Graco's Form 8-K, Third Quarter 2008 Earnings

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):  January 26, 2009


  Graco Inc.  
 
(Exact name of registrant as specified in its charter)
 


Minnesota   001-09249   41-0285640

(State or other jurisdiction
        of incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)


88-11th Avenue Northeast
Minneapolis, Minnesota
  55413

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (612) 623-6000

  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:

[  ] 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))

Item 2.02.     Results of Operations and Financial Condition

        On January 26, 2009, Graco Inc. issued a press release to report the Company’s results of operations and financial condition for the year ended December 26, 2008. A copy of this press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01.     Financial Statements and Exhibits

(c) Exhibits  
 
  99.1 Press Release dated January 26, 2009.

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.



       
    GRACO INC.






Date: January 27, 2009 By: /s/Karen Park Gallivan
     
Karen Park Gallivan
    Its: Vice President, General Counsel and Secretary
Exhibit 99.1, Earnings Release Dated January 26, 2009

Exhibit 99.1

FOR IMMEDIATE RELEASE:

FOR FURTHER INFORMATION:

Monday, January 26, 2009

James A. Graner (612) 623-6635

 

GRACO REPORTS FOURTH QUARTER AND ANNUAL SALES AND EARNINGS

 

MINNEAPOLIS, MN (January 26, 2009) - Graco Inc. (NYSE: GGG) today announced results for the quarter and year ended December 26, 2008.

Summary

$ in millions except per share amounts

 

Fourth Quarter Ended

 

Year Ended

 

Dec 26,

 

Dec 28,

 

%

 

Dec 26,

 

Dec 28,

 

%

 

2008

 

2007

 

Change

 

2008

 

2007

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

Net Sales

$       166.7  

 

$       205.2  

 

(19)%

 

$       817.3  

 

$       841.3  

 

(3)%

Net Earnings

           10.1  

 

           35.7  

 

(72)%

 

     120.9  

 

         152.8  

 

(21)%

Diluted Net Earnings

 

 

 

 

 

 

 

 

 

 

 

per Common Share

$         0.17  

 

$         0.56  

 

(70)%

 

$         1.99  

 

$         2.32  

 

(14)%

 

Sales and order rates for the quarter decreased in all segments and regions.

Actions were taken in the fourth quarter to better align operations and assets with expected economic conditions.

Costs of workforce reductions and impairment charges reduced diluted earnings by approximately $0.08 per share.

Costs related to the rollout of entry-level paint sprayers to additional paint and home center stores are expected to provide future returns in the form of market share growth. Such costs totaled $6 million in the fourth quarter and reduced diluted earnings by approximately $0.06 per share.

Currency translation had a favorable effect of $4 million on net earnings for the year, but had an unfavorable effect of $3 million in the fourth quarter.

Positive cash flow from operations for the year was $162 million, down 8 percent compared to last year.

We continued to implement long-term growth strategies including acquisitions (Airlessco® and LubeSci) and expanded product and market development.

“We are confident that our business model, strong management and long-term growth strategies are positioning the Company for future profitable growth. Our solid balance sheet and strong cash flow allow us to continue to strategically fund growth initiatives for new products and international expansion,” said Patrick J. McHale, President and Chief Executive Officer.

Consolidated Results

Sales for the quarter were lower than the comparable period last year in all regions, decreasing 17 percent in the Americas, 21 percent in Europe and 22 percent in Asia Pacific. Translation rates had an adverse impact on sales, contributing approximately 3 percentage points of the 19 percent decrease for the quarter.

Sales for the year were 3 percent lower than last year, with a 9 percent decrease in the Americas, an 8 percent increase in Europe and a 3 percent increase in Asia Pacific. Approximately 5 percentage points of the growth in Europe was from currency translation.

Sales include a total of $4 million for the quarter and $12 million for the year from GlasCraft® and Airlessco® operations acquired in 2008.

Gross profit margin for the quarter, expressed as a percentage of sales, was 48.8 percent, down from last year’s fourth quarter percentage of 53.5 percent, due to lower production volumes and unfavorable currency translation rates (each approximately 2 percentage points), and workforce reduction costs (nearly 1 percentage point).

Gross profit margin percentage for the year was 52.9 percent compared to 53.2 percent last year. The effects of higher material and other costs on the gross margin rate were mostly offset by the impact of favorable currency translation rates, pricing and manufacturing efficiencies.

Operating expenses for the quarter were $10 million (19 percent) higher than the comparable period last year. They included $6 million associated with the rollout of entry-level paint sprayers to additional paint and home center stores; $4 million of impairment charges because difficult economic conditions affected the value of certain intangible assets; $3 million related to workforce reductions; and $3 million from acquired GlasCraft® and Airlessco® operations.

For the year, operating expenses were $30 million (14 percent) higher than last year, including $7 million from acquired operations. In addition to expenses related to fourth quarter actions, continued strategic investments in product and market development contributed to the increase in operating expenses for the year, including expenses related to the introduction of new product lines, new product development teams and additional sales and marketing personnel in developing countries.

Year-to-date interest expense was $4 million higher than last year due to borrowings used for the purchase and retirement of Company shares and for business acquisitions.

The passage of legislation renewing R&D tax credits resulted in an effective tax rate for the fourth quarter of 20.5 percent, down from 32 percent last year. The year-to-date effective tax rate of 32.3 percent was slightly lower than last year due to the settlement of the examination of the Company’s income tax returns in the first quarter of 2008.

In 2008, the Company’s balance sheet was affected by a change in the funded status of the Company’s qualified defined benefit pension plan. The funded status changed from a $30 million asset to a $70 million liability as the value of plan assets declined with the downturn in financial markets.

Segment Results

Certain measurements of segment operations are summarized below:

 

 

Fourth Quarter

 

Year

 

 

Industrial

 

Contractor

 

Lubrication

 

Industrial

 

Contractor

 

Lubrication

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales (in millions)

$         97.9

 

$          50.8

 

$        18.0

 

$         462.9

 

$       266.8

 

$         87.6 

Net sales percentage change

 

 

 

 

 

 

 

 

 

 

 

 

from last year

          (17)%

 

(23)%

 

(16)% 

 

4 %

 

(13)%

 

(3)%  

Operating earnings as a

 

 

 

 

 

 

 

 

 

 

 

 

percentage of net sales

 

 

 

 

 

 

 

 

 

 

 

 

  2008

     21 %

 

(5)%

 

1 %

 

30 %

 

18 %

 

14 %

 

  2007

35 %

 

22 %

 

7 %

 

34 %

 

27 %

 

10 %

 

Industrial segment sales for the quarter were 17 percent lower than last year, with double-digit percentage decreases in all regions. For the year, there was modest growth in all regions. Operating earnings in this segment were affected by impairment charges, selling and product development initiatives and costs and expenses resulting from acquisition and integration related activities.

Contractor segment sales for the quarter were down 23 percent compared to the fourth quarter last year, also experiencing double-digit percentage decreases in all regions. For the year, an 8 percent increase in Europe (3 percent at consistent translation rates) was not enough to offset the 22 percent decrease in the Americas. The decrease in sales without a corresponding decrease in expenses had a large impact on the operating earnings of this segment. Operating results for this segment include expenses for developing products for new markets and the launch and production of new paint sprayer units in the paint and home center channels.

Lubrication segment sales for the quarter were 16 percent lower than last year. Sales in the Americas and Asia Pacific were each down 18 percent but sales were up 6 percent in Europe (12 percent at consistent translation rates). For the year, sales were down 3 percent. Solid growth in Europe and Asia Pacific was not enough to offset the 7 percent decrease in the Americas. Improvement in year-to-date operating profitability is related to the integration and consolidation of Lubrication operations in 2007, although segment profitability has also been affected by a sales decline in the higher-margin vehicle services product line.

Outlook

“We expect that economic conditions will continue to present a challenging operating environment in the coming year” said Patrick J. McHale, President and Chief Executive Officer. “We have taken steps to better align our operations with market conditions. Workforce reductions are expected to yield savings of $9 million in 2009. We are also selectively reducing capital expenditures and discretionary spending to further control costs. We expect headwinds from less favorable currency translation and an $18 million increase in pension cost in 2009. We believe that a cash contribution to the plan will not be required in 2009, however we will consider possible contributions later in the year. We intend to continue making targeted investments in key operating and growth strategies including expenditures for improving manufacturing efficiencies, new product development, expanding distribution, entering new markets and pursuing acquisitions. We believe that by doing so, we are placing the Company and its shareholders in a position to benefit from the economic recovery when it comes.”

Cautionary Statement Regarding Forward-Looking Statements

A forward-looking statement is any statement made in this earnings release and other reports that the Company files periodically with the Securities and Exchange Commission, as well as in press releases, analyst briefings, conference calls and the Company’s Annual Report to shareholders, which reflects the Company’s current thinking on market trends and the Company’s future financial performance at the time they are made. All forecasts and projections are forward-looking statements. The Company undertakes no obligation to update these statements in light of new information or future events.

The Company desires to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 by making cautionary statements concerning any forward-looking statements made by or on behalf of the Company. The Company cannot give any assurance that the results forecasted in any forward-looking statement will actually be achieved. Future results could differ materially from those expressed, due to the impact of changes in various factors. These risk factors include, but are not limited to: economic conditions in the United States and other major world economies, currency fluctuations, political instability, changes in laws and regulations, and changes in product demand. Please refer to Item 1A of, and Exhibit 99 to, the Company’s Annual Report on Form 10-K for fiscal year 2007 (and most recent Form 10-Q, if applicable) for a more comprehensive discussion of these and other risk factors. These reports are available on the Company’s website at www.graco.com and the Securities and Exchange Commission’s website at www.sec.gov.

Conference Call

A conference call, including slides via webcast, with analysts and institutional investors will be held Tuesday, January 27, 2009, at 11:00 a.m. ET to discuss Graco’s fourth quarter and year-end results. Graco management will host the call.

A real-time webcast of the conference call will be broadcast live over the Internet. Individuals wanting to listen and view slides can access the call at the Company’s website at www.graco.com under Investor Relations. Slides will be available on January 27 at 9 a.m. ET. Listeners should go to the website at least 15 minutes prior to the live conference call to install any necessary audio software.

For those unable to listen to the live event, a replay will be available soon after the conference call at Graco’s website, or by telephone beginning at approximately 2:00 p.m. ET on January 27, 2009, by dialing 800.405.2236, Conference ID #11124982, if calling within the U.S. or Canada. The dial-in number for international participants is 303.590.3000, with the same Conference ID #. The replay by telephone will be available through January 30, 2009.

Graco Inc. supplies technology and expertise for the management of fluids in both industrial and commercial applications. It designs, manufactures and markets systems and equipment to move, measure, control, dispense and spray fluid materials. A recognized leader in its specialties, Minneapolis-based Graco serves customers around the world in the manufacturing, processing, construction and maintenance industries. For additional information about Graco Inc., please visit us at www.graco.com.

 

GRACO INC. AND SUBSIDIARIES

 

 

 

 

 

 

 

 

 

Consolidated Statements of Earnings (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Fourth Quarter Ended

 

Year Ended

 

 

Dec 26,

 

Dec 28,

 

Dec 26,

 

Dec 28,

(in thousands, except per share amounts)

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

Net Sales

$       166,689

 

$       205,190

 

$       817,270

 

$       841,339

 

Cost of products sold

  85,288

 

           95,504

 

         385,093

 

         393,913

Gross Profit

81,401

 

         109,686

 

         432,177

 

         447,426

 

Product development

9,953

 

7,374

 

           36,558

 

           30,277

 

Selling, marketing and distribution

36,582

 

32,946

 

         138,665

 

         124,508

 

General and administrative

19,447

 

           15,223

 

           69,589

 

           60,161

Operating Earnings

15,419

 

           54,143

 

         187,365

 

         232,480

 

Interest expense

2,190

 

             1,499

 

             7,633

 

             3,433

 

Other expense, net

547

 

               186

 

             1,153

 

                211

Earnings Before Income Taxes

12,682

 

          52,458

 

         178,579

 

         228,836

 

Income taxes

2,600

 

16,800

 

           57,700

 

           76,000

Net Earnings

$         10,082

 

$          35,658

 

$       120,879

 

$     152,836  

 

 

 

 

 

 

 

 

 

Net Earnings per Common Share

 

 

 

 

 

 

 

 

Basic

$             0.17

 

$             0.57

 

$              2.01

 

$            2.35 

 

Diluted

                0.17

 

$             0.56

 

$              1.99

 

$            2.32 

 

 

 

 

 

 

 

Weighted Average Number of Shares

 

 

 

 

 

 

 

 

Basic

            59,493

 

          62,663

 

60,264

 

65,043 

 

Diluted

            59,837

 

          63,434

 

60,835

 

65,984 

 

 

 

 

 

 

 

 

 

Segment Information (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Fourth Quarter Ended

 

Year Ended

 

 

Dec 26,

 

Dec 28,

 

Dec 26,

 

Dec 28,

 

 

2008

 

2007

 

2008

 

2007

Net Sales

 

 

 

 

 

 

 

 

Industrial

$         97,913

 

$       117,588 

 

$       462,941

 

$       444,725

 

Contractor

           50,780

 

66,072 

 

         266,772

 

         306,703

 

Lubrication

           17,996

 

21,530 

 

           87,557

 

           89,911

 

Consolidated

$       166,689

 

$       205,190 

 

$       817,270

 

$       841,339

Operating Earnings

 

 

 

 

 

 

 

 

Industrial

$         20,393 

 

$        40,708 

 

$       138,240 

 

$       152,278 

 

Contractor

(2,507)

 

           14,866 

 

           47,156 

 

           81,528 

 

Lubrication

142  

 

1,408 

 

           12,475 

 

             9,252 

 

Unallocated corporate

(2,609)

 

(2,839)

 

(10,506)

 

(10,578)

 

Consolidated

$         15,419 

 

$         54,143 

 

$       187,365 

 

$       232,480 

 

 

 

GRACO INC. AND SUBSIDIARIES

Consolidated Balance Sheets (Unaudited)

(In thousands)

 

 

 

 

 

 

 

 

 

 

       Dec 26, 2008

 

       Dec 28, 2007

ASSETS

 

 

 

Current Assets

 

 

 

 

Cash and cash equivalents

$              12,119 

 

$                 4,922 

 

Accounts receivable, less allowances of

 

 

 

 

 

$6,600 and $6,500

                    127,505 

 

                     140,489 

 

Inventories

                      91,604 

 

                       74,737 

 

Deferred income taxes

                      23,007 

 

                       21,650 

 

Other current assets

                        6,360 

 

                         7,034 

 

 

Total current assets

                    260,595 

 

                     248,832 

 

 

 

 

 

 

Property, Plant and Equipment

 

 

 

 

Cost

326,729 

 

                     306,073 

 

Accumulated depreciation

                  (176,975)

 

(165,479)

 

 

Property, plant and equipment, net

                   149,754 

 

                     140,594 

 

 

 

 

 

 

Prepaid Pension

                              -

 

                       31,823 

Goodwill

                      91,740 

 

                       67,204 

Other Intangible Assets, net

                      52,231 

 

                       41,889 

Deferred Income Taxes

                      18,919 

 

-

Other Assets

                        6,611 

 

                         6,382 

 

 

Total Assets

$              579,850 

 

$             536,724 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

Current Liabilities

 

 

 

 

Notes payable to banks

$                18,311 

 

$                18,991 

 

Trade accounts payable

                      18,834 

 

                      27,379 

 

Salaries, wages and commissions

                      17,179 

 

                      20,470 

 

Dividends payable

                      11,312 

 

                      11,476 

 

Other current liabilities

                      55,524 

 

                      47,561 

 

 

Total current liabilities

                    121,160 

 

                    125,877 

 

 

 

 

 

 

Long-term Debt

                    180,000 

 

                    107,060 

Retirement Benefits and Deferred Compensation

                    108,656 

 

                      40,639 

Uncertain Tax Positions

                        2,400 

 

                        5,400 

Deferred Income Taxes       

                               -

 

                      13,074 

 

 

 

 

 

 

Shareholders' Equity

 

 

 

 

Common stock

59,516  

 

61,964 

 

Additional paid-in-capital

174,161  

 

156,420 

 

Retained earnings

8,445  

 

32,986 

 

Accumulated other comprehensive income (loss)

(74,488)

 

(6,696)

 

 

Total shareholders' equity

167,634 

 

244,674 

 

 

Total Liabilities and Shareholders' Equity

$             579,850 

 

$             536,724 

 

 

 

 

GRACO INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

 

 

 

 

 

 

Year Ended

 

 

 

 

 

Dec 26, 2008

 

Dec 28, 2007

Cash Flows From Operating Activities

 

 

 

 

Net Earnings

$                 120,879 

 

$                 152,836 

 

 

Adjustments to reconcile net earnings to

 

 

 

 

 

net cash provided by operating activities

 

 

 

 

 

 

Depreciation and amortization

35,495 

 

28,665 

 

 

 

Deferred income taxes

(160)

 

(1,590)

 

 

 

Share-based compensation

9,051 

 

8,583 

 

 

 

Excess tax benefit related to share-based

 

 

 

 

 

 

 

payment arrangements

(2,873)

 

(4,508)

 

 

 

Change in

 

 

 

 

 

 

 

Accounts receivable

14,965 

 

(1,844)

 

 

 

 

Inventories

(9,937)

 

                  2,045 

 

 

 

 

Trade accounts payable

(6,806)

 

(2,314)

 

 

 

 

Salaries, wages and commissions

(3,169)

 

(6,527)

 

 

 

 

Retirement benefits and deferred compensation

(2,672)

 

(2,290)

 

 

 

 

Other accrued liabilities

5,658 

 

4,666 

 

 

 

 

Other

                         2,047 

 

(625)

Net cash provided by operating activities

                     162,478 

 

177,097 

 

 

 

 

 

 

 

 

Cash Flows From Investing Activities

 

 

 

 

Property, plant and equipment additions

(29,102)

 

(36,869)

 

Proceeds from sale of property, plant and equipment

                  1,768 

 

                 296 

 

Investment in life insurance

(1,499)

 

(1,499)

 

Capitalized software and other intangible asset additions

(1,327)

 

(85)

 

Acquisitions of businesses, net of cash acquired

(55,186)

 

Net cash used in investing activities

                      (85,346)

 

(38,157)

 

 

 

 

 

 

 

 

Cash Flows From Financing Activities

 

 

 

 

Net borrowings (payments) on short-term lines of credit

(1,329)

 

(312)

 

Borrowings on long-term line of credit

                   242,849 

 

                    158,351 

 

Payments on long-term line of credit

(169,909)

 

(51,295)

 

Excess tax benefit related to share-based

 

 

 

 

 

payment arrangements

2,873 

 

4,508 

 

Common stock issued

13,701 

 

24,055 

 

Common stock retired

(114,836)

 

(230,412)

 

Cash dividends paid

(44,702)

 

(43,188)

Net cash provided by (used in) financing activities

                      (71,353)

 

(138,293)

Effect of exchange rate changes on cash

                                              1,418 

 

(1,596)

Net increase (decrease) in cash and cash equivalents

                         7,197 

 

(949)

Cash and cash equivalents

 

 

 

 

Beginning of year

                         4,922 

 

                         5,871 

 

End of period

$                   12,119 

 

$                    4,922 

# # #