-----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, Ppes5aTkAm7RLMyOsTThP2a/qWTVnZ7P7c+UxnMggYquOki67iwyxBkfFIpbkS2U OmOQ2PIokUjMHTuvTfJfnA== 0000098677-95-000005.txt : 19950511 0000098677-95-000005.hdr.sgml : 19950511 ACCESSION NUMBER: 0000098677-95-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950401 FILED AS OF DATE: 19950510 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOOTSIE ROLL INDUSTRIES INC CENTRAL INDEX KEY: 0000098677 STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060] IRS NUMBER: 221318955 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-01361 FILM NUMBER: 95536047 BUSINESS ADDRESS: STREET 1: 7401 S CICERO AVE CITY: CHICAGO STATE: IL ZIP: 60629 BUSINESS PHONE: 3128383400 FORMER COMPANY: FORMER CONFORMED NAME: SWEETS CO OF AMERICA INC DATE OF NAME CHANGE: 19660921 10-Q 1 TOOTSIE ROLL INDUSTRIES, INC. 10-Q ENDING 04/29/95 1 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 April 1, 1995 Commission File Number 1 - 1361 TOOTSIE ROLL INDUSTRIES, INC. (Exact name of registrant as specified in its charter) VIRGINIA 22 - 1318955 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 7401 South Cicero Avenue Chicago, Illinois 60629 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (312) 838 - 3400 None Former name, former address and former fiscal year, if changed since last report. 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 close of the period covered by this report. Class Outstanding Common Stock, $.69 4/9 par value 7,535,142 Class B Common Stock, $.69 4/9 par value 3,636,190 2 PART I - FINANCIAL INFORMATION TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)
ASSETS April 1 April 2 Dec. 31 CURRENT ASSETS 1995 1994 1994 Cash & Cash Equiv. $ 22,411,874 $ 7,076,593 $ 16,508,659 Marketable Securities 40,130,450 45,810,891 45,860,983 Accounts Receivable Less Allowances of $1,476,000,$1,856,000 & $1,466,000 22,606,310 24,104,898 22,086,591 Inventories at Cost (Last-in,First-out): Finished Goods & Work in Process 23,582,547 26,300,333 16,704,078 Raw Material & Supplies 14,647,277 11,294,067 12,464,240 Prepaid Expenses 3,077,542 4,518,666 3,094,273 Deferred Income Taxes 2,455,583 2,094,000 2,168,000 Total Current Assets 128,911,583 121,199,448 118,886,824 PROPERTY, PLANT & EQUIPMENT, (at Cost) Land 6,936,880 4,250,667 6,671,973 Building 27,249,111 25,347,199 26,981,822 Machinery & Equip. 109,437,699 107,900,222 109,438,484 Leasehold Impvts. 5,641 5,641 5,641 143,629,331 137,503,729 143,097,920 Less-Accumulated Deprec. and Amortization 59,146,475 52,230,589 57,449,897 84,482,856 85,273,140 85,648,023 OTHER ASSETS Intangibles 97,991,627 100,697,927 98,668,201 Miscellaneous Invest. 52,535 90,977 90,977 Misc. Other Assets 6,836,845 3,786,750 6,788,773 104,881,007 104,575,654 105,547,951 Total Assets $318,275,446 $311,048,242 $310,082,798
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LIABILITIES AND SHAREHOLDERS' EQUITY April 1 April 2 Dec. 31 CURRENT LIABILITIES 1995 1994 1994 Bank Loans Short Term $ -- $ 20,000,000 $ -- Accounts Payable 6,303,796 6,840,051 6,124,104 Dividends Payable 1,333,885 1,153,426 1,219,291 Accrued Liabilities 16,426,836 17,112,955 17,045,884 Fed. & State Income Taxes 6,452,654 6,920,753 1,871,858 Total Current Liabilities 30,517,171 52,027,185 26,261,137 NON-CURRENT LIABILITIES E.T.I. Term Loan 20,000,000 20,000,000 20,000,000 Ind.Dev.Bonds Ser.1992 7,500,000 7,500,000 7,500,000 Post Retirement Benefits 5,096,401 4,630,487 4,992,719 Deferred Compensation 3,296,721 2,494,603 3,151,564 Deferred Fed.Inc.Taxes 7,366,000 6,263,422 7,716,256 Total Non-Current Liabilities 43,259,122 40,888,512 43,360,539 SHAREHOLDERS' EQUITY Common Stk., $.69-4/9 par value- 25,000,000 shares author. 7,535,142, 7,292,008 & 7,305,999 respectively, issued 5,232,602 5,063,759 5,073,475 Class B Common Stk $.69-4/9 par value- 10,000,000 shares author. 3,636,190, 3,555,701 & 3,541,710 respectively issued 2,525,067 2,469,171 2,459,455 Capital in Excess of Par Value 153,929,275 132,997,160 132,997,160 Retained Earnings 92,616,954 80,373,345 107,762,823 Cumulative Translation Adjustment (9,804,745) (2,770,890) (7,831,791) Total Shareholders' Equity 244,499,153 218,132,545 240,461,122 Total Liabilities and Shareholders' Equity $318,275,446 $311,048,242 $ 310,082,798
4 TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS (NOTE 1) (UNAUDITED)
13 Weeks Ended April 1, 1995 & April 2, 1994 1995 1994 NET SALES (Note 2) $ 60,269,205 $ 56,370,043 Cost of goods sold 30,702,860 28,248,858 Gross Margin 29,566,345 28,121,185 Operating Expenses: Marketing, Selling and Advertising 9,770,951 9,272,937 Distribution and Warehousing 4,787,283 4,110,656 General and Administrative 3,286,297 3,051,475 Goodwill amortization 676,575 676,575 18,521,106 17,111,643 Earnings from Operations 11,045,239 11,009,542 Other Income (Expense) Net 706,231 358,610 Earnings before Income Taxes 11,751,470 11,368,152 Provision for Income Taxes 4,433,000 4,406,000 Net Earnings (Note 5) 7,318,470 6,962,152 Retained Earnings at beginning of period 107,762,823 96,646,704 115,081,293 103,608,856 Deduct: Cash Dividends 1,193,248 1,000,709 Stock Dividends - 3% 21,271,091 22,234,802 22,464,339 23,235,511 Retained Earnings at end of period $ 92,616,954 $ 80,373,345 Net Earnings per Share (Note 3) $ .66 $ .62 Dividends Per Share * $ .11 $ .095 Average Number of Shares Outstanding (Notes 3 & 4) 11,171,332 11,171,332 *Does not include 3% Stock Dividend to Shareholders of Record on 3/10/95 and 3/11/94.
5 TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
13 Weeks Ended April 1, 1995 & April 2, 1994 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net Earnings $ 7,318,470 $ 6,962,152 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 2,332,863 2,893,329 (Increase) decrease in assets: Accounts receivable (2,733,373) (3,448,892) Inventories (8,858,292) (8,300,249) Prepaid expenses and other assets 47,453 (851,765) Increase (decrease) in liabilities: Accounts payable and accrued liabilities (431,464) (224,993) Income taxes payable and deferred 3,972,551 3,762,999 Postretirement health care and life insurance benefits 103,682 132,653 Other long term liabilities 145,157 121,149 Other -- (44,474) Net cash provided by operating activities 1,897,047 1,001,909 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (531,411) (778,678) Investment purchases (4,760,586) (5,748,525) Investment sales 10,491,056 14,154,181 Net cash provided by investing activities 5,199,059 7,626,978 CASH FLOWS FROM FINANCING ACTIVITIES: Repayment under lines of credit agreements -- (2,600,673) Dividends paid in cash (1,192,891) (1,000,403) Other, net -- 62,973 Net cash used in financing activities (1,192,891) (3,538,103) Increase in cash and cash equivalents 5,903,215 5,090,784 Cash and cash equivalents-beginning of year 16,508,659 1,985,809 Cash and cash equivalents end of quarter $22,411,874 $ 7,076,593 Supplemental cash flow information: Income taxes paid $ 308,000 $ 460,000 Interest paid $ 459,000 $ 693,000
6 TOOTSIE ROLL INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS APRIL 1, 1995 (UNAUDITED) Note 1 Foregoing data has been prepared from the unaudited financial records of the Company and in the opinion of Management all adjustments necessary for a fair statement of the results for the interim period have been reflected. Note 2 The Company's unshipped orders at April 1, 1995 amounted to $13,800,000. Note 3 Based on Average Shares outstanding adjusted for Stock Dividends. Note 4 Includes 3% Stock Dividends distributed on April 21, 1995 and April 22, 1994. Note 5 Results of operations for the period ended April 1, 1995 are not necessarily indicative of results to be expected for the year to end December 31, 1995 because of the seasonal nature of the Company's operations. Historically, the Third Quarter has been the Company's largest Sales Quarter due to Halloween Sales. Note 6 Form 8-K was not required to be filed during the First Quarter of 1995. Note 7 Sales of unregistered Securities - None. (PAGE> 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONSOLIDATED STATEMENTS OF EARNINGS The following is Management's discussion of the Company's operating results and analysis of factors which have affected the accompanying Statement of Earnings: NET SALES: First Quarter, 1995 First Quarter vs. 1995 1994 First Quarter, 1994 $60,269,205 $56,370,043 +6.9% First Quarter 1995 net sales of $60,269,205, a record, were up 6.9% from First Quarter 1994 net sales of $56,370,043. This net sales increase is principally attributable to volume increases. Sales rose primarily as a result of successful product line extensions, including Easter products, and successful promotional programs. Consolidated sales were adversely affected by the devaluation of the Mexican peso. Although Mexican peso sales were up significantly due to price increases and volume improvements, the translated U.S. dollar sales in Mexico were substantially lower in 1995 compared to 1994 as a result of exchange rate changes. First Quarter 1995 net sales of $60,269,205 were down from Fourth Quarter 1994 net sales of $66,657,679. This is not considered unusual as the First Quarter of the year is normally the company's lowest quarter in sales and is consistent with the historical trend. COST OF SALES: Cost of Sales as a First Quarter Percentage of Net Sales 1995 1994 1st Qtr. 1995 1st Qtr. 1994 $30,702,860 $28,248,858 50.9% 50.1% Cost of sales as a percentage of net sales increased slightly from 50.1% for First Quarter 1994 to 50.9% for First Quarter 1995. This increase reflects increases in certain ingredients and packaging material costs and some changes in the sales mix of products. NET EARNINGS: First Quarter, 1995 First Quarter vs. 1995 1994 First Quarter, 1994 $7,318,470 $6,962,152 +5.1% First Quarter 1995 net earnings of $7,318,470 or $0.66 per share, a record, were up 5.1% from net earnings of $6,962,152 or $0.62 per share for the First Quarter 1994. The increase in net earnings reflects higher sales and increased net investment income. The increase in net investment income is principally due to an overall increase in cash equivalents and marketable securities, and reduced levels of debt outstanding. In addition to the above, net earnings were aided by a slight reduction in the overall effective tax rate reflecting various state and federal tax benefits, including increased tax-exempt investment income. First Quarter 1995 net earnings of $7,318,470 decreased $404,696 or 5.2% from Fourth Quarter of 1994 net earnings of $7,723,166, which reflects the lower level of sales in the First Quarter 1995 compared to the Fourth Quarter 1994. This is consistent with historical trends. 8 PART II - OTHER INFORMATION TOOTSIE ROLL INDUSTRIES, INC AND SUBSIDIARIES - NONE - 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. TOOTSIE ROLL INDUSTRIES, INC. Date: May 10, 1995 BY: Melvin J. Gordon Chairman of the Board BY: G. Howard Ember Vice President - Finance -7- Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TOOTSIE ROLL INDUSTRIES, INC. Registrant G. Howard Ember, Jr. Date G. Howard Ember, Jr. Principal Financial Officer Ellen R. Gordon Date Ellen R. Gordon Principal Executive Officer EX-27 2 ARTICLE 5 FIN. DATA SCHEDULE FOR 1ST QTR 10-Q
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AND CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 Dec-31-1995 Jan-01-1995 Apr-01-1995 3-MOS 22,412 40,130 24,082 1,476 38,230 128,912 143,629 59,146 318,275 30,517 7,500 0 0 7,758 236,741 318,275 60,269 60,269 30,703 18,521 (1,088) 90 382 11,751 4,433 7,318 0 0 0 7,318 .66 .66
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