<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
X SECURITIES EXCHANGE ACT OF 1934
- -----------------
For the quarterly period ended November 30, 1998
-------------------------------------------------
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 1-13859
-------------
AMERICAN GREETINGS CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 34-0065325
- ---------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One American Road, Cleveland, Ohio 44144
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(216) 252-7300
--------------------------------------------------
Registrant's telephone number, including area code
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 November 30, 1998, the date of this report, the number of shares
outstanding of each of the issuer's classes of common stock was:
Class A Common 65,263,920
Class B Common 4,656,836
<PAGE> 2
AMERICAN GREETINGS CORPORATION
INDEX
Page
Number
------
PART I - FINANCIAL INFORMATION
- ------------------------------
Item 1. Financial Statements.....................................1
Item 2. Management's Discussion and Analysis.....................9
PART II - OTHER INFORMATION
- ---------------------------
Item 6. Exhibits and Reports on Form 8-K........................14
SIGNATURES................................................................14
- ----------
<PAGE> 3
PART I - FINANCIAL INFORMATION
------------------------------
Item 1. Financial Statements
--------------------
AMERICAN GREETINGS CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(Thousands of dollars except per share amounts)
<TABLE>
<CAPTION>
(Unaudited)
Nine Months Ended
November 30,
---------------------------------
1998 1997
------------ ------------
<S> <C> <C>
Net sales $ 1,606,004 $ 1,599,456
Costs and expenses:
Material, labor and other production costs 556,537 591,741
Selling, distribution and marketing 660,855 633,784
Administrative and general 165,662 168,200
Non-recurring items 13,925 (22,125)
Interest 20,651 17,462
Other expense (income) (2,747) 3,686
------------ ------------
Total costs and expenses 1,414,883 1,392,748
------------ ------------
Income before income taxes 191,121 206,708
Income taxes 68,804 71,314
------------ ------------
Net income $ 122,317 $ 135,394
============ ============
Earnings per share $ 1.73 $ 1.82
============ ============
Earnings per share - assuming dilution $ 1.71 $ 1.80
============ ============
Dividends per share $ 0.56 $ 0.53
============ ============
Average number of common shares outstanding 70,625,300 74,324,220
</TABLE>
See notes to consolidated financial statements.
Page 1
<PAGE> 4
AMERICAN GREETINGS CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(Thousands of dollars except per share amounts)
<TABLE>
<CAPTION>
(Unaudited)
Three Months Ended
November 30,
---------------------------------
1998 1997
------------ ------------
<S> <C> <C>
Net sales $ 638,363 $ 639,655
Costs and expenses:
Material, labor and other production costs 226,331 242,331
Selling, distribution and marketing 219,939 212,693
Administrative and general 56,156 56,324
Non-recurring items 13,925 --
Interest 6,733 6,332
Other expense (income) (1,223) 1,307
------------ ------------
Total costs and expenses 521,861 518,987
------------ ------------
Income before income taxes 116,502 120,668
Income taxes 41,941 41,630
------------ ------------
Net income $ 74,561 $ 79,038
============ ============
Earnings per share $ 1.06 $ 1.07
============ ============
Earnings per share - assuming dilution $ 1.04 $ 1.05
============ ============
Dividends per share $ 0.19 $ 0.18
============ ============
Average number of common shares outstanding 70,150,852 73,420,783
</TABLE>
See notes to consolidated financial statements.
Page 2
<PAGE> 5
AMERICAN GREETINGS CORPORATION
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(Thousands of dollars)
<TABLE>
<CAPTION>
(Unaudited) (Unaudited)
Nov. 30, 1998 Feb. 28, 1998 Nov. 30, 1997
------------- ------------- -------------
<S> <C> <C> <C>
ASSETS
Current assets
Cash and equivalents $ 38,318 $ 47,623 $ 31,220
Trade accounts receivable, less allowances
of $150,106, $151,245 and $140,245, respectively
(principally for sales returns) 555,343 373,594 581,763
Total inventories 301,085 271,205 283,113
Deferred and refundable income taxes 120,254 120,507 101,393
Prepaid expenses and other 214,222 210,316 207,769
---------- ---------- ----------
Total current assets 1,229,222 1,023,245 1,205,258
Goodwill 136,064 84,741 86,702
Other assets 675,847 605,846 593,581
Property, plant and equipment - at cost 954,771 938,743 917,396
Less accumulated depreciation 527,619 491,111 482,127
---------- ---------- ----------
Property, plant and equipment - net 427,152 447,632 435,269
---------- ---------- ----------
$2,468,285 $2,161,464 $2,320,810
========== ========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Debt due within one year $ 67,838 $ 199,640 $ 286,106
Accounts payable and accrued liabilities 176,913 145,554 123,742
Accrued compensation and benefits 75,043 84,997 68,056
Income taxes 55,207 22,536 33,342
Other current liabilities 96,340 64,489 69,227
---------- ---------- ----------
Total current liabilities 471,341 517,216 580,473
Long-term debt 482,578 148,800 214,134
Other liabilities 122,362 107,509 115,313
Deferred income taxes 37,656 42,722 39,950
Shareholders' equity 1,354,348 1,345,217 1,370,940
---------- ---------- ----------
$2,468,285 $2,161,464 $2,320,810
========== ========== ==========
</TABLE>
See notes to consolidated financial statements.
Page 3
<PAGE> 6
AMERICAN GREETINGS CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Thousands of dollars)
<TABLE>
<CAPTION>
(Unaudited)
Nine Months Ended
November 30,
---------------------------
1998 1997
--------- ---------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 122,317 $ 135,394
Adjustments to reconcile to net cash
provided (used) by operating activities:
Non-recurring items 12,479 (22,125)
Depreciation 50,247 49,601
Deferred income taxes (7,924) (3,874)
Change in operating assets and liabilities,
net of effects from acquisitions and divestitures (224,150) (252,750)
Other - net 3,873 5,970
--------- ---------
Cash Used by Operating Activities (43,158) (87,784)
INVESTING ACTIVITIES:
Business acquisitions and divestitures (52,957) 82,000
Property, plant & equipment additions (33,652) (37,608)
Investment in corporate-owned life insurance 22,067 3,196
Other - net 14,066 205
--------- ---------
Cash (Used) Provided by Investing Activities (50,476) 47,793
FINANCING ACTIVITIES:
Increase in long-term debt 342,703 37,048
Reduction of long-term debt (19,940) (3,512)
(Decrease) increase in short-term debt (120,456) 127,794
Sale of stock under benefit plans 15,681 10,616
Purchase of treasury shares (94,059) (96,645)
Dividends to shareholders (39,600) (39,140)
--------- ---------
Cash Provided by Financing Activities 84,329 36,161
--------- ---------
DECREASE IN CASH AND EQUIVALENTS (9,305) (3,830)
Cash and Equivalents at Beginning of Year 47,623 35,050
--------- ---------
Cash and Equivalents at End of Period $ 38,318 $ 31,220
========= =========
</TABLE>
See notes to consolidated financial statements.
Page 4
<PAGE> 7
AMERICAN GREETINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Thousands of dollars)
Nine Months Ended November 30, 1998 and 1997
Note A - Basis of Presentation
- ------------------------------
The accompanying financial statements have been prepared in accordance with the
instructions to Form 10-Q. Although they are unaudited, the Corporation believes
that all adjustments (consisting only of normal recurring accruals) necessary
for a fair presentation of the results of operations have been made.
Note B - Seasonal Nature of Business
- ------------------------------------
The Corporation's business is seasonal in nature. Therefore, the results of
operations for interim periods are not necessarily indicative of the results for
the fiscal year taken as a whole.
Note C - Reclassifications
- --------------------------
Certain amounts in the prior fiscal year financial statements have been
reclassified to conform with the 1998 presentation.
Note D - Non-recurring Items
- ----------------------------
During the period ended November 30, 1998, the Corporation recorded a
restructuring charge of $13,925 ($8,342 net of tax, or earnings per share of
$0.12). The primary components of this charge were employee severance and
termination benefit costs associated with a headcount reduction of approximately
300 management, salaried and clerical positions. The balance of the charge is
comprised of costs associated with exiting the Corporation's kiosk business and
lease exit costs due to the closure of certain sales offices.
On August 12, 1997, the Corporation divested the net assets of two subsidiaries,
Acme Frame Products, Inc., a manufacturer and distributor of picture frames, and
Wilhold, Inc., a manufacturer and distributor of hair accessories. As a result
of the transaction, the Corporation recorded a one-time pre-tax gain of $22,125
($13,192 net of tax, or earnings per share of $0.18.)
Page 5
<PAGE> 8
Note E - Earnings Per Share
- ---------------------------
The following table sets forth the computation of earnings per share and
earnings per share - assuming dilution:
<TABLE>
<CAPTION>
Nine Months Ended
November 30,
------------------------
1998 1997
-------- --------
<S> <C> <C>
Numerator:
Net income, earnings per share
and earnings per share -
assuming dilution $122,317 $135,394
======== ========
Denominator (thousands):
Weighted average shares outstanding 70,625 74,324
Effect of dilutive securities - stock options 831 780
-------- --------
Adjusted weighted average shares
outstanding 71,456 75,104
======== ========
Earnings per share $ 1.73 $ 1.82
======== ========
Earnings per share - assuming dilution $ 1.71 $ 1.80
======== ========
</TABLE>
Page 6
<PAGE> 9
Note F - Comprehensive Income
- -----------------------------
The Corporation has adopted SFAS No. 130, Reporting Comprehensive Income, as
required, which established standards for reporting and displaying comprehensive
income and its components in an annual financial statement that is displayed
with the same prominence as other financial statements. This Standard also
requires that an entity report a total of comprehensive income in financial
statements of interim periods. Comprehensive income represents all changes in
shareholders' equity during the period except those resulting from investments
by owners and distributions to owners.
The Corporation's total comprehensive income was as follows:
<TABLE>
<CAPTION>
(Unaudited)
Nine Months Ended
November 30,
-------------------------
1998 1997
-------- --------
<S> <C> <C>
Net income $122,317 $135,394
Other comprehensive (loss) income
Foreign currency translation adjustments (1,317) (3,266)
Unrealized gain on available-for-sale securities 6,109 --
-------- --------
Other comprehensive income 4,792 (3,266)
-------- --------
Total comprehensive income $127,109 $132,128
======== ========
</TABLE>
Note G - New Accounting Standards
- ---------------------------------
The Corporation will adopt the disclosure requirements of SFAS No. 131,
Disclosures about Segments of an Enterprise and Related Information, for the
fiscal year ending February 28, 1999, as required. The Corporation is currently
evaluating the effect of this Standard on its segment reporting.
The Corporation will adopt SFAS No. 133, Accounting for Derivative Instruments
and Hedging Activities, for the fiscal quarter beginning March 1, 2000, as
required. Because of the Corporation's current minimal use of derivatives, the
Corporation does not anticipate that the adoption of SFAS No. 133 will have a
significant effect on its earnings or financial position.
Page 7
<PAGE> 10
Note H - Inventories
- --------------------
<TABLE>
<CAPTION>
November 30, 1998 February 28, 1998 November 30, 1997
----------------- ----------------- -----------------
<S> <C> <C> <C>
Raw materials $ 37,773 $ 42,641 $ 36,282
Work in process 27,203 37,204 28,727
Finished products 280,449 240,845 270,725
-------- -------- --------
345,425 320,690 335,734
Less LIFO reserve 91,260 90,130 90,618
-------- -------- --------
254,165 230,560 245,116
Display materials and factory supplies 46,920 40,645 37,997
-------- -------- --------
Inventories $301,085 $271,205 $283,113
======== ======== ========
</TABLE>
Note I - Deferred Costs
- -----------------------
Deferred costs relating to agreements with certain customers are charged to
operations on a straight-line basis over the effective period of each agreement,
generally three to six years. Deferred costs estimated to be charged to
operations during the next year are classified with prepaid expenses and other.
Total commitments under the agreements are capitalized as deferred costs and
future payment commitments, if any, are recorded as liabilities when the
agreements are consummated.
As of November 30, 1998, February 28, 1998 and November 30, 1997 deferred costs
and future payment commitments are included in the following financial statement
captions:
<TABLE>
<CAPTION>
November 30, 1998 February 28, 1998 November 30, 1997
----------------- ----------------- -----------------
<S> <C> <C> <C>
Prepaid expenses and other $ 184,814 $ 179,818 $ 175,411
Other assets 568,532 481,236 477,020
Other current liabilities (83,055) (51,676) (56,124)
Other liabilities (92,083) (81,080) (87,440)
--------- --------- ---------
$ 578,208 $ 528,298 $ 508,867
========= ========= =========
</TABLE>
Page 8
<PAGE> 11
Part 1., Item 2, MANAGEMENT'S DISCUSSION AND ANALYSIS
- -----------------------------------------------------
Results of Operations
- ---------------------
Net sales of $638.4 million for the quarter ended November 30, 1998 were down
0.2% compared to the same period in the prior year. However, for the nine months
ended November 30, 1998, net sales were up 0.4% to $1,606.0 million. For the
quarter, excluding the negative impact of foreign currency exchange rate
movements, net sales would have increased 1.0%. On a year-to-date basis, net
sales would have increased 3.5% excluding the impact of foreign exchange rate
movements and the divestiture of two subsidiary businesses which occurred during
the second quarter of last year. The increases in net sales were due primarily
to sales of everyday cards and accessories, primarily giftwrap, partially offset
by lower seasonal product shipments. In the first quarter of fiscal year 1999,
the Corporation strengthened its position in the United Kingdom social
expression product market through the acquisition of two greeting card
companies. These acquisitions contributed 2.8% and 2.4% to the increases for the
quarter and nine months, respectively. Unit sales of total greeting cards
increased approximately 1% for the quarter and 2% year-to-date from the same
periods in the prior year.
Material, labor and other production costs were 35.5% and 34.7% of net sales for
the quarter and nine months, respectively, a significant decrease from 37.9% and
37.0% from the same periods in the prior year. Gross profit margins continued to
improve during the third quarter as the Corporation reduced shipments of
low-margin seasonal products.
For the third quarter, selling, distribution and marketing expenses were 34.5%
of net sales, up from 33.3% in the prior year, due primarily to higher
competitive costs. On a year-to-date basis, selling, distribution and marketing
expenses were 41.1% of net sales, compared to 39.6% last year. In addition to
increased competitive costs, the cost of a national consumer advertising
campaign and selling expenses resulting from store remodelings due to retailer
consolidations contributed to this increase.
Administrative and general expenses were $165.7 million for the nine month
period, down slightly from $168.2 million for the same period in the prior year.
The decrease is due primarily to overall cost containment programs. For the
quarter, administrative and general expenses were $56.2 million, comparable with
the $56.3 million last year.
During the third quarter, the Corporation recorded a restructure charge of $13.9
million ($8.3 million net of tax, or earnings per share of $0.12) which reflects
management's efforts to optimize the Corporation's cost structure and to provide
for operational streamlining initiatives. Approximately 60% of the restructure
charge consists of employee severance and termination benefits due to employee
headcount reductions of approximately 300 management, salaried and clerical
positions. The balance of the restructure charge is comprised of costs
associated with exiting the Corporation's kiosk business and lease exit costs
due to the closure of certain sales offices. While these initiatives are
expected to result in annualized pre-tax savings of approximately $12 to $15
million when completed, future incremental earnings may not be impacted
proportionately due to management's commitment to invest in competitive business
strategies, new markets and growth opportunities.
Page 9
<PAGE> 12
Interest expense increased from the prior year by $0.4 million for the quarter
and $3.2 million for the nine months. The increase was due primarily to higher
borrowing to fund the Corporation's common stock repurchase program and the
acquisitions in the United Kingdom.
Other expense (income) was $1.2 million of income for the quarter compared to
$1.3 million of expense in the prior year due primarily to timing of costs
related to the conversion of information systems to be Year 2000 compliant .
Other expense (income) was $2.7 million of income for the nine months compared
to $3.7 million of expense for the same period in the prior year. The
improvement was due primarily to the gain on the sale of the Artistic Greetings
stock partially offset by an increase in foreign currency exchange losses.
The effective tax rate for the nine months was 36.0%, up from 34.5% in the prior
year due to the reduced tax benefit from the corporate-owned life insurance
program.
Excluding non-recurring items, net income for the quarter increased 4.9% to
$82.9 million from $79 million last year while earnings per share rose 10.3% to
$1.18 from $1.07 last year. For the first nine months, excluding non-recurring
items, net income increased to $130.7 million compared to $122.2 million last
year for the same period while earnings per share increased 12.8% to $1.85 from
$1.64 last year.
Year 2000
- ---------
The Year 2000 issue is the result of information technology ("IT") system
programs being written using two digits rather than four digits to define the
application year. Any of the Corporation's IT systems that have date-sensitive
software may be unable to interpret appropriately the calendar Year 2000 and
thus could cause the disruption of normal business activities. The Corporation
uses IT systems in various aspects of its business, including manufacturing,
distribution, product development, and many administrative functions, and much
of this software will need to be modified or replaced. The Corporation is
currently in the process of working toward Year 2000 compliance so that all of
its material business processes and components will properly handle dates prior
to, during and after the Year 2000.
The Corporation has prioritized its IT systems into three categories: critical,
necessary or other. Failure of a "critical" system would result in a serious
disruption of revenue and would critically impact competitive advantages.
Failure of a "necessary" system would result in serious processing delays and a
significant reduction in productivity. The Corporation believes its critical
systems will be Year 2000 compliant by the end of the first quarter of calendar
1999. The Corporation also believes its necessary systems will be Year 2000
compliant by the end of the second quarter of calendar 1999. The remainder of
the Corporation's systems should be remediated by the end of the third quarter
of calendar 1999. However, material slippage in the schedule and number of
systems that are Year 2000 compliant could occur.
The Corporation's non-IT systems include embedded technology such as
microcontrollers included in production equipment, environmental control
equipment and timeclocks. These non-IT systems are continuing to be assessed,
and plans continue to be updated. Remediation actions have begun.
Page 10
<PAGE> 13
The Corporation is also in the process of ensuring the continuity and stability
of its normal business functions by identifying and assessing potential Year
2000 compliance risks associated with its external business relationships,
including those with vendors, customers, financial institutions and employee
benefit providers. This process is currently in the assessment phase with
potential risks being identified and implementation plans being developed.
The Corporation's current estimate of total cost to achieve Year 2000 compliance
in both its IT and non-IT systems is approximately $35 million for both
modifications to existing software and software replacement. Through November
30, 1998, $19 million has been cumulatively expended on Year 2000 compliance,
with approximately $24 million anticipated to be expended cumulatively through
the end of fiscal 1999, and the balance anticipated for fiscal 2000.
The Corporation is also currently assessing what contingency plans will be
needed in the event any of the Corporation's critical or necessary systems or
any of its business partners' critical or necessary systems are not Year 2000
compliant when required. Although the Corporation does not currently anticipate
such a situation, business partner assessment and contingency planning are in
process, and the Corporation expects that they will be completed during the
second quarter of calendar 1999.
In addition, the Corporation is also currently developing a program to provide
independent validation of its Year 2000 compliance efforts and plans to have
that program in place by the end of the first quarter of calendar 1999. This
program will likely include engaging independent consultants for audits of its
completed coding corrections and for providing guidance and suggestions for the
remediation efforts.
The Corporation believes, but cannot warrant, that with timely modifications to
its existing software and conversion to new software, by both the Corporation
and its significant business partners, the Year 2000 compliance issue should not
have a material impact on the Corporation's operations. Specific factors which
might cause a material adverse effect include the availability and cost of
trained personnel and the ability to recruit and retain them, as well as the
ability to locate all system coding requiring correction. Based upon information
available at this time, the Corporation believes that the cost of modifications,
replacements and related testing will not have a material impact on the
Corporation's liquidity or results of operations. Year 2000 expenditures are
being funded through operations.
Liquidity and Capital Resources
- -------------------------------
The seasonality of the Corporation's business precludes a useful comparison of
the current period and the year-end financial statements; therefore, a Statement
of Financial Position for November 30, 1997 has been included.
Page 11
<PAGE> 14
Operations used $43.2 million of cash for the nine months, an improvement of
$44.6 million from the same period last year. Contributing to this improvement
was an increase in net income over the prior year, after adjusting for
non-recurring items. Also contributing to this improvement was a reduction in
the growth of trade accounts receivable and improved management of trade
accounts payable partially offset by an increase in inventories and deferred
costs.
As of November 30,1998, the cash outlay for restructuring expenditures totaled
approximately $1.4 million, primarily for employee termination benefits.
Accounts receivable, net of the effect of acquisitions and divestitures,
increased $174.0 million from February 28,1998, down from an increase of $228.7
million during the same period in the prior year, due to strong collections and
lower seasonal product shipments. Net accounts receivable improved to 24.8% of
the prior twelve months' sales at November 30, 1998, compared to 27.0% at
November 30, 1997, net of the effect of acquisitions and divestitures.
Inventories, net of the effect of acquisitions and divestitures, increased by
$32.3 million from February 28, 1998, compared to an increase of $5.2 million
during the same period in the prior year due to an increase in non-card product
relating to new products and to support future sales growth. Inventories as a
percent of the prior twelve months' material, labor, and other production costs
increased to 40.4% at November 30, 1998 from 36.7% at November 30, 1997, net of
the effect of acquisitions and divestitures.
Investing activities used $50.5 million in cash for the nine months this year,
including $53.0 million for the acquisition of two greeting card companies in
the United Kingdom, compared to providing $47.8 million for the same period last
year, which included $82.0 million in proceeds from the divestiture of two
subsidiaries. Excluding the acquisitions and divestitures, investing activities
used $2.5 million for the nine months. This improvement of $31.7 million from
the prior year reflects cash distributions received from the Corporation's
investment in corporate owned life insurance, proceeds from the sale of the
Artistic Greetings stock and a lower level of capital expenditures.
On May 20, 1998, the Corporation filed a Form S-3 Registration Statement with
the Securities and Exchange Commission for a shelf registration to issue up to
$600 million of debt securities. Under the registration, the Corporation on July
27, 1998 completed the sale of $300 million of 30-year senior notes with a 6.10%
coupon rate. The majority of the proceeds were used to retire commercial paper
and other short-term debt, with the remainder used for other general corporate
purposes and short-term investments.
On August 7, 1998, the Corporation entered into a new multi-currency credit
facility to provide liquidity and working capital financing for the Corporation
and its subsidiaries in the United States, Canada, the United Kingdom,
Australia, New Zealand and France. The aggregate availability under this
facility is approximately $713 million. A portion of the facility matures on
August 7, 2003. The balance of the facility matures on August 6, 1999. This
portion of the facility is annually renewable for an additional 364-day period
and is convertible to a term loan with a maturity of August 7, 2003.
Page 12
<PAGE> 15
Financing activities provided $84.3 million for the nine months compared to
$36.2 million during the same period in the prior year. The Corporation utilized
a portion of the proceeds from the sale of the $300 million of debt securities
to effectively shift much of its previously short-term debt to long-term. The
remaining portion of the proceeds were used to fund various other activities
during the nine months, including the purchase of 2.0 million shares of the
Corporation's Class A common stock for $87.5 million at an average price of
$43.74 per share. During the same period last year, 2.7 million shares of stock
had been purchased for $95.9 million. Total debt less cash increased from $469.0
million at November 30, 1997 to $512.1 million at November 30, 1998. Debt as a
percentage of debt plus equity also increased to 28.9% at November 30, 1998 from
26.7% at November 30, 1997.
On a per-share basis, shareholders' equity increased from $18.83 per share at
November 30, 1997 to $19.37 at November 30, 1998.
There were no material changes in the financial condition, liquidity or capital
resources of the Corporation from February 28, 1998, the end of its preceding
fiscal year, to November 30, 1998, the end of its last fiscal quarter and the
date of the most recent balance sheet included in this report, nor from November
30, 1997, the end of the corresponding fiscal quarter last year, to November 30,
1998, except the changes discussed above and aside from normal seasonal
fluctuations.
Prospective Information
- -----------------------
On September 17, 1998, the Corporation announced plans to enhance profitability
by targeting removal of $20 to $30 million from the cost structure of the
Corporation. As noted above, during the third quarter, the Corporation initiated
the first phase of this restructure by recording a pretax charge of $13.9
million. The Corporation will continue to conduct an evaluation of its worldwide
manufacturing and distribution capabilities, focusing on additional cost savings
and expects to record an additional restructure charge during the fiscal year
ending February 2000 as part of this initiative.
Management is not aware of any current trends, events, demands, commitments or
uncertainties which reasonably can be expected to have a material effect on the
liquidity, capital resources, financial position or results of operations of the
Corporation, except those mentioned above. However, the Corporation's future
results could be negatively impacted by such factors as retail bankruptcies, a
weak retail environment, loss of retail accounts to other suppliers or as a
result of retail consolidation and competitive terms of sale offered to
customers to expand or maintain business. Other risks, which are not
all-inclusive, include costs associated with correcting the Year 2000 issues,
unforeseen circumstances which may affect the Corporation's plans to reduce its
cost structure, as well as economic conditions in the various markets served by
the Corporation's operations. Please see the Corporation's Form 10-K for the
year ended February 28, 1998 for other risks and uncertainties that may affect
future results.
Page 13
<PAGE> 16
PART II - OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (exhibit reference numbers refer to Item 601 of
Regulation S-K)
27 Financial Data Schedule
(b) Reports on Form 8-K
None
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.
AMERICAN GREETINGS CORPORATION
By: /s/ Patricia L. Ripple
---------------------------------
Patricia L. Ripple
Controller
Chief Accounting Officer
January 14, 1999
Page 14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM PART I, ITEM
1 OF THE THIRD QUARTER FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
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0
0
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</TABLE>
