UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark One) |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES |
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FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES |
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FOR THE TRANSITION PERIOD FROM TO |
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Commission file number 1-9278 |
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CARLISLE COMPANIES INCORPORATED |
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(Exact name of registrant as specified in its charter) |
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Delaware |
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31-1168055 |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification No.) |
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13925 Ballantyne Corporate Place, Suite 400, Charlotte, NC 28277 |
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704-501-1100 |
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(Address of principal executive office, including zip code) |
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(Telephone Number) |
Indicate by check mark whether 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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes ý No o
Shares of common stock outstanding at May 1, 2004: 31,083,442
Carlisle Companies Incorporated
Condensed Consolidated
Statements of Earnings and Comprehensive Income
Three Months ended March 31, 2004 and 2003
(dollars in thousands, except per share amounts)
(unaudited)
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Three
Months Ended |
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2004 |
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2003 |
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Net sales |
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$ |
562,314 |
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$ |
475,688 |
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Cost and expenses: |
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Cost of goods sold |
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457,962 |
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385,520 |
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Selling and administrative expenses |
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56,967 |
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51,941 |
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Research and development expenses |
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5,108 |
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4,805 |
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Other expense, net |
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3,522 |
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3,088 |
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Earnings before interest and income taxes |
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38,755 |
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30,334 |
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Interest expense, net |
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3,604 |
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4,630 |
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Earnings before income taxes |
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35,151 |
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25,704 |
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Income taxes |
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11,424 |
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8,611 |
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Net income |
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$ |
23,727 |
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$ |
17,093 |
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Other comprehensive income (loss) |
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Foreign currency translation, net of tax |
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(264 |
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1,254 |
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(Loss) gain on hedging activities, net of tax |
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(202 |
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574 |
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Other comprehensive (loss) income |
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(466 |
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1,828 |
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Comprehensive income |
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$ |
23,261 |
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$ |
18,921 |
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Earnings per share - basic |
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$ |
0.77 |
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$ |
0.56 |
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Earnings per share - diluted |
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$ |
0.76 |
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$ |
0.56 |
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Weighted average common shares outstanding |
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Basic |
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30,971 |
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30,608 |
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Effect of dilutive stock options and restricted stock |
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297 |
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97 |
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Diluted |
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31,268 |
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30,705 |
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Dividends declared and paid per share |
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$ |
0.220 |
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$ |
0.215 |
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See accompanying notes to interim financial statements.
2
Carlisle Companies Incorporated
Condensed Consolidated Balance Sheets
March 31, 2004 and December 31, 2003
(Dollars in thousands)
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March 31 |
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December 31 |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
30,056 |
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$ |
26,848 |
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Receivables, less allowances of $7,258 in 2004 and $7,159 in 2003 |
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242,182 |
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218,819 |
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Inventories |
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282,142 |
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263,275 |
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Deferred income taxes |
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30,859 |
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30,866 |
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Prepaid expenses and other current assets |
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48,463 |
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44,573 |
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Total current assets |
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633,702 |
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584,381 |
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Property, plant and equipment, net |
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445,774 |
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454,285 |
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Other assets: |
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Goodwill, net |
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304,656 |
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302,556 |
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Patents and other intangible assets, net |
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7,952 |
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7,881 |
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Investments and advances to affiliates |
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75,471 |
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79,957 |
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Notes receivable and other assets |
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11,210 |
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7,849 |
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Total other assets |
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399,289 |
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398,243 |
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$ |
1,478,765 |
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$ |
1,436,909 |
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Liabilities and Shareholders’ Equity |
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Current liabilities: |
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Short-term debt, including current maturities |
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$ |
15,733 |
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$ |
7,505 |
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Accounts payable |
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199,852 |
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177,957 |
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Deferred revenue |
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15,998 |
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16,097 |
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Accrued expenses |
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130,754 |
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137,784 |
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Total current liabilities |
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362,337 |
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339,343 |
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Long-term liabilities: |
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Long-term debt |
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293,374 |
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294,581 |
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Deferred revenue |
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66,271 |
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65,929 |
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Other long-term liabilities |
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105,532 |
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105,126 |
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Total long-term liabilities |
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465,177 |
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465,036 |
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Commitments and contingencies |
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Shareholders’ equity: |
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Preferred stock, $1 par value. Authorized and unissued 5,000,000 shares |
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Common stock, $1 par value. Authorized 100,000,000 shares; 39,330,624 shares issued; 30,997,443 outstanding in 2004 and 30,991,870 outstanding in 2003 |
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39,331 |
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39,331 |
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Additional paid-in capital |
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38,683 |
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