UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(MARK ONE)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarter ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
c
For the transition period from to
Commission file number
(Exact name of registrant as specified in its charter)
|
||
(State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
(Address of principal executive offices)
Registrant’s telephone number, including area code: (
|
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
Name of each exchange on which registered |
|
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 twelve 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.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
|
☒ |
|
Accelerated filer |
|
☐ |
|
Non-accelerated filer |
|
☐ |
|
Smaller reporting company |
|
|
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of July 26, 2023, there were
TABLE OF CONTENTS
PART I
Item |
|
|
|
Page |
1. |
|
|
3 |
|
|
|
|
|
|
2. |
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
|
22 |
|
|
|
|
|
3. |
|
|
29 |
|
|
|
|
|
|
4. |
|
|
29 |
PART II
1. |
|
|
30 |
|
|
|
|
|
|
1A. |
|
|
31 |
|
|
|
|
|
|
2. |
|
|
31 |
|
|
|
|
|
|
5. |
|
|
31 |
|
|
|
|
|
|
6. |
|
|
32 |
|
|
|
|
|
|
2
PART I – FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In millions, except per share data)
|
Three Months Ended |
|
|
Six Months Ended |
|
|
||||||||||
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
||||
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
|
||||
Net Sales |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
Cost of sales |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross Profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Marketing expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling, general and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income from Operations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Equity in earnings of affiliates |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other income (expense), net |
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense |
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
Income before Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net Income |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares outstanding - Basic |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares outstanding - Diluted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income per share - Basic |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
Net income per share - Diluted |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
Cash dividends per share |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(In millions)
|
Three Months Ended |
|
|
Six Months Ended |
|
|
||||||||||
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
||||
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
|
||||
Net Income |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
Other comprehensive income, net of tax: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign exchange translation adjustments |
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
||
Defined benefit plan adjustments gain |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from derivative agreements |
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
|
||
Other comprehensive (loss) income |
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|||
Comprehensive income |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
||||
See Notes to Condensed Consolidated Financial Statements (Unaudited).
3
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions, except share and per share data)
|
June 30, |
|
|
December 31, |
|
||
|
2023 |
|
|
2022 |
|
||
Assets |
|
|
|
|
|
||
Current Assets |
|
|
|
|
|
||
Cash and cash equivalents |
$ |
|
|
$ |
|
||
Accounts receivable, less allowances of $ |
|
|
|
|
|
||
Inventories |
|
|
|
|
|
||
Other current assets |
|
|
|
|
|
||
Total Current Assets |
|
|
|
|
|
||
|
|
|
|
|
|
||
Property, Plant and Equipment, Net |
|
|
|
|
|
||
Equity Investment in Affiliates |
|
|
|
|
|
||
Trade Names and Other Intangibles, Net |
|
|
|
|
|
||
Goodwill |
|
|
|
|
|
||
Other Assets |
|
|
|
|
|
||
Total Assets |
$ |
|
|
$ |
|
||
|
|
|
|
|
|
||
Liabilities and Stockholders' Equity |
|
|
|
|
|
||
Current Liabilities |
|
|
|
|
|
||
Short-term borrowings |
$ |
|
|
$ |
|
||
Accounts payable |
|
|
|
|
|
||
Accrued expenses and other liabilities |
|
|
|
|
|
||
Income taxes payable |
|
|
|
|
|
||
Total Current Liabilities |
|
|
|
|
|
||
|
|
|
|
|
|
||
Long-term Debt |
|
|
|
|
|
||
Deferred Income Taxes |
|
|
|
|
|
||
Deferred and Other Long-term Liabilities |
|
|
|
|
|
||
Business Acquisition Liabilities |
|
|
|
|
|
||
Total Liabilities |
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|||
Stockholders' Equity |
|
|
|
|
|
||
Preferred Stock, $ |
|
|
|
|
|
||
Common Stock, $ |
|
|
|
|
|
||
Additional paid-in capital |
|
|
|
|
|
||
Retained earnings |
|
|
|
|
|
||
Accumulated other comprehensive loss |
|
( |
) |
|
|
( |
) |
Common stock in treasury, at cost: |
|
( |
) |
|
|
( |
) |
Total Stockholders' Equity |
|
|
|
|
|
||
Total Liabilities and Stockholders' Equity |
$ |
|
|
$ |
|
||
See Notes to Condensed Consolidated Financial Statements (Unaudited).
4
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)
(In millions)
|
Six Months Ended |
|
|||||
|
June 30, |
|
|
June 30, |
|
||
|
2023 |
|
|
2022 |
|
||
Cash Flow From Operating Activities |
|
|
|
|
|
||
Net Income |
$ |
|
|
$ |
|
||
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
||
Depreciation expense |
|
|
|
|
|
||
Amortization expense |
|
|
|
|
|
||
Deferred income taxes |
|
( |
) |
|
|
|
|
Equity in net earnings of affiliates |
|
( |
) |
|
|
( |
) |
Distributions from unconsolidated affiliates |
|
|
|
|
|
||
Non-cash compensation expense |
|
|
|
|
|
||
Other |
|
|
|
|
( |
) |
|
Change in assets and liabilities: |
|
|
|
|
|
||
Accounts receivable |
|
( |
) |
|
|
( |
) |
Inventories |
|
( |
) |
|
|
( |
) |
Other current assets |
|
|
|
|
|
||
Accounts payable, accrued and other liabilities |
|
( |
) |
|
|
( |
) |
Income taxes payable |
|
|
|
|
|
||
Other operating assets and liabilities, net |
|
( |
) |
|
|
( |
) |
Net Cash Provided By Operating Activities |
|
|
|
|
|
||
Cash Flow From Investing Activities |
|
|
|
|
|
||
Additions to property, plant and equipment |
|
( |
) |
|
|
( |
) |
Other |
|
( |
) |
|
|
( |
) |
Net Cash Used In Investing Activities |
|
( |
) |
|
|
( |
) |
Cash Flow From Financing Activities |
|
|
|
|
|
||
Long-term debt borrowings |
|
|
|
|
|
||
Long-term debt (repayments) |
|
( |
) |
|
|
|
|
Short-term debt (repayments), net of borrowings |
|
( |
) |
|
|
( |
) |
Proceeds from stock options exercised |
|
|
|
|
|
||
Payment of cash dividends |
|
( |
) |
|
|
( |
) |
Deferred financing and other |
|
( |
) |
|
|
( |
) |
Net Cash Provided By (Used In) Financing Activities |
|
( |
) |
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents |
|
|
|
|
( |
) |
|
Net Change In Cash and Cash Equivalents |
|
|
|
|
|
||
Cash and Cash Equivalents at Beginning of Period |
|
|
|
|
|
||
Cash and Cash Equivalents at End of Period |
$ |
|
|
$ |
|
||
See Notes to Condensed Consolidated Financial Statements (Unaudited).
5
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW-CONTINUED
(Unaudited)
(In millions)
|
Six Months Ended |
|
|||||
|
June 30, |
|
|
June 30, |
|
||
|
2023 |
|
|
2022 |
|
||
Cash paid during the period for: |
|
|
|
|
|
||
Interest (net of amounts capitalized) |
$ |
|
|
$ |
|
||
Income taxes |
$ |
|
|
$ |
|
||
Supplemental disclosure of non-cash investing activities: |
|
|
|
|
|
||
Property, plant and equipment expenditures included in Accounts Payable |
$ |
|
|
$ |
|
||
See Notes to Condensed Consolidated Financial Statements (Unaudited).
6
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
(In millions)
|
Number of Shares |
|
|
Amounts |
|
||||||||||||||||||||||||||
|
Common |
|
|
Treasury |
|
|
Common |
|
|
Additional |
|
|
Retained |
|
|
Accumulated |
|
|
Treasury |
|
|
Total |
|
||||||||
December 31, 2021 |
|
|
|
|
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net income |
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other comprehensive |
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cash dividends |
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||
Stock purchases |
|
0.0 |
|
|
|
( |
) |
|
|
0.0 |
|
|
|
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
( |
) |
|
|
0.0 |
|
|
Stock based compensation expense and |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
March 31, 2022 |
|
|
|
|
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net income |
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other comprehensive |
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cash dividends |
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||
Stock based compensation expense and |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
June 30, 2022 |
|
|
|
|
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
|||||||||