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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest
event reported) January 28, 1997
Tambrands Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-8714 (13-1366500)
(State of (Commission File Number) (IRS Employer
incorporation) Identification No.)
777 Westchester Avenue, White Plains, New York 10604
(Address of principal executive offices) (Zip Code)
(914) 696-6000
(Registrant's telephone number,
including area code)
N/A
(Former name or former address, if changed since last report)
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Items 1-4. Not Applicable.
Item 5. Other Events.
The Company issued a press release on January 28,
1997.
Information Concerning Forward-Looking Statements.
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Statements contained in the above-mentioned press release other than
matters of historical fact are forward-looking statements, and are made based on
management's expectations and beliefs concerning future developments and their
potential effect on the Company. There can be no assurance that future
developments will be in accordance with management's expectations or that the
effect of future developments on the Company will be those anticipated by
management. Among the factors that could cause actual results to differ
materially from such forward-looking statements are the following:
- competitive pressures, including new product developments or
increased advertising or promotional activity by existing or new
competitors or growth in the private label tampon segment;
- the market reception given the Company's new products, including
TAMPAX NATURALS;
- changes in the market for raw or packaging materials, which could
impact the Company's manufacturing costs;
- changes in the pricing of the products of the Company or its
competitors;
- changes in consumer preferences affecting the usage of tampons;
- the loss of a significant customer;
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- the costs and uncertainties associated with implementation of
actions resulting from the Company's ongoing evaluation of its
business strategies and organizational structures;
- production delays or inefficiencies;
- the costs and other effects of legal and administrative cases and
proceedings, settlements and investigations;
- real or perceived safety or quality issues with respect to the
Company's products, whether arising from tampering or otherwise;
and
- changes in U.S. or international economic or political conditions,
such as inflation or fluctuations in interest or foreign exchange
rates.
While the Company periodically reassesses material trends and
uncertainties affecting the Company's results of operations and financial
condition in connection with its preparation of management's discussion and
analysis of results of operations and financial condition contained in its
quarterly and annual reports, the Company does not intend to review or revise
any particular forward-looking statement in light of future events.
Item 6. Not Applicable.
Item 7. Exhibits.
99.1 Press Release of the Company dated
January 28, 1997.
Item 8. Not Applicable.
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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.
Tambrands Inc.
By /s/Susan J. Riley
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Name: Susan J. Riley
Title: Senior Vice President --
Chief Financial Officer
Date: January 29, 1997
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EXHIBIT INDEX
Sequentially
Exhibit No. Description Numbered Page
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99.1 Press Release of the Company
dated January 28, 1997
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EXHIBIT 99.1
[LETTERHEAD OF TAMBRANDS]
Investor Contact: Media Contact:
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Kathy Brooks Makrakis Janey M. Loyd
(914) 696-6509 (914) 696-6330
FOR IMMEDIATE RELEASE (TUESDAY, JANUARY 28, 1997)
- -------------------------------------------------
TAMBRANDS ANNOUNCES 1996 FOURTH-QUARTER
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AND FULL-YEAR RESULTS IN LINE WITH EXPECTATIONS
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White Plains, NY, January 28, 1997 -- Tambrands Inc. (NYSE: TMB) today
reported sales and earnings in line with expectations for the fourth quarter and
the year ended December 31, 1996.
Net sales for the quarter were $156.7 million versus $161.7 million in the
fourth quarter of 1995. Sales declined due to lower worldwide volumes. Net
income was $23.9 million, or $.65 per share, compared to $23.0 million, or $.63
per share, in the fourth quarter of 1995.
"After a weak second quarter, largely attributable to intense price
competition in the U.S., Tambrands' business has trended upward with marked
improvement in the fourth quarter. Also, in the U.S., while not yet fully
reflected in shipment volume, both the Tampax market share and the tampon
category have strengthened resulting in stronger retail consumption. This
improvement, together with tighter expense controls, contributed to fourth
quarter earnings growth," commented Edward T. Fogarty, Tambrands' Chairman and
Chief Executive Officer. "In addition, we launched several important strategic
initiatives during the year to drive and sustain long-term growth, including
implementing a major restructuring program, expanding our international
distribution alliance with Molnlycke, and introducing five new Tampax products
into 14 markets around the world."
In the third quarter of 1996, as previously announced, Tambrands created a
new global organizational structure and began a major restructuring program
designed to rationalize global capacity and improve margins.
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[LOGO]
TAMBRANDS
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For the full-year 1996, net sales were $662.1 million, compared to $683.1
million for 1995. Net income for the year was $45.8 million, or $1.24 per share,
compared to $85.5 million, or $2.33 per share, in 1995. Excluding the previously
announced charges for restructuring in 1996 and a litigation reserve in 1995,
net income for 1996 would have been $82.8 million, or $2.25 per share, versus
$94.2 million, or $2.57 per share, in 1995.
The Company also announced that the Board of Directors today declared a
regular quarterly dividend of $.46 per share, payable on March 17, 1997 to
shareholders of record on March 3, 1997.
Tambrands has manufactured Tampax(R) tampons for 60 years, and today is the
worldwide market leader. Tampax tampons are sold in over 150 countries and are
used with confidence by millions of women.
A summary of consolidated operating results for the three months and year
ended December 31, 1996 is attached.
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TAMBRANDS INC.
CONSOLIDATED INCOME STATEMENTS
3 Months and 12 Months Ended December 31
(In thousands, 3 Months Ended 12 Months Ended
except per share December 31 Percent December 31 Percent
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figures) 1996 1995 Change 1996 1995 Change
-------- ------- ------ -------- -------- -------
NET SALES $156,692 $161,691 (3) $662,112 683,092 (3)
COST OF
PRODUCTS SOLD 55,777 56,605 (1) 226,348 231,625 (2)
-------- ------- -------- --------
GROSS PROFIT 100,915 105,086 (4) 435,764 451,467 (3)
SELLING, ADMIN. AND
GENERAL:
MARKETING, SELLING
AND DISTRIBUTION 51,621 55,378 (7) 248,644 238,558 4
ADMIN. AND GENERAL 9,506 11,223 (15) 48,625 52,546 (7)
RESTRUCTURING
CHARGE - - - 46,221 - 100
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61,127 66,601 (8) 343,490 291,104 18
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OPERATING INCOME 39,788 38,485 3 92,274 160,363 (42)
INTEREST,
NET AND OTHER (2,379) (2,303) 3 (8,949) (9,632) (7)
LITIGATION CHARGE - - - - (11,396) (100)
-------- --------- -------- --------
INCOME BEFORE
PROVISION FOR INCOME
TAXES 37,409 36,182 3 83,325 139,335 (40)
PROVISION FOR
INCOME TAXES 13,503 13,225 2 37,522 53,813 (30)
-------- -------- -------- -------
NET INCOME $ 23,906 $ 22,957 4 $ 45,803 $85,522 (46)
======== ======== ======== =======
NET INCOME
PER COMMON SHARE $ 0.65 $ 0.63 3 $ 1.24 $ 2.33 (47)
======== ======== ======== =======
AVG. SHARES
OUTSTANDING 36,901 36,697 36,842 36,671
