-----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, Vf3Nz0JPLO4l9QtBRkR+X9QR1guPMEstafPu/jO49qU43ofXk9w75p4IvzJN2UGx 3/fUEPiA1rPWm4nh75tSfw== 0001157523-05-003346.txt : 20050414 0001157523-05-003346.hdr.sgml : 20050414 20050414171554 ACCESSION NUMBER: 0001157523-05-003346 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050414 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050414 DATE AS OF CHANGE: 20050414 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APTARGROUP INC CENTRAL INDEX KEY: 0000896622 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 363853103 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11846 FILM NUMBER: 05751499 BUSINESS ADDRESS: STREET 1: 475 W TERRA COTTA AVE STREET 2: STE E CITY: CRYSTAL LAKE STATE: IL ZIP: 60014 BUSINESS PHONE: 8154770424 MAIL ADDRESS: STREET 1: 475 W. TERRA COTTA AVE. SUITE E CITY: CRYSTAL LAKE STATE: IL ZIP: 60014 8-K 1 a4864585.txt APTARGROUP 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 14, 2005 -------------- Date of Report (Date of earliest event reported) AptarGroup, Inc. ---------------- (Exact name of registrant as specified in its charter) Delaware 1-11846 36-3853103 -------- ------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 475 West Terra Cotta Avenue, Suite E, Crystal Lake, Illinois, 60014 ------------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: 815-477-0424. ------------ N/A - -------------------------------------------------------------------------------- (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 2.02 Results of Operations and Financial Condition. --------------------------------------------- On April 14, 2005 AptarGroup, Inc. announced its results of operations and financial condition for the quarter ended March 31, 2005. The press release regarding this announcement is furnished as Exhibit 99.1 hereto. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits. --------------------------------- (c) Exhibits 99.1 Press release issued by AptarGroup, Inc. dated April 14, 2005. 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. AptarGroup, Inc. Date: April 14, 2005 By: /s/ Stephen J. Hagge -------------------- Stephen J. Hagge Executive Vice President, Chief Financial Officer and Secretary Exhibit Index ------------- Exhibit No. - ----------- 99.1 Press Release issued by AptarGroup, Inc. dated April 14, 2005. EX-99.1 2 a4864585ex991.txt PRESS RELEASE Exhibit 99.1 AptarGroup Reports Record First Quarter; Declares Dividend CRYSTAL LAKE, Ill.--(BUSINESS WIRE)--April 14, 2005--AptarGroup, Inc. (NYSE:ATR) today reported record sales and net income for the first quarter of 2005. FIRST QUARTER RESULTS For the quarter ended March 31, 2005, sales increased nine percent to a record $344.0 million from $315.6 million in the prior year. In the quarter, the Company recorded approximately $5 million of custom tooling sales compared to $13 million recorded in the prior year. Sales excluding changes in foreign currency exchange rates increased approximately six percent from the prior year. Net income increased to a first quarter record of $22.1 million from $21.2 million a year ago. Diluted earnings per share increased five percent to $.60 per share from $.57 per share in the prior year. MANAGEMENT COMMENT Commenting on the quarter, Carl A. Siebel, President and Chief Executive Officer, said, "Increased sales of products across all of the markets we serve combined with price increases led to record first quarter sales. Demand for our dispensing systems was particularly strong from the food/beverage, personal care and household markets. Higher sales allowed us to overcome the adverse impacts of the weaker dollar on imports to the U.S., increased costs of materials and continued price competition, and resulted in record first quarter earnings. "Late in the quarter, we completed the previously announced acquisition of a company in Switzerland that manufactures aerosol valves with bag-on-valve technology. We are excited to have this unique technology in our product line as it serves a growing niche within the aerosol valve market. The impact of this acquisition on the first quarter results was not significant." BUSINESS SEGMENT PERFORMANCE For the quarter, sales of the Dispensing Systems segment increased seven percent to $281.3 million from $262.2 million in the prior year. The increase is primarily due to increased sales to the personal care, food/beverage and fragrance/cosmetic markets and changes in exchange rates. Dispensing Systems segment income (income before interest expense in excess of interest income, corporate expenses, income taxes and unusual items) increased to $32.1 million from $31.3 million in the prior year. For the quarter, sales of the SeaquistPerfect segment increased 17 percent to $65.5 million from $55.8 million in the prior year. The increase is primarily due to increased sales to the personal care and household markets, the acquisition of the company that makes bag-on-valves and the weaker U.S. dollar. SeaquistPerfect segment income increased to $6.7 million from $5.3 million a year ago. OUTLOOK Siebel commented, "Looking forward, we expect the momentum we experienced in the first quarter to continue into the second quarter. Based upon current information, we anticipate demand to be particularly strong from the personal care, pharmaceutical and food/beverage markets." "As previously mentioned, we have filed for U.S. federal income tax refunds relating to research and development expenditures incurred from 2000 through 2002. We are in process of finalizing this matter and presently expect the tax benefit to be approximately $1.2 million. Also in Italy, the government has offered an incentive relating to taxation of government grants. We estimate that, if elected, the related reduction in income taxes would be in the area of $2.1 million in 2005. Excluding any impact of the pending tax-related items noted above, we anticipate that diluted earnings per share for the second quarter of 2005 will be in the range of $.68 to $.73 per share compared to $.61 per share in the prior year." CASH DIVIDEND The Board of Directors declared a quarterly dividend of $.15 per share, payable May 20, 2005 to stockholders of record as of April 29, 2005. OPEN CONFERENCE CALL There will be a conference call on Friday, April 15, 2005 at 8:00 a.m. CDT to discuss the Company's first quarter results. The call will last approximately one hour and feature remarks by Carl A. Siebel and Stephen J. Hagge, AptarGroup's Chief Financial Officer. Interested parties are invited to listen to a live webcast by visiting the Investor Relations page at www.aptargroup.com. Replay of the conference call can also be accessed on the Investor Relations page of the web site. AptarGroup, Inc. is a leading global supplier of a broad range of innovative dispensing systems for the personal care, fragrance/cosmetic, pharmaceutical, household and food/beverage markets. AptarGroup is headquartered in Crystal Lake, Illinois, with manufacturing facilities in North America, Europe, Asia and South America. For more information, visit the AptarGroup web site at www.aptargroup.com. This press release contains forward-looking statements. Forward-looking statements are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are based on management's beliefs as well as assumptions made by and information currently available to management. Accordingly, the Company's actual results may differ materially from those expressed or implied in such forward-looking statements due to known or unknown risks and uncertainties that exist including, but not limited to, those related to overall business conditions in the various markets in which the Company operates, the competitive marketplace, fiscal and monetary policy, changes in foreign exchange rates, direct or indirect consequences of acts of war or terrorism, labor relations and other risks and uncertainties discussed from time to time in the Company's filings with the Securities and Exchange Commission, including its Form 10-K's and 10-Q's. Readers are cautioned not to place undue reliance on forward-looking statements. The following Condensed Consolidated Financial Statements are unaudited. APTARGROUP, INC. Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except Per Share Data) CONSOLIDATED STATEMENTS OF INCOME THREE MONTHS ENDED MARCH 31, --------------------------- 2005 2004 ------------- ------------ Net Sales $343,999 $315,603 Cost of Sales (exclusive of depreciation shown below) 232,478 211,581 Selling, Research & Development and Administrative 51,640 48,269 Depreciation and Other Amortization 25,532 24,050 ------------- ------------ Operating Income 34,349 31,703 Other Income/(Expense): Interest Expense (2,738) (2,229) Interest Income 815 1,018 Equity in Results of Affiliates 332 442 Minority Interests 0 (119) Miscellaneous, net (305) 413 ------------- ------------ Income before Income Taxes 32,453 31,228 Provision for Income Taxes 10,385 9,993 ------------- ------------ Net Income $22,068 $21,235 ============= ============ Net Income per Share - Basic $0.62 $0.58 ============= ============ Net Income per Share - Diluted $0.60 $0.57 ============= ============ Average Number of Shares - Basic 35,639 36,402 Average Number of Shares - Diluted 36,773 37,355 Condensed Consolidated Financial Statements (Unaudited) (continued) (In Thousands) CONSOLIDATED BALANCE SHEETS March 31, Dec. 31, 2005 2004 ASSETS Cash and Equivalents $144,861 $170,368 Receivables, net 274,619 266,894 Inventories 191,863 189,349 Other Current Assets 34,029 34,618 ----------- ----------- Total Current Assets 645,372 661,229 Net Property, Plant and Equipment 523,301 534,762 Goodwill, net 149,163 140,239 Other Assets 45,840 37,796 ----------- ----------- Total Assets $1,363,676 $1,374,026 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Short-Term Obligations $80,714 $63,292 Accounts Payable and Accrued Liabilities 211,431 213,569 ----------- ----------- Total Current Liabilities 292,145 276,861 Long-Term Obligations 142,228 142,581 Deferred Liabilities 81,278 81,387 ----------- ----------- Total Liabilities 515,651 500,829 Stockholders' Equity 848,025 873,197 ----------- ----------- Total Liabilities and Stockholders' Equity $1,363,676 $1,374,026 =========== =========== APTARGROUP, INC. Condensed Consolidated Financial Statements (Unaudited) (continued) (In Thousands) SEGMENT INFORMATION THREE MONTHS ENDED MARCH 31, ---------------------------- 2005 2004 ------------ ------------ NET SALES Dispensing Systems $281,316 $262,235 SeaquistPerfect 65,458 55,761 Intersegment Eliminations (2,775) (2,393) ------------ ------------ Total Net Sales $343,999 $315,603 ============ ============ SEGMENT INCOME (1) Dispensing Systems $32,127 $31,297 SeaquistPerfect 6,744 5,292 Corporate Expenses and Other (4,495) (4,150) ------------ ------------ Income before Interest and Taxes 34,376 32,439 Less: Interest Expense, Net 1,923 1,211 ------------ ------------ Income before Income Taxes $32,453 $31,228 ============ ============ Notes to Condensed Consolidated Financial Statements: (1) - The Company evaluates performance of its business units and allocates resources based upon income before interest expense in excess of interest income, corporate expenses, income taxes and unusual items. CONTACT: AptarGroup, Inc. Stephen J. Hagge, 815-477-0424 -----END PRIVACY-ENHANCED MESSAGE-----