<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
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FOR THE QUARTER ENDED COMMISSION FILE NUMBER
SEPTEMBER 30, 1996 1-10269
ALLERGAN, INC.
A DELAWARE CORPORATION IRS EMPLOYER IDENTIFICATION
95-1622442
2525 DUPONT DRIVE, IRVINE, CALIFORNIA 92612
TELEPHONE NUMBER 714/752-4500
Indicate by a 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.
(1) X yes no
------- -------
(2) X yes no
------- -------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
As of October 25, 1996 there were 65,466,093 shares of common stock
outstanding.
1
<PAGE> 2
ALLERGAN, INC.
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1996
INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
(A) Consolidated Statements of Earnings - 3
Three Months and Nine Months Ended
September 30, 1996 and 1995
(B) Consolidated Balance Sheets - 4
September 30, 1996 and December 31, 1995
(C) Consolidated Statements of Cash Flows - 5
Nine Months Ended September 30, 1996 and 1995
(D) Notes to Consolidated Financial Statements 6
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 7-10
PART II - OTHER INFORMATION
ITEM 5 11
ITEM 6 12
Signature 13
Exhibits
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
Allergan, Inc.
Consolidated Statements of Earnings
(In millions, except per share amounts)
<TABLE>
<CAPTION>
Three months Nine months
ended September 30, ended September 30,
------------------- -------------------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net Sales $287.5 $273.6 $835.2 $764.1
Operating costs and expenses:
Cost of sales 99.7 83.6 282.7 236.4
Selling, general and
administrative 111.3 112.0 348.8 331.9
Research and development 26.9 27.9 81.2 79.9
Restructuring charge 28.5 -- 62.7 --
Asset write-offs 0.3 -- 7.0 --
Contribution to ALRT -- -- -- 50.0
------ ------ ------ ------
266.7 223.5 782.4 698.2
------ ------ ------ ------
Operating income (loss) 20.8 50.1 52.8 65.9
Nonoperating income (expense):
Interest income 5.8 2.3 10.7 7.3
Interest expense (3.1) (4.7) (9.9) (10.2)
Other, net 0.7 1.2 3.6 6.0
------ ------ ------ ------
3.4 (1.2) 4.4 3.1
------ ------ ------ ------
Earnings (loss) from operations
before income taxes and
minority interest 24.2 48.9 57.2 69.0
Provision for income taxes 7.0 14.4 16.6 35.0
Minority interest (0.1) 0.3 (0.5) 1.1
------ ------ ------ ------
Net Earnings (Loss) $ 17.3 $ 34.2 $ 41.1 $ 32.9
====== ====== ====== ======
Net Earnings (Loss) Per Common Share $ 0.26 $ 0.53 $ 0.62 $ 0.51
====== ====== ====== ======
Weighted Average Common
Shares Outstanding 66.2 65.1 65.9 64.7
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE> 4
Allergan, Inc.
Consolidated Balance Sheets
(In millions, except share data)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and equivalents $ 136.0 $ 102.3
Trade receivables, net 220.6 205.7
Inventories 133.1 120.8
Other current assets 108.6 93.5
-------- --------
Total current assets 598.3 522.3
Investments and other assets 159.9 160.8
Property, plant and equipment, net 348.3 357.5
Goodwill and intangibles, net 249.0 275.7
-------- --------
Total assets $1,355.5 $1,316.3
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable $ 66.9 $ 58.5
Accounts payable 55.5 58.7
Accrued expenses 186.7 173.1
Income taxes 37.2 41.3
-------- --------
Total current liabilities 346.3 331.6
Long-term debt 239.3 266.7
Other liabilities 56.0 49.1
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value;
authorized 5,000,000 shares;
none issued -- --
Common stock, $.01 par value;
authorized 150,000,000 shares;
issued 67,258,000 and 67,319,000
shares 0.7 0.7
Additional paid-in capital 203.4 199.7
Foreign currency translation
adjustment 4.0 4.7
Other 1.4 (1.4)
Retained earnings 546.9 527.4
-------- --------
756.4 731.1
Less - treasury stock, at cost
(1,919,000 and 2,786,000 shares) (42.5) (62.2)
-------- --------
Total stockholders' equity 713.9 668.9
-------- --------
Total liabilities and
stockholders' equity $1,355.5 $1,316.3
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE> 5
Allergan, Inc.
Consolidated Statements of Cash Flows
(In millions)
<TABLE>
<CAPTION>
Nine months
ended September 30,
-------------------
1996 1995
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings (loss) $ 41.1 $ 32.9
Non-cash items included in net earnings:
Depreciation and amortization 53.8 43.6
Amortization of prepaid royalties 5.7 5.4
Deferred income taxes (0.4) (0.5)
Loss on sale of assets 0.5 1.3
Expense of compensation plans 1.4 2.1
Minority interest (0.5) 1.1
Restructuring charge 62.7 --
Asset write-offs 7.0 --
Changes in assets and liabilities:
Trade receivables (21.5) (18.4)
Inventories (16.0) (5.8)
Accounts payable (0.7) (15.5)
Accrued liabilities (24.2) (14.0)
Income taxes 4.7 (35.7)
Other (15.4) (19.6)
------- -------
Net cash provided by/(used in)
operating activities 98.2 (23.1)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, plant and equipment (40.0) (39.9)
Disposals of property, plant and equipment 3.7 0.9
Prepayments of royalties -- (14.6)
Acquisitions of businesses -- (109.5)
Other, net (9.9) (32.3)
------- -------
Net cash used in investing activities (46.2) (195.4)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends to stockholders (23.0) (22.2)
Net borrowings (repayments) under commercial
paper obligations (27.5) 112.2
Increase in notes payable 4.0 4.6
Sale of stock to employees 15.8 13.8
Proceeds from long term debt 18.8 69.0
Repayments of long term debt (9.7) (7.0)
Other financing 0.4 --
------- -------
Net cash provided by/(used in)
financing activities (21.2) 170.4
------- -------
Effect of exchange rates on cash and
equivalents 2.9 2.0
------- -------
Net increase/(decrease) in cash and equivalents 33.7 (46.1)
Cash and equivalents at beginning of period 102.3 130.7
------- -------
Cash and equivalents at end of period $ 136.0 $ 84.6
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE> 6
Allergan, Inc.
Notes to Consolidated Financial Statements
1. In the opinion of management, the accompanying consolidated financial
statements contain all adjustments necessary (consisting only of normal
recurring accruals) to present fairly the financial information contained
therein. These statements do not include all disclosures required by generally
accepted accounting principles and should be read in conjunction with the
audited financial statements of the Company for the year ended December 31,
1995. The results of operations for the nine months ended September 30, 1996
are not necessarily indicative of the results to be expected for the year ending
December 31, 1996. Earnings per common and common equivalent share were
computed by dividing net earnings by the weighted average number of common and
common equivalent shares outstanding during the respective periods.
2. Components of inventory were:
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- ------------
(in millions)
<S> <C> <C>
Finished goods $ 93.0 $ 83.0
Work in process 13.5 11.3
Raw materials 26.6 26.5
------ ------
Total $133.1 $120.8
====== ======
</TABLE>
3. Income taxes are determined using an estimated annual effective tax rate,
which is less than the U.S. Federal statutory rate, primarily because of lower
tax rates in Puerto Rico and in certain non U.S. jurisdictions. Withholding and
U.S. taxes have not been provided for unremitted earnings of certain non U.S.
subsidiaries because the Company expects that such earnings have been or will be
reinvested in operations, or will be offset by appropriate credits for foreign
income taxes paid.
4. The Company is involved in various litigation and claims arising in the
normal course of business. The Company's management believes that recovery or
liability with respect to these matters would not have a material adverse effect
on the consolidated financial position and results of operations of the Company.
5. On October 16, 1996 the Board of Directors declared a quarterly cash
dividend of $0.13 per share, payable December 9, 1996 to stockholders of record
on November 18, 1996.
6
<PAGE> 7
ALLERGAN, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1996
RESULTS OF OPERATIONS
- ---------------------
The following table compares 1996 and 1995 net sales by Product Line for the
third quarter and year-to-date periods:
<TABLE>
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
------------------- -------------------
(in millions)
Net Sales by Product Line: 1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Eye Care
Pharmaceuticals $102.7 $112.3 $308.8 $297.2
Surgical 46.9 47.5 134.5 136.0
Optical Lens Care 104.7 90.5 299.8 269.1
------ ------ ------ ------
254.3 250.3 743.1 702.3
Skin Care 16.0 11.1 44.2 27.4
Botox(R) 17.2 12.2 47.9 34.4
------ ------ ------ ------
Total Net Sales $287.5 $273.6 $835.2 $764.1
====== ====== ====== ======
</TABLE>
For the quarter ended September 30, 1996 total net sales increased 5% to $287.5
million as compared to the third quarter of 1995. Net sales for the nine
months ended September 30, 1996 were $835.2 million, or 9% greater than the
comparable 1995 amount. Sales growth excluding the impact of foreign exchange
between comparable periods was 7% for the third quarter and 11% for the nine
months ended September 30, 1996. Net sales in international markets were
$170.4 million or 59% of total net sales for the third quarter, and $495.4
million or 59% of total net sales for the nine months ended September 30, 1996.
In 1995, net sales in international markets were $152.5 million or 56% of total
net sales for the third quarter, and $426.6 million or 56% of total net sales
for the nine months ended September 30,1995.
During 1995, Allergan acquired five businesses. Results in the third quarter
of 1996 include sales of the Pilkington Barnes Hind contact lens care product
line with no comparable 1995 amounts. Sales from acquired businesses account
for the entire increase in sales in third quarter of 1996 and for the nine
months ended September 30, 1996.
For the three months ended September 30, 1996, Eye Care Pharmaceuticals sales
decreased 9% from the comparable 1995 period. For the nine months ended
September 30, 1996, such sales increased by 4% over the comparable 1995 period.
Sales in the United States decreased $13.8 million in the quarter and $23.9
million in the first nine months of 1996 primarily as a result of increased
generic intrusion and decreases in net realized prices of eye care products.
Price decreases are primarily the result of continued price discounting to
managed care organizations and government sponsored organizations which
represent an increasing portion of sales. Sales in international markets
increased by $4.2 million in the quarter and $35.5 million in the first nine
months of 1996. The nine month increase is primarily the result of sales of
products of Laboratorios Frumtost S.A. (acquired in 1995) totaling $21.3
million for the first six months of 1996.
7
<PAGE> 8
Allergan, Inc.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1996 (Continued)
RESULTS OF OPERATIONS (Continued)
- ---------------------------------
Surgical sales decreased 1% in the third quarter of 1996 and for the first nine
months of 1996 from the comparable periods in 1995. For the third quarter,
domestic sales decreased 8% while international sales increased 4% over the
third quarter of 1995. For the nine month period ended September 30, 1996,
domestic sales decreased 9% and international sales increased 7% compared to
the first nine months of 1995. Declines in cataract surgeries due to inclement
weather in the first quarter in the United States, together with the initiation
of a limited, voluntary recall of certain AMO(R) PhacoFlex II(R) Model SI-30
intraocular lenses ("IOLs") impacted 1996 operating results. Sales in
international markets increased primarily as a result of increased market
penetration in the sales of silicone IOLs, and phacoemulsification equipment
manufactured by Optical Micro Systems (OMS). OMS was acquired in January 1995.
Sales worldwide have been negatively impacted by decreases in average selling
prices of IOLs in 1996 compared to 1995 results.
Optical lens care sales of $104.7 million for the three months ended September
30, 1996 were 16% higher than the third quarter of 1995. Sales for the nine
months ended September 30, 1996 of $299.8 million increased by 11% compared to
1995 sales. Domestic optical sales increased by 14% in the third quarter and
by 13% in the first nine months of 1996 compared to comparable 1995 amounts.
Optical sales in international markets increased by 16% in the third quarter
and 11% in the first nine months of 1996 compared to comparable 1995 results.
Worldwide sales of Barnes Hind products contributed $12.9 million in the
quarter and $34.3 million in the first nine months of 1996, and accounted for
the increases in both domestic and international sales. The year-to-date
decrease in base business sales, excluding Barnes Hind products, was the result
of decreases in North America and Europe due to new private label competition
and the continuing market shift from traditional peroxide systems to more
convenient and lower priced one-bottle disinfection systems. In addition,
sales of a protein remover in Japan have decreased as a result of a competitive
product introduced in 1996.
Skin Care Pharmaceuticals third quarter 1996 sales were 44% higher than the
comparable quarter in 1995. Sales for the nine months ended September 30, 1996
were 61% higher than the comparable period in 1995. Sales of Herald Pharmacal
products contributed the majority of the nine month 1996 increases. Sales of
Azelex(R) cream, a new acne treatment introduced in 1996, contributed the
majority of the sales increase in the third quarter of 1996.
Botox(R) (Botulinum Toxin Type A) purified neurotoxin complex sales increased
by 41% in the third quarter and 39% in the first nine months of 1996 compared
to 1995 results. The increase was the result of strong growth in both the
United States and international markets.
Allergan's gross margin percentage for the third quarter of 1996 was 65.3% of
net sales, which represents a 4.1 percentage point decrease from the third
quarter of 1995. The gross margin percentage for the nine months ended
September 30, 1996 was 66.2% representing a 2.9 percentage point decrease from
the comparable 1995 percentage. The gross margin percentage declined in 1996
compared to 1995 primarily as a result of declines in
8
<PAGE> 9
Allergan, Inc.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1996 (Continued)
RESULTS OF OPERATIONS (Continued)
- ---------------------------------
margins in the contact lens care product line. Such declines were due, in
part, to lower margins in the recently acquired Barnes Hind product line.
Declines in eye care pharmaceutical margins, due in part to lower margins in
Frumtost products, also contributed to the decline in gross margin percentage.
Gross margin decreased in the third quarter of 1996. For the first nine months
of 1996, gross margin increased over the comparable 1995 period as a result of
the increase in net sales offset by the decrease in gross margin percentage.
Operating income was $20.8 million for the third quarter and $52.8 million for
the nine months ended September 30, 1996. Third quarter results in 1996
include special charges for restructuring costs of $28.5 million and asset
write-offs of $0.3 million. For the nine months ended September 30, 1996,
restructuring costs totaled $62.7 million and asset write-offs were $7.0
million. The nine month results for 1995 include a charge of $50.0 million for
a contribution to a new research and development company, Allergan Ligand
Retinoid Therapeutics, Inc. (ALRT). Excluding the impact of the special
charges in 1996 and the contribution to ALRT in 1995, operating income was
$49.6 million for the third quarter and $122.5 million for the nine months
ended September 30, 1996, compared to $50.1 million for the third quarter and
$115.9 million for the first nine months of 1995. The third quarter 1996
amount represents a 1% decrease while the nine month result reflects a 6%
increase in operating income compared to 1995 results. Operating income for the
third quarter of 1996, excluding the special charges in 1996 and 1995,
decreased from 1995 as a result of the decreased gross margin offset by
decreases in selling, general and administrative expense and research and
development. The decreases in expenses are the result of the restructuring
activities begun in the second quarter of 1996. Operating income for the nine
months ended September 30, 1996, excluding the special charges in 1996 and
1995, increased as a result of increased gross margin from increased sales.
Offsetting these increases were increased SG&A expenses relating primarily to
promotional activities and goodwill amortization related to acquired
businesses.
Net earnings were $17.3 million in the third quarter and $41.1 million for the
first nine months of 1996 compared to net earnings of $34.2 million for the
third quarter and $32.9 million for the first nine months of 1995. The impact
on 1996 amounts, net of applicable taxes, was $20.2 million in the third
quarter and $44.5 million for the first nine months from the restructuring
charge; and $0.2 million in the third quarter and $5.0 million for the nine
months from the asset write-offs. The 1995 amounts include the $50.0 million
charge for the contribution to ALRT. Excluding the impact on net earnings from
the restructuring charge and asset write-offs in 1996 and the contribution to
ALRT in 1995, net earnings for the third quarter were $37.7 million compared to
$34.2 million in 1995, and for the nine months ended September 30, 1996, net
earnings were $90.6 million compared to $82.9 million in 1995. Net earnings,
excluding the special charges in 1995 and 1996, increased in the third quarter
of 1996 as a result of an increase in interest income of $3.5 million and a
decrease in interest expense of $1.6 million, offset by an increase in income
taxes applicable to such increases in income. Interest income in the third
quarter of 1996 included a one-time amount of $3.1 million relating to income
tax refunds. For the nine months ended September 30, 1996, net
9
<PAGE> 10
Allergan, Inc.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1996 (Continued)
RESULTS OF OPERATIONS (Continued)
- ---------------------------------
earnings, excluding the special charges in 1995 and 1996, increased as a result
of an increase in operating income and interest income, offset by increases in
currency translation losses and income taxes.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
As of September 30, 1996, the Company had four long-term credit facilities and
a medium term note program. The credit facilities allow for borrowings of up
to $18.4 million through November 1996, and $27.5 million through 1999, $250.0
million through 2001, and $45.9 million through 2003. The note program allows
the Company to issue up to $200 million in notes. Borrowings under the credit
facilities are subject to certain financial and operating covenants, including
a requirement that the Company maintain certain financial ratios and other
customary covenants for credit facilities of similar kind. As of September 30,
1996, the Company had $83.2 million in borrowings under three of the credit
facilities and $85.0 million under the note program. As of September 30, 1996,
the Company has classified $49.0 million of its commercial paper borrowings and
$83.2 million borrowed under the credit facilities as a long-term debt based
upon the Company's ability to maintain such debt under terms of the credit
facilities described above. As of September 30, 1996, the Company had
commercial paper borrowings of $79.0 million.
The net cash provided by operating activities for the nine months ended
September 30, 1996 was $98.2 million compared with $23.1 million used in
operating activities for the respective 1995 period. Operating cash flow in
1995 was reduced primarily by the $50 million charge for the contribution to
ALRT. In addition, operating cash flow in 1995 was decreased as a result of a
significant reduction in income taxes payable. Most of the Company's existing
cash and equivalents are held by its non-U.S. subsidiaries and will be
reinvested in operations outside the United States.
The Company invested $40.0 million in new facilities and equipment during the
nine months ended September 30, 1996 compared to $39.9 million during the same
period in 1995. In 1995, the Company invested $109.5 million in the acquisition
of businesses including OMS, Laboratorios Frumtost S.A., and Herald Pharmacal.
Cash used in financing activities was $21.2 million in the nine months ended
September 30, 1996 compared to $170.4 million cash provided by financing
activities in 1995. The amounts include dividend outflows of $23.0 million in
1996 and $22.2 million in 1995. The 1995 amount includes net proceeds from
commercial paper and other debt of $178.8 million to provide cash to fund
acquisitions of businesses, the contribution to ALRT, and prepayments of
royalties.
10
<PAGE> 11
Allergan, Inc.
PART II - OTHER INFORMATION
Item 5. Other Information.
Annual Meeting
- --------------
The Company's next annual stockholders' meeting will be held on
Tuesday, April 22, 1997 at 10:00 A.M. at the Company's headquarters, Irvine,
California.
Nomination of Directors.
------------------------
The Restated Certificate of Incorporation of the Company provides that
any stockholder entitled to vote for the election of directors at a meeting may
nominate persons for election as directors only if written notice of such
stockholder's intent to make such nomination is given, either by personal
delivery or United States mail, postage prepaid, to Francis R. Tunney, Jr.,
Secretary, Allergan, Inc., 2525 Dupont Drive, Irvine, CA 92612. To be timely,
a stockholder's notice must be delivered to, or mailed and received at, the
address provided not less than 30 days nor more than 60 days prior to the
scheduled annual meeting, regardless of any postponements, deferrals or
adjournments of that meeting to a later date; provided, however, that if less
than 40 days' notice or prior public disclosure of the date of the scheduled
annual meeting is given or made, notice by the stockholder, to be timely, must
be so delivered or received not later than the close of business on the tenth
day following the earlier of the day on which such notice of the date of the
scheduled annual meeting was mailed or the day on which such public disclosure
was made. A stockholder's notice to the Secretary shall set forth (a) as to
each person whom the stockholder proposes to nominate for election or
re-election as a director, (i) the name, age, business address and residence
address of the person, (ii) the principal occupation or employment of the
person, (iii) the class and number of shares of capital stock of the Company
which are beneficially owned by the person, (iv) any other information relating
to the person that is required to be disclosed in solicitations for proxies for
election of directors pursuant to Rule 14a under the Securities Exchange Act of
1934, as amended; and (b) as to the stockholder giving the notice (i) the name
and address, as they appear on the Company's books, of the stockholder and (ii)
the class and number of shares of the Company's stock which are beneficially
owned by the stockholder on the date of such stockholder notice. The Company
may require any proposed nominee to furnish such other information as may be
reasonably required by the Company to determine the eligibility of such
proposed nominee to serve as director of the Company.
Other Business.
---------------
As of the date of this Quarterly Report on Form 10-Q, management knows
of one other matter that is expected to be brought before the stockholders at
the Annual Meeting, namely, approval of the continuation of the Company's
Shareholder Rights Plan, as amended by the Board of Directors on September 28,
1993 and as approved by the shareholders on April 19, 1994. If the
shareholders approve the proposal, the Plan will continue until the Annual
Meeting of Shareholders in the year 2000.
11
<PAGE> 12
Allergan, Inc.
Other Business. (Continued)
--------------
With respect to any additional matters, pursuant to the Company's
Restated Certificate of Incorporation only such business shall be conducted at
an annual meeting of stockholders as is properly brought before the meeting.
For business to be properly brought before an annual meeting by a stockholder,
in addition to any other applicable requirements, timely notice of the matter
must be first given to the Secretary of the Company. To be timely, written
notice must be received by the Secretary no less than 30 days nor more than 60
days prior to the meeting. If less than 40 days' notice or prior public
disclosure of the meeting has been given to stockholders, then notice of the
proposed business matter must be received by the Secretary not later than ten
days after the mailing of notice of the meeting or such public disclosure. Any
notice to the Secretary must include as to each matter the stockholder proposes
to bring before the meeting (a) a brief description of the proposal desired to
be brought before the meeting and the reason for conducting such business at
the annual meeting, (b) the name and record address of the stockholder
proposing such business and any other stockholders known by such stockholder to
be supporting such proposal, (c) the class and number of shares of the Company
which are beneficially owned by the stockholder on the date of such stockholder
notice and by other stockholders known by such stockholder to be supporting
such proposal on the date of such stockholder notice, and (d) any material
interest of the stockholder in such business.
Item 6. Exhibits and Reports on Form 8-K
- Exhibits
(numbered in accordance with Item 601 of Regulation S-K)
(11) Statement re Computation of Per Share Earnings
(27) Financial Data Schedules
- Reports on Form 8-K.
(1) None.
12
<PAGE> 13
SIGNATURE
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.
Date: November 6, 1996 ALLERGAN, INC.
/s/ A. J. MOYER
--------------------------------
A. J. Moyer
Corporate Vice President and
Chief Financial Officer
13
<PAGE> 1
ALLERGAN, INC.
EXHIBIT 11
COMPUTATION OF EARNINGS PER SHARE
Earnings per share of common stock, including common stock equivalents, have
been computed based on the following weighted average number of shares and net
earnings:
<TABLE>
<CAPTION>
Three Months Nine Months
Ended Ended
September 30, 1996 September 30, 1996
------------------ ------------------
(in millions, except per share amounts)
<S> <C> <C>
Weighted average number of shares
outstanding during the period 65.3 64.9
Weighted average number of additional
shares issuable in connection with
dilutive stock options based upon
use of the treasury stock method
and average market prices 0.9 1.0
----- -----
Weighted average number of common shares
including common stock equivalents 66.2 65.9
===== =====
Net Earnings for the period $17.3 $41.1
===== =====
Primary Earnings per Common Share $0.26 $0.62
===== =====
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED STATEMENT OF EARNINGS AND BALANCE SHEETS OF ALLERGAN, INC. AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH REPORT ON FORM 10-Q FOR THE
QUARTER ENDED SEPTEMBER 30, 1996.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<EXCHANGE-RATE> 1
<CASH> 136,000
<SECURITIES> 0
<RECEIVABLES> 228,400
<ALLOWANCES> 7,800
<INVENTORY> 133,100
<CURRENT-ASSETS> 598,300
<PP&E> 587,900
<DEPRECIATION> 239,600
<TOTAL-ASSETS> 1,355,500
<CURRENT-LIABILITIES> 346,300
<BONDS> 239,300
0
0
<COMMON> 700
<OTHER-SE> 713,200
<TOTAL-LIABILITY-AND-EQUITY> 1,355,500
<SALES> 835,200
<TOTAL-REVENUES> 835,200
<CGS> 282,700
<TOTAL-COSTS> 282,700
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 2,640
<INTEREST-EXPENSE> 9,900
<INCOME-PRETAX> 57,200
<INCOME-TAX> 16,600
<INCOME-CONTINUING> 41,100
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41,100
<EPS-PRIMARY> .62
<EPS-DILUTED> .62
</TABLE>
