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) |
April 30, 2009 |
INTERNATIONAL FLAVORS & FRAGRANCES INC. |
(Exact Name of Registrant as Specified in Charter) |
New York |
1-4858 |
13-1432060 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
521 West 57th Street, New York, New York |
10019 |
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including area code | (212) 765-5500 |
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 (see General Instruction A.2. below):
⃞ 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
Attached and being furnished hereby as Exhibit 99.1 is a copy of a press release of International Flavors & Fragrances Inc. ("IFF" or the "Company") dated April 30, 2009 reporting IFF's financial results for the first quarter of fiscal 2009.
An audio Web cast, to discuss the Company's first quarter 2009 financial results and outlook, will be held today at 9:00 a.m. EDT on April 30, 2009. Interested parties can access the Web cast and accompanying slide presentation on the Company's Web site at www.iff.com, under the Investor Relations section. For those unable to listen to the live broadcast, a replay will be available on the Company's Web site approximately one hour after the event and will remain available on the IFF Web site until May 14, 2009.
Non-GAAP financial measures: To supplement the Company's financial results presented in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), the Company uses, and has also included in the attached press release or as part of its webcast, certain non-GAAP financial measures. These non-GAAP financial measures should not be considered in isolation, as a substitute for, or superior to, financial measures calculated in accordance with GAAP. These non-GAAP financial measures as disclosed by the Company may also be calculated differently from similar measures disclosed by other companies. To ease the use and understanding of our supplemental non-GAAP financial measures, the Company includes the most directly comparable GAAP financial measure.
The Company discloses, and management internally monitors, the sales performance of international operations on a basis that eliminates the positive or negative effects that result from translating foreign currency sales into U.S. dollars. Management uses this constant dollar measure because management believes that it enhances the assessment of the sales performance of the Company’s international operations and the comparability between reporting periods.
The Company uses non-GAAP financial operating measures which exclude: in 2008, (i) restructuring charges; (ii) the benefit of an insurance recovery; and (iii) the benefit of favorable tax rulings relating to prior periods. Management uses, and will use, these non-GAAP financial measures in evaluating actual performance for the reporting period in relation to historical performance, both for the Company alone and against other companies, as well as in assessing management’s own performance. The Company also calculates EBITDA amounts (earnings before interest, taxes, depreciation and amortization) as an additional indicator of its financial performance. The Company also discloses, from time to time, non-GAAP effective tax rates, which exclude the effect of the benefits of tax rulings relating to prior years, as additional information in seeking to assess and compare our tax rates without the benefit of particular tax rulings related to prior periods.
Management believes that given the special nature of these items, including information without the impact of these items, provides added information and an added financial metric, for both management and investors, to evaluate and understand the Company's operational performance and effective tax rate, as applicable, which assists management and may assist investors in evaluating the Company's period to period financial results. A material limitation of these financial measures is that such measures do not reflect actual GAAP amounts; restructuring charges include actual cash outlays; and tax benefits and the insurance recovery reflect actual accounting and cash benefits realized. Management compensates for such limitations by clarifying that these measures are only one operating metric used for analysis and planning purposes and by providing the corresponding GAAP financial measures and a reconciliation to the corresponding GAAP financials measures on IFF’s website at www.iff.com under the Investor Relations section.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release of International Flavors & Fragrances Inc., dated April 30, 2009.
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 hereunto duly authorized.
INTERNATIONAL FLAVORS & FRAGRANCES INC. |
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|
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Dated: |
April 30, 2009 |
/s/ Richard A. O’Leary |
|
Name: Richard A. O’Leary |
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Title: Vice President, Corporate Development and
|
Exhibit 99.1
IFF Reports First Quarter 2009 Results
NEW YORK--(BUSINESS WIRE)--April 30, 2009--International Flavors & Fragrances Inc. (NYSE: IFF), a leading global creator of flavors and fragrances for consumer products, today announced results for the first quarter 2009. Earnings per share on a reported basis were $.60 in the 2009 first quarter versus $.69 in the prior year quarter. Sales were $560 million in the current year quarter compared to $597 million in the prior year period. The stronger U.S. dollar accounted for $27 million of the decline in sales.
“In light of current global turmoil, I believe that IFF’s first quarter results were good,” said Robert M. Amen, Chairman and Chief Executive Officer. “We faced multiple challenges during the quarter – economic contractions in North America and Europe, higher input costs and currency parity changes. We managed some of these issues well but we have opportunities to improve.”
Mr. Amen continued, “I am pleased with the performance of our Flavors business as it continues to grow and strengthen. Our Fragrances business was confronted with a sharp decline in Fine Fragrance and Beauty Care in Europe, Africa and Middle East (EAME) and North America, as well as margin erosion. The Fragrance team continues to win key projects and is building core capabilities that we expect will lead to future growth. This is reflected in the fact that all of the regions, except EAME, had growth in local currency versus last year.”
Flavors Business Unit
Local currency sales in the 2009 quarter were up 2 percent from a strong prior year period. The growth was driven by higher volumes and wins in North America as well as growth in Greater Asia. Reported sales worldwide were down 3 percent as cost recovery and new product introductions were more than offset by a stronger U.S. dollar. Sales in Latin America were down, reflecting a significantly stronger dollar that reduced reported sales and depressed short-term demand. The Latin America comparison to first quarter 2008 sales needs to be seen in light of last year’s 37 percent growth rate. Europe was the weakest region, reflecting the economic slowdown as well as customer inventory corrections. Operating profit declined by $4 million to $53 million in 2009, principally reflecting unfavorable exchange rate impacts and higher input costs, which were partially offset by price recovery.
Fragrances Business Unit
Fragrance sales were down 5 percent in local currency. This decline reflects both a drop in consumption of Fine Fragrances and a significant inventory correction by our Fine Fragrance customers in EAME and North America. Functional Fragrances sales were equal to first quarter 2008 in local currency. Operating profit decreased by $11 million to $36 million in the current quarter. The decline reflects lower volumes, higher input costs, weak sales mix and unfavorable exchange rate impacts of $5 million that was only partially offset by price increases, lower overhead and operating expenses.
Sales performance by region and product category follows:
First Quarter 2009 vs. 2008 | ||||||||||||||
Percent Change in Sales by Region of Destination | ||||||||||||||
Fine & Beauty Care |
Functional | Ingredients |
Total Frag. |
Flavors | Total | |||||||||
North America | Reported | -14% | 8% | 13% | 2% | 6% | 4% | |||||||
EAME (1) | Reported | -33% | -11% | -27% | -24% | -11% | -19% | |||||||
Local Currency | -26% | -2% | -20% | -16% | -1% | -11% | ||||||||
Latin America | Reported | 14% | 1% | 16% | 7% | -2% | 3% | |||||||
Greater Asia | Reported | 12% | -4% | 7% | 2% | -2% | -1% | |||||||
Local Currency | 14% | -3% | 3% | 2% | 2% | 2% | ||||||||
Total | Reported | -17% | -3% | -8% | -9% | -3% | -6% | |||||||
Local Currency | -12% | 0% | -4% | -5% | 2% | -2% | ||||||||
(1) Europe, Africa and Middle East. |
First Quarter 2009 Highlights
Second Quarter Outlook
Looking ahead, Mr. Amen commented “I expect the economic challenges to remain with us for several more quarters. Currency headwinds should be greater next quarter, since the dollar was at its weakest during the second quarter last year.” Mr. Amen added, “We will continue to support our customers in creating consumer-preferred products. Equally, we will move forward on a series of initiatives to reduce our fixed and variable costs which should benefit operating margins later in 2009. IFF is fortunate to have a strong balance sheet, healthy positive cash flow and sound business fundamentals. This enables me to remain optimistic as I look ahead.”
About IFF
International Flavors & Fragrances Inc. (NYSE: IFF), is a leading global creator of flavors and fragrances used in a wide variety of consumer products and packaged goods. Consumers experience these unique scents and tastes in fine fragrances and beauty care, detergents and household goods, as well as beverages, confectionery and food products. The Company leverages its competitive advantages of brand understanding and consumer insight combined with its focus on R&D and innovation, to provide customers with differentiated product offerings. A member of the S&P 500 Index, IFF has sales, manufacturing and creative facilities in 31 countries worldwide. For more information, please visit our Web site at www.iff.com.
Individuals interested in receiving future updates on IFF via e-mail can register at http://ir.iff.biz.
Audio Webcast
An audio webcast, to discuss the Company's first quarter 2009 financial results and outlook, will be held today at 9:00 a.m. EDT April 30, 2009. Interested parties can access the webcast and accompanying slide presentation on the Company's Web site at www.iff.com, under the Investor Relations section. For those unable to listen to the live broadcast, a replay will be available on the Company's Web site approximately one hour after the event and will remain available on the IFF Web site until May 14, 2009.
Cautionary Statement Under The Private Securities Litigation Reform Act of 1995
Statements in this quarterly release, which are not historical facts or information, are “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on management’s current assumptions, estimates and expectations. Certain of such forward-looking information may be identified by such terms as “expect”, “anticipate”, “believe”, “outlook”, “guidance”, “may” and similar terms or variations thereof. All information concerning future revenues, tax rates or benefits, interest and other savings, earnings and other future financial results or financial position, constitutes forward-looking information. Such forward-looking statements involve significant risks, uncertainties and other factors. Actual results of the Company may differ materially from any future results expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions in the Company’s markets, especially given the current disruption in global economic conditions, including significant economic and recessionary pressures, energy and commodity prices, decline in consumer confidence and spending, significant fluctuations in the value of the U.S. dollar, population health and political uncertainties, and the difficulty in projecting the short and long-term effects of global economic conditions; movements in interest rates; continued volatility and deterioration of the capital and credit markets, including continued disruption in the commercial paper market, and any adverse impact on our cost of and access to capital and credit; fluctuations in the price, quality and availability of raw materials; the Company’s ability to implement its business strategy, including the achievement of anticipated cost savings, profitability and growth targets; the impact of currency fluctuation or devaluation in the Company’s principal foreign markets, especially given the current disruptions to such currency markets, and the impact on the availability, effectiveness and cost of the Company’s hedging and risk management strategies; the outcome of uncertainties related to litigation; the impact of possible pension funding obligations and increased pension expense on the Company’s cash flow and results of operations; and the effect of legal and regulatory proceedings, as well as restrictions imposed on the Company, its operations or its representatives by U.S. and foreign governments. The Company intends its forward-looking statements to speak only as of the time of such statements and does not undertake or plan to update or revise them as more information becomes available or to reflect changes in expectations, assumptions or results.
Any public statements or disclosures by IFF following this report that modify or impact any of the forward-looking statements contained in or accompanying this report will be deemed to modify or supersede such outlook or other forward-looking statements in or accompanying this report.
Certain other factors which may impact our financial results or which may cause actual results to differ from such forward-looking statements are also discussed in the Company’s periodic reports filed with the Securities and Exchange Commission and available on the IFF Web site at www.iff.com under “Investor Relations”. You are urged to carefully consider all such factors.
International Flavors & Fragrances Inc.
Consolidated
Income Statement
(Amounts in thousands except per share data)
(Unaudited)
Three Months Ended | ||||||||
March 31, | ||||||||
2009 | 2008 | % Change | ||||||
Net sales | $ | 559,630 | $ | 596,605 | -6% | |||
Cost of goods sold | 337,430 | 351,123 | -4% | |||||
Gross margin | 222,200 | 245,482 | -9% | |||||
Research & development | 50,189 | 52,056 | -4% | |||||
Selling and administrative | 89,424 | 90,149 | -1% | |||||
Amortization | 1,538 | 1,538 | 0% | |||||
Restructuring and other charges | 6,222 | |||||||
Interest expense | 19,781 | 18,219 | 9% | |||||
Other (income) expense, net | (1,162) | 2,307 | ||||||
Pretax income | 62,430 | 74,991 | -17% | |||||
Income taxes | 15,233 | 19,043 | -20% | |||||
Net income | $ | 47,197 | $ | 55,948 | -16% | |||
Earnings per share - basic | $ | 0.60 | $ | 0.69 | -13% | |||
Earnings per share - diluted | $ | 0.60 | $ | 0.69 | -13% | |||
Average shares outstanding (1) | ||||||||
Basic |
78,195 |
80,296 |
-3% |
|||||
Diluted |
78,747 |
81,079 |
-3% | |||||
(1) Diluted shares decreased by 174 shares from the amounts |
||||||||
reported in 2008 as result of adopting FSP EITF 03-6-1 on January 1, 2009. |
International Flavors & Fragrances Inc.
Consolidated
Condensed Balance Sheet
(Amounts in thousands)
(Unaudited)
March 31, | December 31, | |||||
2009 | 2008 | |||||
Cash & short-term investments | $ | 87,917 | $ | 178,828 | ||
Receivables | 451,094 | 439,768 | ||||
Inventories | 452,282 | 479,567 | ||||
Other current assets | 60,764 | 62,905 | ||||
Total current assets | 1,052,057 | 1,161,068 | ||||
Property, plant and equipment, net | 474,382 | 496,856 | ||||
Goodwill and other intangibles, net | 725,144 | 726,683 | ||||
Other assets | 368,049 | 365,306 | ||||
Total assets | $ | 2,619,632 | $ | 2,749,913 | ||
Bank borrowings, overdrafts, and current portion | ||||||
of long-term debt | $ | 90,465 | $ | 101,982 | ||
Other current liabilities | 256,208 | 349,059 | ||||
Total current liabilities | 346,673 | 451,041 | ||||
Long-term debt | 1,124,903 | 1,153,672 | ||||
Non-current liabilities (1) | 502,463 | 564,558 | ||||
Shareholders' equity (1) | 645,593 | 580,642 | ||||
Total liabilities and shareholders' equity | $ | 2,619,632 | $ | 2,749,913 | ||
(1) Non-current Liabilites decreased and shareholders' equity increased by $7.5 million |
||||||
from the amounts reported in 2008 as a result of the reclass of noncontrolling | ||||||
interest in accordance with FAS 160, which was adopted on January 1, 2009. |
International Flavors & Fragrances Inc.
Consolidated
Statement of Cash Flows
(Amounts in thousands)
(Unaudited)
Three Months Ended | ||||||||
March 31, | ||||||||
2009 | 2008 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 47,197 | $ | 55,948 | ||||
Adjustments to reconcile to net cash provided by operations: | ||||||||
Depreciation and amortization | 18,631 | 19,494 | ||||||
Deferred income taxes | 5,985 | 21 | ||||||
(Gain) loss on disposal of assets | (809) | 72 | ||||||
Equity based compensation | 4,759 | 3,885 | ||||||
Changes in assets and liabilities | ||||||||
Current receivables | (27,221) | (34,802) | ||||||
Inventories | 12,803 | (4,897) | ||||||
Current payables | (57,574) | (48,814) | ||||||
Changes in other assets/liabilities | (18,139) | 16,734 | ||||||
Net cash (used in) provided by operations | (14,368) | 7,641 | ||||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment | (7,644) | (11,966) | ||||||
Purchase of investments |
(198) | (3,784) | ||||||
Termination of net investment hedge | (11,916) | - | ||||||
Proceeds from disposal of assets | 675 | 471 | ||||||
Net cash used in investing activities | (19,083) | (15,279) | ||||||
Cash flows from financing activities: | ||||||||
Cash dividends paid to shareholders | (39,338) | (18,628) | ||||||
Net change in bank borrowings and overdrafts | (7,264) | (36,568) | ||||||
Proceeds from issuance of stock under stock plans | 347 | 2,314 | ||||||
Purchase of treasury stock | (1,967) | (29,995) | ||||||
Net cash used in financing activities | (48,222) | (82,877) | ||||||
Effect of exchange rate changes on cash and cash equivalents | (9,205) | (498) | ||||||
Net change in cash and cash equivalents | (90,878) | (91,013) | ||||||
Cash and cash equivalents at beginning of year | 178,467 | 151,471 | ||||||
Cash and cash equivalents at end of period | $ | 87,589 | $ | 60,458 |
International Flavors & Fragrances Inc.
Business Unit
Performance
(Amounts in thousands)
(Unaudited)
Three Months Ended | |||||||
March 31, | |||||||
2009 | 2008 | ||||||
Net Sales | |||||||
Flavors | $ | 266,121 | $ | 273,807 | |||
Fragrances | $ | 293,509 | $ | 322,798 | |||
Consolidated | $ | 559,630 | $ | 596,605 | |||
Operating Profit | |||||||
Flavors | $ | 52,840 | $ | 56,928 | |||
Fragrances | $ | 35,991 | $ | 46,896 | |||
Global Expenses | $ | (7,782) | $ | (8,307) | |||
Consolidated | $ | 81,049 | $ | 95,517 | |||
Interest Expense | $ | (19,781) | $ | (18,219) | |||
Other Income (expense), net | $ | 1,162 | $ | (2,307) | |||
Income Before Taxes | $ | 62,430 | $ | 74,991 |
CONTACT:
International Flavors & Fragrances Inc.
Investor:
Interim
CFO
Richard O'Leary, 212-708-7291