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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
Commission file number 1-9759
IMC GLOBAL INC.
(Exact name of Registrant as specified in its charter)
Delaware 36-3492467
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2100 Sanders Road
Northbrook, Illinois 60062
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 272-9200
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 .
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APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock as of the
latest practicable date: 93,973,757 shares, excluding 7,793,884
treasury shares as of May 12, 1997.
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<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
The accompanying interim condensed consolidated financial
statements of IMC Global Inc. (Company) do not include all disclosures
normally provided in annual financial statements. These financial
statements, which should be read in conjunction with the consolidated
financial statements contained in the Company's 1996 Annual Report to
Stockholders, are unaudited but include all adjustments which the
Company's management considers necessary for a fair presentation.
These adjustments consist of normal recurring accruals except as
discussed in the following Notes to Condensed Consolidated Financial
Statements. Certain fiscal 1996 amounts have been reclassified to
conform to the fiscal 1997 presentation. Interim results are not
necessarily indicative of the results expected for the fiscal year.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In millions except per share amounts)
Three Months Ended Nine Months Ended
March 31, March 31,
1997 1996 1997 1996
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Net sales $ 664.8 $ 716.9 $1,933.8 $2,025.9
Cost of goods sold 493.3 531.4 1,422.3 1,488.0
-------- -------- -------- ------
- --
Gross margins 171.5 185.5 511.5 537.9
Selling, general and administra-
tive expenses 63.2 61.9 177.8 166.1
Merger and restructuring
charges - 43.3 - 43.3
-------- -------- -------- --------
Operating earnings 108.3 80.3 333.7 328.5
Other (income) and expense, net (1.3) 2.8 (7.0) (7.6)
Interest expense 12.7 16.0 38.6 50.0
-------- -------- -------- --------
Earnings before minority interest 96.9 61.5 302.1 286.1
Minority interest 35.3 58.9 119.2 148.6
-------- -------- -------- --------
Earnings before taxes 61.6 2.6 182.9 137.5
Provision for income taxes 22.5 10.9 66.7 59.6
-------- -------- -------- --------
Earnings (loss) before
extraordinary item 39.1 (8.3) 116.2 77.9
Extraordinary charge -
debt retirement - - (8.1) -
-------- -------- -------- --------
Net earnings (loss) $ 39.1 $ (8.3) $ 108.1 $ 77.9
======== ======== ======== ========
Earnings (loss) per share:
Earnings (loss) before
extraordinary item $ .41 $ (.09) $ 1.22 $ .84
Extraordinary charge - debt
retirement - - (.09) -
-------- -------- -------- --------
Net earnings (loss) $ .41 $ (.09) $ 1.13 $ .84
======== ======== ======== ========
Weighted average number of shares and
equivalent shares outstanding 96.3 93.3 95.1 92.7
(See Notes to Condensed Consolidated Financial Statements on Page 5)
<PAGE>
CONDENSED CONSOLIDATED BALANCE SHEET
(Dollars in millions except per share amounts)
March 31, June 30,
Assets 1997 1996
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Current assets:
Cash and cash equivalents $ 53.1 $ 9.6
Receivables, net 313.9 350.2
Inventories 681.9 476.7
Deferred income taxes 55.4 61.4
Other current assets 13.0 20.3
-------- --------
Total current assets 1,117.3 918.2
Property, plant and equipment, net 2,380.0 2,351.3
Other assets 177.8 167.3
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Total assets $3,675.1 $3,436.8
======== ========
Liabilities and Stockholders' Equity
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Current liabilities:
Accounts payable $ 327.4 $ 193.5
Accrued liabilities 124.3 145.1
Short-term debt and current maturities
of long-term debt 51.8 27.8
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Total current liabilities 503.5 366.4
Long-term debt, less current maturities 760.2 736.7
Deferred income taxes 329.2 315.7
Other noncurrent liabilities 336.4 352.0
Minority interest 471.4 509.7
Stockholders' equity:
Common stock, $1 par value authorized
250,000,000 shares; issued 101,725,331
shares and 97,863,784 shares at March 31
and June 30, respectively 101.7 97.9
Capital in excess of par value 937.4 821.7
Retained earnings 444.6 359.1
Treasury stock, at cost, 7,792,584 shares
and 5,545,884 shares at March 31 and
June 30, respectively (187.1) (107.3)
Foreign currency translation adjustment (22.2) (15.1)
-------- --------
Total stockholders' equity 1,274.4 1,156.3
-------- --------
Total liabilities and stockholders' equity $3,675.1 $3,436.8
======== ========
(See Notes to Condensed Consolidated Financial Statements on Page 5)
<PAGE>
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(In millions)
Nine months ended
March 31,
1997 1996
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Cash Flows from Operating Activities
- ------------------------------------
Net earnings $ 108.1 $ 77.9
Adjustments to reconcile net earnings to
net cash provided by operating activities:
Depreciation, depletion and amortization 127.2 124.5
Minority interest 119.2 136.9
Merger and restructuring charges - 67.3
Deferred income taxes 20.9 (28.5)
Other charges and credits, net (13.0) 12.4
Changes in:
Receivables 37.0 (4.3)
Inventories (202.7) (185.9)
Other current assets 7.6 (1.2)
Accounts payable 135.5 59.8
Accrued liabilities (21.4) 9.9
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Net cash provided by operating activities 318.4 268.8
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Cash Flows from Investing Activities
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Capital expenditures (157.4) (129.3)
Acquisitions of businesses, net of cash
acquired (11.4) (74.7)
Proceeds from sale of investment - 11.6
Proceeds from sales of property, plant
and equipment .9 3.1
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Net cash used in investing activities (167.9) (189.3)
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Net cash provided before financing
activities 150.5 79.5
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Cash Flows from Financing Activities
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Joint venture cash distributions to
Freeport-McMoRan Resource Partners,
Limited Partnership (171.6) (168.8)
Payments of long-term debt (267.7) (254.4)
Proceeds from issuance of long-term
debt, net 409.3 200.3
Changes in short-term debt, net 20.3 (6.6)
Stock options exercised 5.1 13.6
Cash dividends paid (22.6) (28.1)
Purchase of treasury stock (79.8) -
Other - 10.0
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Net cash used in financing activities (107.0) (234.0)
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Net change in cash and cash equivalents 43.5 (154.5)
Cash and cash equivalents - beginning
of period 9.6 203.7
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Cash and cash equivalents - end of period $ 53.1 $ 49.2
======= =======
Supplemental cash flow disclosures:
Interest paid $ 40.1 $ 44.6
Income taxes paid, net of refunds $ 70.1 $ 79.9
Non-cash financing activity:
Conversion of long-term debt to
common stock $ 114.4 $ -
(See Notes to Condensed Consolidated Financial Statements on Page 5)
<PAGE>
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(In millions except per share amounts)
Nine months ended
March 31,
1997 1996
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Common stock:
Balance at June 30 $ 97.9 $ 96.4
Issuance of common stock pursuant to
acquisitions - .4
Conversion of convertible notes 3.6 -
Stock options exercised .2 .7
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Balance at March 31 101.7 97.5
Capital in excess of par value:
Balance at June 30 821.7 782.6
Issuance of common stock pursuant to
acquisitions - 14.5
Conversion of convertible notes 110.8 -
Stock options exercised and other 4.9 13.0
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Balance at March 31 937.4 810.1
Retained earnings:
Balance at June 30 359.1 246.1
Net earnings 108.1 77.9
Dividends ($.24 per share and $.25 per
share in 1997 and 1996, respectively) (22.6) (23.9)
-------- --------
Balance at March 31 444.6 300.1
Treasury stock:
Balance at June 30 (107.3) (107.4)
Acquisition of shares (79.8) -
-------- --------
Balance at March 31 (187.1) (107.4)
Foreign currency translation adjustment:
Balance at June 30 (15.1) (9.9)
Foreign currency translation adjustment (7.1) (6.2)
-------- --------
Balance at March 31 (22.2) (16.1)
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Total stockholders' equity $1,274.4 $1,084.2
======== ========
(See Notes to Condensed Consolidated Financial Statements on Page 5)
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Vigoro Merger
-------------
On March 1, 1996, the Company completed the merger with The Vigoro
Corporation (Vigoro) which resulted in Vigoro becoming a subsidiary of
the Company (Merger). Upon consummation of the Merger, the Company
issued approximately 32.4 million shares of its common stock in
exchange for all of the outstanding shares of Vigoro. The Merger was
structured to qualify as a tax-free reorganization for income tax
purposes and was accounted for as a pooling of interests. Accordingly,
the Company's financial statements have been restated for all periods
prior to the Merger to include the accounts and operations of Vigoro.
2. Merger and Restructuring Charges
--------------------------------
In connection with the Merger in 1996, the Company recorded charges
totaling $20.2 million, primarily for consulting, legal and accounting
services. Immediately following the Merger, the Company adopted a plan
to restructure its business operations into a decentralized
organizational structure with five stand-alone business units. As a
result, the Company recorded restructuring charges totaling $23.1
million. The charges consisted of: (a) $10.6 million for severance and
related benefits from staff reductions resulting from the termination
of approximately 120 employees, primarily middle management personnel;
(b) $6.5 million for lease terminations resulting from office
consolidations, and (c) $6.0 million for other related actions. As of
March 31, 1997, the following amounts were paid: (a) $20.2 million for
charges relating to the Merger, (b) $10.0 million relating to the
termination of approximately 112 employees, (c) $5.6 million for lease
terminations resulting from office consolidations, and (d) $2.3 million
related to other actions.
In connection with the 1996 restructuring plan, the Company
undertook a detailed review of its accounting records and valuation of
various assets and liabilities. As a result, the Company recorded
charges totaling $58.3 million ($55.3 million net of minority interest)
comprised of: (a) $26.3 million ($23.3 million net of minority
interest) to cost of goods sold of which $17.5 million was primarily
related to the write-off of certain idle plant facilities and other
obsolete assets, $5.0 million for environmental matters and $3.8
million for other matters; (b) $2.4 million of general and
administrative expenses for the write-off of miscellaneous assets; (c)
$16.6 million to other income and expense, net, to reduce certain long-
term assets to net realizable value and other provisions, and (d) $13.0
million to minority interest for the transfer of 0.85 percent of
IMC-Agrico Company (IMC-Agrico) Distributable Cash, as defined in the
IMC-Agrico Partnership Agreement (Partnership Agreement), interest from
the Company to Freeport-McMoRan Resource Partners, Limited Partnership
(FRP) pursuant to certain amendments to the Partnership Agreement. As
of March 31, 1997, $27.5 million of assets were written off.
<PAGE>
3. Acquisitions
------------
During the nine months ended March 31, 1997, the Company completed
several smaller acquisitions, including a precision farming operation
(Top-Soil) and several retail distribution operations (Crop-Maker,
Frankfort Supply, and Sanderlin). The total purchase price of these
acquisitions was $11.4 million.
In October 1995, the Company acquired the animal feed ingredients
business (Feed Ingredients) of Mallinckrodt Group Inc. and subsequently
contributed the business to IMC-Agrico. The Company's portion of the
purchase price was $67.5 million. In addition, during fiscal 1996, the
Company completed several smaller acquisitions, including several
retail distribution centers and a seed operation. The total purchase
price of these acquisitions was $7.2 million.
These acquisitions were accounted for under the purchase method of
accounting. Operating results of Feed Ingredients (net of minority
interest) and the smaller acquisitions have been included in the
Company's Condensed Consolidated Statement of Operations since the
respective dates of acquisition.
4. Receivables
-----------
Under a current agreement with a financial institution, IMC-Agrico
may sell, on an ongoing basis, an undivided percentage interest in a
designated pool of receivables, in an amount not to exceed $65.0
million. Effective January 1, 1997, the Company adopted Statement of
Financial Accounting Standard No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities,"
which required the sale of $43.0 million of receivables to be
classified as short-term debt in the Company's March 31, 1997 Condensed
Consolidated Balance Sheet.
5. Sales of Investments
--------------------
Other income and expense, net, for the three and nine months ended
March 31, 1996 included gains of $12.4 million from the sales of
investments, $11.6 million of which was from the sale of the Company's
50 percent investment in Chinhae Chemical Company.
6. Extraordinary Charge - Debt Retirement
--------------------------------------
In September 1996, the Company completed a tender offer to purchase
portions of its high-cost senior notes (Senior Notes). In connection
with the purchase of such Senior Notes, the Company recorded an
extraordinary charge, net of taxes, of $7.5 million for redemption
premium incurred and write-off of previously deferred finance charges
associated with such Senior Notes. The repurchase of the Senior Notes
was financed at lower interest rates under the Company's credit
facility and/or money market lines of credit.
In November 1996, the Company completed the redemption of its
outstanding $114.9 million, 6.25% convertible subordinated notes due
2001 (Subordinated Notes). In connection with the conversion of the
Subordinated Notes, the Company recorded an extraordinary charge, net
of taxes, of $0.6 million for write-off of previously deferred finance
<PAGE>
charges associated with the Subordinated Notes. The Company issued
approximately 3.6 million shares of common stock to holders of $114.4
million principal amount of the Subordinated Notes who converted the
Subordinated Notes prior to the redemption date. The balance of $0.5
million principal amount was redeemed by the Company for cash.
7. Earnings Per Share
------------------
Earnings per share were based on the weighted average number of
shares and equivalent shares outstanding. The effect of common stock
equivalents on earnings per share is not material.
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standard No. 128, "Earnings Per
Share," which is required to be adopted for financial statements for
periods ending after December 15, 1997. The Company will be required
to change the method currently used to compute earnings per share and
to restate all prior periods. The Company's primary earnings per share
as reflected in the accompanying Condensed Consolidated Statement of
Operations are not materially different from basic and diluted earnings
per share calculated under the new methodology.
8. Subsequent Event
----------------
On May 13, 1997, the Company announced that it reached a definitive
agreement to acquire Western Ag-Minerals (Western Ag), a subsidiary of
Toronto-based Rayrock Yellowknife Resources, for $53.0 million.
Western Ag, located in Carlsbad, New Mexico, has annual capacity of
400,000 tons of potash and had calendar-year 1996 revenues of
approximately $41.0 million.
Item 2.Management's Discussion and Analysis of Financial Condition and
Results of Operations.1
Results of Operations
- ---------------------
Three months ended March 31, 1997 vs. three months ended March 31, 1996
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<PAGE>
Overview
Net sales for the third quarter ended March 31, 1997 were $664.8
million and gross margins were $171.5 million. Net earnings were $39.1
million, or $0.41 per share.
Net sales for the third quarter ended March 31, 1996 were $716.9
million. Gross margins, before special one-time charges, were $211.8
million and net earnings, before special one-time charges, were $61.3
million, or $0.66 per share. Special one-time charges of $69.6
million, or $0.75 per share, reduced third quarter results to a loss of
$8.3 million, or $0.09 per share. These charges, totaling $98.6
million before tax benefits, covered costs related to the Merger, as
well as costs associated with, among other things, a corporate
restructuring, other asset valuations and environmental issues.
Net sales for the third quarter decreased seven percent over the
prior year third quarter while gross margins, before special one-time
charges, decreased 19 percent as compared to the same period one year
ago. The sales decline was primarily the result of IMC-Agrico Crop
Nutrients' lower concentrated phosphate volumes and prices to both
domestic and international customers. IMC AgriBusiness was affected by
an initial lull in domestic activity and reported lower sales. All
other business units, particularly IMC Kalium, posted increased
revenues for the quarter. The operating results of the Company's three
largest business units are discussed in more detail below.
IMC-Agrico Crop Nutrients Operations
IMC-Agrico Crop Nutrients' net sales for the third quarter
decreased 19 percent to $355.7 million compared to $439.9 million last
year, due to lower sales realizations and lower sales volumes as
compared to the same period one year ago. Overall sales realizations
for concentrated phosphates, particularly diammonium phosphate (DAP),
declined almost 14 percent compared to stronger prices last year, which
unfavorably impacted net sales by $39.7 million. Overall sales volumes
of concentrated phosphates, primarily DAP, declined 11 percent from the
prior year. Relatively flat domestic prices for DAP during the current
year have failed to provide incentives for dealers to fully stock
inventories for the spring season. The lower domestic shipments
resulting from this weakened demand unfavorably impacted net sales by
$22.5 million. Net sales were also unfavorably impacted by lower
international shipments of concentrated phosphates of $15.1 million.
In addition, rock sales declined by $10.5 million, mainly due to the
Company's strategic decision to phase out export sales of rock. This
action is being taken to maximize relative values of rock and
concentrated phosphates by utilizing high-quality reserves for internal
upgrading.
Gross margins declined 38 percent to $79.9 million for the quarter
compared to $128.3 million, before special one-time charges of $6.9
million, last year, mainly due to the lower prices and volumes
discussed above, which were partially offset by lower production costs.
<PAGE>
IMC Kalium Operations
IMC Kalium's net sales increased 21 percent to $148.3 million in the
current quarter from $122.2 million in the prior year third quarter,
mainly due to a 16 percent overall increase in potash sales volumes
compared to the same period in the prior year. Net sales were
favorably impacted by $12.2 million due to higher domestic sales
volumes which resulted from a successful fill program in anticipation
of the previously-announced March 1 price increase and stronger sales
to industrial customers. Higher export sales volumes favorably
impacted net sales by $7.1 million, primarily as a result of increased
sales to China. In addition, a six percent overall improvement in
average sales realizations contributed $6.9 million to net sales.
Gross margins increased 30 percent to $55.4 million for the quarter
from $42.6 million, before special one-time charges of $7.9 million,
one year ago, primarily due to the higher volumes and prices discussed
above.
IMC AgriBusiness Operations
IMC AgriBusiness' net sales decreased six percent to $139.9 million
in the third quarter as compared to $148.1 million for the same prior
year period. The decline in sales was mainly due to unusually wet,
cold weather in the Southeast which delayed the start of the spring
planting season. Decreased volumes of DAP, mixed goods, and potash
unfavorably impacted net sales by $14.2 million. These sales decreases
were partially offset by higher average sales realizations which
favorably impacted net sales by $7.4 million, due mainly to
management's allocation of business between the various channels of
distribution to maximize profits.
Gross margins decreased 11 percent from $24.9 million, before
special one-time charges of $5.5 million, in the third quarter one year
ago to $22.2 million in the current quarter. Lower sales volumes and
higher costs, due mainly to higher input costs, were partially offset
by higher overall sales realizations.
Other
The remaining increases in third quarter net sales and margins
compared to the same period in the prior year were primarily the result
of increases in IMC-Agrico Feed Ingredients' sales volumes and sales
realizations coupled with IMC Vigoro's overall higher sales volumes,
mainly due to increased sales to The Home Depot (Registered Trademark).
The following table summarizes the Company's sales of crop nutrient
products and average selling prices for the three months ended March
31:
1997 1996
---- ----
Sales volumes (in thousands of
short tons) a:
IMC-Agrico Crop Nutrients 1,610 1,808
IMC Kalium 2,232 1,926
Average price per ton b:
DAP $178 $206
Potash $ 68 $ 64
<PAGE>
a Sales volumes include tons sold captively. IMC-Agrico Crop
Nutrients' volumes represent dry product tons, primarily DAP.
b Average prices represent sales made FOB mine/plant.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased $3.7 million,
or six percent, to $63.2 million for the third quarter compared to
$59.5 million, before special one-time charges of $2.4 million, one
year ago. This increase was primarily due to the inclusion of the
results of operations of businesses acquired in the current fiscal
year, and those acquired during the third quarter of last fiscal year,
in the Company's third quarter results of operations. In addition, the
current quarter results include costs associated with increased sales
volumes to The Home Depot as well as Company-wide strategic sourcing
and systems projects.
Other Income and Expense, Net
Other income and expense, net, for the three months ended March 31,
1996 included $16.6 million of restructuring charges, as described in
Note 2, "Merger and Restructuring Charges," of Notes to Condensed
Consolidated Financial Statements, which were partially offset by $12.4
million of gains from the sale of investments, as described in Note 5,
"Sales of Investments," of Notes to Condensed Consolidated Financial
Statements.
Interest Expense
Interest expense totaled $12.7 million in the current quarter, down
$3.3 million or 21 percent from the same period last year when interest
expense totaled $16.0 million. The decrease in interest expense was a
direct result of the refinancing of high-cost, long-term indebtedness
in September 1996 at lower interest rates and the redemption of
convertible subordinated notes in November 1996.
Income Taxes
The effective tax rate for the third quarter was 36.5 percent,
compared to an effective tax rate of 39.4 percent, before special one-
time charges, one year ago.
Nine months ended March 31, 1997 vs. nine months ended March 31, 1996
- ---------------------------------------------------------------------
Overview
Net sales for the nine months ended March 31, 1997 were $1,933.8
million and gross margins were $511.5 million while net earnings,
before an extraordinary charge, were $116.2 million, or $1.22 per
share. An extraordinary charge of $8.1 million, or $0.09 per share,
related to the early extinguishment of debt, reduced net earnings to
$108.1 million, or $1.13 per share.
Net sales for the nine months ended March 31, 1996 were $2,025.9
million. Gross margins, before special one-time charges, were $564.2
million and net earnings, before special one-time charges, were $147.5
million, or $1.59 per share. Special one-time charges of $69.6
million, or $0.75 per share, reduced net earnings for the nine months
to $77.9 million, or $0.84 per share. The charges, totaling $98.6
million before tax benefits, covered costs related to the Merger, as
well as costs associated with, among other things, a corporate
restructuring, other asset valuations and environmental issues.
<PAGE>
Net sales for the nine months decreased five percent over the prior
year nine-month period while gross margins, before special one-time
charges, decreased nine percent as compared to the same period one year
ago. The decline in consolidated net sales was primarily the result of
a softening of phosphate crop nutrient demand, as IMC-Agrico Crop
Nutrients experienced a 13 percent decrease in net sales when compared
to the same prior year period. Partially offsetting this decrease was
the favorable impact of the Feed Ingredients acquisition in October
1995 and increased demand for potash crop nutrients, evidenced by the
10 percent increase in IMC Kalium's net sales when compared to the
prior year nine-month period. The operating results of the Company's
three largest business units are discussed in more detail below.
IMC-Agrico Crop Nutrients Operations
IMC-Agrico Crop Nutrients' net sales for the nine months decreased
13 percent to $1,157.9 million compared to $1,327.2 million one year
ago. Overall sales volumes of concentrated phosphates, primarily DAP,
declined nine percent, mainly due to lower domestic shipments of
concentrated phosphates resulting from soft demand, which unfavorably
impacted net sales by $71.3 million. In addition, lower international
concentrates volumes unfavorably impacted net sales by $31.8 million.
Overall sales realizations for concentrated phosphates, particularly
DAP, declined five percent compared to the prior year, which
unfavorably impacted net sales by $35.7 million. In addition, the
Company's strategic decision to phase out export sales of rock resulted
in a $27.9 million decrease in net sales. This action is being taken
to maximize relative values of rock and concentrated phosphates by
utilizing high-quality reserves for internal upgrading.
Gross margins for the nine months declined 21 percent from $344.1
million, before special one-time charges of $6.9 million, in the prior
year nine-month period compared to $273.1 million in the current year,
mainly due to the lower volumes and sales realizations discussed above.
IMC Kalium Operations
IMC Kalium's net sales increased 10 percent to $374.4 million in the
current nine-month period from $339.1 million in the prior year nine-
month period. Overall potash sales volumes increased seven percent
compared to the prior year. Higher international sales volumes mainly
due to increased sales to China favorably impacted net sales by $19.9
million. Higher domestic volumes, which were mainly the result of the
successful spring fill program, in anticipation of the previously-
announced March 1 price increase, and higher sales to industrial
customers, favorably impacted net sales by $8.3 million. In addition,
a three percent overall improvement in average sales realizations
contributed $7.1 million to net sales.
Gross margins increased 10 percent to $136.7 million for the nine
months from $124.4 million, before special one-time charges of $7.9
million, one year ago. In addition to the price and volume impacts
discussed above, margins were further impacted by lower overall
production costs due to lower provincial resource taxes, benefits
realized from the renegotiation of transportation terms and changes in
product mix. These cost savings were partially offset by the costs
associated with the temporary shutdown of IMC Kalium's Canadian mines
to reduce high inventory levels in the first half of fiscal 1997 which
resulted from wet spring weather at the end of fiscal 1996.
<PAGE>
IMC AgriBusiness Operations
IMC AgriBusiness' net sales decreased three percent to $370.9
million in the nine-month period as compared to $384.3 million for the
same prior year period. Lower sales volumes of DAP, potash and mixed
goods reduced revenues by $35.4 million. These volume decreases were
partially offset by higher ammonia, chemical, and other fertilizer
volumes coupled with increased sales of seed products, which favorably
impacted revenues by $8.6 million. Higher average sales realizations
also favorably impacted net sales by $13.4 million, mainly due to
management's allocation of business between the various channels of
distribution to maximize profits.
Despite decreased sales, gross margins increased nine percent from
$59.3 million, before special one-time charges of $5.5 million, in the
nine-month period one year ago to $64.4 million in the current nine-
month period. This was mainly due to increased sales realizations,
which were partially offset by the impact of lower volumes and higher
costs, due mainly to higher input costs.
Other
The remaining increases in net sales and margins for the nine months
ended March 31, 1997, as compared to the prior year, were primarily the
result of the Feed Ingredients acquisition and higher sales
realizations on IMC-Agrico Feed Ingredients' products.
The following table summarizes the Company's sales of crop nutrient
products and average selling prices for the nine months ended March 31:
1997 1996
------- -------
Sales volumes (in thousands
of short tons) a:
IMC-Agrico Crop Nutrients 5,323 5,862
IMC Kalium 5,728 5,347
Average price per ton b:
DAP $180 $189
Potash $ 66 $ 64
a Sales volumes include tons sold captively. IMC-Agrico Crop
Nutrients' volumes represent dry product tons, primarily DAP.
b Average prices represent sales made FOB mine/plant.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased $14.1
million, or nine percent, to $177.8 million for the nine months
compared to $163.7 million, before special one-time charges of $2.4
million, one year ago, primarily due to the inclusion of the results of
operations of businesses acquired during the current fiscal year and
those acquired during the last fiscal year, in the Company's current
year results of operations. Additionally, year-to-date results include
costs associated with increased sales volumes to The Home Depot and
Company-wide strategic sourcing and systems projects.
Other Income and Expense, Net
Other income and expense, net, for the nine months ended March 31,
1996 included $16.6 million of restructuring charges, as described in
Note 2, "Merger and Restructuring Charges," of Notes to Condensed
<PAGE>
Consolidated Financial Statements, which were partially offset by $12.4
million of gains from the sale of investments, as described in Note 5,
"Sales of Investments," of Notes to Condensed Consolidated Financial
Statements.
Interest Expense
Interest expense totaled $38.6 million in the current nine months,
down $11.4 million or 23 percent from the same period last year when
interest expense totaled $50.0 million. The decrease in interest
expense was a direct result of lower average overall credit line and
short-term borrowings as compared to the prior year nine-month period;
the refinancing of high-cost, long-term indebtedness in September 1996
at lower interest rates; and the redemption of convertible subordinated
notes in November 1996.
Income Taxes
The effective tax rate for the nine months was 36.5 percent,
compared to an effective tax rate of 37.5 percent, before special one-
time charges, one year ago.
Extraordinary Charge - Debt Retirement
See Note 6, "Extraordinary Charge - Debt Retirement," of Notes to
Condensed Consolidated Financial Statements.
Capital Resources and Liquidity
Liquidity and Operating Cash Flow
Cash and cash equivalents as of March 31, 1997 were $53.1 million
as compared to $9.6 million at June 30, 1996. Net cash inflows of
$318.4 million generated from operating activities coupled with $161.9
million net proceeds from borrowings under available credit facilities
were used to fund capital expenditures of $157.4 million, distributions
to Freeport-McMoRan Resource Partners, Limited Partnership (FRP) of
$171.6 million, common stock dividend payments of $22.6 million,
purchase of treasury stock of $79.8 million, and the acquisition of
several businesses of $11.4 million. The Company generates significant
cash from operations and has substantial borrowing capacity to meet its
operating and discretionary spending requirements.
Net cash provided by operating activities totaled $318.4 million for
the nine months ended March 31, 1997 versus $268.8 million for the same
period a year ago. Total working capital levels increased slightly,
mainly due to recording the sale of $43.0 million of receivables as
short-term debt pursuant to the requirements of Statement of Financial
Accounting Standard No. 125, coupled with the impact of the delay in
the spring planting season on inventory.
Net cash used in investing activities, for capital expenditures, for
the nine months ended March 31, 1997 and 1996 was $157.4 million and
$129.3 million, respectively. In addition, during the nine months
ended March 31, 1997, $11.4 million was used to acquire several retail
operations. During the same period in the prior year, $74.7 million
was used to acquire Feed Ingredients and several retail operations.
Net cash used in financing activities for the current nine-month
period was $107.0 million and $234.0 million for the same period one
year ago. Net debt proceeds for the nine months ended March 31, 1997
were $161.9 million while net payments of debt were $60.7 million
<PAGE>
during the same period in the prior year. Distributions to FRP
increased to $171.6 million during the nine months compared to $168.8
million for the same period one year ago, primarily as a result of
increased quarterly earnings of IMC-Agrico Company (IMC-Agrico) for the
applicable periods, which impacted cash distributions in the following
quarters. Dividends paid during the nine-month period ended March 31,
1997 and 1996 were $22.6 million and $28.1 million, respectively.
During the nine months ended March 31, 1997, $79.8 million was used to
purchase approximately 2.2 million shares of treasury stock.
The Company's working capital ratio at March 31, 1997 was 2.2:1
versus 2.5:1 at June 30, 1996. Debt, net of cash on hand, to total
capitalization improved to 37.3 percent from 39.5 percent at June 30,
1996, due in part to the redemption of certain high-cost debt. See
Note 6, "Extraordinary Charge-Debt Retirement," of Notes to Condensed
Consolidated Financial Statements.
Capital Expenditures
The Company estimates that its capital expenditures for fiscal 1997
will total approximately $260.0 million. The Company expects to
finance these expenditures primarily from operations. Pursuant to the
IMC-Agrico Partnership Agreement (Partnership Agreement), IMC-Agrico is
required to obtain the approval of the Policy Committee of IMC-Agrico
(which consists of two representatives each from the Company and FRP)
prior to making capital expenditures for expansion of its business in
any fiscal year in excess of $5.0 million (adjusted annually for
inflation). In the event that the Policy Committee fails to approve
future capital expenditures, IMC-Agrico's ability to expand its
business could be adversely affected.
Financing
On February 28, 1996, the Company entered into an unsecured credit
facility (Credit Facility) with a group of banks. Under the terms of
the Credit Facility, the Company and certain of its subsidiaries may
borrow up to $450.0 million under a revolving credit facility which
matures on March 1, 1999 and $50.0 million under a long-term credit
facility which matures on March 2, 2001. In addition, the Company has
available approximately $280.0 million under uncommitted money market
lines. On May 12, 1997, the Company and its subsidiaries had borrowed
$75.0 million under the revolving credit facility, $46.9 million under
the long-term credit facility and $217.7 million under the money market
lines. Additionally, $33.3 million was drawn under the Credit Facility
as letters of credit principally to support industrial revenue bonds
and other debt and credit risk guarantees.
IMC-Agrico has several agreements with a group of banks to provide
it with an aggregate revolving credit facility of $125.0 million
(collectively, IMC-Agrico Revolving Credit Facility or Agreements)
maturing June 1997, July 1997 and February 1998. The IMC-Agrico
Revolving Credit Facility has a letter of credit subfacility for up to
$25.0 million. Borrowings under the IMC-Agrico Revolving Credit
Facility are unsecured with a negative pledge on substantially all of
IMC-Agrico's assets and bear interest at rates based on a base rate or
an adjusted Eurodollar rate. The Agreements have restrictive covenants
including minimum net Partners' capital, fixed charge and current ratio
requirements; place limitations on indebtedness of IMC-Agrico; and
restrict the ability of IMC-Agrico to make cash distributions in excess
<PAGE>
of Distributable Cash (as defined in the Partnership Agreement). The
Agreements require IMC-Agrico to repay all revolving loans for a
minimum of 30 consecutive days within each calendar year. In addition,
pursuant to the Partnership Agreement, IMC-Agrico is required to obtain
the approval of the Policy Committee of IMC-Agrico prior to incurring
more than an aggregate of $5.0 million (adjusted annually for
inflation) in indebtedness (excluding a total of $125.0 million of
indebtedness under the IMC-Agrico Revolving Credit Facility).
On May 12, 1997, IMC-Agrico had drawn $8.7 million under the letter
of credit subfacility and had borrowings of $74.9 million under the
remainder of the IMC-Agrico Revolving Credit Facility. At March 31,
1997, $86.9 million of the borrowings under the IMC-Agrico Revolving
Credit Facility were classified as long-term debt because IMC-Agrico
has the intent and ability to refinance these amounts on a long-term
basis.
Under an agreement with a financial institution, IMC-Agrico may
sell, on an ongoing basis, an undivided percentage interest in a
designated pool of receivables in an amount not to exceed $65.0
million. At March 31, 1997, IMC-Agrico had sold $43.0 million of such
receivable interests, which are classified as short-term debt in the
Condensed Consolidated Balance Sheet.
In September 1996, the Company completed a tender offer to purchase
portions of its high-cost senior notes. See Note 6, "Extraordinary
Charge - Debt Retirement," of Notes to Condensed Consolidated Financial
Statements.
In November 1996, the Company completed the redemption of its
outstanding $114.9 million convertible subordinated notes. See Note 6,
"Extraordinary Charge - Debt Retirement," of Notes to Condensed
Consolidated Financial Statements.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings.1
Sterlington Litigation
- ----------------------
As described in the Company's Annual Report on Form 10-K for the
fiscal year ended June 30, 1996 (Form 10-K), Angus Chemical Company
(Angus) and the Company are involved in various litigation arising out
of the May 1991 explosion at a nitroparaffins plant located in
Sterlington, Louisiana. Angus wants the Company to assume
responsibility for a class action lawsuit currently pending in
Louisiana against the Company, Angus, and other defendants for injuries
arising out of the explosion, and to reimburse Angus for amounts Angus
has paid for settled claims in connection with the Sterlington
explosion. In March 1997, the Company settled the action Angus filed
in Texas state court with respect to claims for contribution and
indemnity for amounts Angus paid for settled claims in connection with
the Sterlington explosion. In addition, in March 1997 the Company
obtained a summary judgment dismissing Angus' claims filed in federal
court in Louisiana which sought reimbursement for amounts allegedly
expended to remediate certain environmental sites at the Sterlington
plant. Angus has filed an appeal of this judgment with the U.S. Court
of Appeals for the Fifth Circuit.
<PAGE>
Management of Residual Materials
- --------------------------------
As described on Form 10-K, the Saskatchewan Department of
Environmental and Resource Management (the Department) published
regulations requiring all potash mine operators to submit facility
decommissioning and reclamation plans for approval of the Department
and to provide assurances that the plans will be carried out. On April
18, 1997, the Company filed decommissioning and reclamation plans with
the Department pursuant to the regulations. The Company is currently
in discussions regarding the decommissioning and reclamation plans.
Pending completion of these discussions, the Company is unable to
predict with certainty the financial impact on the Company of any
required decommissioning and reclamation.
Other
- -----
In the ordinary course of its business, the Company is and will
from time to time be involved in routine litigation.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
Exhibit
No. Description
----------
----------------------------------------------
11.3 Fully diluted earnings per share computation for the
three and nine months ended March 31, 1997
27 Financial Data Schedule
(b) No Reports on Form 8-K were filed during the quarter.
* * * * * * * * * * * * * * * *
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.
IMC GLOBAL INC.
/s/ Anne M. Scavone
----------------------------------
Anne M. Scavone
Corporate Controller
(on behalf of the Registrant and as
Chief Accounting Officer)
Date: May 14, 1997
EXHIBIT 11.3
EARNINGS (LOSS) PER SHARE
FULLY DILUTED COMPUTATION
FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 1997 AND 1996
(IN MILLIONS EXCEPT SHARE AND PER SHARE AMOUNTS)
Three Months Ended Nine Months Ended
March 31, March 31,
----------------------- ----------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
Basis for computation of
fully diluted earnings
per share:
Earnings before extra-
ordinary item, as
reported $ 39.1 $ (8.3) $ 116.2 $ 77.9
Add interest charges
on convertible debt - 1.8 - 5.4
Less provision for taxes - (.7) - (2.1)
---------- ---------- ---------- ----------
Earnings before extra-
ordinary item, as
adjusted 39.1 (7.2) 116.2 81.2
Extraordinary charge
- debt retirement - - 8.1 -
---------- ---------- ---------- ----------
Net earnings applicable
to common stock $ 39.1 $ (7.2) $ 108.1 $ 81.2
========== ========== ========== ==========
Number of shares:
Weighted average
shares outstanding 96,335,522 93,347,935 95,090,359 92,673,346
Conversion of
convertible sub-
ordinated notes
into common stock - 3,620,354 - 3,621,418
Additional common
stock equivalents - - - 61,671
---------- ---------- ---------- ----------
Total common and
common equivalent
shares assuming
full dilution 96,335,522 96,968,289 95,090,359 96,356,435
========== ========== ========== ==========
Fully diluted earnings
per share:
Earnings before
extraordinary item $ .41 $ (.07) $ 1.22 $ .84
Extraordinary charge
- debt retirement - - (.09) -
---------- ---------- ---------- ----------
Net earnings $ .41 $ (.07) $ 1.13 $ .84
========== ========== ========== ==========
This calculation is submitted in accordance with Regulation S-K item
601(b)(11). However, under APB Opinion No. 15, calculation of fully
diluted earnings per share would exclude the conversion of convertible
securities which would have an antidilutive effect on earnings per
share for each period.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 11,000
<SECURITIES> 42,100
<RECEIVABLES> 323,000
<ALLOWANCES> 9,100
<INVENTORY> 681,900
<CURRENT-ASSETS> 1,117,300
<PP&E> 4,277,500
<DEPRECIATION> 1,897,500
<TOTAL-ASSETS> 3,675,100
<CURRENT-LIABILITIES> 503,500
<BONDS> 760,200
<COMMON> 101,700
0
0
<OTHER-SE> 1,172,700
<TOTAL-LIABILITY-AND-EQUITY> 3,675,100
<SALES> 1,933,800
<TOTAL-REVENUES> 1,933,800
<CGS> 1,422,300
<TOTAL-COSTS> 1,600,100
<OTHER-EXPENSES> 112,200
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 38,600
<INCOME-PRETAX> 182,900
<INCOME-TAX> 66,700
<INCOME-CONTINUING> 116,200
<DISCONTINUED> 0
<EXTRAORDINARY> 8,100
<CHANGES> 0
<NET-INCOME> 108,100
<EPS-PRIMARY> 1.13
<EPS-DILUTED> 1.13
</TABLE>
