,844) (35,353) Increase in accrued liabilities 20,921 1,034 Other changes. . . . . . . . . . (396) (1,002) Total adjustments. . . . . . (12,894) (37,358) Net cash provided (used) for operating activities 2,180 (20,986) Cash flows from investing activities: Capital expenditures. . . . . . (7,119) (6,633) Proceeds from sale of antifreeze/ coolant and car care business, net of note received 142,000 - Acquisition of assets (45,195) - Net cash provided (used) for investing activities 89,686 (6,633) Cash flows from financing activities: (Decrease) Increase in revolving credit borrowings, net (3,700) 19,000 Increase in other borrowings, net 325 9,212 Decrease in accounts receivable securitization (60,000) - Purchase of common stock, for treasury (17,264) - Repayment of term loan - (1,190) Dividends paid (1,762) (1,313) Net cash (used) provided by financing activities (82,401) 25,709 Net Increase (Decrease) in cash and cash equivalents 9,465 (1,910) Cash and cash equivalents at beginning of period 13,384 11,672 Cash and cash equivalents at end of period $ 22,849 $ 9,762
SEE ACCOMPANYING NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS. 6 FIRST BRANDS CORPORATION NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1. Summary of Significant Accounting Policies Basis of Presentation In the opinion of management, the accompanying unaudited consolidated condensed financial statements include all adjustments (all of which were of a normal recurring nature) necessary to fairly present the results of operations for the interim periods. Certain prior year amounts have been reclassified to conform with the current year's presentation. All material intercompany transactions and balances have been eliminated. Due to the seasonal nature of some of its former product lines, primarily the PRESTONE antifreeze/coolant and car care business which was sold on August 26, 1994, the results of operations for the three month period ended September 30, 1994 and the balance sheet at September 30, 1994 are not indicative of the results for a full year. First Brands Corporation ('First Brands' or the 'Company') is engaged in the development, manufacture, marketing and sales of consumer products under branded and private labels. Principal branded products include: GLAD and GLAD-LOCK (plastic wrap and bags); STP (oil and fuel treatment and other specialty automotive products); SIMONIZ (car waxes and polishes) and SCOOP AWAY; EVER CLEAN and JONNY CAT (clumping and conventional cat litter). On July 13, 1994, the Company purchased substantially all of the assets of Excel-Mineral Inc. and Excel International Inc., the manufacturer and marketer of the JONNY CAT brand of cat care products, for $45,000,000. On August 26, 1994, the Company sold the PRESTONE antifreeze/coolant and car care business for $155,000,000 and received $142,000,000 in cash and a $13,000,000 7 1/2% subordinated debenture maturing in 2003, which for financial statement purposes has been valued at $9,000,000. The net assets of that business have been removed from the balance sheet, and a payable representing the fractional interest of PRESTONE receivables previously sold under the securitization program (see note 3) was added, resulting in a pre-tax gain of $4,202,000 which was recorded as other income (expense), net, in the Consolidated Condensed Statement of Income. Sales from the PRESTONE business were $31,684,000 for the period ended August 25, 1994, and $60,951,000 for the quarter ended September 30, 1993. Inventories Inventories were comprised of:
September 30, June 30, 1994 1994 (in thousands) Raw materials . . . . . . . . . . $ 22,720 $ 24,666 Work-in-process . . . . . . . . . 4,335 5,844 Finished goods. . . . . . . . . . 100,401 125,227 Total . . . . . . . . . . . . $ 127,456 $ 155,737
7 2. Long-term Debt First Brands had long-term debt outstanding as of September 30, 1994 and June 30, 1994 as follows:
September 30, June 30, 1994 1994 (in thousands) Senior Debt: $165,000,000 Revolving Credit Facility, 4 year term expiring December, 1995, interest at prime rate, LIBOR plus 3/4% or CD rate plus 7/8%; commitment fee of .35% on unused portion . $ 0 $ 3,700 Other . . . . . . . . . . . . . . 4,735 4,778 4,735 8,478 Less: current maturities. . . . . (48) (48) Senior Debt . . . . . . . . . 4,687 8,430 Subordinated Debt: 9 1/8% Senior Subordinated Notes Due 1999 100,000 100,000 13 1/4% Subordinated Notes Due 2001 45,000 45,000 Subordinated Debt . . . . . . 145,000 145,000 Total Long Term Debt. . . $ 149,687 $ 153,430
The Revolving Credit Facility has no compensating balance requirements, however it does have restrictive covenants, the most significant of which include the maintenance of certain minimum levels for the ratio of current assets to current liabilities, interest coverage and the ratio of total liabilities to equity. The 13 1/4% Subordinated Note Purchase Agreement (the 'Note Purchase Agreement') requires the principal amount to be paid in annual installments, subject to reduction for prior repurchases, of $9,000,000 on July 1, 1997 and on each July 1 thereafter through the year 2001. The 9 1/8% Notes contain limitations on the Company's right to incur additional debt. Both the 9 1/8% Notes Indenture and the Note Purchase Agreement have restrictive covenants or limitations on the payment of dividends, the distribution of capital stock or the redeeming of capital stock, as well as limitations on Company and subsidiary debt and limitations on the sale of assets. First Brands was in compliance with all the covenants of all debt agreements at September 30, 1994. 3. Accounts Receivable In May 1992, the Company entered into a $100,000,000 extendable three year agreement to sell fractional ownership interest, without recourse, in a defined pool of eligible trade accounts receivable. During the first quarter of fiscal 1995, the Company reduced the 8 amount sold to $40,000,000 as of September 30, 1994. The amounts sold are reflected as a reduction in accounts receivable on the accompanying balance sheet and costs associated with this program are recorded on the Consolidated Condensed Statement of Income as discount on sale of receivables. 4. Notes Payable Notes payable at September 30, 1994 of $524,000 consisted of international subsidiaries' working capital borrowings with local lenders. The Company's international working capital credit facilities aggregated $20,145,000 at September 30, 1994 and are generally secured by the assets of the respective international subsidiary, with approximately $1,475,000 of the availability at one subsidiary being guaranteed by First Brands Corporation (U.S.). 5. Taxes The provision for income taxes for the three months ended September 30, 1994 and 1993 consists of the following:
Three Months Ended September 30, 1994 1993 (in thousands) Current: Federal . . . . . . . . $ 7,953 $ 6,305 State . . . . . . . . . 1,925 1,410 Foreign . . . . . . . . 953 1,144 Total current . . . 10,831 8,859 Deferred: Federal . . . . . . . . 192 3,582 State . . . . . . . . . 30 669 Foreign . . . . . . . . (41) (85) Total deferred. . . 181 4,166 Total Provision $ 11,012 $ 13,025
6. Earnings Per Share Net income per share has been computed using the weighted average number of common shares and common share equivalents outstanding for the periods. 9 FIRST BRANDS CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION The following discussion and analysis of the consolidated results of operations for the three month period ended September 30, 1994 should be read in conjunction with the accompanying unaudited Consolidated Condensed Financial Statements and related Notes. The Company is primarily engaged in the development, manufacture, marketing and sale of branded and private label consumer products for the home and automotive markets. The Company's products which include 'GLAD', 'GLAD-LOCK' 'STP', 'SIMONIZ', 'SCOOP AWAY', 'EVER CLEAN' and 'JONNY CAT' can be found in large mass merchandise stores, chain supermarkets and other retail outlets. The Company believes that the significant market positions occupied by its products are attributable to brand name recognition, comprehensive product offerings, continued product innovation, strong emphasis on vendor support and aggressive advertising and promotion. Because of the seasonality in some of its former product lines, primarily the PRESTONE antifreeze/coolant and car care business which was sold on August 26, 1994, the results of operations for any interim period and the balance sheet as of the end of any interim period are not indicative of a full year's operations nor the financial condition of First Brands at the end of any interim period. Results of Operations The following table sets forth the percentages of net sales of the Company represented by the components of income and expense for the three month period ended September 30, 1994 and 1993.
Three Months Ended September 30, 1994 1993 Net sales 100.0% 100.0% Cost of goods sold 60.7 61.8 Gross profit 39.3 38.2 Selling, general, and administrative expenses 25.4 23.3 Amortization and other depreciation 1.8 1.9 Interest expense and amortization of debt discount and expense 1.9 2.1 Discount on sale of receivables 0.4 0.4 Other income (expense), net 0.1 (0.0) Income before provision for income taxes 9.9 10.5 Provision for income taxes 4.2 4.7 Net income 5.7% 5.8%
10 Quarter ended September 30, 1994 Compared to the Quarter ended September 30, 1993 First Brands' consolidated sales for the three month period ended September 30, 1994 were $264,167,000, 94% of last year's $279,813,000. The revenue shortfall reflects only eight weeks in the fiscal 1995 period compared to the entire quarter for the fiscal 1994 period for the PRESTONE antifreeze/coolant and car care business ('the divested business') which was sold on August 26, 1994. Excluding sales from the divested business, sales for the first quarter of fiscal 1995 were $232,483,000, 6% above the prior years comparable sales of $218,862,000. This performance reflects higher sales from the automotive specialty and appearance products and pet products businesses, which were partially offset by lower sales of the plastic wrap and bag business. Cat litter sales for the quarter were significantly ahead of the prior years level, reflecting the inclusion of the JONNY CAT business (sales were $7,445,000 for the quarter), which was acquired on July 13, 1994, as well as continued market and share growth for its existing SCOOP AWAY and EVER CLEAN brands. Cost of goods sold for the three month period was $160,381,000, 93% of last year's $172,969,000. Excluding the divested business, cost of goods sold for the quarter were $139,213,000, 8% above the prior year's $129,338,000. The higher costs during the quarter were primarily due to increased volumes along with slightly higher resin costs. Gross profit for the quarter of $103,786,000 (39.3% of sales) was 97% of last year's $106,844,000 (38.2% of sales). Excluding the divested business, the gross profit for the quarter was $93,270,000 (40.1% of sales), 104% of the prior year's $89,524,000 (40.9% of sales). This higher gross profit for the quarter is due to increased sales, while the lower gross margin resulted from the aforementioned sales mix and increased resin costs. Selling, general and administrative expenses was $67,161,000 for the three months, 103% of the comparable period last year. Excluding the divested business, which includes allocations of corporate overhead to such business, these expenses for the quarter were $59,321,000 (25.5% of sales), 102% of the prior year's $57,880,000 (26.4% of sales). Increased advertising and promotion expenditures for the automotive and cat litter businesses were partially offset by lower spending in the plastic wrap and bag business, due to a shift in the timing of certain promotional programs. Higher selling costs were reported by the automotive business, primarily due to increased STP advertising spending. Selling expense for the cat litter business is above the prior years' level because of the recently acquired JONNY CAT business, and increased advertising to support the expansion of the SCOOP AWAY and EVER CLEAN business. 11 Amortization and other depreciation expense of $4,727,000, was 90% of last year's three month period. This reduction reflects lower amortization expense for fiscal 1995 as certain intangible assets were fully amortized during fiscal 1994. Interest expense of $4,967,000 for the quarter was 84% of the prior year. Discount on sale of receivables reflects the costs associated with the sale of a fractional ownership interest, without recourse, in a defined pool of the Company's eligible trade accounts receivable. The Company's provision for income taxes for the first quarter was $11,012,000, 85% of last year's $13,025,000. The lower tax expense reflects lower pre-tax income, and a marginally higher effective tax rate during the first quarter of fiscal 1994, which reflected the inclusion of the retroactive U.S. Federal tax increase and its effect on deferred taxes. Financial Condition Worldwide credit facilities in place at September 30, 1994 aggregated $196,212,000 of which $194,621,000 was available, but unused. The Company expects to borrow and repay up to $20,000,000 from these credit facilities over the next twelve months, primarily for working capital purposes. During the first quarter, the Company reduced the amount of accounts receivable sold under its securitization program from $100,000,000 to $40,000,000 (see Note 3). The Company's current forecast for the 1995 fiscal year reflects capital expenditures of approximately $35,000,000 and fixed payments (interest, principal, discount on sale of receivables and lease payments) of approximately $45,000,000. Based on the Company's ability to generate funds from operations and the availability of credit under its financing facilities, management believes it will have the funds necessary to meet all of its described financing requirements and all other financial obligations. REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS First Brands' independent certified public accountants have made a limited review of the financial information furnished herein in accordance with standards established by the American Institute of Certified Public Accountants. The Independent Accountants' Report is presented on Page 13 of this report. 12 Independent Accountants' Report The Board of Directors First Brands Corporation: We have reviewed the consolidated condensed balance sheet of First Brands Corporation and subsidiaries as of September 30, 1994, and the related consolidated condensed statements of income for the three month periods ended September 30, 1994 and 1993 and the consolidated condensed statements of cash flows for the three month periods ended September 30, 1994 and 1993, and the consolidated condensed statement of stockholders' equity for the three month period ended September 30, 1994. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the consolidated condensed financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of First Brands Corporation and subsidiaries as of June 30, 1994, and the related consolidated statement of income, stockholders' equity, and cash flows for the year then ended (not presented herein); and in our report dated August 9, 1994 (except as to Note 19, which is as of August 26, 1994), we express an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated condensed balance sheet as of June 30, 1994, is fairly presented, in all material respects, in relation to the consolidated balance sheet from which it has been derived. /s/ KPMG PEAT MARWICK LLP KPMG Peat Marwick LLP New York, New York November 1, 1994 13 PART II - OTHER INFORMATION Item 1. Legal Proceedings The Federal Trade Commission staff is conducting an investigation that alleges that certain advertising claims for STP Engine Treatment violate a 1976 cease and desist order regarding STP advertising. The Company does not believe that it is subject to that order or that it made the alleged claims. Item 2. Changes in Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K A. Exhibit Index: Exhibit 15 - Accountants' Acknowledgement Exhibit 27 - Financial Data Schedule B. Reports on Form 8-K A Form 8-K items 2 and 7 dated September 12, 1994 was filed reporting the sale of the Company's antifreeze/coolant and other car care business. 14 SIGNATURE 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. FIRST BRANDS CORPORATION (Registrant) Date: November 9th, 1994 By: /s/ DONALD A. DESANTIS Donald A. DeSantis Senior Vice President and Chief Financial Officer (Principal Accounting and Duly Authorized Officer) 15 EX-15 2 EXHIBIT 15 Exhibit 15 Accountants' Acknowledgement First Brands Corporation 83 Wooster Heights Road Danbury, CT 06813-1911 Gentlemen: Re: Form S-8 Registration Statements No. 33-35770 and No. 33-56992 With respect to the subject registration statements, we acknowledge our awareness of the use therein of our report dated November 1, 1994 related to our review of interim financial information. Pursuant to Rule 436 (c) under the Securities Act of 1933, such report is not considered a part of a registration statement prepared or certified by an accountant or a report prepared or certified by an accountant within the meaning of sections 7 and 11 of the Act. Very truly yours, /s/ KPMG PEAT MARWICK LLP KPMG Peat Marwick LLP New York, New York November 1, 1994 EX-27 3 EXHIBIT 27
5 1000 3-MOS JUN-30-1995 JUL-01-1994 SEP-30-1994 22,849 0 124,064 1,415 127,456 308,175 331,502 78,327 794,459 217,519 149,687 220 0 0 358,174 794,459 264,167 264,167 160,381 160,381 0 137 5,921 26,086 11,012 15,074 0 0 0 15,074 0.68 0.68
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