-----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, OSoTwZioWD7II1Atrry6jjmn+O6WXTy3v+EvTtm427xL8KXrqRWH0QSI8nudBtvY VE76he8VOrMu4PA0TFpjzA== 0000950131-99-005802.txt : 19991025 0000950131-99-005802.hdr.sgml : 19991025 ACCESSION NUMBER: 0000950131-99-005802 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19991022 ITEM INFORMATION: FILED AS OF DATE: 19991022 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STEPAN CO CENTRAL INDEX KEY: 0000094049 STANDARD INDUSTRIAL CLASSIFICATION: SOAP, DETERGENT, CLEANING PREPARATIONS, PERFUMES, COSMETICS [2840] IRS NUMBER: 361823834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-04462 FILM NUMBER: 99732504 BUSINESS ADDRESS: STREET 1: EDENS & WINNETKA RDS CITY: NORTHFIELD STATE: IL ZIP: 60093 BUSINESS PHONE: 7084467500 MAIL ADDRESS: STREET 1: EDENS & WINNETKA ROAD CITY: NORTHFIELD STATE: IL ZIP: 60093 FORMER COMPANY: FORMER CONFORMED NAME: STEPAN CHEMICAL CO /DE/ DATE OF NAME CHANGE: 19840108 8-K 1 FORM 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 Date of Report (Date of earliest event reported) October 22, 1999 STEPAN COMPANY ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-4462 36-1823834 - ----------------------------- --------------------- ---------------------- State or other jurisdiction (Commission File No.) (I.R.S. Employer of incorporation Identification Number) Edens and Winnetka Road, Northfield, Illinois 60093 --------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (847) 446-7500 -------------- Not Applicable ------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. STEPAN REPORTS 3RD QUARTER EARNINGS ----------------------------------- NORTHFIELD, Illinois, October 21, 1999 -- Stepan Company today reported lower quarterly earnings that reflected higher legal charges relating to an agreement in principle to settle a lawsuit. Excluding these legal charges, third quarter earnings would have been up 25 percent. Net income for the third quarter declined 100 percent to $14,000, or $0.00 per share (diluted), from $5,032,000, or $0.45 per share (diluted), for the same quarter of 1998. Net sales increased to $166,932,000, up eight percent from $154,134,000 reported a year ago. The third quarter results included a $6,252,000 after-tax charge, or $0.59 per share (diluted), for legal charges relating to an agreement in principle to settle a lawsuit. Excluding the third quarter legal charges, diluted earnings per share would have been $0.59, up 31 percent. Year-to-date earnings decreased 21 percent to $14,112,000, or $1.32 per share (diluted), compared to $17,864,000, or $1.62 per share (diluted), reported in 1998. Net sales for this period increased eight percent to $497,652,000, compared to $460,031,000. Excluding the third quarter legal charges, diluted earnings per share would have been $1.91, up 18 percent. Higher legal charges recorded in the third quarter related to an agreement in principle, reached October 21, 1999, to settle a lawsuit in New Jersey, alleging possible personal injuries relating to environmental claims. F. Quinn Stepan, Chairman and CEO, said, "While the company believes it would have prevailed on the merits of the case if it had gone to trial, it was judged to be in the shareholders best interest to settle the lawsuit to avoid protracted and expensive litigation." The company is pursuing recovery from third parties. Polymer earnings were down slightly due to lower sales volumes of polyester polyols. While led by the strong North American surfactant results, global surfactant earnings also rose due to increased sales volumes. Earnings included $0.07 per share (diluted) relating to a contract settlement. Surfactants represent 79 percent of company revenues. Excluding the third quarter legal charges, operating expenses rose two percent for the quarter. Research and development expenses increased 14 percent due to higher salary and fringe benefit costs. Administrative costs declined nine percent due to reimbursement of certain costs by our joint venture. Interest expense was up 11 percent due to higher levels of debt. "As a result of the legal charges," said Mr. Stepan, "the company no longer anticipates a record year in 1999 assuming no significant recovery of legal costs. We are very optimistic about the future of the company and we expect record sales and earnings in 2000." Stepan Company, headquartered in Northfield, Illinois, is a leading producer of specialty and intermediate chemicals used in household, industrial, personal care, agricultural, food and insulation related products. The common and the convertible preferred stocks are traded on the New York and Chicago Stock Exchanges under the symbols SCL and SCLPR. # # # # # table follows STEPAN COMPANY Statements of Income For the Three and Nine Months Ended September 30, 1999 and 1998 (Unaudited - 000's Omitted)
Three Months Ended Nine Months Ended September 30 September 30 -------------------------------------------- ------------------------------------------- % % 1999 1998 Change 1999 1998 Change ------------ ------------ -------------- ------------ --------- -------------- Net Sales $ 166,932 $ 154,134 + 8 $ 497,652 $ 460,031 + 8 Cost of Sales 138,683 128,307 + 8 408,093 376,721 + 8 ------------ --------- ------------ --------- Gross Profit 28,249 25,827 + 9 89,559 83,310 + 8 Operating Expenses: Marketing 5,810 5,593 + 4 17,636 17,137 + 3 Administrative 15,187 5,428 - 26,732 15,810 +69 Research, Development and Technical Services 5,624 4,955 + 14 16,411 15,531 + 6 ------------ --------- ------------ --------- 26,621 15,976 + 67 60,779 48,478 +25 Operating Income 1,628 9,851 - 83 28,780 34,832 -17 Other Income (Expense): Interest, Net (2,052) (1,853) + 11 (6,320) (5,529) +14 Income (Loss) from Equity Joint Ventures 447 133 - 674 225 - ------------ --------- ------------ --------- (1,605) (1,720) - 7 (5,646) (5,304) + 6 Income Before Income Taxes 23 8,131 -100 23,134 29,528 -22 Provision for Income Taxes 9 3,099 -100 9,022 11,664 -23 ------------ --------- ------------ --------- Net Income $ 14 $ 5,032 -100 $ 14,112 $ 17,864 -21 ============ ========= ============ ========= Net Income Per Common Share Basic $ (0.02) $ 0.49 -104 $ 1.40 $ 1.74 -20 ============ ========= ============ ========= Diluted $ 0.00 $ 0.45 -100 $ 1.32 $ 1.62 -19 ============ ========= ============ ========= Average Common Shares Outstanding 9,560 9,881 - 3 9,619 9,861 - 2 ============ ========= ============ =========
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. Date: October 22, 1999 Stepan Company By: /s/ Walter J. Klein ------------------- Name: Walter J. Klein --------------- Title: Vice President - Finance ------------------------ -----END PRIVACY-ENHANCED MESSAGE-----