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)

February 13, 2014


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 February 13, 2014 reporting IFF's financial results for the quarter and fiscal year ended December 31, 2013.

An audio webcast to discuss the Company's fourth quarter 2013 financial results and full year 2014 outlook will be held today, February 13, 2014, at 10:00 a.m. EST.  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: In the attached press release and the referenced audio webcast, the Company uses the following non-GAAP financial operating measures: (i) adjusted earnings per share, (ii) adjusted gross margin, (iii) adjusted operating profit, (iv) adjusted operating profit margin, (v) adjusted net income, (vi) local currency sales, (vii) LFL, or like-for-like, (viii) adjusted effective tax rate, (ix) adjusted RSA, or research, selling and administrative expenses,  and (x) adjusted cash flow from operations. 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 the Company’s historical and expected future results and financial condition, the Company believes it is meaningful for investors to be made aware of and to be assisted in a better understanding of, on a period-to-period comparable basis, financial amounts both including and excluding these identified items, as well as the impact of exchange rate fluctuations and the exit of certain low margin sales activities on operating results and financial condition. The Company believes such additional non-GAAP information provides investors with an overall perspective of the period-to-period performance of our 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 business. A material limitation of these non-GAAP measures is that such measures do not reflect actual GAAP amounts, and payments pursuant to the Spanish tax settlement include actual cash outlays.  The Company compensates for such limitations by presenting the reconciliations contained in the attached press release to the most directly comparable GAAP measure. These non-GAAP measures may not be comparable to similarly titled measures used by other companies.               

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release of International Flavors & Fragrances Inc., dated February 13, 2014.


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:

February 13, 2014

/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 February 13, 2014

Exhibit 99.1

IFF Reports Strong Fourth Quarter and Full Year 2013 Results

Fourth Quarter Local Currency Sales Growth of 7% and Adjusted EPS Increase of 11% to $0.92

Full Year Local Currency Sales Growth of 5%; Reported Sales Growth of 5%

Full Year Adjusted Earnings per Share Increase of 12% to $4.46

NEW YORK--(BUSINESS WIRE)--February 13, 2014--International Flavors & Fragrances Inc. (NYSE:IFF), a leading global creator of flavors and fragrances for consumer products, today reported financial results for the fourth quarter and full year ended December 31, 2013.

Fourth Quarter 2013 Results

Full Year 2013 Results


Subsequent Events

Management Commentary

“We are very pleased with our fourth quarter performance, which benefited significantly from the diversity of our businesses and end-use categories in both the developed and emerging markets,” said Doug Tough, Chairman and CEO of IFF. “The emerging markets continue to be a primary driver of our topline growth, and accounted for half of our consolidated sales and a majority of our top line local currency sales increase. This strong, continued growth further validates our emerging market strategy and is yet one more data point that underpins our commitment to these markets.”

Mr. Tough continued, “We once again delivered local currency sales growth and adjusted operating profit improvements that exceeded our long-term targets, while continuing to make important investments in our people and portfolio to strengthen our company and position IFF for continued success.”

Mr. Tough added, “2013 was an extremely productive year for IFF. By executing on our three strategic priorities, we have delivered on our long-term growth targets for full year 2013, achieving 5% local currency growth (6% LFL), 11% adjusted operating profit growth and 12% adjusted EPS growth, while having the financial flexibility to invest in the future growth of IFF, and return capital to our shareholders.”

“We are very excited about the future profitable growth of IFF and believe we are well-positioned to deliver another strong year in 2014.”


Fourth Quarter 2013 Operating Highlights

Fourth Quarter 2013 Segment Results

Fragrances Business Unit


Flavors Business Unit


Full Year 2013 Operating Highlights

Full Year 2013 Segment Results

Fragrances Business Unit


Flavors Business Unit

Audio Webcast

A live webcast to discuss the Company's fourth quarter and full year 2013 financial results, and first quarter and full year 2014 outlook will be held today, February 13, 2014, at 10:00 a.m. EST. Investors may 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 recorded version of the webcast will be made available on the Company's website approximately one hour after the event and will remain available on IFF’s website for one year.


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. Consumers experience these unique scents and tastes in fine fragrances and beauty care, detergents and household goods, as well as beverages, sweet goods and food products. The Company leverages its competitive advantages of consumer insight, research and development, creative expertise, and customer intimacy to provide customers with innovative and differentiated product offerings. A member of the S&P 500 Index, IFF has more than 6,000 employees working in 31 countries worldwide. For more information, please visit our website at www.iff.com.

Cautionary Statement Under The Private Securities Litigation Reform Act of 1995

This press release includes “forward-looking statements” under the Federal Private Securities Litigation Reform Act of 1995, including statements regarding (i) the accretive effect of the Aromor Flavors and Fragrances Ltd. acquisition and (ii) expected growth in the emerging markets. These forward-looking statements are qualified in their entirety by cautionary statements and risk factor disclosures contained in the Company’s Securities and Exchange Commission filings, including the Company’s Annual Report on Form 10-K filed with the Commission on February 26, 2013. The Company wishes to caution readers that certain important factors may have affected and could in the future affect the Company’s actual results and could cause the Company’s actual results for subsequent periods to differ materially from those expressed in any forward-looking statements made by or on behalf of the Company. With respect to the Company’s expectations regarding these statements, such factors include, but are not limited to: (1) volatility and increases in the price of raw materials, energy and transportation; (2) the economic climate for the Company’s industry and demand for the Company’s products; (3) fluctuations in the quality and availability of raw materials; (4) changes in consumer preferences or a decline in consumer confidence and spending; (5) the Company’s ability to benefit from its investments in emerging markets; (6) the Company’s ability to implement its business strategy, including the achievement of anticipated cost savings, profitability, realization of price increases and growth targets; (7) the Company’s ability to successfully develop new and competitive products that appeal to its customers and consumers; (8) the impact of currency fluctuations or devaluations in the Company’s principal foreign markets; (9) the effects of any unanticipated costs and construction delays in the expansion of the Company’s facilities; (10) 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; (11) adverse changes in federal, state, local and foreign tax legislation or adverse results of tax audits, assessments, or disputes; (12) the direct and indirect costs and other financial impact that may result from any business disruptions due to political instability, armed hostilities, incidents of terrorism, natural disasters, or the responses to or repercussion from any of these or similar events or conditions; (13) the Company’s ability to attract and retain talented employees; and (14) adverse changes due to accounting rules or regulations. New risks emerge from time to time and it is not possible for management to predict all such risk factors or to assess the impact of such risks on the Company’s business. Accordingly, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.


           
International Flavors & Fragrances Inc.
Consolidated Income Statement

(Amounts in thousands except per share data)

(Unaudited)

 
Three Months Ended December 31, Twelve Months Ended December 31,
2013   2012

%
Change

2013   2012

%
Change

 
Net sales $ 725,169 $ 680,558 7 % $ 2,952,896 $ 2,821,446 5 %
Cost of goods sold   411,714   393,490 5 %   1,668,691     1,645,912 1 %
Gross margin 313,455 287,068 9 % 1,284,205 1,175,534 9 %
Research and development 70,409 62,245 13 % 259,838 233,713 11 %
Selling and administrative 148,190 125,594 18 % 505,877 453,535 12 %
Restructuring and other charges 46 % 2,151 1,668 29 %
Interest expense 11,129 10,423 7 % 46,767 41,753 12 %
Other (income) expense, net   723   116 523 %   (15,638 )   1,450 (1,178 )%
Pretax income 82,958 88,690 (6 )% 485,210 443,415 9 %
Income taxes   21,479   20,571 4 %   131,666     189,281 (30 )%
Net income $ 61,479 $ 68,119 (10 )% $ 353,544   $ 254,134 39 %
 
Earnings per share - basic $ 0.75 $ 0.83 $ 4.32 $ 3.11
Earnings per share - diluted $ 0.75 $ 0.83 $ 4.29 $ 3.09
 
Average shares outstanding
Basic 81,242 81,318 81,322 81,108
Diluted 81,843 81,998 81,930 81,833
 

 
International Flavors & Fragrances Inc.
Condensed Consolidated Balance Sheet

(Amounts in thousands)

(Unaudited)

       
December 31, 2013 December 31, 2012
Cash & cash equivalents $ 405,505 $ 324,422
Receivables 524,493 499,443
Inventories 533,806 540,658
Other current assets   222,406   208,164
Total current assets 1,686,210 1,572,687
 
Property, plant and equipment, net 687,215 654,641
Goodwill and other intangibles, net 696,197 702,270
Other assets   262,109   316,594
Total assets $ 3,331,731 $ 3,246,192
 
Bank borrowings and overdrafts, and
current portion of long-term debt $ 149 $ 150,071
Other current liabilities   560,217   479,807
Total current liabilities 560,366 629,878
 
Long-term debt 932,665 881,104
Non-current liabilities 371,649 482,655
 
Shareholders' equity   1,467,051   1,252,555
Total liabilities and shareholders' equity $ 3,331,731 $ 3,246,192
 

 
International Flavors & Fragrances Inc.
Consolidated Statement of Cash Flows

(Amounts in thousands)

(Unaudited)

     
Twelve Months Ended December 31,
2013   2012
Cash flows from operating activities:
 
Net income $ 353,544 $ 254,134
Adjustments to reconcile to net cash provided by operations:
Depreciation and amortization 83,227 76,667
Deferred income taxes (484 ) (15,878 )
Gain on disposal of assets (17,841 ) (4,461 )
Stock-based compensation 23,736 19,716
Pension settlement/curtailment 215 874
Spanish tax charge 72,362
Payments pursuant to Spanish tax settlement (105,503 )
Changes in assets and liabilities
Current receivables (53,156 ) (33,056 )
Inventories 4,822 4,571
Accounts payable 10,074 (740 )
Accruals for incentive compensation 24,518 34,632
Other current payables and accrued expenses 9,995 29,203
Changes in other assets/liabilities   (31,088 )   (8,725 )
Net cash provided by operating activities   407,562     323,796  
 
Cash flows from investing activities:
 
Additions to property, plant and equipment (134,157 ) (126,140 )
Proceeds from disposal of assets 27,312 1,763
Maturity/termination of net investment hedges 646 1,960
Purchase of life insurance contracts (1,127 )
Proceeds from termination of life insurance contracts   793     9,283  
Net cash used in investing activities   (105,406 )   (114,261 )
 
Cash flows from financing activities:
 
Cash dividends paid to shareholders (87,347 ) (130,943 )
Net change in revolving credit facility borrowings and overdrafts (283,225 ) 138,756
Deferred financing costs (2,800 )
Repayments of long-term debt (100,000 )
Proceeds from long-term debt 297,786
Proceeds from issuance of stock under stock plans 3,799 9,211
Excess tax benefits on stock-based payments 6,112 8,380
Purchase of treasury stock   (51,363 )    
Net cash (used in) provided by financing activities   (217,038 )   25,404  
Effect of exchange rates changes on cash and cash equivalents (4,035 ) 1,204
Net change in cash and cash equivalents 81,083 236,143
Cash and cash equivalents at beginning of year   324,422     88,279  
Cash and cash equivalents at end of period $ 405,505   $ 324,422  
 

 
International Flavors & Fragrances Inc.
Business Unit Performance

(Amounts in thousands)

(Unaudited)

       

Three Months Ended
December 31,

Twelve Months Ended
December 31,

2013   2012 2013   2012
Net Sales
Flavors $ 342,953 $ 326,445 $ 1,422,739 $ 1,378,377
Fragrances   382,216     354,113     1,530,157     1,443,069  
Consolidated 725,169 680,558 2,952,896 2,821,446
 
Segment Profit
Flavors 69,507 61,867 323,562 298,326
Fragrances 62,072 53,333 283,651 238,379
Global Expenses (19,704 ) (15,971 ) (66,942 ) (48,419 )
Restructuring and other charges, net (46 ) (2,151 ) (1,668 )
Operational improvement initiative costs (4,008 ) (8,770 )
Spanish capital tax charge   (13,011 )       (13,011 )    
Operating profit 94,810 99,229 516,339 486,618
 
Interest Expense (11,129 ) (10,423 ) (46,767 ) (41,753 )
Other (expense) income, net   (723 )   (116 )   15,638     (1,450 )
Income before taxes $ 82,958   $ 88,690   $ 485,210   $ 443,415  
 
Operating Margin
Flavors 20.3 % 19.0 % 22.7 % 21.6 %
Fragrances 16.2 % 15.1 % 18.5 % 16.5 %
Consolidated 13.1 % 14.6 % 17.5 % 17.2 %
 

 
International Flavors & Fragrances Inc.
Sales Performance by Region and Category

(Unaudited)

             
Fourth Quarter 2013 vs. 2012
Percentage Change in Sales by Region of Destination

Fine &
Beauty Care

  Functional   Ingredients   Total Frag.   Flavors   Total
   
North America Reported -6% 8% -10% -2% -8% -5%
 
EAME Reported 29% 5% 0% 12% 14% 13%
Local Currency 24% 2% -3% 8% 13% 10%
 
Latin America Reported -2% 14% 0% 6% 15% 9%
Local Currency -1% 15% 0% 6% 19% 10%
 
Greater Asia Reported 10% 16% 12% 14% 4% 8%
Local Currency 12% 18% 19% 17% 9% 12%
 
Total Reported 10% 10% -2% 8% 5% 7%
Local Currency 9%   10%   -3%   7%   7%   7%
 
 
Full Year 2013 vs. Full Year 2012
Percentage Change in Sales by Region of Destination

Fine &
Beauty Care

  Functional   Ingredients   Total Frag.   Flavors   Total
 
North America Reported -3% 3% -6% -2% -2% -2%
 
EAME Reported 12% 6% -4% 6% 7% 6%
Local Currency 10% 3% -6% 4% 6% 5%
 
Latin America Reported 9% 12% -5% 9% 5% 8%
Local Currency 11% 14% -5% 11% 8% 10%
 
Greater Asia Reported 9% 14% 3% 11% 4% 7%
Local Currency 10% 15% 8% 13% 7% 9%
 
Total Reported 8% 9% -4% 6% 3% 5%
Local Currency 8%   8%   -4%   6%   4%   5%
 

Note:

  Local currency sales growth is calculated by translating prior year sales at the exchange rates used for the corresponding 2013 period
 

International Flavors & Fragrances Inc.
Reconciliation of Like-for-Like Sales Growth
(Unaudited)

The following information and schedules provide reconciliation information between reported GAAP amounts and certain adjusted amounts. This information and schedules 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.

     
% Change in Sales for the Twelve Months Ended December 31, 2013
                     
     
       

Reported Sales
Growth

 

Local Currency
Sales Growth
(1)

 

Exit of Low-
Margin Sales
Activities

 

Like-For-Like
Sales Growth
(2)

Total Company       5%   5%   1%   6%
 
Flavors:
North America -2% -2% 5% 3%
EAME 7% 6% 1% 7%
Latin America 5% 8% 3% 11%
Greater Asia 4% 7% 0% 7%
Total Flavors 3% 4% 2% 6%
                     
(1)  

Local currency sales growth is calculated by translating prior year sales at the exchange rates used for the corresponding 2013 period

 

(2) Like-for-like is a non-GAAP metric that excludes the impact of exiting low-margin sales activities and foreign exchange
 

International Flavors & Fragrances Inc.
Reconciliation of Income
(Amounts in thousands)
(Unaudited)

The following information and schedules provide reconciliation information between reported GAAP amounts and certain adjusted amounts. This information and schedules 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.

                       
Fourth quarter 2013
Items Impacting Comparability
                                     

Reported
(GAAP)

Restructuring
and Other
Charges

Operational
Improvement
Initiative Costs

Spanish Tax
Charges

Gain on Asset
Sale

Adjusted
(Non-GAAP)

 
Net Sales 725,169
Cost of Goods Sold 411,714 (2,250 ) (a) (1,759 ) (b)
Gross Profit 313,455 2,250 1,759 317,464
Research and Development 70,409
Selling and Administrative 148,190 (152 ) (b) (13,011 ) (c) 135,027
RSA Expense 218,599
Restructuring and other charges, net 46 (46 ) (a)
Operating Profit 94,810 2,296 1,911 13,011 112,028
Interest Expense 11,129
Other (Income) expense, net 723 1,938 (d)
Income before taxes 82,958 2,296 1,911 13,011 1,938 102,114
Taxes on Income 21,479 804 478 3,903 26,664
Net Income   61,479     1,492           1,433           9,108           1,938         75,450
 
 
Earnings per share - diluted $ 0.75 $ 0.02 $ 0.02 $ 0.11 $ 0.02 $ 0.92
 
                    (a)   Costs related to the Fragrance Ingredients Rationalization
(b) Related to plant closings in Europe and several locations in Asia.
(c) Spanish capital tax charge
(d) Represents a loss on sale of a non-operating asset
 

In the fourth quarter of 2012, there were no items impacting comparability.

 

International Flavors & Fragrances Inc.
Reconciliation of Income
(Amounts in thousands)
(Unaudited)

The following information and schedules provide reconciliation information between reported GAAP amounts and certain adjusted amounts. This information and schedules 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.

                         
Full year 2013
Items Impacting Comparability
                                         

Reported
(GAAP)

Restructuring
and Other
Charges

Operational
Improvement
Initiative
Costs

Spanish Tax
Charges

Gain on
Asset
Sale

Adjusted
(Non-
GAAP)

 
Net Sales 2,952,896
Cost of Goods Sold 1,668,691 (5,250 ) (a) (3,520 ) (b)
Gross Profit 1,284,205 5,250 3,520 1,292,975
Research and Development 259,838
Selling and Administrative 505,877 (152 ) (b) (13,011 ) (c) 492,714
RSA Expense 765,715
Restructuring and other charges, net 2,151 (2,151 ) (a)
Operating Profit 516,339 7,401 3,672 13,011 540,423
Interest Expense 46,767
Other (Income) expense, net (15,638 ) 14,155 (d)
Income before taxes 485,210 7,401 3,672 13,011 (14,155 ) 495,139
Taxes on Income 131,666 2,590 891 (2,327 ) (c) (5,633 ) 127,187
Net Income   353,544           4,811           2,781           15,338           (8,522 )         367,952
 
Earnings per share - diluted $ 4.29 (e) $ 0.06 (e) $ 0.03 (e) $ 0.19 (e) $ (0.10 ) (e) $ 4.46
 
                  (a)   Costs related to the Fragrance Ingredients Rationalization
(b) Related to plant closings in Europe and several locations in Asia.
(c) Spanish capital tax charge and Spanish tax charge related to the 2002-2003 ruling
(d)

Represents a net gain on the sale of non-operating assets

(e) The sum of these items do not foot due to rounding
               
Full year 2012
Items Impacting Comparability
                     

Reported
(GAAP)

Spanish Tax
Settlement

Restructuring
and Other
Charges

Adjusted
(Non-
GAAP)

 
 
Net Sales 2,821,446
Cost of Goods Sold 1,645,912
Gross Profit 1,175,534
Research and Development 233,713
Selling and Administrative 453,535
RSA Expense 687,248
Restructuring and other charges, net 1,668

(1,668

)

(a)
Operating Profit 486,618 1,668 488,286
Interest Expense 41,753
Other (Income) expense, net 1,450
Income before taxes 443,415 1,668 445,083
Taxes on Income 189,281 (72,362 ) (b) 621 117,540
Net Income   254,134     72,362           1,047           327,543
 
Earnings per share - diluted $ 3.09 $ 0.88 $ 0.01 $ 3.98
 
                    (a)   Related to restructuring program announced in Q1 2012
(b) Pursuant to the Spanish tax settlement; includes a $0.71 per share charge to net income covering the fiscal years 2004-2010 and a $0.17 per share accrual for uncertain tax positions for years not settled.

CONTACT:
Investor Relations:
International Flavors & Fragrances Inc.
Shelley Young, 212-708-7271
Director, Investor Relations