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Section 1: 8-K (8-K)

Document


 
 
 
 
 
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 
Date of Report (Date of earliest event reported)
December 8, 2017
 

Oil-Dri Corporation of America
(Exact name of registrant as specified in its charter) 
 
Delaware
 
001-12622
 
36-2048898
(State or other jurisdiction of
incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)
410 North Michigan Avenue
Suite 400
Chicago, Illinois
 
60611-4213
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code
(312) 321-1515
Not applicable
(Former name or former address, if changed since last report.) 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company   ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨
 
 
 
 
 






 
Item 2.02
Results of Operations and Financial Condition.
 
On December 8, 2017, Oil-Dri Corporation of America (the “Registrant”) issued a press release announcing its results of operations for its first quarter ended October 31, 2017. A copy of the press release is attached as Exhibit 99.1 and the information contained therein is incorporated herein by reference. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), and it shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 
Item 9.01
Financial Statements and Exhibits.
 
(d)
Exhibits
Exhibit
 
 
Number
 
Description of Exhibits
 
 
 
99.1

 
Press Release of the Registrant dated December 8, 2017






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 hereunto duly authorized.
 
 
OIL-DRI CORPORATION OF AMERICA
 
 
 
 
By:
/s/   Douglas A. Graham
 
 
 
Douglas A. Graham
 
 
Vice President and General Counsel
 
Date: December 8, 2017






Exhibit Index
 
Exhibit
 
 
Number
 
Description of Exhibits
 
 
 
99.1

 



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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
391395624_oildrilogo_imagea11.gif
410 N. Michigan Ave. Chicago, Illinois 60611, U.S.A

News Announcement
For Immediate Release
 
Exhibit 99.1

Oil-Dri Announces First Quarter Fiscal 2018 Results

CHICAGO-(December 8, 2017)-Oil-Dri Corporation of America (NYSE: ODC), producer and marketer of sorbent mineral products supplying pet care, animal health, fluids purification, agricultural ingredient, sports field, industrial and automotive markets, today announced its first quarter fiscal 2018 earnings.

Oil-Dri reported the following key metrics (As of October 31, 2017, compared to the same period of the prior year):

Net sales of $66,646,000, flat
Net income of $3,050,000, up 52%
Earnings per diluted share of $0.41, up 46%

Business-to-Business Products Group
Net sales of $27,087,000, down 1%
Segment operating income of $8,876,000, down 6%

Retail and Wholesale Products Group
Net sales of $39,559,000, up 1%
Segment operating income of $2,365,000, compared to a loss

President and Chief Executive Officer, Daniel S. Jaffee stated, We are pleased that sales of our private label lightweight scoopable litter products continued to see strong growth compared to the first quarter of last year. This gain can be directly attributed to both new distribution and increased sales to existing retail customers. First quarter results were notably impacted by an approximate $3,200,000 reduction in advertising expenses. As we hone our focus on the promotion of all lightweight litter products in the balance of fiscal 2018, we expect advertising expense levels similar to that of fiscal year 2017. For more detailed information on our first quarter 2018 results, please review our Form 10-Q that was filed today and join us for our next earnings teleconference on December 11th. Call details are available on our website’s ‘Events’ page.









 
Reagan B. Culbertson
Investor Relations Manager
Oil-Dri Corporation of America
reagan.culbertson@oildri.com
(312) 706-3256


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###

While Oil-Dri’s founding product was granular clay floor absorbents, it has since greatly diversified its portfolio. The Company’s mission to Create Value from Sorbent Minerals is supported by its wide array of consumer and business to business product offerings. In 2016, Oil-Dri celebrated its seventy-fifth year of business and looks forward to the next milestone.
 

The Company will host its first quarter fiscal 2018 earnings teleconference on Monday, December 11, 2017 and its second quarter teleconference on Monday, March 12, 2018. Both teleconferences will commence at 10:00 am, Central Time. Dial-in details will be communicated via web alert approximately one week prior to the calls.

Oil-Dri will host its Annual Meeting of Stockholders on Tuesday, December 12, 2017 starting at 9:30 am, Central Time. The meeting will be held at The Standard Club, 320 South Plymouth Court, Chicago, Illinois 60604. The record date for voting eligibility at the Annual Meeting was October 16, 2017.
 
“Oil-Dri” is a registered trademark of Oil-Dri Corporation of America.
 
Certain statements in this press release may contain forward-looking statements that are based on our current expectations, estimates, forecasts and projections about our future performance, our business, our beliefs, and our management’s assumptions. In addition, we, or others on our behalf, may make forward-looking statements in other press releases or written statements, or in our communications and discussions with investors and analysts in the normal course of business through meetings, webcasts, phone calls, and conference calls. Words such as “expect,” “outlook,” “forecast,” “would,” “could,” “should,” “project,” “intend,” “plan,” “continue,” “believe,” “seek,” “estimate,” “anticipate,” “may,” “assume,” or variations of such words and similar expressions are intended to identify such forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
 
Such statements are subject to certain risks, uncertainties and assumptions that could cause actual results to differ materially including, but not limited to, the dependence of our future growth and financial performance on successful new product introductions, intense competition in our markets, volatility of our quarterly results, risks associated with acquisitions, our dependence on a limited number of customers for a large portion of our net sales and other risks, uncertainties and assumptions that are described in Item 1A (Risk Factors) of our most recent Annual Report on Form 10-K and other reports we file with the Securities and Exchange Commission. Should one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, intended, expected, believed, estimated, projected or planned. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except to the extent required by law, we do not have any intention or obligation to update publicly any forward-looking statements after the distribution of this press release, whether as a result of new information, future events, changes in assumptions, or otherwise.


2
 
Reagan B. Culbertson
Investor Relations Manager
Oil-Dri Corporation of America
reagan.culbertson@oildri.com
(312) 706-3256


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CONSOLIDATED STATEMENTS OF INCOME
 
 
 
 
(in thousands, except per share amounts)
 
 
 
 
 
 
(unaudited)
 
 
 
 
 
 
 
 
First Quarter Ended October 31
 
2017
 
% of Sales

 
2016
 
% of Sales

Net Sales
$
66,646

 
100.0
 %
 
$
66,612

 
100.0
 %
Cost of Sales
(47,677
)
 
(71.5
)%
 
(45,887
)
 
(68.9
)%
Gross Profit
18,969

 
28.5
 %
 
20,725

 
31.1
 %
Selling, General and Administrative Expenses
(15,053
)
 
(22.6
)%
 
(17,679
)
 
(26.5
)%
Operating Income
3,916

 
5.9
 %
 
3,046

 
4.6
 %
Interest Expense
(201
)
 
(0.3
)%
 
(251
)
 
(0.4
)%
Other Income (Loss)
124

 
0.2
 %
 
(116
)
 
(0.2
)%
Income Before Income Taxes
3,839

 
5.8
 %
 
2,679

 
4.0
 %
Income Tax (Expense) Benefit
(789
)
 
(1.2
)%
 
(670
)
 
(1.0
)%
Net Income
$
3,050

 
4.6
 %
 
$
2,009

 
3.0
 %
Net Income Per Share:
 
 
 
 
 
 
 
Basic Common
$
0.45

 
 
 
$
0.30

 
 
Basic Class B Common
$
0.34

 
 
 
$
0.23

 
 
Diluted Common
$
0.41

 
 
 
$
0.28

 
 
Average Shares Outstanding:
 
 
 
 
 
 
 
Basic Common
5,025

 
 
 
5,004

 
 
Basic Class B Common
2,090

 
 
 
2,067

 
 
Diluted Common
7,211

 
 
 
7,138

 
 
 
 
 
 
 
 
 
 

3
 
Reagan B. Culbertson
Investor Relations Manager
Oil-Dri Corporation of America
reagan.culbertson@oildri.com
(312) 706-3256


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CONSOLIDATED BALANCE SHEETS
 
 
 
 
(in thousands, except per share amounts)
 
 
 
 
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
As of October 31
 
 
2017
 
2016
Current Assets
 
 
 
 
Cash and Cash Equivalents
 
$
8,401

 
$
15,991

Short-term Investments
 
18,133

 
5,359

Accounts Receivable, Net
 
32,054

 
30,971

Inventories
 
22,759

 
23,567

Prepaid Expenses (1)
 
7,554

 
6,227

Total Current Assets
 
88,901

 
82,115

Property, Plant and Equipment, Net
 
84,251

 
81,688

Other Assets (1)
 
33,765

 
36,264

Total Assets
 
$
206,917

 
$
200,067

 
 
 
 
 
Current Liabilities
 
 
 
 
Current Maturities of Notes Payable
 
$
3,083

 
$
3,083

Accounts Payable
 
7,828

 
6,910

Dividends Payable
 
1,559

 
1,479

Accrued Expenses
 
15,277

 
15,855

Total Current Liabilities
 
27,747

 
27,327

Noncurrent Liabilities
 
 
 
 
Notes Payable
 
6,085

 
9,140

Other Noncurrent Liabilities
 
44,975

 
46,826

Total Noncurrent Liabilities
 
51,060

 
55,966

Stockholders' Equity
 
128,110

 
116,774

Total Liabilities and Stockholders' Equity
 
$
206,917

 
$
200,067

 
 
 
 
 
Book Value Per Share Outstanding
 
$
18.01

 
$
16.51

 
 
 
 
 
Acquisitions of:
 
 
 
 
Property, Plant and Equipment
First Quarter
$
4,045

 
$
4,295

 
Year To Date
$
4,045

 
$
4,295

Depreciation and Amortization Charges
First Quarter
$
3,192

 
$
3,159

 
Year To Date
$
3,192

 
$
3,159


(1) Prior year amounts have been retrospectively adjusted to conform to the current year presentation of current deferred income taxes required by new guidance under Accounting Standards Codification (ASC) 740, Balance Sheet Classification of Deferred Taxes.

4
 
Reagan B. Culbertson
Investor Relations Manager
Oil-Dri Corporation of America
reagan.culbertson@oildri.com
(312) 706-3256


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CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
(in thousands)
 
 
 
(unaudited)
 
 
 
 
 
 
 
 
For the Three Months Ended
 
October 31
 
2017
 
2016
CASH FLOWS FROM OPERATING ACTIVITIES
 
 
 
Net Income
$
3,050

 
$
2,009

Adjustments to reconcile net income to net cash
 
 
 
provided by operating activities, net of acquisition:
 
 
 
Depreciation and Amortization
3,192

 
3,159

     Decrease (Increase) in Accounts Receivable
718

 
(688
)
     Increase in Inventories
(154
)
 
(367
)
     (Decrease) Increase in Accounts Payable
(825
)
 
476

     Decrease in Accrued Expenses
(3,275
)
 
(3,592
)
     Increase in Pension and Postretirement Benefits
334

 
464

Other
(472
)
 
(136
)
Total Adjustments
(482
)
 
(684
)
Net Cash Provided by Operating Activities
2,568

 
1,325

 
 
 
 
CASH FLOWS FROM INVESTING ACTIVITIES
 
 
 
Capital Expenditures
(4,045
)
 
(4,295
)
Net Purchase of Investment Securities
5,468

 
4,827

Other
8

 
1

Net Cash Provided by Investing Activities
1,431

 
533

 
 
 
 
CASH FLOWS FROM FINANCING ACTIVITIES
 
 
 
Principal Payments on Long-Term Debt
(3,083
)
 
(3,083
)
Dividends Paid
(1,553
)
 
(1,477
)
Purchase of Treasury Stock
(27
)
 
(122
)
Other
0

 
128

Net Cash Used in Financing Activities
(4,663
)
 
(4,554
)
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
(30
)
 
58

 
 
 
 
Net Decrease in Cash and Cash Equivalents
(694
)
 
(2,638
)
Cash and Cash Equivalents, Beginning of Period
9,095

 
18,629

Cash and Cash Equivalents, End of Period
$
8,401

 
$
15,991



5
 
Reagan B. Culbertson
Investor Relations Manager
Oil-Dri Corporation of America
reagan.culbertson@oildri.com
(312) 706-3256

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