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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)
August 16, 2005
The Estee Lauder Companies Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-14064 11-2408943
(State or other jurisdiction (Commission File (IRS Employer Identification
of incorporation) Number) No.)
767 Fifth Avenue, New York, New York 10153
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
212-572-4200
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))
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ITEM 2.02 Results of Operations and Financial Condition.
On August 16, 2005, The Estee Lauder Companies Inc. (the "Company") issued a
press release announcing its fiscal 2005 full year and fourth quarter results
and its estimated fiscal 2006 first half and full year results. A copy of the
press release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
ITEM 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
----------- -----------
99.1 Press release dated August 16, 2005 of The Estee Lauder
Companies Inc.
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.
THE ESTEE LAUDER COMPANIES INC.
Date: August 16, 2005 By: /s/RICHARD W. KUNES
----------------------
Richard W. Kunes
Executive Vice President
and Chief Financial Officer
(Principal Financial and
Accounting Officer)
THE ESTEE LAUDER COMPANIES INC.
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Press release dated August 16, 2005 of The Estee Lauder
Companies Inc.
EXHIBIT 99.1
THE News
ESTEE Contact:
LAUDER Investor Relations:
COMPANIES INC. Dennis D'Andrea
(212) 572-4384
767 Fifth Avenue Media Relations:
New York, NY 10153 Sally Susman
(212) 572-4430
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FOR IMMEDIATE RELEASE:
Estee Lauder Companies Reports 9% Full Year Net Sales Growth
EPS From Continuing Operations, Before Special Tax Charge, Up 17% to
$1.90 for Full Year; Up 36% to $.42 for Fourth Quarter
Company Provides Fiscal 2006 Expectations
New York, NY, August 16, 2005 - The Estee Lauder Companies Inc. (NYSE: EL) today
reported net sales for its fiscal year ended June 30, 2005 of $6.34 billion, a
9% increase over the $5.79 billion reported in the prior year. Excluding the
impact of foreign currency translation, net sales rose 7% for the year.
For the full fiscal year 2005, the Company reported net earnings from continuing
operations of $406.1 million, up 8% from $375.4 million last year. Diluted
earnings per common share from continuing operations for the year rose 10% to
$1.78 from $1.62 reported in the prior year. Fiscal year 2005 results included a
special tax charge related to the Company's intention to repatriate, in fiscal
2006, $500 million of extraordinary intercompany dividends under the provisions
of The American Jobs Creation Act of 2004 (the "AJCA"). This action resulted in
an incremental tax charge, recorded in the fourth quarter, of $27.5 million, or
$.12 per diluted share. Excluding the special tax charge, net earnings from
continuing operations for fiscal year 2005 increased 16% to $433.6 million, and
diluted earnings per share from continuing operations increased 17% to $1.90. A
reconciliation between GAAP and non-GAAP financial measures for fiscal 2005 can
be found on page 8 of this press release.
Net earnings and diluted earnings per share for the year increased 19% and 20%,
respectively, compared with the prior year, including discontinued operations.
William P. Lauder, President and Chief Executive Officer, said, "This year we
achieved yet another significant milestone by ending the year with sales well
over the six billion dollar mark. The strong local currency sales growth we
turned in translated into significant bottom line growth,
Page 1 of 9
demonstrating our ability to follow through on our commitment to create value
for our stockholders. We will continue to manage our Company with that
commitment foremost in our minds."
"We are optimistic about the coming year, and we see opportunities to expand our
global leadership in prestige beauty. Launches across product categories and
regions augur well for us not only in the coming fiscal year but in future years
as well, enabling us to optimize the strength of our brand portfolio and
leverage our global distribution capabilities."
Fourth Quarter Results
----------------------
Net sales for the quarter ended June 30, 2005, increased 10% to $1.54 billion,
compared with $1.40 billion in the fourth quarter of fiscal 2004. Excluding the
impact of foreign currency translation, net sales increased 8% in the fourth
quarter. On a reported basis, net sales in the quarter in skin care and makeup
increased 10% and 11%, respectively. Fragrance sales rose 9%, while hair care
was up 2%. Net sales increased in each geographic region, with 13% growth in
Europe, the Middle East & Africa, 9% in the Americas and 6% growth in
Asia/Pacific. In constant currency, net sales increased in each major product
category and geographic region. The Company reported net earnings from
continuing operations for the fourth quarter of fiscal year 2005 of $66.6
million versus $71.3 million in the same prior-year period. Diluted earnings per
common share from continuing operations for the three months ended June 30,
2005, including the special tax charge related to the AJCA, was $.30 compared
with $.31 reported in the same prior-year period. Excluding the special tax
charge in the three months ended June 30, 2005, net earnings from continuing
operations rose 32% to $94.1 million and diluted earnings per share from
continuing operations increased 36% to $.42.
Net earnings and diluted earnings per share for the current-year quarter
decreased 6% and 3%, respectively, compared with the prior year, including
discontinued operations. Such decreases were due to the special tax charge
related to the AJCA.
Full-Year Results by Product Category
-------------------------------------
Net sales of skin care products for the year increased 10% to $2.35 billion on a
reported basis and rose 7% in local currencies. The higher sales reflected
recent launches from Estee Lauder of Future Perfect Anti-Wrinkle Radiance Creme
SPF 15 and new products in the Re-Nutriv line and Perfectionist line, such as
Perfectionist [CP+]. Strong sales by Clinique of Superdefense Triple Action
Moisturizers SPF 25, certain Repairwear products and the 3-Step Skin Care
System, and The Lifting Face Serum & The Lifting Intensifier from La Mer also
contributed to growth. The inclusion of the Company's new American Beauty and
Good Skin(TM) brands added incremental sales to the skin care category. This
increase was partially offset by lower sales of certain existing products.
Makeup net sales for the year rose 13% to $2.42 billion on a reported basis and
increased 11% in local currencies. Solid growth was generated from the combined
sales of the Company's makeup artist brands, as well as from Superbalanced
Compact Makeup SPF 20 and Colour Surge Eye Shadow from Clinique. New products
such as Lash XL Maximum Length Mascara, Tender Blush, Pure Pops Brush-on Color
and AeroMatte Ultralucent Pressed Powder from Estee Lauder contributed to the
sales increase. The makeup category also benefited from the inclusion of the
Page 2 of 9
Company's new American Beauty and Flirt! brands. Lower sales of certain existing
products partially offset these positive results.
Fragrance sales increased 3% to $1.26 billion on a reported basis and increased
slightly in local currencies compared to the prior year. Fragrance sales
benefited from the current-year launches of DKNY Be Delicious and DKNY Be
Delicious Men, True Star from Tommy Hilfiger, Lauder Beyond Paradise Men and
Happy To Be from Clinique. These increases were partially offset by lower sales
of certain Tommy Hilfiger fragrances, Estee Lauder Beyond Paradise, Aramis Life
and Clinique Simply.
Sales of hair care products and services for the year rose 10% to $273.9 million
on a reported basis and increased 9% in local currencies, due primarily to
higher sales at Aveda and Bumble and bumble. Aveda net sales growth was due to
recent product launches such as Pure Abundance and the Damage Remedy line of
products and ongoing demand for professional color products. Higher sales at
Bumble and bumble were due to growth in existing and new points of distribution,
as well as the success of existing and new products, such as its hair and scalp
treatment line and Creme de Coco shampoo and conditioner.
Operating income improved in skin care, makeup and fragrance due to the net
sales growth. Hair care operating income decreased reflecting an increase in
operating expenses related to the growth of the business in the U.S., as well as
the opening of new points of distribution in Korea and Japan, partially offset
by increased sales.
Full-Year Results by Geographic Region
--------------------------------------
In the Americas, net sales for the year increased 7% to $3.38 billion. The
increase was due to strong sales from the Company's makeup artist and hair care
brands, higher sales from the Company's Aramis and Designer Fragrances business,
the inclusion of sales of BeautyBank products, and higher results in Canada,
which offset challenges among certain core brands and prior-year launches. All
major product categories in this region had sales growth. Operating income in
the Americas increased primarily due to higher sales resulting from an overall
improvement in the retail environment, strong product launches and growth from
newer brands.
In Europe, the Middle East & Africa, net sales increased 13% from the prior year
to $2.12 billion, and rose 7% in local currency. The Company's travel retail
business continued its strong recovery in the current year compared with the
prior year. In constant currency, the Company experienced sales growth in most
countries, led by travel retail, the United Kingdom, Spain and Portugal,
partially offset by lower sales in France, Italy and Germany. Operating
profitability increased reflecting higher operating income in the Company's
travel retail business, Spain, the United Kingdom and Switzerland, partially
offset by lower results in France and Russia.
Asia/Pacific net sales grew 8% over the prior year to $835.5 million. On a local
currency basis, this region's net sales rose 4% led by strong growth in China,
Hong Kong and Taiwan. These increases were partially offset by lower sales in
Japan and Korea. Operating profit in the region increased reflecting higher
results primarily in Hong Kong, Taiwan, Thailand and Japan, while lower results
were reported in Korea and China.
Page 3 of 9
Full-Year Cash Flow
-------------------
For the twelve months ended June 30, 2005, the Company generated $479.2 million
in cash flow from operating activities compared with $675.4 million in the
prior-year period. The reduction primarily resulted from decreases in deferred
taxes and higher net earnings from continuing operations being more than offset
by increases in certain working capital components, including significant
deferred compensation and supplemental pension payments. Increased inventory was
primarily due to sales growth and the building of safety stock in the Company's
new distribution center in Europe, as well as to support sales building
activities. Accounts receivable increased as a result of sales growth,
reflecting growth in international markets and customers, which generally carry
longer payment terms, as well as the timing of receipts of customer payments.
Operating cash flow was utilized primarily for capital investments, the
repurchase of shares of the Company's Class A Common Stock and dividend
payments.
Estimate of Fiscal 2006 First Half and Full Year
------------------------------------------------
Effective July 1, 2005, the Company adopted the new accounting rule requiring
the expensing of stock based compensation. In accordance with the rule, prior
year results have not been restated. Net earnings guidance for the fiscal 2006
first half and full year includes a charge of $.10 and slightly more than $.14
per diluted common share, respectively, to reflect the costs associated with the
expensing of stock options.
Full fiscal year 2006 guidance includes an estimated impact of potential store
closures and or business disruptions related to the pending merger of Federated
Department Stores, Inc. and The May Department Stores Company. The Company
believes this action may begin late in fiscal 2006, resulting in an estimated
impact to reported earnings per share of two to three cents.
Net sales for the first half of fiscal 2006 are expected to grow between 7% and
8% in dollars, including a benefit of approximately 50 basis points due to
foreign currency exchange, versus the first half of fiscal 2005. Geographic
region net sales growth in constant currency is expected to be led by Europe,
the Middle East & Africa, followed by the Americas and Asia/Pacific. On a
product category basis, in constant currency, hair care and makeup are expected
to be the leading growth categories, followed by skin care, while fragrance is
expected to decline slightly. The Company expects diluted earnings per share for
the first half to be essentially flat, including the $.10 impact from expensing
stock options.
For fiscal 2006 the Company's reported net sales are expected to grow between
5.5% and 6.5% versus fiscal 2005, with essentially no foreign currency
translation impact. At the same time the Company expects to achieve diluted
earnings per share of between $1.95 and $2.00 for the fiscal 2006 year, which
includes the above mentioned $.17 per share impact from expensing stock options
as well as the potential impact of the pending Federated Department Stores, Inc.
and The May Department Stores Company merger. Geographic region net sales growth
in constant currency is expected to be led by Asia/Pacific, followed by the
Americas and Europe, the Middle East & Africa. On a product category basis, in
constant currency, hair care and makeup are expected to be the leading sales
growth categories, followed by skin care and fragrance.
Page 4 of 9
Forward-Looking Statements
--------------------------
The forward-looking statements in this press release, including those containing
words like "believe," "should" and "expect," those in Mr. Lauder's remarks and
those in the "Estimate of Fiscal 2006 First Half and Full Year" section involve
risks and uncertainties. Factors that could cause actual results to differ
materially from those forward-looking statements include the following:
(1) increased competitive activity from companies in the skin care,
makeup, fragrance and hair care businesses, some of which have greater
resources than the Company does;
(2) the Company's ability to develop, produce and market new products on
which future operating results may depend;
(3) consolidations, restructurings, bankruptcies and reorganizations in
the retail industry causing a decrease in the number of stores that
sell the Company's products, an increase in the ownership
concentration within the retail industry, ownership of retailers by
the Company's competitors and ownership of competitors by the
Company's customers that are retailers;
(4) shifts in the preferences of consumers as to where and how they shop
for the types of products and services the Company sells;
(5) social, political and economic risks to the Company's foreign or
domestic manufacturing, distribution and retail operations, including
changes in foreign investment and trade policies and regulations of
the host countries and of the United States;
(6) changes in the laws, regulations and policies that affect, or will
affect, the Company's business, including changes in accounting
standards, tax laws and regulations, trade rules and customs
regulations, and the outcome and expense of legal or regulatory
proceedings, and any action the Company may take as a result;
(7) foreign currency fluctuations affecting the Company's results of
operations and the value of its foreign assets, the relative prices at
which the Company and its foreign competitors sell products in the
same markets and the Company's operating and manufacturing costs
outside of the United States;
(8) changes in global or local conditions that could affect consumer
purchasing, the willingness of consumers to travel, the financial
strength of the Company's customers or suppliers, the Company's
operations, the cost and availability of capital which the Company may
need for new equipment, facilities or acquisitions, the cost and
availability of raw materials and the assumptions underlying the
Company's critical accounting estimates;
(9) shipment delays, depletion of inventory and increased production costs
resulting from disruptions of operations at any of the facilities
which, due to consolidations in the Company's manufacturing
operations, now manufacture nearly all of the Company's supply of a
particular type of product (i.e., focus factories);
(10) real estate rates and availability, which may affect the Company's
ability to increase the number of retail locations at which the
Company sells its products and the costs associated with the Company's
other facilities;
(11) changes in product mix to products which are less profitable;
(12) the Company's ability to acquire or develop new information and
distribution technologies, on a timely basis and within the Company's
cost estimates;
(13) the Company's ability to capitalize on opportunities for improved
efficiency, such as globalization, and to integrate acquired
businesses and realize value therefrom;
(14) consequences attributable to the events that are currently taking
place in the Middle East, including further attacks, retaliation and
the threat of further attacks or retaliation; and
(15) the impact of repatriating, or planning to repatriate, certain of the
Company's foreign earnings to the United States in connection with The
American Jobs Creation Act of 2004.
The Company assumes no responsibility to update forward-looking statements
made herein or otherwise.
The Estee Lauder Companies Inc. is one of the world's leading manufacturers and
marketers of quality skin care, makeup, fragrance and hair care products. The
Company's products are sold in over 130 countries and territories under
well-recognized brand names, including Estee Lauder, Clinique, Aramis,
Prescriptives, Origins, M.A.C, Bobbi Brown, Tommy Hilfiger, La Mer, Donna Karan,
Aveda, Stila, Jo Malone, Bumble and bumble, Darphin, Michael Kors, Rodan +
Fields, American Beauty, Flirt!, Good Skin(TM), Donald Trump The Fragrance and
Grassroots.
Page 5 of 9
An electronic version of this release can be found at the Company's website,
www.elcompanies.com.
-------------------
- Tables Follow -
Page 6 of 9
THE ESTEE LAUDER COMPANIES INC.
SUMMARY OF CONSOLIDATED RESULTS
(Unaudited; In millions, except per share data)
Three Months Ended Year Ended
June 30 Percent June 30 Percent
------------------- Change ------------------- Change
------ ------
2005 2004 2005 2004
-------- -------- -------- --------
Net Sales................................................. $1,543.7 $1,403.1 10.0% $6,336.3 $5,790.4 9.4%
Cost of sales............................................. 371.6 340.9 1,617.4 1,476.3
-------- -------- -------- --------
Gross Profit.............................................. 1,172.1 1,062.2 10.3% 4,718.9 4,314.1 9.4%
-------- -------- -------- --------
Gross Margin....................................... 75.9% 75.7% 74.5% 74.5%
Operating expenses:
Selling, general and administrative.................... 1,013.7 934.6 3,998.3 3,651.3
Related party royalties................................ - 1.9 - 18.8
-------- -------- -------- --------
1,013.7 936.5 8.2% 3,998.3 3,670.1 8.9%
-------- -------- -------- --------
Operating Expense Margin........................... 65.7% 66.7% 63.1% 63.4%
Operating Income.......................................... 158.4 125.7 26.0% 720.6 644.0 11.9%
Operating Income Margin............................ 10.2% 9.0% 11.4% 11.1%
Interest expense, net..................................... 3.2 5.3 13.9 27.1
-------- -------- -------- --------
Earnings before Income Taxes, Minority Interest
and Discontinued Operations............................. 155.2 120.4 28.9% 706.7 616.9 14.6%
Provision for income taxes (A)............................ 85.1 46.9 291.3 232.6
Minority interest, net of tax............................. (3.5) (2.2) (9.3) (8.9)
-------- -------- -------- --------
Net Earnings from Continuing Operations................... 66.6 71.3 (6.6)% 406.1 375.4 8.2%
Discontinued operations, net of tax (B).................. - (0.2) - (33.3)
-------- -------- -------- --------
Net Earnings.............................................. $ 66.6 $ 71.1 (6.3)% $ 406.1 $ 342.1 18.7%
======== ======== ======== ========
Basic net earnings per common share:
Net earnings from continuing operations................ $ .30 $ .31 (4.5)% $ 1.80 $ 1.65 9.5%
Discontinued operations, net of tax.................... - (.00) - (.15)
-------- -------- -------- --------
Net earnings........................................... $ .30 $ .31 (4.2)% $ 1.80 $ 1.50 20.2%
======== ======== ======== ========
Diluted net earnings per common share:
Net earnings from continuing operations................ $ .30 $ .31 (3.6)% $ 1.78 $ 1.62 9.6%
Discontinued operations, net of tax.................... - (.00) - (.14)
-------- -------- -------- --------
Net earnings........................................... $ .30 $ .31 (3.3)% $ 1.78 $ 1.48 20.2%
======== ======== ======== ========
Weighted average common shares outstanding:
Basic.................................................. 223.1 227.9 225.3 228.2
Diluted................................................ 225.3 232.2 228.6 231.6
Page 7 of 9
THE ESTEE LAUDER COMPANIES INC.
SUMMARY OF CONSOLIDATED RESULTS
(In millions, except per share data)
(A) The Company plans to repatriate approximately $690 million of foreign
earnings in fiscal year 2006, which includes $500 million of extraordinary
intercompany dividends under the provisions of the American Jobs Creation Act of
2004 (the "AJCA"). This plan resulted in an aggregate tax charge of
approximately $35 million in the Company's fiscal year ended June 30, 2005,
which includes an incremental tax charge of $27.5 million, equal to $.12 per
diluted common share. The repatriated funds will be reinvested in the United
States under a domestic reinvestment plan in accordance with the provisions of
the AJCA. This earnings release includes some non-GAAP financial measures
relating to this charge. The following is a reconciliation between the non-GAAP
financial measures and the most directly comparable GAAP measure for net
earnings before and after the special charge. The Company uses the non-GAAP
financial measure, among other things, to evaluate its operating performance and
the measure represents the manner in which the Company conducts and views its
business. Management believes that excluding these items that are special in
nature or that are not comparable from period to period helps investors and
others compare operating performance between two periods. There were no events
or transactions in fiscal 2004 for which the Company believes such a
presentation would be relevant. While the Company considers the non-GAAP
measures useful in analyzing our results, it is not intended to replace, or act
as a substitute for, any presentation included in the consolidated financial
statements prepared in conformity with GAAP.
Three Months Ended Year Ended
June 30, 2005 June 30, 2005
----------------------- -----------------------
Diluted Net Diluted Net
Income Earnings Per Income Earnings Per
(Expense) Common Share (Expense) Common Share
--------- ------------ --------- ------------
(Unaudited)
Net Earnings before special tax charge.................... $ 94.1 $ .42 $433.6 $1.90
Special tax charge........................................ (27.5) (.12) (27.5) (.12)
------ ------ ------ ------
Net Earnings.............................................. $ 66.6 $ .30 $406.1 $1.78
====== ====== ====== ======
(B) In February 2004, the Company sold the assets and operations of its
reporting unit that sold jane brand products. Based on an assessment of the
tangible and intangible assets of this business, the Company determined that the
carrying amount of these assets as then reflected on the Company's consolidated
balance sheets exceeded their estimated fair value. Accordingly, the Company
recorded an after-tax charge to discontinued operations of $33.3 million for the
fiscal year ended June 30, 2004. The charge represented the impairment of
goodwill in the amount of $26.4 million, the reduction in value of other
tangible assets of $2.1 million, net of tax, and the operating loss of $4.8
million, net of tax, for the fiscal year ended June 30, 2004. Included in that
operating loss were additional costs associated with the sale and
discontinuation of the business.
Page 8 of 9
THE ESTEE LAUDER COMPANIES INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited; In millions)
June 30 June 30
2005 2004
---- ----
ASSETS
Current Assets
Cash and cash equivalents............................................................... $ 553.3 $ 611.6
Accounts receivable, net................................................................ 776.6 664.9
Inventory and promotional merchandise, net.............................................. 768.3 653.5
Prepaid expenses and other current assets............................................... 204.4 269.2
-------- --------
Total Current Assets............................................................... 2,302.6 2,199.2
-------- --------
Property, Plant and Equipment, net...................................................... 694.2 647.0
Other Assets............................................................................ 889.0 861.9
-------- --------
Total Assets....................................................................... $3,885.8 $3,708.1
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term debt......................................................................... $ 263.6 $ 73.8
Accounts payable........................................................................ 249.4 267.3
Other current liabilities............................................................... 984.7 980.9
-------- --------
Total Current Liabilities.......................................................... 1,497.7 1,322.0
-------- --------
Noncurrent Liabilities
Long-term debt.......................................................................... 451.1 461.5
Other noncurrent liabilities and minority interest...................................... 244.2 191.1
Total Stockholders' Equity.............................................................. 1,692.8 1,733.5
-------- --------
Total Liabilities and Stockholders' Equity......................................... $3,885.8 $3,708.1
======== ========
SELECTED CASH FLOW DATA
(Unaudited; In millions)
Year Ended
June 30
-------------------
2005 2004
---- ----
Cash Flows from Operating Activities
Net earnings......................................................................... $406.1 $342.1
Depreciation and amortization........................................................ 196.7 191.7
Deferred income taxes................................................................ 104.9 18.3
Discontinued operations.............................................................. - 33.3
Other items.......................................................................... 19.2 23.2
Changes in operating assets and liabilities:
Increase in accounts receivable, net............................................. (106.6) (18.4)
Increase in inventory and promotional merchandise, net........................... (105.1) (45.7)
Increase (decrease) in accounts payable and other accrued liabilities............ (50.6) 122.6
Other operating assets and liabilities, net...................................... 14.6 8.3
------ ------
Net cash flows provided by operating activities................................ $479.2 $675.4
====== ======
Capital expenditures................................................................. 229.6 212.1
Repayments and redemptions of long-term debt......................................... 2.5 293.7
Payments to acquire treasury stock................................................... 438.6 115.9
Dividends paid....................................................................... 90.1 68.5
###
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