ENERGIZER HOLDINGS INC
8-K, 2000-10-31
BLANK CHECKS
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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:  October 31, 2000

                            ENERGIZER HOLDINGS, INC.
                          ____________________________
             (Exact name of Registrant as specified in its charter)

             MISSOURI               1-15401               43-1863181
            _________________________________________________________
      (State or other               (Commission               (IRS Employer
     Jurisdiction  of               File Number)          Identification Number)
     Incorporation)

             800 CHOUTEAU AVENUE, ST. LOUIS, MISSOURI          63102
           ___________________________________________________________
     (Address of Principal Executive Offices)                    (Zip Code)

                                 (314) 982-2000
                                  ____________
              (Registrant's telephone number, including area code)


Item  5.  Other  Events

The  Company  today  issued  the  following  press  release:

St.  Louis,  Missouri,  October 31, 2000 - Energizer Holdings, Inc, [NYSE: ENR],
today  announced  results  of its fourth quarter and fiscal year ended September
30,  2000.  Net earnings for the quarter were $36.6 million, or $0.38 per share,
compared  to  pro forma net earnings, before unusual items, of $35.0 million, or
$0.34  per  share in last year's fourth quarter, a 5% increase in earnings and a
12%  increase  on  a per share basis.  Sales for the quarter were $478.0 million
compared  to  $485.0  million  in  last year's fourth quarter, a decrease of 1%.
Sales  increases in North America were offset by declines in other world regions
due  to  unfavorable  currency  impacts, as well as volume declines in South and
Central America and Europe.   Geographic segment income declined $9.8 million as
higher  Asia Pacific results were more than offset by declines in other regions.
Lower  segment income was more than offset by lower corporate expenses and lower
international  net  financing  costs.

For  the  twelve  months ended September 30, 2000, pro forma earnings, excluding
unusual  items,  were  $163.1  million,  or  $1.69 per share, compared to $125.2
million,  or $1.22 per share on a pro forma basis for the same period last year,
a  30%  increase  in  earnings and a 39% increase on a per share basis.  For the
year,  the  increase in earnings is primarily attributable to improved operating
results  in  North America and Asia Pacific and lower corporate expenses.  Sales
for  the twelve months were $1,914.3 million, a 2% increase from the same period
last  year,  reflecting growth in North America, partially offset by lower sales
in  Europe,  which  were  due  primarily  to  declining  currency  values.

"For  the important October through December battery selling season, we expect a
very  difficult  comparison  due  to last year's Y2K demand.  Last year alkaline
category sales were up 28% versus historical increases in the 7% range," said J.
Patrick  Mulcahy,  chief  executive  officer.  "As  consumer takeaway returns to
normal  historical  trends,  we  anticipate  that the category will experience a
decline compared to the exceptional growth in the last three months of 1999.  In
the  U.S., Energizer's total share at retail increased 2.0 share points to 33.7%
for  the  quarter and 1.7 share points to 32.9% for the year as measured by A.C.
Nielsen for the period ended October 7, 2000.  If we can continue this momentum,
we  are  optimistic  that  we  can  capture a larger share of the category.  Our
portfolio of products, Energizer  e2 , Energizer  and Eveready  Alkaline, allows
us  to  meet  the wide spectrum of our customers' needs and positions us well to
grow  our  share."

North  America
--------------

Net sales to customers for the fourth quarter increased $16.4 million, or 6%, on
incremental  Energizer e2 sales.  The increase was partially offset by a decline
in  larger  cell  sized  batteries  and  lighting product sales due to an active
hurricane  season and Y2K driven sales last year, as well as unfavorable pricing
and  product  mix this year reflecting competitive activity in the market place.
Gross  margin  increased  $1.3  million  as Energizer e2 margin contribution was
moderated by production startup costs and sales declines described above.  North
America's  segment  profit  decreased  $10.1  million,  or 11%, for the quarter,
primarily on higher advertising related to the Energizer e2 launch and continued
support  of  the  remainder  of  the  Energizer  and Eveready branded portfolio.

For  the  full year, net sales increased $86.1 million, or 8%, on higher volume,
partially  offset  by  unfavorable  pricing  and product mix.  Strong Y2K driven
demand  early  in the fiscal year and incremental Energizer e2 sales in the last
four months of the year account for the increased volume.  The strong Y2K volume
was  partially  offset  later  in the year due to high trade and consumer pantry
inventories  after the Y2K date change.  Segment profit increased $20.5 million,
or  7%,  on  higher sales and lower production costs, partially offset by higher
advertising  and  promotion  and  marketing  and  distribution  expenses.

Asia  Pacific
-------------

For  the  fourth quarter, net sales decreased $4.2 million, or 5%, primarily due
to  currency  devaluations.  Excluding  the  currency  impacts,  sales increased
slightly  as  higher  volumes  in  the  region were nearly offset by unfavorable
pricing and product mix.  Despite the decrease in sales, segment profit for Asia
Pacific  increased  $6.9  million,  or  36%,  for  the  quarter reflecting lower
production  costs,  advertising  and  promotion,  and  management  costs.

For  the  full  year,  net  sales increased $8.4 million, or 2%, due to alkaline
volume  increases partially offset by currency devaluations.  Segment profit for
the  year  increased  $22.7  million, or 25%, on lower production costs combined
with  higher  sales.  Lower  production costs resulted from a variety of factors
including  higher production facility utilization and lower costs as a result of
a  plant  closing  in  1999.

Europe
------

Fourth quarter net sales decreased $14.4 million, or 21%, versus the same period
a  year  ago  due  to  currency devaluations, carbon zinc volume declines and an
unfavorable  adjustment related to estimates for promotional and rebate programs
recorded  against  net  sales.  Europe's  segment results decreased $5.0 million
from the same period a year ago to a loss of $5.9 million in the fourth quarter.
The  decrease in sales was primarily offset by lower production, advertising and
promotion  and  management  costs.

For  the  full year, net sales decreased $44.3 million, or 14%, versus last year
primarily  due  to  unfavorable  currency  impacts  of $28.2 million and a $11.8
million  decrease  attributable to a decline in carbon zinc volume.  In spite of
sales  declines,  segment  results  for the full year improved $1.0 million to a
loss  of  $0.2  million.  Including  offsetting  positive  impacts to costs, net
currency  impacts  were  unfavorable  $6.8  million.  Absent  currency  impacts,
segment  results improved $7.8 million, as impacts of lower sales were more than
offset  by cost savings following a plant closing and other business realignment
last  year.

South  and  Central  America
----------------------------

Net sales declined $4.8 million in the fourth quarter versus last year primarily
on  volume  decline  and  currency  devaluation.  Segment profit for the quarter
declined  $1.6  million,  or  34%,  as  lower  sales  and higher advertising and
promotion  were  partially  offset  by  lower  production  costs.

For  the  full  year, net sales declined $8.2 million, or 6%, primarily on lower
carbon  zinc  volume  and  on  currency devaluations that could not be mitigated
through  pricing actions.  Segment profit for the year declined $2.4 million, or
17%,  as  lower sales and higher management costs were partially offset by lower
production  costs.

Corporate  Expenses
-------------------

Net  corporate  expenses  for  the quarter decreased $11.0 million from the same
period  a  year  ago.  Last  year's  fourth  quarter included a lighting product
recall  charge  and  consulting  and reorganization costs in anticipation of the
spin  off.

For  the  year,  corporate  expenses  decreased  $15.5 million due to the fourth
quarter  items described above as well as lower information systems expenses and
higher  pension  income  throughout  the  year.

Historical  Basis  Results
--------------------------

In  addition  to  pro  forma  results, Energizer also reported net earnings on a
historical  basis  for  the  year  ended  September 30, 2000.  Net earnings were
$181.4  million, which includes after tax spin-off costs of $3.3 million, a loss
on  the  sale  of  Energizer's  Spanish  affiliate  of $15.7 million and related
capital  loss  tax  benefits  of $24.4 million, and a net gain on disposition of
discontinued  operations  of  $1.2  million.  Net  earnings  for  the year ended
September  30,  1999,  were  $80.0  million and include after tax provisions for
restructuring  of  $8.3  million,  capital  loss  tax  benefits related to prior
restructuring activities of $16.6 million, net loss from discontinued operations
of  $5.6  million  and  net  loss from disposition of discontinued operations of
$74.2  million.  Discontinued  operations represent the OEM rechargeable battery
business  that  was  sold  in  November  1999.  For  the prior year quarter, net
earnings were $61.3 million, which included a net after tax restructuring charge
reversal  of  $6.3  million  and  capital  loss  tax  benefits  related to prior
restructuring  activities  of  $13.3  million.


SEE ATTACHED SCHEDULE AND NOTES FOR ADDITIONAL INFORMATION ON THE FOURTH QUARTER
AND  TWELVE  MONTHS  FOR  BOTH  YEARS.

                                      # # #



Editors'  note:  On  April  1,  2000,  Ralston  Purina  Company  distributed the
outstanding  capital  stock of Energizer in a tax-free spin-off to shareholders.
Energizer  began  trading on the New York Stock Exchange under the symbol ENR on
April  4,  2000.  Pro  forma  earnings for periods prior to the spin off present
results  assuming  Energizer  had been an independent company for those periods.

Statements  in  this  press  release  that  are  not  historical,  particularly
statements  regarding  anticipated category trends and Energizer market share in
future  periods, may be considered forward looking statements within the meaning
of  the  Private Securities Litigation Reform Act of 1995.  The Company cautions
the readers not to place undue reliance on any forward-looking statements, which
speak  only  as  of  the  date made. Technological or design changes in portable
electronic  and  other  devices  that  utilize  batteries  as a power source may
significantly  affect  the demand for batteries.  Continuing improvements in the
service  life  of  primary  batteries,  improvements  in  rechargeable  battery
performance  and  increasing  consumer acceptance of rechargeable batteries, and
the  development  of  new,  non-alkaline  battery  technologies  could  all
significantly  affect  continued category growth for primary alkaline batteries.
General  economic  conditions  and  continuing  growth  in  consumer  demand for
portable  electronic  devices  could  also  affect  category  growth. Within the
category,  Energizer's  market  share  may be negatively affected by competitive
activity,  including  new product introductions or advertising campaigns, retail
discounts  and  other  promotional  activities.  Competition  for  key  retail
customers,  growth  of  the  lower-priced  private-label  battery  segment,  and
significant  penetration of the U.S. market by foreign battery manufacturers may
also  negatively impact the Company's market share.  The Company advises readers
to  review  various  risks  and uncertainties which may be detailed from time to
time  in  the  Company's  publicly-filed  documents,  including  the  Company's
Registration Statement on Form 10, as amended, its Quarterly Reports on Form 10Q
for  the  periods ended March 31, 2000 and June 30, 2000, and its Current Report
on  Form  8-K  dated  April  25,  2000.

                                   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  hereunto  duly  authorized.


ENERGIZER  HOLDINGS,  INC.



By:  /s/ Harry L. Strachan
     Harry  L.  Strachan
     Vice  President  and  General  Counsel

Dated:  October  31,  2000




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