-----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, B7UC9kDKLpIe2J89QT5R6kAvBicjiUn0LkcYyHPVlUVPlTjUPwwi4d3gFmG+TZ1c ZTIQ9Vq/LhxyUr/gspMErQ== 0001299933-05-005674.txt : 20051102 0001299933-05-005674.hdr.sgml : 20051102 20051102163459 ACCESSION NUMBER: 0001299933-05-005674 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051102 ITEM INFORMATION: Other Events FILED AS OF DATE: 20051102 DATE AS OF CHANGE: 20051102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANDERSONS INC CENTRAL INDEX KEY: 0000821026 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FARM PRODUCT RAW MATERIALS [5150] IRS NUMBER: 341562374 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-20557 FILM NUMBER: 051173660 BUSINESS ADDRESS: STREET 1: 480 W DUSSEL DR CITY: MAUMEE STATE: OH ZIP: 43537 BUSINESS PHONE: 4198935050 MAIL ADDRESS: STREET 1: 480 W DUSSEL DR CITY: MAUMEE STATE: OH ZIP: 43537 FORMER COMPANY: FORMER CONFORMED NAME: ANDERSONS MANAGEMENT CORP DATE OF NAME CHANGE: 19931119 8-K/A 1 htm_8012.htm LIVE FILING The Andersons, Inc. (Form: 8-K/A)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   November 2, 2005

The Andersons, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Ohio 000-20557 34-1562374
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
480 West Dussel Drive, Maumee, Ohio   43537
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   419-893-5050

Not Applicable
______________________________________________
Former name or former address, 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 8.01 Other Events.

The Andersons, Inc. issued a press release today, November 2, 2005, reporting its earnings for the third quarter of 2005. This press release is included as Exhibit 99 to this filing.






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.

         
    The Andersons, Inc.
          
November 2, 2005   By:   Michael J. Anderson
       
        Name: Michael J. Anderson
        Title: President and CEO


Exhibit Index


     
Exhibit No.   Description

 
99
  Press Release
EX-99 2 exhibit1.htm EX-99 EX-99

The Andersons, Inc.

480 W. Dussel Drive

Maumee, Ohio 43537

FOR IMMEDIATE RELEASE            AT THE COMPANY: Gary Smith (419) 891 — 6417
WEDNESDAY, NOVEMBER 2, 2005

THE ANDERSONS, INC. REPORTS 3RD QUARTER RESULTS
$0.6 MILLION LOSS VS. $1.0 MILLION INCOME IN SAME PERIOD LAST YEAR
Company Reaffirms EPS Guidance of $2.20 to $2.50 For 2005

MAUMEE, OHIO, NOVEMBER 2, 2005—The Andersons, Inc. (Nasdaq: ANDE), today announced a net loss of $0.6 million for the third quarter. In the same three-month period last year, the company reported a net income of $1.0 million. Earnings per diluted share for the third quarter this year were a loss of nine cents. In 2004, the company earned fourteen cents per diluted share during the third quarter. Total revenues were $289 million for the third quarter this year, 16 percent above its third-quarter 2004 total of $248 million. For the first nine months of 2005, the company’s net income was $10.8 million, or $1.40 per diluted share, on revenues of $912 million. Last year, The Andersons earned $10.9 million, or $1.45 per diluted share, in the first nine months, on revenues of $897 million.

The Agriculture Group incurred an operating loss of $3.3 million in the third quarter. Last year it reported an operating income of $0.3 million for the period. Revenues of $206 million for the third quarter this year were $39 million above last year primarily due to increased grain sales volume. Average grain margins were lower during the quarter, and some grain inventory and quality adjustments were incurred. The group’s plant nutrient business matched its 2004 results for the third quarter. Nutrient sales volume was down slightly, and commodity prices were significantly higher than they were in 2004, but margins remained strong, and application acreage growth improved service revenues. Through the first three quarters of 2005, the Agriculture Group had operating income of $6.6 million on revenues of $623 million. In the first nine months of last year, the group had revenues of $617 million and operating income of $9.7 million. The company is a 44 percent equity investor in The Andersons Albion Ethanol LLC which began construction of a 55 million gallon-per-year ethanol production facility during the third quarter. The new plant will be situated next to The Andersons’ Albion, Michigan grain elevator. The company is also exploring the construction of a 110 million gallon ethanol plant adjacent to its Clymers, Indiana grain facility and anticipates some level of outside investment in this project as well. In July, a grain elevator located in Toledo, Ohio, which The Andersons operates, was severely damaged by an explosion and fire. Although negatively impacting its current year income, the company believes that the accident will not have a material impact on the two-year (2005-06) total once the insurance claim process is completed sometime next year.

The Rail Group’s operating income of $5.8 million in the third quarter this year was $0.9 million above the $4.9 million it earned in the same three-month period a year ago. Revenues of $23.2 million for the quarter were $3.8 million higher than the $19.4 generated in the third quarter of 2004. The rail leasing business continued to achieve excellent revenue and operating income growth during the most recent three-month period. Car values and lease rates continued to be strong, and the utilization rate of the group’s railcar fleet was again higher than year-earlier levels. The group’s third quarter operating results included income from the sale of some railcars, although this was less than the income it realized on a larger sale of railcars during the third quarter of last year. The group’s railcar repair shops’ revenues and operating income for the period were down slightly from a year ago, but the steel fabrication business, including the fluid filtration product lines that the group acquired during the quarter, contributed to the overall revenue and income growth. Through nine months, the Rail Group had operating income of $13.3 million on revenues of $58.6 million and had added more than 3,000 railcars to its fleet, increasing its total to approximately 18,000 railcars. Last year the group reported September year-to-date revenues of $43.6 million and operating income of $8.2 million.

The Processing Group’s $3.0 million operating loss in the third quarter was $1.1 million higher than the $1.9 million operating loss it incurred a year ago. Revenues of $19.2 million for the quarter were $1.6 million below the $20.8 million it registered in the third quarter of last year. Turf-care product volumes were lower this year, primarily with industrial accounts, and cob product gross margins declined due to increased raw material costs. Cob operating expenses were also higher in the third quarter this year. Through nine months, the Processing Group had $100.6 million of revenues and an operating loss of $1.6 million. In the first three quarters of 2004, the group reported revenues of $106.1 million and operating income of $2.4 million. Recently, the group announced a restructuring of its turf products business to focus on the professional market and certain areas of the consumer and industrial markets.

The Retail Group reported revenues of $40.5 million for the most recent quarter, a 1.4 percent decrease in same-store sales from the third quarter of 2004. The group’s third-quarter operating loss was $0.8 million this year, $0.6 million wider than last year’s result. While sales in food categories were higher than last year, and their margins remained strong, sales in other product categories were down. Operating expenses were somewhat higher during the quarter in part due to increased health-care and other employee benefit costs. The group’s September year-to-date revenues were $130 million this year, just slightly lower than last year. Operating income for the first nine months of 2005 was $0.9 million, about $0.3 million below the $1.2 million it generated in the first three quarters of 2004.

“Our Rail Group and Agriculture’s plant nutrient business are achieving excellent income growth this year,” said President and Chief Executive Officer Mike Anderson. “In spite of the impact of insurance deductibles and business interruptions in our grain and cob operations this quarter, and severance costs we incurred in the restructuring of our lawn business, our overall performance in the third quarter leaves us right on track toward achieving the $2.20 to $2.50 earnings per share for the year that we’ve been projecting throughout the year. More importantly, we’re encouraged by our ability to continue to grow our very profitable Rail business and to expand into the promising ethanol industry.”

The company will host a webcast on Thursday, November 3, 2005 at 11:00 A.M. EST, to discuss its third quarter performance and full-year outlook. This can be accessed under the heading “Financial Information” on its website at www.andersonsinc.com.

The Andersons, Inc. is a diversified company with interests in the grain and plant nutrient sectors of U.S. agriculture, as well as in railcar marketing, industrial products formulation, turf products production, and general merchandise retailing. Founded in Maumee, Ohio, in 1947, the company presently has operations in seven U.S. states plus rail equipment leasing interests in Canada and Mexico.

This release contains forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially. Without limitation, these risks include economic, weather and regulatory conditions, competition, and the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission. Although the Company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct.

The Andersons, Inc. is located on the Internet at www.andersonsinc.com

FINANCIAL TABLES FOLLOW . . .

                                 
The Andersons, Inc.
Consolidated Statements of Income
    Three Months ended   Nine Months ended
    September 30   September 30
(in thousands, except for per share amounts)   2005   2004   2005   2004
Sales and merchandising revenues
  $ 288,708     $ 248,124     $ 912,481     $ 896,970  
Cost of sales and merchandising revenues
    252,162       207,384       782,958       764,100  
 
                               
Gross profit
    36,546       40,740       129,523       132,870  
Operating, administrative and general expenses
    36,654       38,801       109,410       111,680  
Interest expense
    2,830       2,470       8,971       7,874  
Other income, net
    1,056       1,251       3,565       3,159  
Equity in earnings of affiliates
    877       641       1,337       963  
 
                               
Income (loss) before income taxes
    (1,005 )     1,361       16,044       17,438  
Income taxes
    (369 )     313       5,293       6,574  
 
                               
Net Income (loss)
  $ (636 )   $ 1,048     $ 10,751     $ 10,864  
 
                               
 
                               
Per common share:
                               
Basic earnings (loss)
  $ (0.09 )   $ 0.14     $ 1.45     $ 1.50  
 
                               
Diluted earnings (loss)
  $ (0.09 )   $ 0.14     $ 1.40     $ 1.45  
 
                               
Dividends paid
  $ 0.085     $ 0.075     $ 0.245     $ 0.225  
 
                               
Weighted average shares outstanding-basic
    7,445       7,240       7,406       7,231  
 
                               
Weighted average shares outstanding-diluted
    7,445       7,473       7,691       7,474  
 
                               
                         
The Andersons, Inc.        
Consolidated Balance Sheets        
(Unaudited)        
    September 30   December 31   September 30
(in thousands)   2005   2004   2004
Assets
                       
Current assets:
                       
Cash and cash equivalents
  $ 9,592     $ 8,439     $ 8,138  
Restricted cash
    1,367       1,532       1,730  
Accounts receivable (net) and margin deposits
    78,845       66,235       63,520  
Inventories
    184,247       251,428       204,485  
Other current assets
    28,537       30,659       21,404  
 
                       
Total current assets
    302,588       358,293       299,277  
Other assets
    33,732       21,437       21,472  
Railcar assets leased to others (net)
    112,882       101,358       100,259  
Property, plant and equipment (net)
    92,098       92,510       93,933  
 
  $ 541,300     $ 573,598     $ 514,941  
 
                       
Liabilities and shareholders’ equity
                       
Current liabilities:
                       
Short-term borrowings
  $ 42,900     $ 12,100     $ 10,600  
Other current liabilities
    174,473       240,447       191,046  
 
                       
Total current liabilities
    217,373       252,547       201,646  
Deferred items and other long-term liabilities
    33,979       33,029       31,717  
Long-term debt non-recourse
    59,164       64,343       67,121  
Long-term debt
    87,128       89,803       88,877  
Shareholders’ equity
    143,656       133,876       125,580  
 
  $ 541,300     $ 573,598     $ 514,941  
 
                       
                                                 
Segment Data
    Agriculture   Rail   Processing   Retail   Other   Total
Quarter ended September 30, 2005                                                
Revenues from external customers
  $ 205,814     $ 23,176     $ 19,227     $ 40,491     $     $ 288,708  
Gross Profit
    10,659       11,232       3,398       11,257             36,546  
Other income / Equity in earnings of affiliates
    1,339       (5 )     238       140       221       1,933  
Operating income (loss)
    (3,312 )     5,841       (3,047 )     (827 )     340       (1,005 )
Quarter ended September 30, 2004
                                               
Revenues from external customers
    166,837       19,385       20,819       41,083             248,124  
Gross Profit
    15,448       9,464       4,162       11,666             40,740  
Other income / Equity in earnings of affiliates
    1,114       183       314       131       150       1,892  
Operating income (loss)
    269       4,866       (1,859 )     (232 )     (1,683 )     1,361  
Nine months ended September 30, 2005
                                               
Revenues from external customers
    623,384       58,554       100,582       129,961             912,481  
Gross Profit
    49,377       28,336       14,079       37,731             129,523  
Other income / Equity in earnings of affiliates
    2,676       536       545       517       628       4,902  
Operating income (loss)
    6,553       13,280       (1,558 )     918       (3,149 )     16,044  
Nine months ended September 30, 2004
                                               
Revenues from external customers
    617,135       43,598       106,076       130,161             896,970  
Gross Profit
    56,355       21,398       17,527       37,590             132,870  
Other income / Equity in earnings of affiliates
    2,411       336       453       541       381       4,122  
Operating income (loss)
    9,680       8,207       2,371       1,157       (3,977 )     17,438  

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