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) |
August 9, 2011 |
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:
⃞ 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 August 9, 2011 reporting IFF's financial results for the quarter ended June 30, 2011.
An audio webcast to discuss the Company's second quarter 2011 financial results and full year 2011 outlook will be held today, August 9, 2011, at 10:00 a.m. EDT. Interested parties can access the webcast and accompanying slide presentation on the Company's website 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 website approximately one hour after the event and will remain available on the IFF website for one year.
Non-GAAP financial measures: The Company uses non-GAAP financial
operating measures which exclude restructuring charges (including costs
associated with the Company’s restructuring efforts in Europe in 2010
and 2011). In addition, in certain instances, we exclude the effects of
exchange rate fluctuations when discussing our historical 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 periods, as additional information in seeking to assess and
compare our tax rates without the benefit of those tax rulings. Such
information is supplemental to information presented in accordance with
GAAP and is not intended to represent a presentation in accordance with
GAAP. In discussing our historical and expected future results and
financial condition, we believe it is meaningful for investors to be
made aware of and to be assisted in a better understanding of, on a
period-to-period comparative basis, of financial amounts both including
and excluding these identified items, as well as the impact of exchange
rate fluctuations on operating results and financial condition. We
believe such additional non-GAAP information provides investors with an
overall perspective of the period-to-period performance of our core
business. In addition, management internally reviews each of these
non-GAAP measures to evaluate performance on a comparative
period-to-period basis in terms of absolute performance, trends and
expected future performance with respect to our core continuing
business. A material limitation of these non-GAAP measures is that such
measures do not reflect actual GAAP amounts, restructuring charges
include actual cash outlays; and we compensate for such limitations by
presenting the accompanying reconciliation to the most directly
comparable GAAP measure. These non-GAAP measures may not be comparable
to similarly titled measures used by other companies. 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 August 9, 2011.
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. |
||
Dated: |
August 9, 2011 |
/s/ Kevin C. Berryman |
Name: Kevin C. Berryman |
||
|
||
Title: Executive Vice President and Chief |
||
Financial Officer |
Exhibit Index
Number |
Description |
99.1 | Press Release of International Flavors & Fragrances Inc. dated August 9, 2011 |
Exhibit 99.1
IFF Reports Second Quarter 2011 Results
Reported Sales Increased 7%, Local Currency Sales Up 3%
Reported Operating Profit Up 9%, Adjusted Operating Profit Grew 11%
Reported EPS Grew 12%, Adjusted EPS Increased 14%
NEW YORK--(BUSINESS WIRE)--August 9, 2011--International Flavors & Fragrances Inc. (NYSE: IFF), a leading global creator of flavors and fragrances for consumer products, today reported second quarter 2011 revenue of $716 million, seven percent higher than the prior year period. Excluding the impact of foreign currency, revenue in local currency increased three percent. Reported earnings per share (EPS) increased 12 percent to $0.93 compared to $0.83 for the second quarter 2010. EPS in 2011 included a $0.04 per share expense related to the conclusion of our restructuring efforts in Europe as compared to a $0.02 expense related to similar restructuring activities in the prior year period. Excluding these items from each period, adjusted EPS for the second quarter increased 14 percent to $0.97 versus $0.85 in the prior year quarter.
“We are pleased with our second quarter performance in light of our challenging 17 percent local currency sales growth comparison and the significant increases in raw material costs,” said Doug Tough, Chairman and Chief Executive Officer. “The diversification of our product and geographic portfolio provided us the ability to deliver solid local currency sales growth. From a profitability perspective, our initial pricing actions and continued cost discipline helped mitigate raw material pressures to drive double-digit adjusted operating profit and adjusted EPS growth.”
Mr. Tough continued, “While our first half performance was strong, it is worth noting that we will continue to face strong year-over-year comparables and elevated levels of raw material costs over the balance of the year. Nonetheless, we believe that by focusing on our strategy – leveraging our geographic reach, strengthening innovation and maximizing our portfolio – we can achieve our long-term targets of four to six percent local currency sales growth, seven to nine percent operating profit growth, and 10 percent plus EPS growth for the full year 2011.”
SECOND QUARTER 2011
Flavor Business Unit
Local currency sales in the second quarter increased eight percent over the prior year period. Overall growth can once again be attributed to a double-digit performance in the emerging markets where countries such as Brazil, Russia, India and China combined grew in excess of 20 percent. In the developed markets, performance was strongest in North America as health and wellness initiatives continued to drive results. From a category perspective, growth was achieved across the entire portfolio, led by a double-digit increase in Savory and high single-digit increases in Beverage and Confectionery.
Operating profit increased 10 percent, or $6 million, to $71 million in the second quarter as accelerated sales growth and continued cost discipline drove results. Operating profit margin declined 60 bps versus the prior year period to 20.6 percent as pricing initiatives lagged raw material costs as expected.
Fragrance Business Unit
Local currency sales in the second quarter declined two percent against a record 23 percent comparable in the prior year period. Fine Fragrance & Beauty Care results were challenged by a very strong year-ago comparison of 37 percent, as net new business was more than offset by volume declines. Functional Fragrance grew slightly supported by net new business across all categories and a solid performance in the Home Care category. Fragrance Ingredients results were down year-over-year against our strongest year-ago comparison, as lower consumption rates impacted results.
Operating profit decreased by $7 million to $58 million in the second quarter, including a $4 million expense related to the conclusion of our restructuring efforts in Europe as compared to a $2 million expense related to similar restructuring activities in the prior year period. Excluding these items, adjusted operating profit declined by $5 million as double-digit increases in raw material costs and lower sales more than offset the benefits associated with the European restructuring and other profit improvement initiatives. Adjusted operating profit margin, as expected, fell 180 bps to 16.8 percent versus the year-ago period.
Sales performance by region and product category follows:
Second Quarter 2011 vs. Second Quarter 2010 | |||||||||||||||
Fine & |
Functional | Ingredients | Total Frag. | Flavors | Total | ||||||||||
North America | Reported | 1% | 4% | -3% | 1% | 9% | 5% | ||||||||
EAME 1 | Reported | 7% | 6% | 0% | 5% | 19% | 10% | ||||||||
Local Currency | -3% | -3% | -7% | -4% | 9% | 0% | |||||||||
Latin America | Reported | -8% | -1% | -13% | -5% | 7% | -1% | ||||||||
Local Currency | -11% | -1% | -15% | -7% | 4% | -3% | |||||||||
Greater Asia | Reported | 1% | 7% | 17% | 7% | 15% | 12% | ||||||||
Local Currency | -1% | 6% | 11% | 5% | 8% | 7% | |||||||||
Total | Reported | 1% | 5% | 0% | 2% | 14% | 7% | ||||||||
Local Currency | -4% | 1% | -5% | -2% | 8% | 3% | |||||||||
¹ Europe, Africa and Middle East |
|||||||||||||||
Second Quarter 2011 Highlights
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 33 countries worldwide. For more information, please visit our website at www.iff.com.
Audio Webcast
An audio webcast to discuss the Company's second quarter 2011 financial results, and third quarter and full year 2011 outlook will be held today, August 9, 2011, at 10:00 a.m. EDT. Interested parties can access the webcast and accompanying slide presentation on the Company's website 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 website approximately one hour after the event and will remain available on the IFF website for one year.
Cautionary Statement Under The Private Securities Litigation Reform Act of 1995
Statements in this press 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,” “may” and similar terms or variations thereof. All information concerning future revenues, tax rates or benefits, energy costs interest and other savings, capital expenditures, earnings and other future financial results or financial position, constitutes forward-looking information. Such forward-looking statements are based on a series of expectations, assumptions, estimates and projections about the Company, are not guarantees of future results or performance, and involve significant risks, uncertainties and other factors, including assumptions and projections, for all forward periods. 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:
The foregoing list of important factors does not include all such factors, nor necessarily present them in order of importance. In addition, you should consult other disclosures made by the Company (such as in our other filings with the Securities and Exchange Commission (“SEC”) or in company press releases) for other factors that may cause actual results to differ materially from those projected by the Company.
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. The Company can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of, or any material adverse change in, one or more of the risk factors or risks and uncertainties referred to in this report or included in our other periodic reports filed with the SEC on could materially and adversely impact our operations and our future financial results.
Any public statements or disclosures by IFF following this release 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.
International Flavors & Fragrances Inc. |
||||||||||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||||||||||
June 30, | June 30, | |||||||||||||||||||||||
2011 | 2010 |
% |
2011 | 2010 |
% |
|||||||||||||||||||
Net sales | $ | 715,589 | $ | 665,800 | 7 | $ | 1,429,860 | $ | 1,319,710 | 8 | ||||||||||||||
Cost of goods sold | 431,166 | 380,799 | 13 | 847,977 | 764,501 | 11 | ||||||||||||||||||
Gross margin | 284,423 | 285,001 | (0 | ) | 581,883 | 555,209 | 5 | |||||||||||||||||
Research and development | 56,229 | 55,844 | 1 | 113,685 | 108,475 | 5 | ||||||||||||||||||
Selling and administrative | 106,224 | 119,523 | (11 | ) | 212,843 | 227,532 | (6 | ) | ||||||||||||||||
Restructuring and other charges | 3,985 | 1,843 | 4,013 | 6,831 | ||||||||||||||||||||
Interest expense | 12,009 | 12,051 | 23,689 | 24,787 | ||||||||||||||||||||
Other expense, net | 1,055 | 2,107 | 7,111 | 4,871 | ||||||||||||||||||||
Pretax income | 104,921 | 93,633 | 12 | 220,542 | 182,713 | 21 | ||||||||||||||||||
Income taxes | 28,733 | 26,481 | 9 | 60,311 | 51,772 | 16 | ||||||||||||||||||
Net income | $ | 76,188 | $ | 67,152 | 13 | $ | 160,231 | $ | 130,941 | 22 | ||||||||||||||
Earnings per share - basic | $ | 0.94 | $ | 0.84 | 12 | $ | 1.98 | $ | 1.65 | 20 | ||||||||||||||
Earnings per share - diluted | $ | 0.93 | $ | 0.83 | 12 | $ | 1.96 | $ | 1.63 | 20 | ||||||||||||||
Average shares outstanding | ||||||||||||||||||||||||
Basic | 80,451 | 79,188 | 80,250 | 78,978 | ||||||||||||||||||||
Diluted | 81,489 | 80,111 | 81,320 | 79,902 | ||||||||||||||||||||
International Flavors & Fragrances Inc. |
||||||
June 30, | December 31, | |||||
2011 | 2010 | |||||
Cash & cash equivalents | $ | 123,431 | $ | 131,332 | ||
Receivables | 545,550 | 451,804 | ||||
Inventories | 568,162 | 531,675 | ||||
Other current assets | 202,087 | 210,384 | ||||
Total current assets | 1,439,230 | 1,325,195 | ||||
Property, plant and equipment, net | 564,693 | 538,118 | ||||
Goodwill and other intangibles, net | 711,381 | 714,416 | ||||
Other assets | 293,297 | 294,726 | ||||
Total assets | $ | 3,008,601 | $ | 2,872,455 | ||
Bank borrowings and overdrafts, and current portion of long-term debt |
$ | 216,345 | $ | 133,899 | ||
Other current liabilities | 412,307 | 527,052 | ||||
Total current liabilities | 628,652 | 660,951 | ||||
Long-term debt | 767,353 | 787,668 | ||||
Non-current liabilities | 423,882 | 420,681 | ||||
Shareholders' equity | 1,188,714 | 1,003,155 | ||||
Total liabilities and shareholders' equity | $ | 3,008,601 | $ | 2,872,455 | ||
International Flavors & Fragrances Inc. |
||||||||
Six Months Ended | ||||||||
June 30, | ||||||||
2011 | 2010 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 160,231 | $ | 130,941 | ||||
Adjustments to reconcile to net cash provided by operations: | ||||||||
Depreciation and amortization | 37,356 | 40,221 | ||||||
Deferred income taxes | 27,215 | (14,737 | ) | |||||
Gain on disposal of assets | (1,580 | ) | (1,845 | ) | ||||
Stock-based compensation | 15,912 | 10,780 | ||||||
Pension settlement/curtailment | 3,583 | - | ||||||
Changes in assets and liabilities | ||||||||
Current receivables | (73,172 | ) | (53,766 | ) | ||||
Inventories | (14,098 | ) | (30,384 | ) | ||||
Current payables | (137,545 | ) | 58,580 | |||||
Changes in other assets/liabilities | (15,757 | ) | (12,150 | ) | ||||
Net cash provided by operations | 2,145 | 127,640 | ||||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment | (45,699 | ) | (37,013 | ) | ||||
Purchase of investments | (1,371 | ) | (2,444 | ) | ||||
Maturities of net investment hedge | 976 | 1,668 | ||||||
Proceeds from disposal of assets | 399 | 1,438 | ||||||
Net cash used in investing activities | (45,695 | ) | (36,351 | ) | ||||
Cash flows from financing activities: | ||||||||
Cash dividends paid to shareholders | (43,349 | ) | (39,631 | ) | ||||
Net change in bank borrowings and overdrafts | 59,083 | (33,637 | ) | |||||
Proceeds from issuance of stock under stock plans | 13,155 | 14,674 | ||||||
Excess tax benefits on stock-based payments | 5,075 | - | ||||||
Net cash provided by (used in) financing activities |
33,964 | (58,594 | ) | |||||
Effect of exchange rates changes on cash and cash equivalents | 1,685 | (2,278 | ) | |||||
Net change in cash and cash equivalents | (7,901 | ) | 30,417 | |||||
Cash and cash equivalents at beginning of year | 131,332 | 80,135 | ||||||
Cash and cash equivalents at end of period | $ | 123,431 | $ | 110,552 | ||||
International Flavors & Fragrances Inc. |
||||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||||
June 30, | June 30, | |||||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||||
Net Sales | ||||||||||||||||||
Flavors | $ | 345,407 | $ | 304,323 | $ | 683,994 | $ | 604,492 | ||||||||||
Fragrances | 370,182 | 361,477 | 745,866 | 715,218 | ||||||||||||||
Consolidated | 715,589 | 665,800 | 1,429,860 | 1,319,710 | ||||||||||||||
Operating Profit | ||||||||||||||||||
Flavors | 71,003 | 64,507 | 149,957 | 126,084 | ||||||||||||||
Fragrances |
58,275 | 65,374 | 126,951 | 121,389 | ||||||||||||||
Global Expenses | (11,293 | ) | (22,090 | ) | (25,566 | ) | (35,102 | ) | ||||||||||
Consolidated | 117,985 | 107,791 | 251,342 | 212,371 | ||||||||||||||
Interest Expense | (12,009 | ) | (12,051 | ) | (23,689 | ) | (24,787 | ) | ||||||||||
Other expense, net |
(1,055 | ) | (2,107 | ) | (7,111 | ) | (4,871 | ) | ||||||||||
Income before taxes | $ | 104,921 | $ | 93,633 | $ | 220,542 | $ | 182,713 | ||||||||||
International Flavors & Fragrances Inc.
Reconciliation
of Income
(Amounts in thousands except per share data)
(Unaudited)
The following information and schedule provides reconciliation information between reported GAAP amounts and certain adjusted amounts. This information and schedule is not intended as, and should not be viewed as, a substitute for reported GAAP amounts or financial statements of the Company prepared and presented in accordance with GAAP.
Second Quarter 2011 | ||||||||||||||
Items Impacting Comparability | ||||||||||||||
Reported |
Restructuring |
Adjusted (Non- |
||||||||||||
Net Sales | $ | 715,589 | - | |||||||||||
Cost of goods sold | 431,166 | - | ||||||||||||
Gross Profit | 284,423 | - | ||||||||||||
Research and development | 56,229 | - | ||||||||||||
Selling and administrative | 106,224 | - | ||||||||||||
RSA Expense | 162,453 | - | ||||||||||||
Restructuring and other charges | 3,985 | 3,985 | (a) | - | ||||||||||
Operating Profit | 117,985 | 3,985 | 121,970 | |||||||||||
Interest expense | 12,009 | - | ||||||||||||
Other expense, net | 1,055 | - | ||||||||||||
Pretax income | 104,921 | 3,985 | 108,906 | |||||||||||
Income taxes | 28,733 | (998 | ) | 29,731 | ||||||||||
Net income | 76,188 | 2,987 | 79,175 | |||||||||||
Earnings per share - diluted | $ | 0.93 | $ | 0.04 | $ | 0.97 | ||||||||
(a) Entirely related to the Fragrance European facilities rationalization | ||||||||||||||
Second Quarter 2010 | ||||||||||||||
Items Impacting Comparability | ||||||||||||||
Reported |
Restructuring |
Adjusted (Non- |
||||||||||||
Net Sales | $ | 665,800 | - | |||||||||||
Cost of goods sold | 380,799 | - | ||||||||||||
Gross Profit | 285,001 | - | ||||||||||||
Research and development | 55,844 | - | ||||||||||||
Selling and administrative | 119,523 | - | ||||||||||||
RSA Expense | 175,367 | - | ||||||||||||
Restructuring and other charges | 1,843 | 1,843 | (a) | - | ||||||||||
Operating Profit | 107,791 | 1,843 | 109,634 | |||||||||||
Interest expense | 12,051 | - | ||||||||||||
Other expense, net | 2,107 | - | ||||||||||||
Pretax income | 93,633 | 1,843 | 95,476 | |||||||||||
Income taxes | 26,481 | (249 | ) | 26,730 | ||||||||||
Net income | 67,152 | 1,594 | 68,746 | |||||||||||
Earnings per share - diluted | $ | 0.83 | $ | 0.02 | $ | 0.85 | ||||||||
(a) Entirely related to the Fragrance European facilities rationalization | ||||||||||||||
International Flavors & Fragrances Inc.
Reconciliation
of Income
(Amounts in thousands except per share data)
(Unaudited)
The following information and schedule provides reconciliation information between reported GAAP amounts and certain adjusted amounts. This information and schedule is not intended as, and should not be viewed as, a substitute for reported GAAP amounts or financial statements of the Company prepared and presented in accordance with GAAP.
Second Quarter Year-to-Date 2011 | ||||||||||||||
Items Impacting Comparability | ||||||||||||||
Reported |
Restructuring |
Adjusted (Non- |
||||||||||||
Net Sales | $ | 1,429,860 | - | |||||||||||
Cost of goods sold | 847,977 | - | ||||||||||||
Gross Profit | 581,883 | - | ||||||||||||
Research and development | 113,685 | - | ||||||||||||
Selling and administrative | 212,843 | - | ||||||||||||
RSA Expense | 326,528 | - | ||||||||||||
Restructuring and other charges | 4,013 | 4,013 | (a) | - | ||||||||||
Operating Profit | 251,342 | 4,013 | 255,355 | |||||||||||
Interest expense | 23,689 | - | ||||||||||||
Other expense, net | 7,111 | - | ||||||||||||
Pretax income | 220,542 | 4,013 | 224,555 | |||||||||||
Income taxes | 60,311 | (993 | ) | 61,304 | ||||||||||
Net income | 160,231 | 3,020 | 163,251 | |||||||||||
Earnings per share - diluted | $ | 1.96 | $ | 0.04 | $ | 2.00 | ||||||||
(a) Entirely related to the Fragrance European facilities rationalization | ||||||||||||||
Second Quarter Year-to-Date 2010 | ||||||||||||||
Items Impacting Comparability | ||||||||||||||
Reported |
Restructuring |
Adjusted (Non- |
||||||||||||
Net Sales | $ | 1,319,710 | - | |||||||||||
Cost of goods sold | 764,501 | - | ||||||||||||
Gross Profit | 555,209 | - | ||||||||||||
Research and development | 108,475 | - | ||||||||||||
Selling and administrative | 227,532 | - | ||||||||||||
RSA Expense | 336,007 | - | ||||||||||||
Restructuring and other charges | 6,831 | 6,831 | (a) | - | ||||||||||
Operating Profit | 212,371 | 6,831 | 219,202 | |||||||||||
Interest expense | 24,787 | - | ||||||||||||
Other expense, net | 4,871 | - | ||||||||||||
Pretax income | 182,713 | 6,831 | 189,544 | |||||||||||
Income taxes | 51,772 | (829 | ) | 52,601 | ||||||||||
Net income | 130,941 | 6,002 | 136,943 | |||||||||||
Earnings per share - diluted | $ | 1.63 | $ | 0.07 | $ | 1.70 | ||||||||
(a) Entirely related to the Fragrance European facilities rationalization |
CONTACT:
International Flavors & Fragrances Inc.
Investor
Relations:
Michael DeVeau, 212-708-7164