UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
| (X) | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2004
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to .
Commission File Number 1-644
(Exact name of registrant as specified in its charter)
| DELAWARE | 13-1815595 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 300 Park Avenue, New York, New York | 10022 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrants telephone number, including area code 212-310-2000
Securities Registered Pursuant to Section 12(b) of the Act:
| Title of each class |
Name of each exchange on which registered | |
| Common Stock, $1.00 par value | New York Stock Exchange |
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 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 X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes X No
The aggregate market value of Colgate-Palmolive Company Common Stock held by non-affiliates as of June 30, 2004 (the last business day of the most recently completed second quarter) was approximately $30.7 billion.*
There were 525,214,915 shares of Colgate-Palmolive Company Common Stock outstanding as of January 31, 2005.
DOCUMENTS INCORPORATED BY REFERENCE:
| Documents |
Form 10-K Reference | |
| Portions of Proxy Statement for the 2005 Annual Meeting |
Part III, Items 10 through 14 |
| * | For purposes of this calculation only, Colgate-Palmolive Company Common Stock held by individuals who were directors of the Company as of June 30, 2004 has been treated as owned by affiliates. |
PART I
| ITEM 1. | BUSINESS |
(a) General Development of the Business
Colgate-Palmolive Company is a leading consumer products company whose products are marketed in over 200 countries and territories throughout the world. Colgate-Palmolive Company (together with its subsidiaries, the Company or Colgate) was founded in 1806 and incorporated under the laws of the State of Delaware in 1923.
For recent business developments and other information, refer to the information set forth under the captions Executive Overview, Results of Operations, Restructuring Activities, Liquidity and Capital Resources, Outlook and Cautionary Statement on Forward-Looking Statements in Part II, Item 7 of this report.
(b) Financial Information about Industry Segments
Worldwide net sales and operating profit by business segment and geographic region during the last three years appear under the caption Results of Operations in Part II, Item 7 of this report and in Note 14 to the Consolidated Financial Statements.
(c) Narrative Description of the Business
The Company manages its business in two product segments: Oral, Personal and Home Care; and Pet Nutrition. Colgate is a global leader in Oral Care with the leading toothpaste brand throughout many parts of the world, including the U.S., according to value share data provided by ACNielsen. Colgates Oral Care products include toothpaste, toothbrushes, tooth whiteners, mouth rinses and dental floss, and pharmaceutical products for dentists and other oral health professionals. Significant recent product launches in this segment include Colgate Max Fresh, Colgate Total Advanced Fresh, and Colgate Triple Action toothpastes, and Colgate 360° and Massager manual toothbrushes.
Colgate is a leader in many segments of the Personal Care market with several products including shower gels, shampoos, conditioners, deodorants and antiperspirants, hand and body lotion and shave products as well as liquid hand soaps where Colgate is the market leader in the U.S. Significant recent product launches in this segment include Mennen Speed Stick 24/7 deodorant, Palmolive Aroma Crème and Palmolive Thermal Spa shower gels.
Colgate manufactures and markets a wide array of products for Home Care. Major products include Palmolive and Ajax dishwashing liquid, Fabuloso household cleaners and Murphys oil soap. In the Companys major markets outside the U.S., Colgate is number one in fabric conditioners with leading brands including Suavitel in Latin America and Soupline in Europe. Significant recent product launches in Home Care include Fabuloso Orange Energy All Purpose Cleaner, Palmolive Oxy-Plus dishwashing liquid and Soupline Hearts fabric conditioner.
Sales of Oral, Personal and Home Care products accounted for 35%, 23% and 28%, respectively, of total worldwide sales in 2004. Geographically, Oral Care is a significant part of the Companys business in Asia/Africa, comprising approximately 55% of sales in that region for 2004. For more information regarding the Companys worldwide sales by product categories, refer to Notes 1 and 14 to the Consolidated Financial Statements.
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Colgate, through its Hills Pet Nutrition segment, is the world leader in specialty pet nutrition products for dogs and cats. Hills markets pet foods primarily under two trademarks: Science Diet, which is sold by authorized pet supply retailers, breeders and veterinarians for every day nutritional needs; and Prescription Diet, a range of therapeutic products to help nutritionally manage disease conditions in dogs and cats. Significant recent product launches and geographic expansions in this segment include Science Diet Canine Senior Large Breed, Science Diet Canine Adult Light Large Breed, Science Diet Feline Hairball canned food and Prescription Diet Feline m/d. Hills sells its products in 88 countries and leads the specialty pet food segment in North America and Japan. Sales of Pet Nutrition products accounted for 14% of the Companys total worldwide sales in 2004.
Research and Development
Strong research and development capabilities enable Colgate to support its many brands with technologically sophisticated products for consumers oral, personal and home care and pet nutrition needs. Company spending related to research and development activities was $229.2 million, $204.8 million and $196.6 million during 2004, 2003 and 2002, respectively.
Distribution; Competition; Trademarks and Patents
The Companys products are generally marketed by a direct sales force at each individual operating subsidiary or business unit. In some instances, distributors or brokers are used. No single customer accounts for as much as 10% of the Companys sales.
Most raw materials are purchased from other companies and are available from several sources. For certain materials, however, new suppliers may have to be qualified under industry and government standards, which can require additional investment and take some period of time. Raw material commodities such as tallow, essential oils, corn and soybeans are subject to wide price variations. No single raw material represents a significant portion of the Companys total material requirements.
The Companys products are sold in a highly competitive global marketplace which is experiencing increased trade concentration and the growing presence of large-format retailers and discounters. Products similar to those produced and sold by the Company are available from competitors in the U.S. and overseas. Certain of the Companys competitors are larger and have greater resources than the Company. In addition, private label brands sold by retail trade chains are a source of competition for certain product lines of the Company. Product quality and innovation, brand recognition, marketing capability and acceptance of new products largely determine success in the Companys business segments.
Trademarks are considered to be of material importance to the Companys business. The Company follows a practice of seeking trademark protection by all available means in the U.S. and throughout the world where the Companys products are sold. Principal global and regional trademarks include Colgate, Palmolive, Kolynos, Sorriso, Elmex, Mennen, Protex, Softsoap, Irish Spring, Ajax, Fabuloso, Soupline, Suavitel, Hills Science Diet and Hills Prescription Diet in addition to several other regional trademarks. These trademarks are of significant importance to the Company and its subsidiaries within their markets. The Companys rights in these trademarks endure for as long as they are used and registered. Although the Company actively develops and maintains a portfolio of patents, no single patent is considered significant to the business as a whole.
Employees
At year-end, the Company employed approximately 36,000 employees, 83% of which were located outside the U.S.
Environmental Matters
It is the Companys policy to fully comply with environmental rules and regulations. The Company has programs that are designed to ensure that its operations and facilities meet or exceed applicable rules and
2
regulations. Capital expenditures for environmental control facilities totaled $24.5 million for 2004. For future years, expenditures are expected to be in the same range. For information regarding other environmental matters refer to Note 13 to the Consolidated Financial Statements.
(d) Financial Information about Foreign and Domestic Operations and Export Sales
For financial data by geographic region refer to the information set forth under the caption Results of Operations in Part II, Item 7 of this report and in Note 14 to the Consolidated Financial Statements.
(e) Available Information
The Companys website address is www.colgate.com. The information contained on the Companys website is not included as a part of, or incorporated by reference into, this Annual Report on Form 10-K. The Company makes available, free of charge on its Internet website, its annual reports on Form 10-K, its quarterly reports on Form 10-Q, its current reports on Form 8-K and amendments to such reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the Exchange Act) as soon as reasonably practicable after the Company has electronically filed such material with, or furnished it to, the United States Securities and Exchange Commission. Also available on the Companys website are the Companys Code of Conduct and Corporate Governance Guidelines, the charters of the Committees of the Board of Directors and reports under Section 16 of the Exchange Act of transactions in Company stock by directors and officers.
| ITEM 2. | PROPERTIES |
The Company owns or leases a total of 336 properties which include manufacturing, distribution, research and office facilities worldwide. Corporate headquarters is located in leased property at 300 Park Avenue, New York, New York.
In the U.S., the Company operates 52 properties, of which 13 are owned. Major U.S. manufacturing and warehousing facilities used by the Oral, Personal and Home Care segment are located in Kansas City, Kansas; Morristown, New Jersey; Jeffersonville, Indiana; and Cambridge, Ohio. The Pet Nutrition segment has major facilities in Bowling Green, Kentucky; Topeka, Kansas; Commerce, California; and Richmond, Indiana. The primary research center for Oral, Personal and Home Care products is located in Piscataway, New Jersey and the primary research center for Pet Nutrition products is located in Topeka, Kansas. Other research facilities are located in select overseas locations.
Overseas, the Company operates 284 properties, of which 84 are owned, in over 70 countries. Major overseas facilities used by the Oral, Personal and Home Care segment are located in Australia, Brazil, China, Colombia, France, Italy, Mexico, South Africa, Thailand, the United Kingdom, Venezuela and elsewhere throughout the world.
All facilities operated by the Company are well maintained and adequate for the purpose for which they are intended.
| ITEM 3. | LEGAL PROCEEDINGS |
In 1995, the Company acquired the Kolynos oral care business from Wyeth (formerly American Home Products) (the Seller), as described in the Companys Form 8-K dated January 10, 1995. On September 8, 1998, the Companys Brazilian subsidiary received notice of an administrative proceeding from the Central Bank of Brazil primarily taking issue with certain foreign exchange filings made with the Central Bank in connection
3
with the financing of this strategic transaction, but in no way challenging or seeking to unwind the acquisition. The Central Bank of Brazil in January 2001 notified the Company of its decision in this administrative proceeding to impose a fine, which, at the current exchange rate, approximates $100 million. The Company has appealed the decision to the Brazilian Monetary System Appeals Council (the Council), resulting in the suspension of the fine pending the decision of the Council. If the fine is affirmed, interest and penalties will also be assessed. Further appeals are available within the Brazilian federal courts. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel and other experts, that the filings challenged by the Central Bank fully complied with Brazilian law and that the Company should either prevail on appeal (at the Council level or if necessary in Brazilian federal court) or succeed in having the fine reduced significantly. The Company intends to challenge this proceeding vigorously.
In addition, the Brazilian internal revenue authority has disallowed interest deductions and foreign exchange losses taken by the Companys Brazilian subsidiary for certain years in connection with the financing of the Kolynos acquisition. The tax assessments with interest, at the current exchange rate, and the related potential for assessments in subsequent years approximate $70 million. The Company is either disputing the disallowances before the Brazilian internal revenue authority, or, in the case of those made earlier in time, is appealing to the First Board of Taxpayers. Further appeals are available within the Brazilian federal courts. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel and other experts, that the disallowances are without merit and that the Company should prevail on appeal before the First Board of Taxpayers or if necessary in Brazilian federal court. The Company intends to challenge these assessments vigorously.
In addition, Brazilian prosecutors reviewed the foregoing transactions as part of an overall examination of all international transfers of reais through non-resident current accounts during the 1992 to 1998 time frame, a review which the Company understands involved hundreds and possibly thousands of other individuals and companies unrelated to the Company. At the request of these prosecutors, in February 2004, a federal judge agreed to authorize criminal charges against certain current and former officers of the Companys Brazilian subsidiary based on the same allegations made in the Central Bank and tax proceedings discussed above. Management believes, based on the opinion of its Brazilian legal counsel, that these officers behaved in all respects properly and in accordance with law in connection with the financing of the Kolynos acquisition. Management intends to support and defend these officers vigorously.
In 2002, the Brazilian Federal Public Attorney filed a civil action against the federal government of Brazil, Laboratorios Wyeth-Whitehall Ltda., the Brazilian subsidiary of the Seller, and the Company, as represented by its Brazilian subsidiary, seeking to annul an April 2000 decision by the Brazilian Board of Tax Appeals that found in favor of the Sellers subsidiary on the issue of whether it had incurred taxable capital gains as a result of the divestiture of Kolynos. The action seeks to make the Companys Brazilian subsidiary jointly and severally liable for any tax due from the Sellers subsidiary. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the Company should ultimately prevail in this action. The Company intends to challenge this action vigorously.
For additional discussion of the Companys contingencies refer to Note 13 to the Consolidated Financial Statements.
4
| ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
None.
EXECUTIVE OFFICERS OF THE REGISTRANT
The following is a list of executive officers as of February 23, 2005:
| Name |
Age |
Date First Elected Officer |
Present Title | |||
| Reuben Mark |
66 | 1974 | Chairman of the Board and Chief Executive Officer | |||
| William S. Shanahan |
64 | 1983 | President | |||
| Ian M. Cook |
52 | 1996 | Chief Operating Officer | |||
| Javier G. Teruel |
54 | 1996 | Vice Chairman | |||
| Lois D. Juliber1 |
56 | 1991 | Vice Chairman | |||
| Stephen C. Patrick |
55 | 1990 | Chief Financial Officer | |||
| Andrew D. Hendry |
57 | 1991 | Senior Vice President General Counsel and Secretary | |||
| Michael J. Tangney |
60 | 1993 | Executive Vice President President, Colgate-Latin America | |||
| Robert J. Joy |
58 | 1996 | Senior Vice President Global Human Resources | |||
| Dennis J. Hickey |
56 | 1998 | Vice President and Corporate Controller | |||
| Robert C. Wheeler |
63 | 1991 | Chief Executive Officer Hills Pet Nutrition, Inc. | |||
| Steven R. Belasco |
58 | 1991 | Vice President Taxation and Real Estate | |||
| Ronald T. Martin |
56 | 2001 | Vice President Global Business Practices and Corporate Social Responsibility | |||
| John J. Huston |
50 | 2002 | Vice President Office of the Chairman | |||
| Franck J. Moison |
51 | 2002 | President, Colgate-Europe | |||
| Delia H. Thompson |
55 | 2002 | Vice President, Investor Relations | |||
| Philip A. Berry |
55 | 2003 | Vice President Global Workplace Initiatives | |||
| Edward J. Filusch |
57 | 2003 | Vice President and Corporate Treasurer | |||
| Fabian T. Garcia |
45 | 2003 | President, Colgate-Asia/Pacific | |||
| Edmund D. Toben |
56 | 2003 | Chief Information Officer |
Each of the executive officers listed above has served the registrant or its subsidiaries in various executive capacities for the past five years, with the exception of Fabian T. Garcia, who joined Colgate in August 2003 as President, Asia/Pacific Division, and was elected an officer of the Company in December 2003. He previously served as Senior Vice PresidentInternational for the Timberland Company from April 2002 to August 2003, and was President of the Asia Pacific Region of Chanel from August 1996 to December 2001.
Under the Companys By-Laws, the officers of the corporation hold office until their respective successors are chosen and qualified, or until they have resigned, retired or been removed by the affirmative vote of a majority of the Board of Directors.
| 1 | Ms. Juliber will retire effective April 1, 2005. |
5
PART II
| ITEM 5. | MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES |
Refer to the information regarding the market for the Companys common stock and the quarterly market price information appearing under the caption Market and Dividend Information included on page 63 of this report; the information under Capital Stock and Stock Compensation Plans in Note 8 to the Consolidated Financial Statements; and the Number of shareholders of record and Cash dividends declared and paid per common share under the caption Historical Financial Summary included on page 64 of this report.
Issuer Purchases of Equity Securities
The Company repurchases its common stock under a share repurchase program that was approved by the Board of Directors and publicly announced in October 2004 (the 2004 Program). Under the 2004 Program, the Company is authorized to purchase up to 20 million shares of the Companys common stock through December 31, 2005. The Board also authorized share repurchases on an ongoing basis associated with certain employee elections under the Companys compensation and benefit programs.
Prior to the Boards approval of the 2004 Program, the Company purchased its shares under a program that was approved by the Board of Directors in March 1993 and publicly announced in May 1993 (the 1993 Program). Under the 1993 Program, the Board authorized the Company to purchase such number of shares needed, in managements discretion, to fulfill the requirements of the Companys compensation and benefit plans. In the past, the Board has also approved several special share repurchase authorizations from time to time that have been fully utilized. The Board terminated the 1993 Program in October 2004 when it approved the 2004 Program.
The following table shows the stock repurchase activity for each of the three months in the quarter ended December 31, 2004:
| Month |
Total Number of Shares Purchased |
Average Price Paid per |
Total Number of Shares Purchased or Programs |
Maximum or Programs(2) | |||||||
| October 1 through 31, 2004 |
1,350,847 | (1) | $ | 44.59 | 1,350,847 | 19,360,000 | |||||
| November 1 through 30, 2004 |
1,028,856 | (3) | $ | 46.60 | 1,018,272 | (4) | 18,341,728 | ||||
| December 1 through 31, 2004 |
1,765,000 | $ | 49.84 | 1,765,000 | 16,576,728 | ||||||
| Total |
4,144,703 | 4,134,119 | (4) | ||||||||
| (1) | Includes shares purchased under the 1993 Program and the 2004 Program. |
| (2) | The maximum number of shares reflects the 20 million shares authorized for repurchase under the 2004 Program less the cumulative number of shares that were purchased under that program. |
| (3) | Includes share repurchases under the Companys 2004 Program and those associated with certain employee elections under the Companys compensation and benefit programs. |
| (4) | The difference between the total number of shares purchased and the total number of shares purchased as part of publicly announced plans or programs is 10,584 shares, all of which were repurchased by the Company in connection with certain employee elections under its compensation and benefit programs. These share repurchases were approved by the Board in October 2004. |
| ITEM 6. | SELECTED FINANCIAL DATA |
Refer to the information set forth under the caption Historical Financial Summary included on page 64 of this report.
6
(Dollars in Millions Except Per Share Amounts)
| ITEM 7. | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
Executive Overview
Colgate-Palmolive Company seeks to deliver strong, consistent business results and superior shareholder returns by providing consumers, on a global basis, with products that make their lives healthier and more enjoyable.
To this end, the Company is tightly focused on two product segments: Oral, Personal and Home Care; and Pet Nutrition. Within these segments, the Company follows a closely defined business strategy to develop and increase market leadership positions in key product categories. These product categories are prioritized based on their capacity to maximize the use of the organizations core competencies and strong global equities and to deliver sustainable long-term growth.
Operationally, the Company is organized along geographic lines with specific regional management teams having responsibility for the financial results in each region. The Company competes in more than 200 countries and territories worldwide, with established businesses in all regions contributing to the Companys sales and profitability. This geographic diversity and balance helps to reduce the Companys exposure to business and other risks in any one country or part of the world.
The Oral, Personal and Home Care segment is operated through four reportable operating segments, North America, Latin America, Europe and Asia/Africa, which sell to a variety of retail and wholesale customers and distributors. In the Pet Nutrition segment, Hills also competes on a worldwide basis selling its products principally through the veterinary profession and specialty pet retailers.
To achieve its financial objectives, the Company focuses the organization on initiatives to drive growth and to fund growth. The Company seeks to capture significant opportunities for growth by identifying and meeting consumer needs within its core categories, in particular by deploying valuable consumer and shopper insights in the development of successful new products regionally which are then rolled out on a global basis. Growth opportunities are enhanced in those areas of the world in which economic development and rising consumer incomes expand the size and number of markets for the Companys products.
The investments needed to fund this growth are developed through continuous, corporate-wide initiatives to lower costs and increase effective asset utilization. The Company also continues to prioritize its investments toward its higher margin businesses, specifically Oral Care, Personal Care and Pet Nutrition. In June 2004, the Company completed its acquisition of GABA Holding AG (GABA), a privately owned European oral care company headquartered in Switzerland. Also, consistent with the Companys strategy to de-emphasize heavy-duty detergents, the Company completed the sale of certain European and Latin American laundry detergent brands during 2003 and 2004, respectively.
On an ongoing basis, management focuses on a variety of key indicators to monitor business health and performance. These indicators include market share, sales (including volume, pricing and foreign exchange components), gross profit margin, operating profit, net income and earnings per share (with and without charges related to the 2004 Restructuring Program described below); and measures to optimize the management of working capital, capital expenditures, cash flow and return on capital. The monitoring of these indicators, as well as the Companys corporate governance practices (including the Companys Code of Conduct), are used to ensure that business health and strong internal controls are maintained.
In 2004, Net sales grew 7.0% driven by strong volume growth of 5.5%, despite increased competition in several of the Companys key markets. These gains were driven by increased advertising and promotional support in key categories and markets, in line with the Companys strategy to invest in its higher margin businesses. At the same time, however, raw and packing material costs increased. The combined increase in these costs and the higher advertising and promotional spending more than offset savings generated during the year by
7
(Dollars in Millions Except Per Share Amounts)
the Companys ongoing global cost-reduction programs. As a result, Operating profit for the year declined 2%, which included a $68.7 charge in connection with the four-year restructuring and business-building plan the Company announced and began implementing in December 2004 (the 2004 Restructuring Program). The 2004 Restructuring Program is designed to enhance the Companys global leadership position in its core businesses. The savings and benefits from the 2004 Restructuring Program along with the Companys other ongoing cost-savings initiatives are anticipated to provide additional funds for investment in support of key categories and new product development while also supporting an increased level of profitability. For more information regarding the 2004 Restructuring Program, see Restructuring Activities below.
Results of Operations
Net Sales
Worldwide sales were $10,584.2 in 2004. Sales increased 7.0% driven by volume gains of 5.5%, a decrease in net selling prices of 1.5% and a positive foreign exchange impact of 3.0%. The acquisition of GABA contributed 1.0% to worldwide sales and volume growth. Excluding the 2003 divestments of certain European detergent and soap brands and the 2004 divestment of certain detergents in Latin America, sales increased 8.0% on volume growth of 6.5%. Sales in the Oral, Personal and Home Care segment were $9,151.1, up 6.5% from 2003 on volume growth of 5.5%, decreases in net selling prices of 2.0% and a 3.0% positive impact of foreign exchange. Excluding the divestments in Europe and Latin America, sales in this segment increased 8.0% on volume growth of 7.0%. Sales in Pet Nutrition grew 9.0% to $1,433.1, driven by volume growth of 3.5%, positive foreign exchange of 4.0% and an increase in net selling prices of 1.5%. In 2003, worldwide sales increased 6.5% to $9,903.4 on volume growth of 3.5%, increases in net selling prices of 0.5% and a positive foreign exchange impact of 2.5%.
Gross Profit
Gross profit margin was 55.1% in 2004 compared to 55.0% in 2003 reflecting the Companys shift toward higher margin oral care products and cost-savings programs partially offset by increased promotional spending, raw and packing material costs and restructuring charges of $3.4 related to accelerated depreciation and certain employee retention payments under the 2004 Restructuring Program included in Cost of sales. The increase in 2003 from the 2002 level of 54.6% was driven by the Companys focus on its high margin oral and personal care businesses, savings from global sourcing, the regionalization of manufacturing facilities and other cost-reduction initiatives, despite an increase in worldwide materials costs.
Selling, General and Administrative Expenses
Selling, general and administrative expenses as a percentage of sales were 34.2% in 2004, 33.3% in 2003 and 32.6% in 2002. The 90-basis point (bps) increase as a percentage of sales in 2004 was primarily driven by increases in advertising spending (30 bps), selling and marketing costs (30 bps) and shipping and handling costs (20 bps). The increase as a percent of sales in 2003 resulted from increases in advertising of 60 bps and pension and other employee benefit costs of 40 bps, partially offset by savings from cost-control initiatives of 30 bps. Included in selling, general and administrative expenses is advertising spending of $1,063.0, $965.6 and $897.9 in 2004, 2003 and 2002, respectively, supporting new product launches and helping increase market shares throughout the world. Additionally, total commercial investment behind the Companys brands, including media, promotion and other consumer and trade incentives, some of which are recorded as a reduction of Net sales, increased by 13% in 2004 and 2003 and by 8% in 2002.
Other (Income) Expense, Net
Other (income) expense, net was $90.3, ($15.0) and $23.0 in 2004, 2003 and 2002, respectively. The changes year over year were driven by gains on sales of non-core brands and restructuring costs.
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(Dollars in Millions Except Per Share Amounts)
Other (income) expense, net in 2004 included charges of $65.3 related to the Companys 2004 Restructuring Program and a gain of $26.7 on the sale of certain detergent businesses in Latin America. For additional information regarding the Companys 2004 Restructuring Program, refer to Restructuring Activities below and Note 4 to the Consolidated Financial Statements.
Other (income) expense, net in 2003 included gains of $107.2 ($63.5 aftertax) related to the sale of non-core brands partially offset by $59.3 ($39.0 aftertax) of costs related to the regionalization of manufacturing facilities, which combined resulted in a net benefit of $47.9 ($24.5 aftertax).
The components of Other (income) expense, net are presented below:
| 2004 |
2003 |
2002 |
||||||||||
| Minority interest |
$ | 47.9 | $ | 45.2 | $ | 41.3 | ||||||
| Amortization of intangible assets |
14.3 | 12.3 | 12.5 | |||||||||
| Equity losses (income) |
(8.5 | ) | (.3 | ) | .6 | |||||||
| Gains on sales of non-core product lines, net |
(26.7 | ) | (107.2 | ) | | |||||||
| 2004 Restructuring Program |
65.3 | | | |||||||||
| 2003 restructuring activities |
2.8 | 59.3 | | |||||||||
| Other, net |
(4.8 | ) | (24.3 | ) | (31.4 | ) | ||||||
| $ | 90.3 | $ | (15.0 | ) | $ | 23.0 | ||||||
Other, net consists primarily of miscellaneous gains and losses including gains and losses on interest rate and foreign currency hedge contracts that do not qualify for hedge accounting.
Operating Profit
In 2004, Operating profit declined 2% to $2,122.1 after an 8% increase in 2003 to $2,166.0 from $2,013.1 in 2002. All years presented benefited from sales growth and cost savings initiatives. Additionally, 2004 included restructuring charges of $68.7 ($48.0 aftertax) in connection with the 2004 Restructuring Program and other business realignment costs of $19.7 ($15.2 aftertax), as well as a gain of $26.7 ($15.0 aftertax) on the sale of certain detergent businesses in Latin America. Operating profit in 2003 reflected the net impact of $47.9 ($24.5 aftertax) related to the sales of non-core brands and restructuring activities.
Interest Expense, Net
Interest expense, net was $119.7 in 2004 compared with $124.1 in 2003 and $142.8 in 2002. Low interest rates have allowed the Company to lower its interest expense despite increased debt levels resulting from the GABA acquisition in 2004. The decrease in 2003 resulted from lower interest rates and debt levels.
Income Taxes
The effective income tax rate was 33.7% in 2004 versus 30.4% in 2003 and 31.1% in 2002. The increase in 2004 is due in part to changes in the mix of income in foreign tax rate jurisdictions and increased costs of remittances, while the effective tax rate was reduced in 2003 through the realization of tax credits and incentives, and as a result of global tax planning strategies including overseas asset revaluations.
Net Income
Net income was $1,327.1 in 2004 or $2.33 per share on a diluted basis compared with $1,421.3 in 2003 or $2.46 per share and $1,288.3 in 2002 or $2.19 per share. As previously discussed, Net income in 2004 includes an aftertax charge of $48.0 ($.09 per share) associated with the initial phase of the 2004 Restructuring Program. Net income in 2003 includes a net aftertax benefit of $24.5 ($.04 per share) resulting from the gain on the sale of certain European detergent brands, partially offset by 2003 restructuring activities.
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(Dollars in Millions Except Per Share Amounts)
Segment Results
The Company markets its products in over 200 countries and territories throughout the world in two distinct business segments: Oral, Personal and Home Care; and Pet Nutrition. Segment performance is evaluated based on several factors, including operating profit. The Company uses operating profit as a measure of operating segment performance because it excludes the impact of corporate-driven decisions related to restructuring and related costs, interest expense, income taxes, and gains and losses on sales of non-core brands and assets.
Worldwide Net Sales by Business Segment and Geographic Region
| 2004 |
2003 |
2002 | |||||||
| Oral, Personal and Home Care |
|||||||||
| North America(1) |
$ | 2,378.7 | $ | 2,356.2 | $ | 2,374.1 | |||
| Latin America |
2,266.0 | 2,179.5 | 2,206.8 | ||||||
| Europe |
2,621.3 | 2,304.1 | 1,984.3 | ||||||
| Asia/Africa |
1,885.1 | 1,747.5 | 1,542.0 | ||||||
| Total Oral, Personal and Home Care |
9,151.1 | 8,587.3 | 8,107.2 | ||||||
| Total Pet Nutrition(2) |
1,433.1 | 1,316.1 | 1,187.1 | ||||||
| Net Sales |
$ | 10,584.2 | $ | 9,903.4 | $ | 9,294.3 | |||
| (1) | Net sales in the U.S. for Oral, Personal and Home Care were $2,000.3, $1,986.9 and $2,030.4 in 2004, 2003 and 2002, respectively. |
| (2) | Net sales in the U.S. for Pet Nutrition were $781.0, $752.8 and $714.5 in 2004, 2003 and 2002, respectively. |
Worldwide Operating Profit by Business Segment and Geographic Region
| 2004 |
2003 |
2002 |
||||||||||
| Oral, Personal and Home Care |
||||||||||||
| North America |
$ | 530.1 | $ | 547.4 | $ | 578.7 | ||||||
| Latin America |
627.7 | 613.3 | 647.4 | |||||||||
| Europe |
539.0 | 488.2 | 409.0 | |||||||||
| Asia/Africa |
310.1 | 280.7 | 232.6 | |||||||||
| Total Oral, Personal and Home Care |
2,006.9 | 1,929.6 | 1,867.7 | |||||||||
| Total Pet Nutrition |
389.7 | 371.0 | 318.3 | |||||||||
| Total Corporate |
(274.5 | ) | (134.6 | ) | (172.9 | ) | ||||||
| Operating Profit |
$ | 2,122.1 | $ | 2,166.0 | $ | 2,013.1 | ||||||
North America
Net sales in North America increased 1.0% to $2,378.7 on volume gains of 2.5%, positive foreign exchange of 1.0% and declines in net selling prices of 2.5%. In Oral Care, the success of Colgate Total Advanced Fresh, Colgate Max Fresh and Colgate Simply White toothpastes and Colgate Whitening and Colgate Sensitive manual toothbrushes drove volume gains for the category. New products contributing to growth in other categories include Softsoap Milk and Rose and Milk and Lavender shower gels, Mennen Speed Stick 24/7 deodorant and Palmolive Oxy-Plus dishwashing liquid. In 2003, Net sales in North America declined 1.0% to $2,356.2 on volume gains of 0.5%, positive foreign exchange of 1.0% and declines in net selling prices of 2.5%.
Operating profit in North America declined 3% to $530.1 in 2004 due to increased shipping and handling costs and declines in gross profit margin reflecting increased commercial investment and higher raw material costs. In
10
(Dollars in Millions Except Per Share Amounts)
2003, Operating profit in North America declined 5% to $547.4 due to increased media and promotion costs as well as a decline in sales mainly attributable to lower sales of Colgate Simply White at-home tooth whitening gel.
Latin America