LEXMARK INTERNATIONAL GROUP INC
8-K, 1998-04-20
COMPUTER & OFFICE EQUIPMENT
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                       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 20, 1998

                        Lexmark International Group, Inc.
                        ---------------------------------
              (Exact name of registrant as specified in its charter)

            Delaware              1-14050                    22-3074422
            --------              -------                    ----------
 (State or other jurisdiction    (Commission                 (IRS Employer
      of incorporation)           File No.)                Identification No.)


One Lexmark Centre Drive, Lexington, Kentucky                    40550
- ---------------------------------------------                    -----
(Address of principal executive offices)                       (Zip code)





         Registrant's telephone number, including area code:  (606) 232-2000



            -------------------------------------------------------------
            (Former name or former address, if changed since last report)




<PAGE>






Item 5.           Other Events.

                  On April 20, 1998,  the  Registrant  issued the attached press
release  announcing  its financial  results for the three months ended March 31,
1998.



Item 7.           Financial Statements and Exhibits.

                  (c)  Exhibits

                         Exhibit 20 - Press Release dated April 20, 1998.



                                       2
<PAGE>



                                    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.




                                          LEXMARK INTERNATIONAL GROUP, INC.


                    
                                          By:    /s/ David L. Goodnight
                                                 ------------------------------
                                                 David L. Goodnight
                                                 Corporate Controller


Date:  April 20, 1998



                                       3






Jim Joseph
Media Relations
(606) 232-2249
[email protected]

Kurt Braun
Investor Relations
(606) 232-5108
[email protected]



Lexmark International reports
record first quarter

- -- Revenues increase 15 percent; earnings per share up 72 percent --


LEXINGTON, Ky., April 20, 1998 --  Lexmark International Group, Inc. (NYSE:
LXK) today announced record first-quarter revenues, operating income and
earnings per share.

"We are extremely  pleased with Lexmark's  record  financial  performance in the
first  quarter -- one that well  exceeded  our  forecast,"  said Marvin L. Mann,
chairman and CEO. "Customer  acceptance of Lexmark's printer solutions continues
to be very high.  Our  financial  performance  reflects  our ongoing  success in
meeting and exceeding customer needs."


First-quarter review:
Operating income up 40 percent

First-quarter  revenues were $672  million,  an increase of 15 percent over 1997
revenues of $583 million.  Revenues  would have increased 20 percent versus 1997
without the impact of foreign currency  translation.  Revenues from printers and
associated  supplies  increased  22  percent  versus a year ago and  would  have
increased  27 percent  without the  currency  translation  impact.  Printers and
associated supplies contributed 83 percent of total revenues versus 78 percent a
year ago.

Operating  income was $78 million  versus $56 million a year ago, an increase of
40 percent. Earnings were $50 million, or 69 cents per share on a diluted basis,
an earnings per share increase of 72 percent versus earnings of $31 million,  or

<PAGE>

40 cents per share in 1997 before an  extraordinary  charge from  prepayment  of
subordinated  notes.  First-quarter net earnings per share increased 216 percent
versus 22 cents a year ago, including the extraordinary charge.

"Our first-quarter results reflect strong growth across the business and in each
geographical region except Asia-Pacific," noted Mann. "Our robust revenue growth
this  quarter was driven by good unit volume  increases  in both  network  laser
printers and color inkjet  printers,  and even stronger  growth from  associated
supplies."

Gross  profit  margins  increased  by 2.5 points to 36.7  percent as a result of
improved  printer and associated  supplies  margins and a richer mix of supplies
versus  printer  hardware.  Operating  expenses in the first  quarter  were 25.1
percent of revenues  versus 24.7 percent a year ago. The 72 percent  increase in
earnings per share before last year's  extraordinary  charge resulted  primarily
from the 40 percent  increase in operating  income.  Reduced  interest  expense,
lower income tax rates and the reduced number of shares used in the earnings per
share calculation also contributed to the increase in earnings per share.

Lexmark's  debt-to-total-capital  ratio was 25 percent compared to 13 percent at
the end of 1997.  The  company  purchased 2 million  shares of its common  stock
during the first  quarter for  approximately  $87  million.  There  remains $131
million  of board  authorization  to  repurchase  additional  shares.  Return on
average equity over the past four quarters was 35 percent.



Other achievements:
Continued industry recognition

The first  quarter was marked by  achievements  in addition to record  financial
results.

<PAGE>

Lexmark's leadership in printer solutions continues to be recognized by industry
experts.  VARBusiness  magazine's annual printer product review selected Lexmark
over  Hewlett-Packard and all other competitors in price performance,  technical
support,  network management capability,  paper handling, and cost of ownership.
"This award  speaks  volumes  about our ability to deliver  outstanding  printer
solutions to our customers in the value-added  reseller channel," noted Dr. Paul
J.  Curlander,  president and chief  operating  officer.  "Lexmark's  technology
leadership and  responsiveness  to customer needs were  recognized  with over 40
industry awards in the first quarter."

The new Lexmark 5700 Color Jetprinter, which received favorable media reviews in
the first quarter, offers industry-leading  technology at a popular price point.
The Lexmark 5700 brings to market the industry's  highest print density  rating,
1,200 X 1,200 dots-per-inch, plus up to eight pages per minute text printing and
photographic color printing, all for $249.


Looking forward:

"We are encouraged by the outstanding  financial performance we have achieved in
the first  quarter and continue to feel that we are  well-positioned  for future
growth," noted Mann.  "We currently  expect strong results in the second quarter
and feel confident  about our prospects for the full year.  However,  results in
the second half of the year will face a more difficult comparison to last year
than we are facing the first half."



Lexmark   International   Group,   Inc.   is  the  parent   company  of  Lexmark
International,  Inc., a global  developer,  manufacturer and supplier of printer
solutions  and products,  including  laser,  inkjet and dot matrix  printers and
associated  consumable  supplies  for the office and home  markets.  Lexmark has
executive  offices  and  a  manufacturing   center  in  Lexington,   Ky.;  other
manufacturing centers are in Boulder,  Colo.; Juarez, Mexico; Rosyth,  Scotland;
Orleans, France and Sydney, Australia.

                                      ###

<PAGE>

Lexmark, Lexmark with diamond design, Optra is a trademark of Lexmark
International, Inc., registered in the U.S. and/or other countries. Color
Jetprinter is a trademark of Lexmark International, Inc.


"Safe Harbor"  Statement under the Private  Securities  Litigation Reform Act of
1995:   Statements  in  this  release  which  are  not   historical   facts  are
forward-looking and involve risks and uncertainties,  including, but not limited
to, the impact of  competitive  products and pricing,  increased  investment  to
support product introductions and enter new geographies,  currency fluctuations,
market  acceptance of new products and programs and product  transitions  by the
company  and its  competitors,  the  company's  ability to  increase or maintain
retail market share with its branded  products,  management of inventory levels,
production and supply difficulties,  intellectual  property  infringement claims
and expenses,  and other risks described in the company's registration statement
and other Securities and Exchange Commission filings.

<PAGE>



               LEXMARK INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
                  CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS
                     (In Millions, Except Per Share Amounts)
                                   (Unaudited)


                            Three Months Ended         Percent
                                 March 31              Change
                            ------------------         -------
                             1998        1997
                             ----        ----

Revenues                     $672.1      $583.4           15%

Cost of revenues              425.5       383.6
                              -----       -----
     Gross profit             246.6       199.8           23


Research and development       36.6        30.6
Selling, general and
 administrative               132.1       113.5
                              -----       -----
     Operating expenses       168.7       144.1           17
                              -----       -----

     Operating income          77.9        55.7           40

Interest expense, net           2.0         4.9
Amortization of deferred
 financing costs
 and other                      1.5         2.4
                                ---         ---
     Earnings before income
      taxes and extraordinary
      item                     74.4        48.4           54

Provision for income taxes     24.9        17.7
                               ----        ----
     Earnings before
      extraordinary item       49.5        30.7           61
Extraordinary loss on
 extinguishment of debt
 (net of related
 tax benefit of $8.4)             -       (14.0)
                               ----       ------
     Net earnings            $ 49.5      $ 16.7          196
                               ----       ------


Basic earnings per share:
     Before extraordinary
      item                   $ 0.73      $ 0.42           73
     Extraordinary loss           -       (0.19)
                               ----       ------
     Net earnings            $ 0.73      $ 0.23          217
                               ----       ------
                               ----       ------
Diluted earnings per
 share:
     Before extraordinary
      item                   $ 0.69      $ 0.40           72
     Extraordinary loss           -       (0.18)
                               ----       ------
     Net earnings            $ 0.69      $ 0.22          216
                               ----       ------
                               ----       ------
Shares used in per share calculation:
     Basic                     68.1        72.9
                               ----       ------
                               ----       ------
     Diluted                   72.2        76.9
                               ----       ------
                               ----       ------


<PAGE>

               LEXMARK INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
             CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL POSITION
                                  (In Millions)
                                   (Unaudited)

                            March 31, 1998   December 31, 1997
                            --------------   -----------------
ASSETS
Current assets:
 Cash and cash equivalents      $   24.9        $   43.0
 Trade receivables, net            353.7           318.9
 Inventories                       374.2           353.8
 Prepaid expenses and other
  current assets                    50.5            60.4
                                    ----           -----   
     Total current assets          803.3           776.1
Property, plant and
 equipment, net                    403.7           409.6
Other assets                        23.1            22.5
                                    ----           -----   

     Total assets               $1,230.1        $1,208.2

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
 Short-term debt                $   30.2        $   18.0
 Accounts payable                  254.7           302.0
 Accrued liabilities               247.3           227.5
                                   -----           -----   
     Total current
      liabilities                  532.2           547.5

Long-term debt                     125.0            57.0
Other liabilities                  106.8           103.0
                                   -----           -----   

     Total liabilities             764.0           707.5


Stockholders' equity:
 Preferred stock                       -               -
 Common stock and capital
  in excess of par                 542.1           537.9
 Retained earnings                 218.3           168.8
 Accumulated other comprehensive
  income                           (25.4)          (23.8)
 Treasury stock                   (268.9)         (182.2)
                                  ------          -------   

     Total stockholders'
      equity                       466.1           500.7
                                   -----           -----   

     Total liabilities
      and stockholders'
      equity                    $1,230.1        $1,208.2                      
                                 -------         -------
                                 -------         -------





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