UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the 13 weeks ended June 29, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
Commission file number 1-11657
__________________
TUPPERWARE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 36-4062333
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P.O. Box 2353, Orlando, Florida 32802
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (407) 826-5050
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_______
As of August 8, 1996, 62,141,944 shares of the Common Stock, $0.01
par value, of the Registrant were outstanding.
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
a) Financial Statements of Registrant
Page
Index Number
Consolidated Statement of Income
(Unaudited) for the 13 week periods ended
June 29, 1996 and July 1, 1995................. 2
Consolidated Statement of Income
(Unaudited) for the 26 week periods
ended June 29, 1996 and July 1, 1995........... 3
Consolidated Balance Sheet
(Unaudited) as of June 29, 1996 and
December 30, 1995.............................. 4
Consolidated Statement of Cash Flows
(Unaudited) for the 26 week periods ended
June 29, 1996 and July 1, 1995................. 6
Notes to Consolidated Financial
Statements (Unaudited)......................... 7
The financial statements of the Registrant included herein have
been prepared, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission (the Commission).
Although certain information normally included in financial
statements prepared in accordance with generally accepted accounting
principles has been condensed or omitted, the Registrant believes
that the disclosures are adequate to make the information presented
not misleading. It is suggested that these consolidated financial
statements be read in conjunction with the financial statements and
the notes thereto for its fiscal year ended December 30, 1995,
included in the Form 10 Registration of Securities of the
Registrant as declared effective by the Commission on May 2, 1996.
The consolidated financial statements included herein reflect all
adjustments, consisting only of normal recurring items, which, in
the opinion of management, are necessary to present a fair
statement of the results for the interim periods presented.
The results for interim periods are not necessarily indicative of
trends or results to be expected for a full year.
- 1 -
<PAGE>
<TABLE>
TUPPERWARE CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
<CAPTION>
13 Weeks Ended
-------------------
June 29, July 1,
1996 1995
-------- --------
(In millions, except per share data)
<S> <C> <C>
Net sales................................... $ 379.0 $ 351.0
-------- --------
Costs and expenses:
Cost of products sold..................... 134.4 122.6
Delivery, sales and
administrative expense.................. 170.0 165.4
Interest expense.......................... 1.5 0.9
Interest income........................... (0.5) (1.2)
Costs associated with becoming an
independent company..................... 2.6 -
Other expense............................. 2.2 0.1
-------- --------
Total costs and expenses............... 310.2 287.8
Income before income taxes.................. 68.8 63.2
Provision for income taxes.................. 18.2 15.3
-------- --------
Net income.................................. $ 50.6 $ 47.9
======== ========
Pro forma net income per common and
common equivalent share.................... $ 0.77 $ 0.72
======== ========
Average number of common and common
equivalent shares outstanding.............. 63.1 63.1
======== ========
See accompanying Notes to Consolidated Financial Statements
(Unaudited).
</TABLE>
- 2 -
<PAGE>
<TABLE>
TUPPERWARE CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
<CAPTION>
26 Weeks Ended
-------------------
June 29, July 1,
1996 1995
-------- --------
(In millions, except per share data)
<S> <C> <C>
Net sales................................... $ 708.0 $ 681.2
-------- --------
Costs and expenses:
Cost of products sold..................... 254.7 236.0
Delivery, sales and
administrative expense.................. 336.3 341.8
Interest expense.......................... 2.5 1.3
Interest income........................... (1.9) (2.3)
Costs associated with becoming an
independent company..................... 2.6 -
Other expense............................. 1.7 0.2
-------- --------
Total costs and expenses............... 595.9 577.0
Income before income taxes.................. 112.1 104.2
Provision for income taxes.................. 29.9 25.8
-------- --------
Net income.................................. $ 82.2 $ 78.4
======== ========
Pro forma net income per common and
common equivalent share.................... $ 1.23 $ 1.16
======== ========
Average number of common and common
equivalent shares outstanding.............. 63.1 63.1
======== ========
See accompanying Notes to Consolidated Financial Statements
(Unaudited).
</TABLE>
- 3 -
<PAGE>
<TABLE>
TUPPERWARE CORPORATION
CONSOLIDATED BALANCE SHEET
ASSETS
(UNAUDITED)
<CAPTION>
June 29, December 30,
1996 1995
--------- ---------
(In millions)
<S> <C> <C>
Cash and cash equivalents............ $ 94.2 $ 97.3
Accounts and notes receivable........ 207.4 173.6
Less allowances for
doubtful accounts................ (26.7) (26.1)
--------- ---------
180.7 147.5
Inventories.......................... 218.5 206.6
Deferred income tax benefits......... 55.0 58.1
Prepaid expenses..................... 29.8 16.9
--------- ---------
Total current assets............. 578.2 526.4
--------- ---------
Deferred income tax benefits......... 24.6 21.7
Property, plant and equipment........ 946.2 938.0
Less accumulated depreciation...... (630.8) (620.3)
--------- ---------
315.4 317.7
Long-term receivables, net of
allowances of $29.9 million at
June 29, 1996, and $24.8
million at December 30, 1995,
and other assets................... 69.1 78.2
--------- ---------
Total assets..................... $ 987.3 $ 944.0
========= =========
See accompanying Notes to Consolidated Financial Statements
(Unaudited).
</TABLE>
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<PAGE>
<TABLE>
TUPPERWARE CORPORATION
CONSOLIDATED BALANCE SHEET
LIABILITIES AND SHAREHOLDERS' EQUITY
(UNAUDITED)
<CAPTION>
June 29, December 30,
1996 1995
--------- ---------
(Dollars in millions except per share amounts)
<S> <C> <C>
Accounts payable..................... $ 91.6 $ 88.0
Short-term borrowings and current
portion of long-term debt.......... 185.2 83.8
Accrued liabilities.................. 284.4 266.5
--------- ---------
Total current liabilities........ 561.2 438.3
--------- ---------
Long-term debt....................... 101.9 0.4
Accrued postretirement
benefit cost....................... 37.2 36.1
Other liabilities.................... 42.0 53.6
Shareholders' equity:
Net investment by Premark
International, Inc................ - 533.5
Preferred stock, no par value,
200,000,000 shares authorized;
none issued..................... - -
Common stock, $.01 par value,
600,000,000 shares authorized;
62,030,367 shares issued........ 0.6 -
Capital surplus.................... 12.8 -
Retained earnings.................. 361.7 -
Unearned portion of restricted
stock issued for future service. (5.1) -
Cumulative foreign currency
adjustments..................... (125.0) (117.9)
--------- ---------
Total shareholders' equity....... 245.0 415.6
--------- ---------
Total liabilities and
shareholders' equity........... $ 987.3 $ 944.0
========= =========
See accompanying Notes to Consolidated Financial Statements (Unaudited).
</TABLE>
- 5 -
<PAGE>
<TABLE>
TUPPERWARE CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<CAPTION>
26 Weeks Ended
-------------------
June 29, July 1,
1996 1995
-------- --------
(In millions)
<S> <C> <C>
Cash flows from operating activities:
Net income................................ $ 82.2 $ 78.4
Adjustment to reconcile net income to
net cash used in operating
activities:
Depreciation.......................... 31.4 31.6
Changes in assets and liabilities:
Increase in accounts
and notes receivable................ (36.6) (47.6)
Increase in inventory................. (17.8) (25.3)
Increase (decrease) in accounts
payable and accrued liabilities..... 15.8 (8.5)
Increase in income taxes payable...... 7.0 1.2
Increase in net deferred
income taxes........................ (5.0) (1.6)
Increase in prepaid expenses.......... (13.3) (10.2)
Other, net............................ (5.7) 15.6
-------- --------
Net cash provided by
operating activities............... 58.0 33.6
-------- --------
Cash flows from investing activities:
Capital expenditures...................... (39.9) (25.6)
-------- --------
Net cash used in investing
activities......................... (39.9) (25.6)
-------- --------
Cash flows from financing activities:
Special dividend to Premark............... (284.9) -
Net transactions with Premark
other than special dividend............. 55.4 (57.1)
Net increase in short-term debt........... 105.3 28.2
Proceeds from issuance of long-term debt.. 201.8 -
Repayment of long-term debt............... (100.3) -
-------- --------
Net cash used in financing
activities......................... (22.7) (28.9)
-------- --------
Effect of exchange rate changes on cash
and cash equivalents...................... 1.5 8.5
-------- --------
Net decrease in cash and
cash equivalents.......................... (3.1) (12.4)
Cash and cash equivalents at beginning
of year................................... 97.3 102.3
-------- --------
Cash and cash equivalents at end
of period................................. $ 94.2 $ 89.9
======== ========
See accompanying Notes to Consolidated Financial Statements
(Unaudited).
</TABLE>
- 6 -
<PAGE>
TUPPERWARE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1: Basis of Presentation
The accompanying unaudited consolidated financial statements have
been prepared in accordance with the instructions to Form 10-Q and
therefore do not include all footnotes necessary for a fair
presentation of financial position, results of operations, and changes
in financial position in conformity with generally accepted accounting
principles. In the opinion of management, the unaudited consolidated
financial statements include all adjustments, consisting only of
normal recurring items, necessary for a fair presentation of the
financial position and results of operations. The results of
operations of any interim period are not necessarily indicative of the
results that may be expected for a full fiscal year.
Note 2: Inventories
Inventories, by component, are summarized as follows (in millions):
<TABLE>
<CAPTION>
June 29, December 30,
1996 1995
----------- -----------
<S> <C> <C>
Finished goods.................. $ 102.3 $ 100.3
Work in process................. 42.6 40.1
Raw materials and supplies...... 73.6 66.2
-------- --------
Total inventories $ 218.5 $ 206.6
======== ========
</TABLE>
- 7 -
<PAGE>
Note 3: Distribution of Tupperware
On November 1, 1995, Premark International, Inc.'s (Premark) board of
directors authorized Premark management to proceed with a plan to
establish the Tupperware business (Tupperware, the Company) as an
independent company through a stock distribution to Premark's
shareholders (the Distribution). The Distribution was effected
through a stock dividend on May 31, 1996. As part of this transaction,
on May 24, 1996, Dart Industries Inc.(Dart), a wholly-owned subsidiary
of the Company, paid a $284.9 million special dividend to Premark (the
Dividend Payment). The Dividend Payment was funded through available
cash and a portion of the $268.0 million that was borrowed under the
Company's $300 million multicurrency credit agreement that was entered
into on May 17, 1996.
Pro forma net income per common and common equivalent share is
calculated as if the Distribution had occurred at the beginning of
fiscal 1995 and assumes that Tupperware used $25.0 million of
available cash and $271.9 million of additional borrowings to fund
both the Dividend Payment of $284.9 million and $12.0 million for the
amount that Tupperware paid in July 1996 related to the quarterly
dividend declared on Premark's common stock on May 1, 1996. Pro forma
net income is based on the Company's historical net income for the 13
week and 26 week periods ended June 29, 1996 and July 1, 1995,
adjusted for each full quarter prior to the Distribution for $4.2
million of additional interest expense, net of $1.6 million of tax
benefits, related to the increase in borrowings at an assumed weighted
average interest rate of 6.2 percent and for the second quarter of 1996 for
$2.8 million of additional interest expense, net of $1.1 million of
tax benefits for the two months prior to the Distribution. Pro forma
net income per share includes pro forma net income divided by an
assumed 63.1 million weighted average common and common equivalent
shares for all periods prior to the Distribution and actual net income
per share for the period subsequent to the Distribution.
- 8 -
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The following is a discussion of the results of operations for the 13
weeks and 26 weeks ended June 29, 1996, compared with the 13 weeks
and 26 weeks ended July 1, 1995, and changes in financial condition
during the 26 weeks ended June 29, 1996.
The Distribution
On November 1, 1995, Premark's board of directors authorized Premark
management to proceed with a plan to establish the Tupperware business
(Tupperware, the Company) as an independent company through a stock
distribution to Premark's shareholders. The Distribution was effected
on May 31, 1996 through a stock dividend, which is tax free to
Premark's shareholders pursuant to a favorable ruling received from
the Internal Revenue Service. Under the caption, "Costs associated
with becoming an independent company," in the accompanying income
statements are $2.6 million of pretax costs that were incurred during
the second quarter.
Net Sales and Net Income
Net sales for the second quarter ended June 29, 1996, were $379.0
million, an increase of 8 percent from $351.0 million in 1995. Pro
forma net income for the second quarter of 1996 rose 7.8 percent to
$48.9 million, or $0.77 per share, from $45.3 million, or $0.72 per
share, in 1995. Foreign exchange had a $25.2 million, or 8 percentage
point, negative impact on the second quarter sales comparison, and a
$6.1 million, or 11 percentage point, negative impact on the segment
profit comparison. There was a $0.07 per share negative impact from
foreign exchange on the comparison of pro forma earnings per share.
Excluding the $2.6 million of pretax costs related to becoming an
independent company, pro forma net income was $50.5 million, or $0.80
per share, an 11.3 percent increase. Net income for the second
quarter was $50.6 million versus $47.9 million in 1995.
The increases for the quarter were from significant improvement in the
Americas and a strong increase in Europe. Asia Pacific also had
strong increases in the quarter, excluding the unfavorable impact of
foreign exchange. Including the impact of foreign exchange, the region
had a modest decrease in sales and a slight increase in profitability.
In the second quarters of 1996 and 1995, international operations
accounted for 84 percent and 82 percent of the Company's sales,
respectively. International operations contributed 89 percent of the
Company's segment profit in both years.
- 9 -
<PAGE>
For the year-to-date period, sales increased by 4 percent to $708.0
million in 1996 from $681.2 million in 1995. Pro forma net income
increased 6.1 percent to $77.9 million, or $1.23 per share, from $73.4
million, or $1.16 per share, last year. For the first half, foreign
exchange had a negative impact on the sales and segment profit
comparisons of $31.8 million and $6.6 million, representing 5 and 6
percentage points, respectively. Excluding the costs associated with
becoming an independent company, pro forma net income was $79.5
million, or $1.26 per share, up 8.2 percent. Net income was $82.2
million compared with $78.4 million last year.
The six month period reflects substantial sales improvement and a
sharp increase in segment profit in the Americas. Europe had modestly
lower sales and a large decrease in segment profit due to weakness in
the first quarter. Asia Pacific's sales for the first six months of
1996 were even with the prior year as strong improvement in local
currency terms was offset by the impact of a stronger U.S. dollar,
while the region's profits increased substantially with and without
the unfavorable impact of foreign exchange. For the year-to-date
period, international operations accounted for 85 percent of
Tupperware's sales in both 1996 and 1995, and 95 percent and 97
percent of its segment profit in 1996 and 1995, respectively.
Costs and Expenses
The cost of products sold in relation to sales increased to 35.5
percent in the second quarter of 1996 from 34.9 percent in 1995. For
the six months ended June 29, 1996, the ratio was 36.0 percent versus
34.6 percent for the comparable 1995 period. The increase for the
year-to-date period reflects lower margins in Europe associated with
second quarter promotional programs, and higher product costs in Latin
America due to increased third party product sourcing.
Delivery, sales and administrative expense as a percentage of sales
was 44.9 percent in the second quarter of 1996 compared with 47.1
percent in the second quarter of 1995. The ratios were 47.5 percent
and 50.2 percent for the six month periods ended June 29, 1996 and
July 1, 1995, respectively. The improvement in both periods was
primarily the result of more efficient promotional spending and a
lower operating expense structure as a percentage of sales in Latin
America.
- 10 -
<PAGE>
Net Interest Expense
In the second quarter and first six months of 1996, the Company
incurred net interest expense of $1.0 million and $0.6 million,
respectively. For the comparable 1995 periods, the Company earned net
interest income of $0.3 million and $1.0 million, respectively. In
connection with the Distribution, Dart paid Premark a special dividend
of $284.9 million on May 24, 1996. The Company incurred a significant
amount of incremental borrowings in order to fund the majority of the
special dividend, which will result in higher interest expense in
future periods.
Tax Rate
The effective tax rates for the second quarter and first half of 1996
were 26.5 percent and 26.7 percent, respectively, compared with 24.4
percent and 24.8 percent, respectively, for 1995. For the year ended
December 30, 1995, the rate was 23.8 percent. The increase in the
1996 rates is due to a lower 1996 benefit from repatriating foreign
earnings and the absence of the 1995 benefit from the resolution of
certain international and domestic tax audit contingencies. These
factors were only partially offset by the 1996 benefit from reducing
the valuation allowance for U.S. federal deferred tax assets.
Regional Results (dollars in millions)
Europe
<TABLE>
<CAPTION>
Foreign
Exchange
Impact
Increase Positive Percent of
<Decrease> <Negative> Total
1996 1995 Dollar Percent Dollar pp 1996 1995
------ ------ ------ ------- ------- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Quarter:
Sales $155.1 $140.7 $ 14.4 10% <$9.6> <8> 41% 40%
Profit 40.3 36.7 3.6 10 <2.9> <9> 51 53
First half:
Sales 301.9 314.1 <12.2> <4> <9.4> <3> 43 46
Profit 70.5 80.7 <10.2> <13> <2.5> <3> 56 69
</TABLE>
- 11 -
<PAGE>
The quarterly increases in sales and segment profit of Europe reflect
substantial improvement in volume in Germany, the result of an
innovative promotional program in spite of continuing economic weakness
and higher volume in Italy resulting from a focus on sales force
recruiting and activity. For the first six months, the decreases were
primarily the result of lower volume in Germany in the first quarter as
a result of the weak economy and lower sales during the important
promotional period early in the year. Foreign exchange had a negative
impact on the comparisons throughout the region.
Americas
<TABLE>
<CAPTION>
Foreign
Exchange
Impact
Increase Positive Percent of
<Decrease> <Negative> Total
1996 1995 Dollar Percent Dollar pp 1996 1995
------ ------ ------ ------- ------- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Quarter:
Sales:
U.S. $ 59.5 $ 61.7 <$ 2.2> <4%> - - 16% 18%
Other 70.9 50.4 20.5 41 <$3.0> <9> 18 14
------ ------ ----- ------- ---- ----
$130.4 $112.1 $18.3 16 <$3.0> <4> 34% 32%
====== ====== ===== ====== ==== ====
Profit:
U.S. $ 8.5 $ 7.9 $ 0.6 7% - - 11% 11%
Other 10.8 5.7 5.1 93 <0.6> <23> 14 9
------ ------ ----- ------ ---- ----
$ 19.3 $ 13.6 $ 5.7 43 <$0.6> <6> 25% 20%
====== ====== ===== ===== ==== ====
First Half:
Sales:
U.S. $103.3 $105.3 <$ 2.0> <2%> - - 15% 15%
Other 133.1 91.6 41.5 45 <$5.7> <10> 18 14
------ ------ ----- ---- ---- ----
$236.4 $196.9 $39.5 20 <$5.7> <4> 33% 29%
====== ====== ===== ===== ==== ====
Profit:
U.S. $ 6.6 $ 3.3 $ 3.3 98% - - 5% 3%
Other 20.0 8.7 11.3 131 <$1.2> <36> 16 7
------ ------ ----- ---- ---- ----
$ 26.6 $ 12.0 14.6 122 <$1.2> <24> 21% 10%
====== ====== ===== ===== ==== ====
</TABLE>
- 12 -
<PAGE>
The improvement in profit in the United States reflects the
implementation of several strategic initiatives to simplify
operations and increase sales force productivity. These
initiatives resulted in lower promotional costs and operating
expenses throughout the first half. These factors were mostly
offset by higher distribution costs in the second quarter.
In the Americas, excluding the United States, the improvements relate
to higher volume in Mexico, Brazil and Argentina, where the active
sales forces more than doubled in the second quarter and first half, in
response to successful programs to increase sales force size. In
addition to the positive impact of higher volume, segment profit
also improved due to a lower operating expense structure in relation
to the higher level of business and more focused promotional spending.
These factors more than offset increased product costs resulting from
a higher level of third party sourcing of product due to capacity
constraints related to the higher sales volume. The region's
production capacity is being increased. Foreign exchange had a
negative impact on the region's quarterly and year-to-date
comparisons, primarily due to weakness in the Mexican peso.
Asia Pacific
<TABLE>
<CAPTION>
Foreign
Exchange
Impact
Increase Positive Percent of
<Decrease> <Negative> Total
1996 1995 Dollar Percent Dollar pp 1996 1995
------ ------ ------ ------- ------- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Quarter:
Sales $ 93.5 $ 98.2 <$ 4.7> <5%> <$12.6> <14> 25% 28%
Profit 19.3 19.0 0.3 2 <2.6> <16> 24 27
First half:
Sales 169.7 170.2 <0.5> - <16.7> <11> 24 25
Profit 28.6 24.0 4.6 19 <2.9> <17> 23 21
</TABLE>
The decrease in second quarter Asia Pacific sales reflects weakness in
the Japanese yen, which more than offset a strong operational
improvement in Japan and significant improvement in Korea and
Australia. The operational increases reflect a better sales mix in
- 13 -
<PAGE>
Japan due to a promotion on cookware, volume improvement in Korea as
the sales force responded to strong incentives, and higher volume in
Australia on the strength of improved recruiting. The profit improvement
reflects the sales mix in Japan and the higher volume in Korea, along
with more favorable manufacturing costs. These factors were partially
offset by the unfavorable impact of foreign exchange.
Financial Condition
Under the Distribution Agreement between Premark, Tupperware and Dart,
Dart paid a special dividend to Premark of $284.9 million on May 24,
1996.
Prior to the Distribution, the Company's domestic cash requirements,
including working capital expenditures, were financed by Premark
through its centralized cash management system. On May 17, 1996,
Tupperware and certain of its subsidiaries entered into a 5-year $300
million unsecured multicurrency credit facility. This facility was
used in funding the dividend payment to Premark, but in late June, all
outstanding borrowings were refinanced through the issuance of
commercial paper. Amounts available under the multicurrency credit
facility and through commercial paper borrowings and foreign
uncommitted lines of credit, which totalled $152.1 million at June 29,
1996, along with cash generated by operating activities are expected to
be adequate to finance any additional working capital needs and capital
expenditures.
Net cash provided by operating activities increased to $58.0 million
for the first six months of 1996 compared with $33.6 million for the
first six months of 1995. The improvement reflects the higher level of
earnings for the 1996 period, along with a smaller net increase in
working capital. Net cash used in investing activities was for capital
expenditures and totaled $39.9 million and $25.6 million in the first
halves of 1996 and 1995, respectively.
Working capital decreased to $17.0 million as of June 29, 1996,
compared with $88.1 million as of December 30, 1995. This decrease was
the result of a net increase in short-term borrowings of $105.3
million, primarily in connection with funding the special dividend to
Premark. An additional $100.0 million of short-term borrowings was
classified as non-current at June 29, 1996, due to the Company's
ability and intent to keep this amount of short-term borrowings
outstanding for more than one year. The most significant factor
offsetting this decrease in working capital was an increase in net
accounts receivable of $33.2 million. However, days sales outstanding
from operations was modestly lower at the end of the second quarter
of 1996 compared with the end of the second quarter of 1995.
- 14 -
<PAGE>
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (numbered in accordance with Item 601 of
Regulation S-K)
(11) A statement of computation of per share earnings
is filed as an exhibit to this report.
(27) A Financial Data Schedule for the second quarter of
1996 is filed as an exhibit to this Report
(b) Reports on Form 8-K
During the quarter, the Registrant filed the following
current report on Form 8-K:
Dated June 12, 1996, regarding the change in control
and acquisition of assets of the Registrant.
- 15 -
<PAGE>
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.
TUPPERWARE CORPORATION
By: Thomas M. Roehlk
-------------------------
Senior Vice President,
General Counsel and
Secretary
By: Paul B. Van Sickle
-------------------------
Senior Vice President,
Finance and Operations
(Chief Financial Officer)
Orlando, Florida
August 9, 1996
<PAGE>
- 16 -
<TABLE>
EXHIBIT 11
TUPPERWARE CORPORATION
STATEMENT OF COMPUTATION OF PER SHARE EARNINGS<F1>
(Unaudited)
<CAPTION>
13 Weeks Ended
-------------------
June 29, July 1,
1996 1995
-------- --------
(Dollars in millions, shares in thousands)
<S> <C> <C>
Pro Forma earnings.......................... $ 48.9 $ 45.3
======== ========
PRIMARY METHOD
Shares
Cumulative average outstanding shares.. 62,030 62,030
Common equivalent shares............... 1,051 1,065
------- --------
Weighted average number of common
and common equivalent shares
outstanding......................... 63,081 63,095
======== ========
Primary pro forma earnings per share....... $ 0.77 $ 0.72
FULLY DILUTED METHOD
Shares
Cumulative average outstanding shares.. 62,030 62,030
Common equivalent shares............... 1,051 1,065
-------- --------
Weighted average number of common
and common equivalent shares........
outstanding......................... 63,081 63,095
======== ========
Fully diluted pro forma earnings per share.. $ 0.77 $ 0.72
======== ========
<F1>For all periods prior to the Distribution, the number of shares
actually outstanding and the number of common equivalent
shares existing at the date of the Distribution have been used.
</TABLE>
- 17 -
<PAGE>
<TABLE>
EXHIBIT 11
TUPPERWARE CORPORATION
STATEMENT OF COMPUTATION OF PER SHARE EARNINGS<F1>
(Unaudited)
<CAPTION>
26 Weeks Ended
-------------------
June 29, July 1,
1996 1995
-------- --------
(Dollars in millions, shares in thousands)
<S> <C> <C>
Pro Forma earnings.......................... $ 77.9 $ 73.4
======== ========
PRIMARY METHOD
Shares
Cumulative average outstanding shares.. 62,030 62,030
Common equivalent shares............... 1,058 1,065
------- --------
Weighted average number of common
and common equivalent shares
outstanding............................ 63,088 63,095
======== ========
Primary pro forma earnings per share....... $ 1.23 $ 1.16
FULLY DILUTED METHOD
Shares
Cumulative average outstanding shares.. 62,030 62,030
Common equivalent shares............... 1,058 1,065
-------- --------
Weighted average number of common
and common equivalent shares
outstanding......................... 63,088 63,095
======== ========
Fully diluted pro forma earnings per share.. $ 1.23 $ 1.16
======== ========
<F1>For all periods prior to the Distribution, the number of shares
actually outstanding and the number of common equivalent
shares existing at the date of the Distribution have been used.
</TABLE>
- 18 -
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
TUPPERWARE CORPORATION'S SECOND QUARTER 1996 FINANCIAL STATEMENTS AS
FILED IN ITS QUARTERLY REPORT ON FORM 10-Q AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH COMBINED FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-28-1996
<PERIOD-START> DEC-31-1995
<PERIOD-END> JUN-29-1996
<CASH> 94,200
<SECURITIES> 0
<RECEIVABLES> 207,400
<ALLOWANCES> 26,700
<INVENTORY> 218,500
<CURRENT-ASSETS> 578,200
<PP&E> 946,200
<DEPRECIATION> 630,800
<TOTAL-ASSETS> 987,300
<CURRENT-LIABILITIES> 561,200
<BONDS> 101,900
0
0
<COMMON> 600
<OTHER-SE> 244,400
<TOTAL-LIABILITY-AND-EQUITY> 987,300
<SALES> 708,000
<TOTAL-REVENUES> 708,000
<CGS> 254,700
<TOTAL-COSTS> 254,700
<OTHER-EXPENSES> 1,700
<LOSS-PROVISION> 3,850
<INTEREST-EXPENSE> 2,500
<INCOME-PRETAX> 112,100
<INCOME-TAX> 29,900
<INCOME-CONTINUING> 82,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 82,200
<EPS-PRIMARY> 1.23
<EPS-DILUTED> 0
</TABLE>
