- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 1, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission file Number 1-10585
CHURCH & DWIGHT CO., INC.
(Exact name of registrant as specified in its charter)
Delaware 13-4996950
(State of incorporation) (I.R.S. Employer Identification No.)
469 North Harrison Street, Princeton, N.J. 08543-5297
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (609) 683-5900
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 twelve 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 November 9, 1999, there were 38,848,344 shares of Common
Stock outstanding.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
PART I - FINANCIAL INFORMATION
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
<TABLE>
Three Months Ended Nine Months Ended
------------------------------ -----------------------------
<CAPTION>
<S> <C> <C> <C> <C>
Oct. 1, Sept. 25, Oct. 1, Sept. 25,
(In thousands, except per share data) 1999 1998 1999 1998
-------------------------------------------------------------------------------------------------------------------------
Net Sales $185,949 $176,827 $547,022 $502,372
Cost of sales 100,975 97,664 301,018 277,001
----------------------------- ------------------------------
Gross profit 84,974 79,163 246,004 225,371
Advertising, consumer and trade promotion expenses 44,459 47,774 136,327 137,276
Selling, general and administrative expenses 22,517 19,368 64,746 59,783
Gain on sale of mineral rights - - (11,772) -
Impairment and other items 435 - 6,190 -
Sale of Technology - - - (3,500)
----------------------------- ------------------------------
Income from Operations 17,563 12,021 50,513 31,812
Equity in earnings of affiliates 1,372 1,207 5,321 4,170
Investment income 364 348 1,079 938
Other income/(expense) 47 (84) 214 (219)
Interest expense (886) (893) (2,180) (2,065)
----------------------------- ------------------------------
Income before taxes 18,460 12,599 54,947 34,636
Income taxes 6,873 4,765 20,330 13,033
Minority Interest 208 - 417 -
----------------------------- ------------------------------
Net Income 11,379 7,834 34,200 21,603
Retained earnings at beginning of period 236,790 206,736 218,618 197,622
----------------------------- ------------------------------
248,169 214,570 252,818 219,225
Dividends paid 2,722 2,324 7,371 6,979
----------------------------- ------------------------------
Retained earnings at end of period $245,447 $212,246 $245,447 $212,246
-------------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------------
Weighted average shares outstanding - Basic 38,837 38,746 38,780 38,778
Weighted average shares outstanding - Diluted 41,097 40,050 40,887 40,002
-------------------------------------------------------------------------------------------------------------------------
Earnings Per Share:
Net income per share - Basic $.29 $.20 $.88 $.56
Net income per share - Diluted $.28 $.20 $.84 $.54
-------------------------------------------------------------------------------------------------------------------------
Dividends Per Share: $.07 $.06 $.19 $.18
-------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
Reflects September 1, 1999 2 for 1 stock split.
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
<S> <C> <C> <C>
(Dollars in thousands) Oct. 1. 1999 Dec. 31, 1998
---------------------------------------------------------------------------------- --------------- ---------------
Assets
---------------------------------------------------------------------------------- --------------- ---------------
Current Assets
Cash and cash equivalents $19,108 $16,189
Short-term investments 5,000 2,042
Accounts receivable, less allowances of $1,495 and $1,404 69,512 65,014
Inventories (Note 2) 68,351 60,285
Current portion of note receivable 6,540 7,485
Deferred income taxes 10,196 10,535
Prepaid expenses 6,946 5,258
--------------- ---------------
Total Current Assets 185,653 166,808
---------------------------------------------------------------------------------- --------------- ---------------
Property, Plant and Equipment (Note 3) 177,054 161,712
Note Receivable from Joint Venture - 2,384
Equity Investment in Affiliates 19,446 27,751
Long-Term Supply Contracts 4,308 4,918
Intangibles 32,838 25,142
Other Assets 6,204 2,723
---------------------------------------------------------------------------------- --------------- ---------------
Total Assets $425,503 $391,438
---------------------------------------------------------------------------------- --------------- ---------------
Liabilities and Stockholders' Equity
---------------------------------------------------------------------------------- --------------- ---------------
Current Liabilities
Short-term borrowings $ 12,664 $ 18,500
Accounts payable and accrued expenses 105,904 98,069
Current portion of long-term debt 1,256 685
Income taxes payable 10,307 6,983
--------------- ---------------
Total Current Liabilities 130,131 124,237
---------------------------------------------------------------------------------- --------------- ---------------
Long-Term Debt 30,011 29,630
Deferred Income Taxes 19,438 21,178
Deferred Liabilities 10,591 6,785
Nonpension Postretirement and Postemployment Benefits 15,620 14,770
Minority Interest 3,049 -
Commitments and Contingencies (Note 12)
Stockholders' Equity
Preferred Stock - $1 par value
Authorized 2,500,000 shares, none issued - -
Common Stock - $.50 par value
Authorized 100,000,000 shares, issued 46,660,988 shares 23,330 23,330
Additional paid-in capital 40,411 36,502
Retained earnings 245,447 218,618
Accumulated other comprehensive income (loss) (5,113) (782)
--------------- ---------------
304,075 277,668
Less common stock in treasury, at cost -
7,892,044 shares in 1999 and 8,039,010 shares in 1998 (86,863) (82,281)
Due from shareholder (549) (549)
---------------------------------------------------------------------------------- --------------- ---------------
Total Stockholders' Equity 216,663 194,838
---------------------------------------------------------------------------------- --------------- ---------------
Total Liabilities and Stockholders' Equity $425,503 $391,438
---------------------------------------------------------------------------------- --------------- ---------------
</TABLE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
Nine Months Ended
------------------- ------------------
<S> <C> <C>
(Dollars in thousands) Oct. 1, 1999 Sept. 25, 1998
- ----------------------------------------------------------------------------- ------------------- ------------------
Cash Flow From Operating Activities
- ----------------------------------------------------------------------------- ------------------- ------------------
Net Income $34,200 $21,603
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation, depletion and amortization 14,321 12,504
Deferred income taxes (1,094) 791
Equity in income from affiliates (5,321) (4,170)
Gain on sale of mineral rights (11,772) -
Disposal of fixed assets 4,683 -
Other 191 (37)
Change in assets and liabilities:
(Increase)/decrease in short-term investments (2,958) 941
(Increase) in accounts receivable (2,499) (16,359)
(Increase) in inventories (5,157) (1,954)
(Increase)/decrease in prepaid expenses (1,579) 1,440
Increase in accounts payable 5,061 3,251
Increase in income taxes payable 4,614 5,620
Increase in other liabilities 5,073 2,309
- ----------------------------------------------------------------------------- ------------------- ------------------
Net Cash Provided By Operating Activities 37,763 25,939
Cash Flow From Investing Activities
- ----------------------------------------------------------------------------- ------------------- ------------------
Additions to property, plant and equipment (24,120) (18,581)
Proceeds from sale of mineral rights 16,762 -
Purchase of new product lines - (7,037)
Acquisition of manufacturing facility - (9,035)
Investment in affiliates (9,364) -
Distributions from unconsolidated affiliates 2,861 3,906
Purchase of other assets (3,341) (2,133)
Investment in note receivable - (3,000)
Purchase of supply contract - (2,750)
Proceeds from repayment of notes receivable 3,329 3,067
- ----------------------------------------------------------------------------- ------------------- ------------------
Net Cash (Used In) Investing Activities (13,873) (35,563)
Cash Flow From Financing Activities
- ----------------------------------------------------------------------------- ------------------- ------------------
Short-term debt (repayments) borrowing (7,353) 1,500
Long-term debt (repayments) borrowing (3,817) 18,500
Payment of cash dividends (7,371) (6,979)
Proceeds from stock options exercised 5,470 2,462
Purchase of treasury stock (7,900) (8,373)
- ----------------------------------------------------------------------------- ------------------- ------------------
Net Cash (Used In) Provided By Financing Activities (20,971) 7,110
Net Change In Cash and Cash Equivalents 2,921 (2,514)
Cash And Cash Equivalents At Beginning Of Year 16,189 14,949
- ----------------------------------------------------------------------------- ------------------- ------------------
Cash And Cash Equivalents At End Of Period $19,108 $12,435
- ----------------------------------------------------------------------------- ------------------- ------------------
</TABLE>
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The consolidated balance sheet as of October 1, 1999, the consolidated
statements of income and retained earnings for the three and nine months ended
October 1, 1999 and September 25, 1998, and the consolidated statements of cash
flow for the nine months ended October 1, 1999 and September 25, 1998 have been
prepared by the Company without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments, except for the
item in Note 7) necessary to present fairly the financial position, results of
operations and cash flow at October 1, 1999 and for all periods presented have
been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these condensed
consolidated financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 1998 annual
report to shareholders. The results of operations for the period ended October
1, 1999 are not necessarily indicative of the operating results for the full
year.
2. Inventories consist of the following: Oct. 1, Dec.31,
(in thousands) 1999 1998
- --------------------------------------------------------------------------------
Raw materials and supplies $22,652 $16,278
Work in process 14 160
Finished goods 45,685 43,847
--------------------------------
$68,351 $60,285
- --------------------------------------------------------------------------------
3. Property, Plant and Equipment consist of the following:
Oct. 1, Dec. 31,
(in thousands) 1999 1998
- --------------------------------------------------------------------------------
Land $ 5,683 $ 4,896
Buildings and improvements 78,354 73,529
Machinery and equipment 173,683 173,595
Office equipment and other assets 14,664 14,347
Software 5,411 5,311
Mineral rights 416 5,931
Construction in progress 36,876 14,148
-------------------------------
315,087 291,757
Less accumulated depreciation and amortization 138,033 130,045
-------------------------------
- --------------------------------------------------------------------------------
Net Property, Plant and Equipment $177,054 $161,712
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4. Equity Investment In Joint Venture
The following table reflects summarized financial information for the Armand
Products Company joint venture. The Company accounts for its 50 percent interest
in the joint venture under the equity method. Product and services are provided
to the Armand Products Company by the joint venture partners at cost. As a
result, the following information would not be indicative of the financial
position or results of operation had the joint venture operated on a stand-alone
basis.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
<S> <C> <C> <C> <C>
Oct. 1, Sept. 25, Oct. 1, Sept. 25,
(in thousands) 1999 1998 1999 1998
- -------------------------------------------------------------------------------------------------------------------
Net sales $9,177 $9,844 $28,504 $29,740
Gross profit 2,353 2,760 9,482 9,868
Net income 1,743 1,983 7,457 7,554
Company's share in net income 871 992 3,728 3,777
Elimination of Company's share of intercompany
interest expense 45 89 175 299
------------------------- ------------------------------
Equity in joint venture income $ 916 $1,081 $3,903 $4,076
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
5. Earnings Per Share
Basic EPS is calculated based on income available to common shareholders and the
weighted-average number of shares outstanding during the reported period.
Diluted EPS includes additional dilution from potential common stock issuable
pursuant to the exercise of stock options outstanding.
<PAGE>
6. Gain on Sale of Mineral Rights
As previously announced, the Company sold most of its trona mineral leases in
Wyoming for approximately $22.5 million to Solvay Minerals, Inc., resulting in a
gain of approximately $11.8 million. The terms of the note recorded as part of
the sale included annual payments beginning on January 5, 1999 and concluding on
January 5, 2011. The Company received its initial payment of $3.0 million and
assigned and sold the note to an insurance company for the present value of the
remaining payments for approximately $13.9 million.
7. Impairment and Other Items
As previously announced, the Company recorded a pre-tax charge of $6.2 million
for impairment and certain other items relating to a planned plant shutdown late
in 1999 which includes the rationalization of both toothpaste and powder laundry
detergent production. Components of the impairment charge and the outstanding
reserve balances included in accounts payable and accrued expenses consist of
the following:
<TABLE>
<S> <C> <C> <C>
Impairment Reserves at
(In thousands) Charge (Disposals/Payments) Oct. 1, 1999
- -----------------------------------------------------------------------------------------------------
Fixed asset impairment $4,612 $(4,612) $ -
Severance and other charges 1,578 (1,140) 438
---------------------------------------------------------
$6,190 $(5,752) $ 438
</TABLE>
8. Segment Information
Segment sales and operating profit for the third quarter and year to date 1999
and 1998 are as follows:
<TABLE>
<S> <C> <C> <C> <C> <C>
Unconsolidated
(In thousands) Consumer Specialty Affiliates Corporate Total
- ----------------------------------------------------------------------------------------------------------------------------
Net Sales
Third quarter 1999 $149,683 $42,964 $(6,698) - $185,949
Third quarter 1998 146,113 35,636 (4,922) - 176,827
Year to date 1999 441,546 124,731 (19,255) - 547,022
Year to date 1998 413,070 104,172 (14,870) - 502,372
Operating Profit
Third quarter 1999 13,035 6,318 (1,355) (435) 17,563
Third quarter 1998 8,605 4,611 (1,195) - 12,021
Year to date 1999 29,897 20,306 (5,272) 5,582 50,513
Year to date 1998 21,535 14,382 (4,105) - 31,812
- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Product line net sales data for the third quarter and year to date periods are as follows:
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Laundry and Oral and Uncon-
Household Personal Deodor- Specialty Animal Specialty solidated
Cleaners Care izing Chemicals Nutrition Cleaners Affiliates Total
- -----------------------------------------------------------------------------------------------------------------------------
3rd Qtr 1999 $66,393 $40,958 $42,332 $24,918 $15,301 $2,745 $(6,698) $185,949
3rd Qtr 1998 64,770 44,582 36,761 19,442 13,376 2,818 (4,922) 176,827
YTD 1999 204,011 122,759 114,776 72,046 45,470 7,215 (19,255) 547,022
YTD 1998 195,978 120,290 96,802 59,766 35,600 8,806 (14,870) 502,372
- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>
9. Comprehensive Income
The following table presents the Company's Comprehensive Income for the three
and nine months ending October 1, 1999 and September 25, 1998.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
<S> <C> <C> <C> <C>
Oct. 1, Sept. 25, Oct. 1, Sept. 25,
(in thousands) 1999 1998 1999 1998
- --------------------------------------------------------------------------------------------------------------------
Net Income $11,379 $7,834 $34,200 $21,603
Other Comprehensive Income, net of tax:
Foreign exchange translation adjustments (535) (1) (4,331) (102)
---------------------------- ---------------------------
Comprehensive Income $10,844 $7,833 $29,869 $21,501
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
10. Acquisition
On May 7, 1999, the Company exercised its option and purchased an additional 35%
interest in two Brazilian bicarbonate/carbonate-related chemical companies. This
brings the Company's total ownership to 75%. The acquisition, costing
approximately $9.1 million, had approximately $4.8 million allocated to Goodwill
and was financed by short-term borrowing. An additional amount, currently
estimated at $2.0 million, may be payable in March, 2001, contingent upon the
performance of the two Brazilian companies.
11. Fluid Note Receivable
In conjunction with the July 1998 purchase of the Lakewood, New Jersey,
manufacturing facility, the Company loaned Fluid Packaging Co., Inc. $3.0
million at an interest rate of 8% per annum. The note was payable no later than
July 15, 1999 and is secured by a pledge of and security interest in 65% of the
capital stock of Allied Mexico, S.A. de C.V., a wholly-owned subsidiary of Fluid
Packaging.
The note was not paid by its maturity date. The Company is proceeding toward the
resolution of the matter, leading to the collection of the note. After reviewing
the value of the collateral, the Company believes the carrying value of the note
is fully recoverable.
12. Stock Split
On July 29, 1999, the Company announced a 2 for 1 stock split. The shares
resulting from the stock split were distributed on September 1, 1999, to
stockholders of record at close of business on August 10, 1999. Financial
information contained elsewhere in these financial statements has been adjusted
to reflect the impact of the stock split.
13. Subsequent Event
On October 28, 1999, the Company announced it was entering the bathroom cleaner
category with the acquisition of two major brands, CLEAN SHOWER(R) from Clean
Shower L.P. and SCRUB FREE(R) from Benckiser Consumer Products, Inc. As part of
the Scrub Free transaction, the Company will also acquire the DELICARE(R) fine
fabric wash brand. Definitive agreements have been concluded and both
transactions are subject to FTC approval. The combined purchase price of both
transactions is approximately $55 million and will be financed by the use of the
Company's lines of credit.
14. Contingencies
The Company, in the ordinary course of its business, is the subject of, or a
party to, various pending or threatened legal actions. The Company believes that
any ultimate liability arising from these actions will not have a material
adverse effect on its consolidated financial statements.
15. Reclassification
Certain prior year amounts have been reclassified in order to conform with the
current year presentation.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
Results of Operations
- ---------------------
For the quarter ended October 1, 1999, net income was $11.4 million, equivalent
to basic earnings of $.29 per share, from $7.8 million or $.20 per share, in
last year's third quarter. Diluted earnings were $.28 per share compared to $.20
per share last year. For the first nine months of 1999, net income was $34.2
million or basic earnings of $.88 per share compared to $21.6 million or $.56
per share last year. Diluted earnings were $.84 per share compared to $.54 per
share last year. The current year results include a net pre-tax gain of $5.6
million or $.08 per share from two previously announced events - the sale of
Trona mineral reserves in January, less an impairment charge related to plant
restructuring activity in 1999. Last year's results included a $3.5 million gain
from the sale of technology. Excluding the one-time items in both years, diluted
earnings would have been $.76 per share this year compared to $.49 per share
last year.
Net sales for the quarter increased by 5.1% to $185.9 million from $176.8
million in the same period last year. Consumer product sales increased 2.4%, led
by higher sales of the Deodorizing product line. Last year's results reflected a
24% increase in consumer product sales relating to pipeline shipments of two
major new products introduced in late 1997 and early 1998 - ARM & HAMMER(R)
SUPER SCOOP(TM) Cat Litter and ARM & HAMMER DENTAL CARE Gum. Specialty products
sales were higher due to strong sales of animal nutrition products and the
inclusion of QGN - the Company's Brazilian subsidiary, whose results are now
consolidated.
Net sales for the first nine months of 1999 were $547.0 million as compared to
$502.4 million last year, an 8.9% increase. This increase is due to the same
factors as the current quarter.
The Company's gross margin was 45.7% and 45.0% for the quarter and nine month
period, respectively. This compares with 44.8% and 44.9% for the same periods
last year. The primary reasons for the increase were lower material costs and
improved distribution efficiencies. This increase was partially offset by the
inclusion of the Brazilian subsidiary, the use of co-packers to meet higher than
expected order requirements and the shift in the high margin specialty cleaning
business from having its results fully consolidated in 1998 to being accounted
for as an equity investment in 1999.
Advertising, consumer and trade promotion expenses were lower $3.3 million in
the current quarter and $.9 million for the nine month period, respectively. The
reduction in the current quarter is due to lower expenses in the Oral and
Personal Care product line, particularly in support of ARM & HAMMER DENTAL CARE
Gum, which was introduced in 1998. This reduction was partially offset by higher
expenses associated with the Laundry and Household Cleaner and Deodorizing
product lines. The lower expense for the nine month period is due to the same
factors as the current quarter.
Selling, general and administrative expenses increased $3.1 million in the
current quarter and $5.0 million for the nine month period. The current quarter
increase is primarily due to higher selling and outside service costs, partially
offset by the reorganization of the specialty cleaning business. The increase
for the nine month period is primarily due to higher selling expenses,
personnel-related costs, outside service costs and lower software
capitalization. These increases were partially offset by the reorganization of
the specialty cleaning business.
Earnings from affiliates increased due to the formation of the ArmaKleen Company
as a 50% owned affiliate, which product lines prior to this year were fully
consolidated.
Both investment income and interest expense were relatively unchanged in both
the three and nine month periods.
The effective tax rate for the first nine months was 37.0%, down from 37.6% in
the prior year. The decrease in the rate is a result of a lower effective tax
rate associated with the Company's Brazilian subsidiary.
Minority interest represents 25% of the net income associated with the Company's
Brazilian subsidiary.
Liquidity and Capital Resources
- -------------------------------
The Company considers cash and short-term investments as the principal
measurement of its liquidity. At October 1, 1999, cash, including cash
equivalents and short-term investments totaled $24.1 million as compared to
$18.2 million at December 31, 1998.
During the first nine months of 1999, the Company generated $37.8 million of
cash flow from operating activities, received $16.8 million from the sale of
mineral rights and received $5.5 million from stock options exercised.
Significant expenditures include additions to property, plant and equipment of
$24.1 million, additional investments in subsidiaries of $9.4 million, the
payment of cash dividends of $7.4 million, the purchase of treasury stock of
$7.9 million and the partial repayment of debt of $11.2 million.
Year 2000 Update
- ----------------
As outlined in the 10-K for the year ended December 31, 1998, the Company has
developed plans to address the possible exposures related to the impact on its
computer systems of the Year 2000. These plans have not changed materially in
terms of scope or estimated costs to complete, and are progressing according to
previously identified time schedules.
Total expenditures incurred on Y2K-related projects through the first nine
months of 1999 are estimated at approximately $12.6 million. While the costs of
the remaining required changes is not yet fully known, we expect the total
estimated costs of the Y2K-related projects to be approximately $13.1 million.
Fluid Note Receivable
- ---------------------
In conjunction with the July 1998 purchase of the Lakewood, New Jersey,
manufacturing facility, the Company loaned Fluid Packaging Co., Inc. $3.0
million at an interest rate of 8% per annum. The note was payable no later than
July 15, 1999 and is secured by a pledge of and security interest in 65% of the
capital stock of Allied Mexico, S.A. de C.V., a wholly-owned subsidiary of Fluid
Packaging.
The note was not paid by its maturity date. The Company is proceeding toward the
resolution of the matter, leading to the collection of the note. After reviewing
the value of the collateral, the Company believes the carrying value of the note
is fully recoverable.
Cautionary Note on Forward-Looking Statements
- ---------------------------------------------
This report contains forward-looking statements relating, among others, to
financial objectives, sales growth and cost reduction programs. Many of these
statements depend on factors outside the Company's control, such as economic
conditions, market growth and consumer demand, competitive products and pricing,
raw material costs and other matters. With regard to new product introductions,
there is particular uncertainty related to trade, competitive and consumer
reactions. If the Company's assumptions are incorrect, or there is a significant
change in some of these key factors, the Company's performance could vary
materially from the forward-looking statements in this report.
PART II - Other Information
Item 6. Exhibits and Reports on Form 8-K
- ------- --------------------------------
(a) Exhibits
(11) Computation of earnings per share
(27) Financial Data Schedule
(b) No reports on Form 8-K were filed for the three months ended
October 1, 1999.
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
EXHIBIT 11 - Computation of Earnings Per Share
(In thousands except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Oct. 1, Sept. 25, Oct. 1, Sept. 25,
1999 1998 1999 1998
------------ ------------ ------------ ------------
BASIC:
Net Income $11,379 $7,834 $34,200 $21,603
Weighted average shares outstanding 38,837 38,746 38,780 38,778
Basic earnings per share $0.29 $0.20 $0.88 $0.56
DILUTED:
Net Income $11,379 $7,834 34,200 $21,603
Weighted average shares outstanding 38,837 38,746 38,780 38,778
Incremental shares under stock option plans 2,260 1,304 2,107 1,224
------------ ------------ ------------ ------------
Adjusted weighted average shares outstanding 41,097 40,050 40,887 40,002
------------ ------------ ------------ ------------
Diluted earnings per share $0.28 $0.20 $0.84 $0.54
</TABLE>
<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.
CHURCH & DWIGHT CO., INC.
(REGISTRANT)
DATE: November 11, 1999 /s/Zvi Eiref
-----------------------------------
ZVI EIREF
VICE PRESIDENT FINANCE AND
CHIEF FINANCIAL OFFICER
DATE: November 11, 1999 /s/Gary P. Halker
-------------------------------------
GARY P. HALKER
VICE PRESIDENT, CONTROLLER AND
CHIEF INFORMATION OFFICER
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> OCT-01-1999
<CASH> 19,108
<SECURITIES> 5,000
<RECEIVABLES> 71,007
<ALLOWANCES> 1,495
<INVENTORY> 68,351
<CURRENT-ASSETS> 185,653
<PP&E> 315,087
<DEPRECIATION> 138,033
<TOTAL-ASSETS> 425,503
<CURRENT-LIABILITIES> 130,131
<BONDS> 30,011
0
0
<COMMON> 23,330
<OTHER-SE> 193,333
<TOTAL-LIABILITY-AND-EQUITY> 425,503
<SALES> 547,022
<TOTAL-REVENUES> 547,022
<CGS> 301,018
<TOTAL-COSTS> 301,018
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 150
<INTEREST-EXPENSE> 2,180
<INCOME-PRETAX> 54,947
<INCOME-TAX> 20,330
<INCOME-CONTINUING> 34,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 34,200
<EPS-BASIC> 0.88
<EPS-DILUTED> 0.84
<FN>
On July 29, 1999, the Company announced a 2 for 1 stock split. The shares resulting from the stock split were distributed on
September 1, 1999, to stockholders of record at close of business on August 10, 1999. Prior Financial Data Schedules have not
been restated.
</FN>
</TABLE>
