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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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 15, 2000
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Benjamin Moore & Co.
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(Exact Name of Registrant as Specified in Charter)
NEW JERSEY 0-8894 13-5256230
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
Of Incorporation) Identification No.)
51 CHESTNUT RIDGE ROAD, MONTVALE, NEW JERSEY 07645
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (201) 573-9600
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None
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. Other Events.
On February 15, 2000, Benjamin Moore & Co. issued the following press release:
BENJAMIN MOORE & CO. ANNOUNCES 1999 YEAR END RESULTS
AND YEAR 2000 RESTRUCTURING PLAN
(Montvale, NJ, February 15, 2000) - Benjamin Moore & Co. (OTC:MBEN), one of the
United States' and Canada's leading manufacturers of paints, stains and
varnishes, announced record net sales and net income for the year-ended 1999.
Consolidated net sales for the year-ended December 31, 1999 increased 9.6% over
1998, to $779.5 million. Excluding the impact of acquisitions and divestitures,
1999 net sales increased 7.4% over 1998. The increase in net sales is due
primarily to strong unit growth.
The Company attained $78 million in net income in 1999, an improvement of 29.9%
over 1998. This improvement results primarily from strong sales and improved
gross margins. Basic and diluted net income per share increased 29.7% over 1998,
to $2.93.
In the first quarter of 2000, the Company will implement a restructuring of
United States and Canadian operations and offer an early retirement program.
These actions will result in an estimated first quarter 2000 pre-tax charge
ranging from $36 to $43 million, primarily consisting of enhanced benefits
associated with the early retirement program, severance, asset write-offs and
decommissioning costs. Additionally, the restructuring and early retirement
programs are expected to result in a workforce reduction of approximately 300
individuals. The Company expects savings of approximately $13 million pre-tax in
2001 and approximately $17 million pre-tax annually thereafter (approximately
two percentage points of gross profit on a consolidated basis).
The restructuring will include closing facilities in Colonial Heights, VA,
Nutley, NJ, Santa Clara, CA and St. Louis, MO. Additionally, manufacturing will
cease at the Jacksonville, FL, Los Angeles, CA, Toronto, ONT. and Aldergrove BC
facilities. Distribution centers in Melrose Park, IL, Cleveland, OH and Newark,
NJ will be moved to new larger and more modern facilities.
As a result of the restructuring, the Company will have reduced its
manufacturing plants from sixteen to eight and reconfigured its distribution
centers.
News and additional information about Benjamin Moore & Co. and its products are
available at www.benjamin.moore.com.
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Certain information contained in this press release includes forward-looking
statements (as defined in Section 27A. of the Securities Act and Section 21E. of
the Exchange Act) that reflects the Company's current views with respect to
future events and financial performance. Certain factors such as competitive
pressures, success of restructuring initiatives, continued industry
consolidation, changes in customer mix, changes in pricing and other matters
contained in documents filed by the Company with the Securities and Exchange
Commission could cause actual results to differ materially from those in the
forward-looking statements. The Company assumes no obligation to update the
matters discussed in this press release.
(See below Consolidated Statements of Income.)
BENJAMIN MOORE & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEARS' ENDED DECEMBER 31, 1999 & 1998
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
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<CAPTION>
UNAUDITED
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1999 1998
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<S> <C> <C>
NET SALES $ 779,517 $ 710,993
COSTS AND EXPENSES:
COSTS OF PRODUCTS SOLD 430,499 411,916
SELLING, GENERAL AND ADMINISTRATION 219,640 196,979
OTHER INCOME, NET (7,742) (5,085)
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TOTAL COSTS AND EXPENSES 642,397 603,810
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INCOME BEFORE TAXES AND MINORITY INTEREST 137,120 107,183
INCOME TAX PROVISION 57,982 45,922
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INCOME BEFORE MINORITY INTEREST 79,138 61,261
MINORITY INTEREST IN NET INCOME OF
CONSOLIDATED SUBSIDIARIES 1,134 1,166
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NET INCOME $ 78,004 $ 60,095
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BASIC AND DILUTED NET INCOME PER SHARE $ 2.93 $ 2.26
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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.
Benjamin Moore & Co.
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(Registrant)
Date February 15, 2000 By s/John T. Rafferty
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John T. Rafferty
Secretary
