UNITED STATES
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
September 29, 1998 (September 29, 1998)
---------------------------------------------------------------------------
Date of Report (Date of earliest event reported)
FORTUNE BRANDS, INC.
---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-9076 13-3295276
---------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
l700 East Putnam Avenue, Old Greenwich, Connecticut 06870-0811
---------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 698-5000
----------------------
<PAGE>
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
- ------ ------------
Registrant's press releases dated September 29, 1998 are filed
herewith as Exhibits 20a and 20b and are incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
- ------ ---------------------------------
(c) Exhibits.
--------
20a. Press release of Registrant dated September 29, 1998.
20b. Press release of Registrant dated September 29, 1998.
<PAGE>
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this Current Report to be signed on
its behalf by the undersigned thereunto duly authorized.
FORTUNE BRANDS, INC.
--------------------
(Registrant)
By Mark Hausberg
--------------------------------
Mark Hausberg
Vice President and Treasurer
Date: September 29, 1998
<PAGE>
EXHIBIT INDEX
Sequentially
Exhibit Numbered Page
- ------- -------------
20a. Press release of Registrant dated
September 29, 1998.
20b. Press release of Registrant dated
September 29, 1998.
Exhibit 20a
NEWS RELEASE
NEWS RELEASE
Fortune Brands, Inc., 1700 East Putnam Avenue, Old Greenwich, CT 06870
NEWS RELEASE
Contact:
Media Relations: Investor Relations
Clarkson Hine Anthony J. Diaz
(203) 698-5148 (203) 698-5553
FORTUNE BRANDS ANNOUNCES 5% DIVIDEND INCREASE
Old Greenwich, CT, September 29, 1998 - Fortune Brands, Inc. (NYSE-FO), the
consumer products company, today announced a 5% increase in the dividend,
reflecting strong earnings growth, and increased share repurchases.
The dividend on the Common stock will increase to an indicated annual
rate of 88 cents per share (22 cents per quarter) from 84 cents (21 cents per
quarter). The dividend is payable on December 1 to stockholders of record on
November 11. This increase is the second since Fortune Brands began trading on
the New York Stock Exchange, just 16 months ago.
The Company also noted that, in response to the recent market decline,
it has increased share repurchases. Overall, Fortune Brands has repurchased a
total of 2.5 million shares thus far in 1998, including 1.6 million shares since
June 30. This includes purchases made under a routine share purchase
authorization as well as under the Company's previously announced Systematic
Share Purchase Program.
"Fortune Brands' prospects are very positive," noted Chairman and Chief
Executive Officer Thomas C. Hays. "The dividend increase and stepped-up share
repurchases reflect our confidence in those prospects. The actions also reflect
a balanced strategy, supported by powerful consumer brands (more than 80% of
sales are generated by brands that are number 1 or 2 in their markets) and
strong financial resources. Together, these are driving substantial earnings
growth, add-on acquisitions, share repurchases and dividend increases.
"Overall, our operations have continued to perform well this year,
with diluted E.P.S. up 14% for the first six months. We expect to report
double-digit growth in the third quarter, and for the full year, assuming no
further deterioration in the economic and business environment, we expect to
achieve E.P.S. growth around 13%. So, we are having another very good year."
Hays also noted that "on a cash basis, excluding about 58 cents of
goodwill amortization for the full year, our earnings are substantially higher
than our reported earnings. The payout ratio based on cash earnings is around
39%, which is in line with other leading consumer products companies.
"We are encouraged by the ongoing strength of operations," Hays added.
"The power of the brands, the contribution of eight recent add-on acquisitions
and considerable progress on initiatives to reduce costs have been driving
substantial growth, despite intense competition. And while intensified pressures
in the golf club market are particularly affecting Cobra, the club category
accounts for only about 5% of our operating contribution. Titleist clubs have
been countering the trend with significant growth.
"So we remain optimistic about our prospects, both for 1998 and
long-term, and that optimism underlies today's announcement."
* * * *
Fortune Brands, Inc. is a consumer products company with headquarters in Old
Greenwich, Connecticut. Its operating companies have premier brands and leading
market positions in home and office products, golf equipment and distilled
spirits. Home and office brands include Moen faucets, Master locks and
Aristokraft and Schrock cabinets sold by units of MasterBrand Industries and
Day-Timer and Swingline sold by units of ACCO World Corporation. Acushnet
Company's golf brands include Titleist, Cobra and FootJoy. Major spirit and wine
brands sold by units of Jim Beam Brands Worldwide, Inc. include Jim Beam and
Knob Creek Bourbon, DeKuyper cordials, Whyte & Mackay Scotch and Geyser Peak and
Canyon Road wines.
* * *
This press release contains statements relating to future results,
which are forward-looking statements as that term is defined in the Private
Securities Litigation Reform Act of 1995. Actual results may differ materially
from those projected as a result of certain risks and uncertainties, including
but not limited to changes in general economic conditions, foreign exchange rate
fluctuations, competitive product and pricing pressures, the impact of excise
tax increases with respect to distilled spirits, regulatory developments, the
uncertainties of litigation, changes in golf equipment regulatory standards, the
impact of weather, particularly on the home products and golf brand groups,
expenses and disruptions related to shifts in manufacturing to different
locations and sources, delays in the integration of recent acquisitions, as well
as other risks and uncertainties detailed from time to time in the Company's
Securities and Exchange Commission filings.
# # #
Exhibit 20b
NEWS RELEASE
NEWS RELEASE
Fortune Brands, Inc., 1700 East Putnam Avenue, Old Greenwich, CT 06870
NEWS RELEASE
Contact:
Media Relations: Investor Relations
Clarkson Hine Anthony J. Diaz
(203) 698-5148 (203) 698-5553
FORTUNE BRANDS ELECTS WESLEY
PRESIDENT AND CHIEF OPERATING OFFICER,
LUDES VICE CHAIRMAN
EFFECTIVE JANUARY 1;
WESLEY AND KLEMANN ELECTED TO BOARD
Old Greenwich, CT, September 29, 1998 -- Fortune Brands, Inc. (NYSE-FO), the
consumer products company, today announced that Norman H. Wesley, 48, has been
elected President and Chief Operating Officer and a member of the Board of
Directors and Executive Committee effective January 1, 1999. Earlier today, the
Company also announced a 5% increase in the dividend. Wesley has led Fortune
Brands' home and office businesses since April 1997 and will continue to do so
in addition to his responsibility as President and Chief Operating Officer.
Wesley will succeed John T. Ludes, 62, who will become Vice Chairman, a new
position.
Fortune Brands Chairman and Chief Executive Officer Thomas C. Hays
noted that "these moves set the stage for an orderly management transition at
Fortune Brands. John Ludes and I both plan to retire at the close of 1999 when I
will be a few months from my 65th birthday, and today's announcement
demonstrates the Board's confidence in Norm Wesley as it looks to the future
leadership of the Company.
"I have enjoyed working as a team with John Ludes in developing Fortune
Brands as a strong consumer products company with leading positions in growing
categories. We are having an excellent year in 1998, and as we look forward to
1999 and beyond, John and I have great confidence in the future of Fortune
Brands due to its strong management throughout the organization.
"Over the 11 years that he's been associated with our Company, Norm has
performed superbly well in a series of key assignments, including nine years as
Chief Executive Officer of our office products business. Most recently, he has
led our home and office businesses to strong growth, capitalizing on overall
opportunities while also successfully integrating high return add-on
acquisitions. Under Norm's leadership, the home and office brands, which
generated 55% of our 1997 sales, have flourished." The Company also announced
that Gilbert L. Klemann, II, 48, has been elected Executive Vice President
Corporate and a member of the Board of Directors, effective January 1, 1999. He
has been Executive Vice President - Strategic and Legal Affairs since January 1,
1998. With the election of Wesley and Klemann, the Board will expand to 15
members.
"Gil Klemann continues to substantially enhance our corporate
operations and strategy," Hays noted. "Gil has brought strong executive skills,
initially to our legal affairs and more recently to corporate development and
strategic planning as well. Moving forward, the chief administrative officer
will also report to Gil."
Wesley was elected Chairman and Chief Executive Officer of Fortune
Brands Home and Office in 1997. He joined ACCO in 1984 as Vice President -
Corporate Development, was elected President and Chief Operating Officer in
January 1987, and President and Chief Executive Officer effective January 1990.
Prior to joining ACCO, he was Vice President and General Manager for the Crown
Zellerbach Office Products Group. He earned a B.S. in finance from the
University of Utah, and an M.B.A., magna cum laude, from the same institution.
He lives in Lake Forest, Illinois with his wife, Kim, and three daughters, and
plans to relocate to the Fairfield County, Connecticut area.
Prior to his election, effective January 1, 1998, as Executive Vice
President - Strategic & Legal Affairs, Gil Klemann had served since 1991 as
Senior Vice President and General Counsel and had been involved extensively in
handling the Company's legal affairs since 1976. Prior to joining the Company in
1991, he was a partner in the law firm of Chadbourne & Parke. He joined
Chadbourne in 1975, became a partner in 1983 and served as a member of
Chadbourne's management committee from 1987. He holds an A.B. from the College
of the Holy Cross and a J.D. from Fordham University. He and his wife, Patricia,
reside in Greenwich, Connecticut, and have two children.
* * * *
Fortune Brands, Inc. is a consumer products company with headquarters
in Old Greenwich, Connecticut. Its operating companies have premier brands and
leading market positions in home and office products, golf equipment and
distilled spirits. Home and office brands include Moen faucets, Master locks
and Aristokraft and Schrock cabinets sold by units of MasterBrand Industries
and Day-Timer and Swingline sold by units of ACCO World Corporation. Acushnet
Company's golf brands include Titleist, Cobra and FootJoy. Major spirit and
wine brands sold by units of Jim Beam Brands Worldwide, Inc. include Jim Beam
and Knob Creek Bourbon, DeKuyper cordials, Whyte & Mackay Scotch and Geyser
Peak and Canyon Road wines.
# # #
