Sonoco Products Company
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
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þ |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended April 1, 2007
or
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o |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File No. 0-516
SONOCO PRODUCTS COMPANY
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Incorporated under the laws
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I.R.S. Employer Identification |
of South Carolina
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No. 57-0248420 |
1 N. Second St.
Hartsville, South Carolina 29550
Telephone: 843/383-7000
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 þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in
Rule 12b-2 of the Exchange Act.
Large accelerated filer
þ
Accelerated filer o Non-accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).
Yes o No þ
Indicate the number of shares outstanding of each of the issuers classes of common stock at April
27, 2007:
Common
stock, no par value: 100,003,445
SONOCO PRODUCTS COMPANY
INDEX
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PART I. FINANCIAL INFORMATION |
Item 1. Financial Statements: |
Condensed Consolidated Balance Sheets April 1, 2007 (unaudited) and December 31, 2006 (unaudited) |
Condensed Consolidated Statements of Income Three Months Ended April 1, 2007 (unaudited) and March 26, 2006 (unaudited) |
Condensed Consolidated Statements of Cash Flow Three Months Ended April 1, 2007 (unaudited) and March 26, 2006 (unaudited) |
Notes to Condensed Consolidated Financial Statements |
Report of Independent Registered Public Accounting Firm |
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations. |
Item 3. Quantitative and Qualitative Disclosures About Market Risk. |
Item 4. Controls and Procedures. |
PART II. OTHER INFORMATION |
Item 1. Legal Proceedings. |
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. |
Item 4. Submission of Matters to a Vote of Security Holders. |
Item 6. Exhibits. |
2
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements.
SONOCO PRODUCTS COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
(Dollars and shares in thousands)
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April 1, |
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December 31, |
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2007 |
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2006* |
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Assets |
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Current Assets |
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|
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|
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Cash and cash equivalents |
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$ |
82,337 |
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$ |
86,498 |
|
Trade accounts receivable, net of allowances |
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|
491,999 |
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459,022 |
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Other receivables |
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32,344 |
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33,287 |
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Inventories: |
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|
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Finished and in process |
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131,493 |
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126,067 |
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Materials and supplies |
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181,951 |
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177,781 |
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Prepaid expenses and other |
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62,153 |
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60,143 |
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982,277 |
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942,798 |
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Property, Plant and Equipment, Net |
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1,019,702 |
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1,019,594 |
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Goodwill |
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668,784 |
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667,288 |
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Other Intangible Assets, Net |
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93,651 |
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95,885 |
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Other Assets |
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202,485 |
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191,113 |
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Total Assets |
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$ |
2,966,899 |
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$ |
2,916,678 |
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Liabilities and Shareholders Equity |
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Current Liabilities |
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Payable to suppliers |
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$ |
353,715 |
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$ |
357,856 |
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Accrued expenses and other |
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225,677 |
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243,387 |
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Notes payable and current portion of long-term debt |
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49,228 |
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51,903 |
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Accrued taxes |
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13,680 |
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6,678 |
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642,300 |
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659,824 |
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Long-Term Debt, Net of Current Portion |
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754,779 |
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712,089 |
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Pension and Other Postretirement Benefits |
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214,577 |
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209,363 |
|
Deferred Income Taxes and Other |
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132,429 |
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116,334 |
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Commitments and Contingencies |
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Shareholders Equity |
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Common stock, no par value
Authorized 300,000 shares
99,593 and 100,550 shares were issued and outstanding
at April 1, 2007 and December 31, 2006, respectively |
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7,175 |
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7,175 |
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Capital in excess of stated value |
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392,572 |
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430,002 |
|
Accumulated other comprehensive loss |
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|
(244,610 |
) |
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(262,305 |
) |
Retained earnings |
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1,067,677 |
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1,044,196 |
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Total Shareholders Equity |
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1,222,814 |
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1,219,068 |
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Total Liabilities and Shareholders Equity |
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$ |
2,966,899 |
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$ |
2,916,678 |
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* |
|
The year-end condensed consolidated balance sheet data was derived from audited
financial statements but does not include all disclosures required by generally
accepted accounting principles. |
See accompanying Notes to Condensed Consolidated Financial Statements
3
SONOCO PRODUCTS COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited)
(Dollars and shares in thousands except per share data)
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Three Months Ended |
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April 1, |
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March 26, |
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2007 |
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2006 |
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Net sales |
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$ |
955,679 |
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$ |
818,769 |
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Cost of sales |
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770,514 |
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662,593 |
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Selling, general and administrative expenses |
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89,686 |
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81,337 |
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Restructuring charges (see Note 3) |
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6,806 |
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2,355 |
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Income before interest and income taxes |
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88,673 |
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72,484 |
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Interest expense |
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14,124 |
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12,118 |
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Interest income |
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(2,636 |
) |
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(1,265 |
) |
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Income before income taxes |
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77,185 |
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61,631 |
|
Provision for income taxes |
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26,549 |
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19,236 |
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Income before equity in earnings of affiliates/minority interest in subsidiaries |
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50,636 |
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42,395 |
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Equity in earnings of affiliates/minority interest in subsidiaries, net of tax |
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2,468 |
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2,749 |
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Net income |
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$ |
53,104 |
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$ |
45,144 |
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|
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|
Weighted average common shares outstanding: |
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Basic |
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|
100,714 |
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|
100,424 |
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|
|
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|
|
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Diluted |
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|
102,293 |
|
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|
101,929 |
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Per common share: |
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Net income: |
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Basic |
|
$ |
0.53 |
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$ |
0.45 |
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Diluted |
|
$ |
0.52 |
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$ |
0.44 |
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Cash dividends |
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$ |
0.24 |
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$ |
0.23 |
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See accompanying Notes to Condensed Consolidated Financial Statements
4
SONOCO PRODUCTS COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
(Dollars in thousands)
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Three Months Ended |
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April 1, |
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March 26, |
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2007 |
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2006* |
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Cash Flows from Operating Activities: |
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|
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|
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Net income |
|
$ |
53,104 |
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|
$ |
45,144 |
|
Adjustments to reconcile net income to net cash
provided by operating activities: |
|
|
|
|
|
|
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|
Asset impairment |
|
|
381 |
|
|
|
2 |
|
Depreciation, depletion and amortization |
|
|
42,722 |
|
|
|
38,163 |
|
Non-cash share-based compensation expense |
|
|
3,823 |
|
|
|
3,133 |
|
Equity in earnings of affiliates/minority interest in subsidiaries |
|
|
(2,468 |
) |
|
|
(2,749 |
) |
Loss on disposition of assets |
|
|
512 |
|
|
|
125 |
|
Tax effect of nonqualified stock options |
|
|
2,175 |
|
|
|
4,692 |
|
Excess tax benefit of share-based compensation |
|
|
(2,175 |
) |
|
|
(4,692 |
) |
Deferred taxes |
|
|
1,738 |
|
|
|
(2,697 |
) |
Cash dividend from affiliated companies |
|
|
452 |
|
|
|
|
|
Change in assets and liabilities, net of effects from acquisitions,
dispositions, and foreign currency adjustments: |
|
|
|
|
|
|
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|
Receivables |
|
|
(29,894 |
) |
|
|
(14,987 |
) |
Inventories |
|
|
(7,809 |
) |
|
|
66 |
|
Prepaid expenses |
|
|
(4,276 |
) |
|
|
1,600 |
|
Payables and taxes |
|
|
4,772 |
|
|
|
(2,433 |
) |
Benefit plan contributions |
|
|
(4,035 |
) |
|
|
(2,174 |
) |
Other assets and liabilities |
|
|
(1,066 |
) |
|
|
5,804 |
|
|
|
|
|
|
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|
Net cash provided by operating activities |
|
|
57,956 |
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|
|
68,997 |
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|
|
|
|
|
|
|
|
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Cash Flows from Investing Activities: |
|
|
|
|
|
|
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|
Purchase of property, plant and equipment |
|
|
(36,919 |
) |
|
|
(27,818 |
) |
Cost of acquisitions, exclusive of cash acquired |
|
|
|
|
|
|
(34,942 |
) |
Proceeds from the sale of assets |
|
|
726 |
|
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|
14,806 |
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|
|
|
|
|
|
Net cash used in investing activities |
|
|
(36,193 |
) |
|
|
(47,954 |
) |
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Cash Flows from Financing Activities: |
|
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|
|
|
|
|
Proceeds from issuance of debt |
|
|
15,240 |
|
|
|
7,359 |
|
Principal repayment of debt |
|
|
(18,978 |
) |
|
|
(8,630 |
) |
Net increase in commercial paper borrowings |
|
|
43,000 |
|
|
|
30,000 |
|
Net increase in bank overdrafts |
|
|
30 |
|
|
|
18,348 |
|
Excess tax benefit of share-based compensation |
|
|
2,175 |
|
|
|
4,692 |
|
Cash dividends common |
|
|
(24,036 |
) |
|
|
(23,124 |
) |
Repurchase of common shares |
|
|
(56,730 |
) |
|
|
(70,234 |
) |
Common shares issued |
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|
13,595 |
|
|
|
27,058 |
|
|
|
|
|
|
|
|
Net cash used in financing activities |
|
|
(25,704 |
) |
|
|
(14,531 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Effects of Exchange Rate Changes on Cash |
|
|
(220 |
) |
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Net (Decrease) Increase in Cash and Cash Equivalents |
|
|
(4,161 |
) |
|
|
6,529 |
|
Cash and cash equivalents at beginning of period |
|
|
86,498 |
|
|
|
59,608 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Cash and cash equivalents at end of period |
|
$ |
82,337 |
|
|
$ |
66,137 |
|
|
|
|
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|
|
|
|
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|
* |
|
Prior years data have been reclassified to conform to the current years presentation. |
See accompanying Notes to Condensed Consolidated Financial Statements
5
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
Note 1: Basis of Interim Presentation
In the opinion of the management of Sonoco Products Company (the Company), the
accompanying unaudited condensed consolidated financial statements contain all
adjustments (consisting of only normal recurring adjustments, unless otherwise stated)
necessary to state fairly the consolidated financial position, results of operations and
cash flows for the interim periods reported herein. Operating results for the three
months ended April 1, 2007, are not necessarily indicative of the results that may be
expected for the year ending December 31, 2007. These condensed consolidated financial
statements should be read in conjunction with the consolidated financial statements and
the notes thereto included in the Companys Annual Report on Form 10-K for the fiscal
year ended December 31, 2006.
With respect to the unaudited condensed consolidated financial information of the
Company for the three month periods ended April 1, 2007 and March 26, 2006 included in
this Form 10-Q, PricewaterhouseCoopers LLP reported that they have applied limited
procedures in accordance with professional standards for a review of such information.
However, their separate report dated May 1, 2007 appearing herein, states that they did
not audit and they do not express an opinion on that unaudited financial information.
Accordingly, the degree of reliance on their report on such information should be
restricted in light of the limited nature of the review procedures applied.
PricewaterhouseCoopers LLP is not subject to the liability provisions of Section 11 of
the Securities Act of 1933 for their report on the unaudited financial information
because that report is not a report or a part of a registration statement prepared
or certified by PricewaterhouseCoopers LLP within the meaning of Sections 7 and 11 of
the Act.
Note 2: Shareholders Equity
Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
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Three Months Ended |
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April 1, 2007 |
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|
March 26, 2006 |
|
Numerator: |
|
|
|
|
|
|
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Net income |
|
$ |
53,104 |
|
|
$ |
45,144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Denominator: |
|
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Weighted average common shares
outstanding |
|
|
100,714,000 |
|
|
|
100,424,000 |
|
Dilutive effect of stock-based
compensation |
|
|
1,579,000 |
|
|
|
1,505,000 |
|
|
|
|
|
|
|
|
Dilutive shares outstanding |
|
|
102,293,000 |
|
|
|
101,929,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported net income per common share: |
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.53 |
|
|
$ |
0.45 |
|
|
|
|
|
|
|
|
Diluted |
|
$ |
0.52 |
|
|
$ |
0.44 |
|
|
|
|
|
|
|
|
Stock
options to purchase approximately 615,375 and 1,823,189 shares at April 1, 2007 and
March 26, 2006, respectively, were not dilutive and, therefore, are excluded from the
computations of diluted income per common share amounts. No adjustments were made to
reported net income in the computations of earnings per share.
6
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
Stock Repurchases
On April 19, 2006, the Companys Board of Directors rescinded all previously approved
stock repurchase programs in conjunction with its approval of a new program, which
authorizes the repurchase of up to 5,000,000 shares of the Companys common stock. On
February 7, 2007, in anticipation of a planned repurchase, the Board of Directors
approved the reinstatement of the first 1,500,000 shares repurchased in 2007 to the total
share authorization. During the three months ended April 1, 2007, the Company
repurchased 1,500,000 shares of Sonoco common stock for $56,730. At April 1, 2007,
5,000,000 shares remained authorized for future repurchase under the Companys repurchase
program.
Note 3: Restructuring Programs
The Company approved a restructuring plan in October 2006 (the 2006 Plan), and another in
August 2003 (the 2003 Plan). During the three months ended April 1, 2007, and March 26,
2006, the Company recognized restructuring charges, net of adjustments, totaling $6,806
($4,773 after tax) and $2,355 ($1,475 after tax), respectively under these two plans.
Restructuring charges are included in Restructuring charges in the Condensed
Consolidated Statements of Income, except for restructuring charges applicable to equity
method investments, which are included in Equity in earnings of affiliates/minority
interest in subsidiaries, net of tax. Additional disclosure concerning each plan is
provided below.
The 2006 Plan
The 2006 Plan calls for the closure of approximately 12 plant locations and the reduction
of approximately 540 positions worldwide. The majority of the restructuring program is
focused on international operations, principally centered around Europe, in order to make
those operations more cost effective. These measures began in the fourth quarter of 2006
and are expected to be substantially complete by the end of 2007.
The total pre-tax cost of the 2006 Plan is estimated to be approximately $35,000, most of
which is related to severance and other termination costs. Accordingly, the vast
majority of the total restructuring cost will result in the expenditure of cash. As of
April 1, 2007, the Company had incurred total charges of $23,917 associated with these
activities. The following table provides additional details of the cumulative charges
recognized through April 1, 2007:
|
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|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Tubes and Cores/Paper Segment |
|
$ |
9,422 |
|
|
$ |
4,675 |
|
|
$ |
2,534 |
|
|
$ |
16,631 |
|
Consumer Packaging Segment |
|
|
4,508 |
|
|
|
532 |
|
|
|
601 |
|
|
|
5,641 |
|
Packaging Services Segment |
|
|
298 |
|
|
|
¾ |
|
|
|
¾ |
|
|
|
298 |
|
All Other Sonoco |
|
|
754 |
|
|
|
261 |
|
|
|
332 |
|
|
|
1,347 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative Restructuring Charges,
net of adjustments |
|
$ |
14,982 |
|
|
$ |
5,468 |
|
|
$ |
3,467 |
|
|
$ |
23,917 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company expects to recognize an additional cost of approximately $11,000 pretax in
the future associated with the 2006 Plan. These charges are expected to consist
primarily of severance and termination benefits. Of these future costs, it is estimated
that $8,200 will impact the Tubes and Cores/Paper segment, $2,300 will impact the
Consumer Packaging segment, $400 will impact the Packaging Services segment, and $100
will impact All Other Sonoco.
7
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
During the three months ended April 1, 2007, the Company recognized restructuring
charges associated with the 2006 Plan of $6,419, net of adjustments. The following table
provides additional details of these net charges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Tubes and Cores/Paper Segment |
|
$ |
957 |
|
|
$ |
55 |
|
|
$ |
404 |
|
|
$ |
1,416 |
|
Consumer Packaging Segment |
|
|
3,451 |
|
|
|
222 |
|
|
|
446 |
|
|
|
4,119 |
|
Packaging Services Segment |
|
|
221 |
|
|
|
¾ |
|
|
|
¾ |
|
|
|
221 |
|
All Other Sonoco |
|
|
379 |
|
|
|
¾ |
|
|
|
284 |
|
|
|
663 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
5,008 |
|
|
$ |
277 |
|
|
$ |
1,134 |
|
|
$ |
6,419 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The net charges for the three months ended April 1, 2007 relate primarily to the
announced closures of the following: a rigid packaging plant in Germany, rigid packaging
production lines in the United Kingdom, a paper mill in France, a tube and core plant in
Canada, a flexible packaging plant in Canada, and a molded plastics plant in the United
States.
During the three months ended April 1, 2007, the Company also recorded noncash income in
the amount of $10 after tax in order to reflect a minority interest holders portion of
restructuring costs that were charged to expense.
The following table sets forth the activity in the 2006 Plan restructuring accrual
included in Accrued expenses and other on the Companys Condensed Consolidated Balance
Sheets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Liability, December 31, 2006 |
|
$ |
8,264 |
|
|
$ |
¾ |
|
|
$ |
1,685 |
|
|
$ |
9,949 |
|
New charges |
|
|
5,098 |
|
|
|
277 |
|
|
|
1,134 |
|
|
|
6,509 |
|
Cash payments |
|
|
(5,598 |
) |
|
|
¾ |
|
|
|
(1,214 |
) |
|
|
(6,812 |
) |
Asset impairment (noncash) |
|
|
¾ |
|
|
|
(277 |
) |
|
|
¾ |
|
|
|
(277 |
) |
Foreign currency translation |
|
|
52 |
|
|
|
¾ |
|
|
|
13 |
|
|
|
65 |
|
Adjustments |
|
|
(90 |
) |
|
|
¾ |
|
|
|
¾ |
|
|
|
(90 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Liability, April 1, 2007 |
|
$ |
7,726 |
|
|
$ |
¾ |
|
|
$ |
1,618 |
|
|
$ |
9,344 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During the three months ended April 1, 2007, the Company recognized pre-tax asset
impairment charges totaling $277. Most of this cost was associated with the closure of a
production line at a Consumer Packaging segment facility in the United Kingdom.
Other exit costs consist primarily of building lease termination charges and other
miscellaneous exit costs.
The Company expects to pay the majority of the remaining 2006 Plan restructuring costs,
with the exception of ongoing pension subsidies and certain building lease termination
expenses, by the end of 2007, using cash generated from operations.
The 2003 Plan
In August 2003, the Company announced general plans to reduce its overall cost structure
by $54,000 pretax by realigning and centralizing a number of staff functions and
eliminating excess plant capacity. Pursuant to these plans, the Company has initiated or
completed 22 plant closings and has reduced its workforce by approximately 1,120
employees. As of April 1, 2007, the Company had incurred cumulative charges, net of
8
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
adjustments, of approximately $103,395 pretax associated with these activities.
The following table provides additional details of these net charges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Tubes and Cores/Paper Segment |
|
$ |
36,873 |
|
|
$ |
18,074 |
|
|
$ |
18,026 |
|
|
$ |
72,973 |
|
Consumer Packaging Segment |
|
|
11,195 |
|
|
|
5,084 |
|
|
|
5,186 |
|
|
|
21,465 |
|
Packaging Services Segment |
|
|
333 |
|
|
|
¾ |
|
|
|
¾ |
|
|
|
333 |
|
All Other Sonoco |
|
|
2,999 |
|
|
|
326 |
|
|
|
92 |
|
|
|
3,417 |
|
Corporate |
|
|
5,094 |
|
|
|
¾ |
|
|
|
113 |
|
|
|
5,207 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative Restructuring Charges,
net of adjustments |
|
$ |
56,494 |
|
|
$ |
23,484 |
|
|
$ |
23,417 |
|
|
$ |
103,395 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company expects to recognize an additional cost of approximately $300 pretax in the
future associated with the 2003 Plan. These costs are expected to be comprised of other
exit costs within the Tubes and Cores/Paper segment.
During the three months ended April 1, 2007, the Company recognized restructuring charges
associated with the 2003 Plan of $387, net of adjustments. The following table provides
additional details of these net charges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Tubes and Cores/Paper Segment |
|
$ |
(61 |
) |
|
$ |
¾ |
|
|
$ |
448 |
|
|
$ |
387 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
(61 |
) |
|
$ |
¾ |
|
|
$ |
448 |
|
|
$ |
387 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The net charges for the three months ended April 1, 2007 relate primarily to the closure
of a tube and core plant and a paper mill in the United States.
During the three months ended March 26, 2006, the Company recognized restructuring
charges associated with the 2003 Plan of $2,355, net of adjustments. The following table
provides additional details of these net charges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Tubes and Cores/Paper Segment |
|
$ |
675 |
|
|
$ |
2 |
|
|
$ |
1,029 |
|
|
$ |
1,706 |
|
Consumer Packaging Segment |
|
|
631 |
|
|
|
¾ |
|
|
|
18 |
|
|
|
649 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,306 |
|
|
$ |
2 |
|
|
$ |
1,047 |
|
|
$ |
2,355 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The net charges for the three months ended March 26, 2006 relate primarily to the
closure of two tube and core plants and one flexible packaging plant in the United
States.
During the three months ended March 26, 2006, the Company also recorded noncash income in
the amount of $100 after tax in order to reflect a minority interest holders portion of
restructuring costs that were charged to expense.
9
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
The following table sets forth the activity in the 2003 Plan restructuring accrual
included in Accrued expenses and other on the Companys Condensed Consolidated Balance
Sheets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance |
|
|
Asset |
|
|
|
|
|
|
|
|
|
and |
|
|
Impairment/ |
|
|
Other |
|
|
|
|
|
|
Termination |
|
|
Disposal |
|
|
Exit |
|
|
|
|
|
|
Benefits |
|
|
of Assets |
|
|
Costs |
|
|
Total |
|
Liability, December 31, 2006 |
|
$ |
567 |
|
|
$ |
¾ |
|
|
$ |
4,112 |
|
|
$ |
4,679 |
|
New charges |
|
|
¾ |
|
|
|
¾ |
|
|
|
445 |
|
|
|
445 |
|
Cash payments |
|
|
(65 |
) |
|
|
¾ |
|
|
|
(640 |
) |
|
|
(705 |
) |
Asset impairment (noncash) |
|
|
¾ |
|
|
|
¾ |
|
|
|
¾ |
|
|
|
¾ |
|
Foreign currency translation |
|
|
3 |
|
|
|
¾ |
|
|
|
11 |
|
|
|
14 |
|
Adjustments and disposal of assets |
|
|
(61 |
) |
|
|
¾ |
|
|
|
3 |
|
|
|
(58 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Liability,
April 1, 2007 |
|
$ |
444 |
|
|
$ |
¾ |
|
|
$ |
3,931 |
|
|
$ |
4,375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other exit costs consist primarily of building lease termination charges and other
miscellaneous exit costs.
The Company expects to pay the majority of the remaining 2003 Plan restructuring costs,
with the exception of ongoing pension subsidies and certain building lease termination
expenses, by the end of 2007, using cash generated from operations.
Note 4: Comprehensive Income
The following table reconciles net income to comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 1, 2007 |
|
|
March 26, 2006 |
|
Net income |
|
$ |
53,104 |
|
|
$ |
45,144 |
|
Other comprehensive income: |
|
|
|
|
|
|
|
|
Foreign currency translation
adjustments |
|
|
10,944 |
|
|
|
5,825 |
|
Changes in defined benefit plans |
|
|
2,430 |
|
|
|
¾ |
|
Changes in derivative financial
instruments |
|
|
4,321 |
|
|
|
(4,551 |
) |
|
|
|
|
|
|
|
Comprehensive income |
|
$ |
70,799 |
|
|
$ |
46,418 |
|
|
|
|
|
|
|
|
The following table summarizes the components of accumulated other comprehensive loss and
the changes in accumulated other comprehensive loss, net of tax as applicable, for the
three months ended April 1, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign |
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
Currency |
|
|
Defined |
|
|
Derivative |
|
|
Other |
|
|
|
Translation |
|
|
Benefit |
|
|
Financial |
|
|
Comprehensive |
|
|
|
Adjustments |
|
|
Plans |
|
|
Instruments |
|
|
Loss |
|
|
|
|
Balance at December 31, 2006 |
|
$ |
(22,630 |
) |
|
$ |
(237,616 |
) |
|
$ |
(2,059 |
) |
|
$ |
(262,305 |
) |
Year-to-date change |
|
|
10,944 |
|
|
|
2,430 |
|
|
|
4,321 |
|
|
|
17,695 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at April 1, 2007 |
|
$ |
(11,686 |
) |
|
$ |
(235,186 |
) |
|
$ |
2,262 |
|
|
$ |
(244,610 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
10
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
At April 1, 2007, the Company had commodity swaps outstanding to fix the costs of
a portion of raw materials and energy. These swaps, which have maturities ranging from
December 2007 to June 2010, qualify as cash flow hedges under Statement of Financial
Accounting Standards No. 133 Accounting for Derivative Instruments and Hedging
Activities. The fair market value of these commodity swaps was a favorable position of
$3,536 ($2,262 after tax) at April 1, 2007, and an unfavorable position of $3,223 ($2,059
after tax) at December 31, 2006.
The cumulative tax benefit of the Defined Benefit Plans was $136,765 at April 1, 2007,
and $138,790 at December 31, 2006. Additionally, the deferred tax (liability) benefit of
Derivative Financial Instruments was $(1,274) and $1,164 at April 1, 2007 and December
31, 2006, respectively. The tax effect on Derivative Financial Instruments for the three
months ended April 1, 2007 was $(2,438).
Note 5: Goodwill and Other Intangible Assets
Goodwill
A summary of the changes in goodwill for the quarter ended April 1, 2007 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tubes and |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cores |
|
|
Consumer |
|
|
Packaging |
|
|
|
|
|
|
|
|
|
/Paper |
|
|
Packaging |
|
|
Services |
|
|
All Other |
|
|
|
|
|
|
Segment |
|
|
Segment |
|
|
Segment |
|
|
Sonoco |
|
|
Total |
|
|
|
|
Balance as of December 31, 2006 |
|
$ |
225,957 |
|
|
$ |
224,657 |
|
|
$ |
150,973 |
|
|
$ |
65,701 |
|
|
$ |
667,288 |
|
Adjustments |
|
|
89 |
|
|
|
(787 |
) |
|
|
1 |
|
|
|
(19 |
) |
|
|
(716 |
) |
Foreign currency translation |
|
|
1,535 |
|
|
|
618 |
|
|
|
4 |
|
|
|
55 |
|
|
|
2,212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of April 1, 2007 |
|
$ |
227,581 |
|
|
$ |
224,488 |
|
|
$ |
150,978 |
|
|
$ |
65,737 |
|
|
$ |
668,784 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to goodwill consist primarily of changes to deferred tax valuation allowances
acquired in connection with acquisitions made in prior years.
Other Intangible Assets
A summary of other intangible assets as of April 1, 2007 and December 31, 2006 is as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
April 1, 2007 |
|
|
December 31, 2006 |
|
|
|
Gross |
|
|
|
|
|
|
Gross |
|
|
|
|
|
|
Carrying |
|
|
Accumulated |
|
|
Carrying |
|
|
Accumulated |
|
|
|
Amount |
|
|
Amortization |
|
|
Amount |
|
|
Amortization |
|
Patents |
|
$ |
3,360 |
|
|
$ |
3,258 |
|
|
$ |
3,360 |
|
|
$ |
3,255 |
|
Customer lists |
|
|
109,527 |
|
|
|
23,429 |
|
|
|
108,741 |
|
|
|
20,651 |
|
Land use rights |
|
|
6,920 |
|
|
|
2,850 |
|
|
|
6,855 |
|
|
|
2,797 |
|
Supply agreements |
|
|
1,000 |
|
|
|
575 |
|
|
|
1,000 |
|
|
|
550 |
|
Other |
|
|
8,162 |
|
|
|
5,206 |
|
|
|
8,302 |
|
|
|
5,120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
128,969 |
|
|
$ |
35,318 |
|
|
$ |
128,258 |
|
|
$ |
32,373 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other intangible assets are amortized, usually on a straight-line basis, over their
respective useful lives, which generally range from three to fifteen years. Aggregate
amortization expense on other intangible assets was $2,552 and $1,805 for the three
months ended April 1, 2007 and March 26, 2006, respectively. Amortization expense on
other intangible assets is expected to approximate $9,473 in 2007, $9,093 in 2008, $8,180
in 2009, $7,754 in 2010 and $7,692 in 2011.
11
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
Note 6: Dividend Declarations
On February 7, 2007, the Board of Directors declared a regular quarterly dividend of
$0.24 per share. This dividend was paid March 9, 2007 to all shareholders of record as of
February 23, 2007.
On April 18, 2007, the Board of Directors declared a regular quarterly dividend of $0.26
per share. This dividend is payable June 8, 2007 to all shareholders of record as of May
18, 2007.
Note 7: Employee Benefit Plans
The Company provides non-contributory defined benefit pension
plans for a majority of its employees in the United States and
certain of its employees in Mexico and Belgium. Effective
December 31, 2003, the Company froze participation for newly hired
salaried and non-union hourly U.S. employees in its traditional
defined benefit plan. The Company adopted a defined contribution
plan, the Sonoco Investment and Retirement Plan (SIRP), covering
its non-union U.S. employees hired on or after January 1, 2004.
The Company also sponsors contributory pension plans covering the
majority of its employees in the United Kingdom, Canada, and the
Netherlands, as well as postretirement healthcare and life
insurance benefits to the majority of its retirees and their
eligible dependents in the United States and Canada.
The components of net periodic benefit cost include the following:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 1, 2007 |
|
|
March 26, 2006 |
|
Retirement Plans |
|
|
|
|
|
|
|
|
Service cost |
|
$ |
7,207 |
|
|
$ |
7,439 |
|
Interest cost |
|
|
17,324 |
|
|
|
15,973 |
|
Expected return on plan assets |
|
|
(21,892 |
) |
|
|
(20,086 |
) |
Amortization of net transition obligation |
|
|
58 |
|
|
|
150 |
|
Amortization of prior service cost |
|
|
482 |
|
|
|
403 |
|
Amortization of net actuarial loss |
|
|
5,252 |
|
|
|
6,970 |
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
8,431 |
|
|
$ |
10,849 |
|
|
|
|
|
|
|
|
Retiree Health and Life
Insurance Plans |
|
|
|
|
|
|
|
|
Service cost |
|
$ |
612 |
|
|
$ |
626 |
|
Interest cost |
|
|
1,234 |
|
|
|
1,365 |
|
Expected return on plan assets |
|
|
(521 |
) |
|
|
(568 |
) |
Amortization of prior service cost |
|
|
(2,426 |
) |
|
|
(2,258 |
) |
Amortization of net actuarial loss |
|
|
1,143 |
|
|
|
1,534 |
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
42 |
|
|
$ |
699 |
|
|
|
|
|
|
|
|
During the three months ended April 1, 2007, the Company made contributions of
$3,061 to its retirement and retiree health and life insurance plans. The Company
anticipates that it will make additional contributions of approximately $8,000 in 2007.
The Company also contributed $1,244 to the SIRP during this same three-month period. No
additional contributions are expected during the remainder of 2007.
Note 8: Income Taxes
The Company adopted the provisions of Financial Accounting Standards Board Interpretation
No. 48, Accounting for Uncertainty in Income Taxes (FIN 48), on January 1, 2007. The
cumulative effect of the adoption is an increase in the liability for unrecognized tax
benefits of approximately $5,600, which was accounted for as a reduction to the January
1, 2007 balance of retained earnings.
12
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
The Companys total liability for uncertain tax positions was approximately
$58,500 at April 1, 2007. Of this balance, approximately $45,700 of tax positions would
have an impact on the effective tax rate if ultimately recognized.
The Company and/or its subsidiaries file federal, state and local income tax returns in
the United States and various foreign jurisdictions. With few exceptions, the Company is
no longer subject to U.S. federal, or non-U.S., income tax examinations by tax
authorities for years before 2003. With respect to state and local income taxes, the
company is no longer subject to examination prior to 2002, with few exceptions.
The Company continues to recognize interest and/or penalties related to income taxes as
part of income tax expense. During the quarters ending April 1, 2007 and March 26, 2006
the company recognized approximately $200 and $300 in interest and/or penalties,
respectively. The Company had approximately $3,200 and $3,600 accrued for the payment of
interest and/or penalties at April 1, 2007 and March 26, 2006, respectively.
Note 9: New Accounting Pronouncements
In February 2007, the FASB issued FAS 159, The Fair Value Option for Financial Assets
and Financial Liabilities Including an Amendment of FASB Statement No. 115. This
Statement permits companies to elect to measure eligible items at fair value. At each
reporting date subsequent to adoption, unrealized gains and losses on items for which the
fair value option has been elected must be reported in earnings (or another performance
indicator if the business entity does not report earnings). This Statement is effective
for Sonoco as of January 1, 2008. Early adoption is permitted. The adoption of FAS 159 is
not expected to have a material impact on the Companys financial statements.
In March 2007, the FASB ratified the consensus reached by the Emerging Issues Task
Force (EITF) in issue 6-10, Accounting for the Deferred Compensation and Post Retirement
Benefit Aspects of Collateral Assignment Split-Dollar Life Insurance Arrangements. Under
this consensus, the EITF concluded that an employer should recognize a liability for the
postretirement benefit, if any, related to a collateral assignment split-dollar life
insurance arrangement and should recognize and measure the asset under a collateral
assignment arrangement based on the substance of the arrangement. The consensus is
effective for fiscal years beginning after December 15, 2007. The Company is still in the
process of evaluating the effects of EITF Issue 6-10, but its application is not expected
to have a material impact on the Companys financial position or results of operations.
No other accounting pronouncement issued or effective during the current year-to-date
period has had, or is expected to have, a material impact on the Companys consolidated
financial statements.
Note 10: Financial Segment Information
Sonoco reports its results in three segments, Consumer Packaging, Tubes and Cores/Paper
and Packaging Services. The remaining operations are reported as All Other Sonoco.
The Consumer Packaging segment includes the following products: round and shaped rigid
packaging (both composite and plastic); printed flexible packaging; and metal and plastic
ends and closures.
The Tubes and Cores/Paper segment includes the following products: high-performance paper
and composite paperboard tubes and cores; fiber-based construction tubes and forms; and
recycled paperboard, linerboard, recovered paper and other recycled materials.
The Packaging Services segment provides the following products and services: designing,
manufacturing, assembling, packing and distributing temporary, semi-permanent and
permanent point-of-purchase displays; brand artwork management; and supply chain
management services including contract packing, fulfillment and scalable service centers.
All Other Sonoco represents the Companys businesses that do not meet the aggregation
criteria outlined in Statement of Financial Accounting Standards No. 131, Disclosures
about Segments of an Enterprise and
13
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
Related Information, and therefore cannot be combined with other operating
segments into a reportable segment. All Other Sonoco includes the following products:
wooden, metal and composite wire and cable packaging reels; molded and extruded plastics;
custom-designed protective packaging; and paper amenities such as coasters and glass
covers.
The following table sets forth net sales, intersegment sales and operating profit for the
Companys three reportable segments and All Other Sonoco. Operating profit at the segment
level is defined as Income before interest and income taxes on the Companys Condensed
Consolidated Statements of Income, adjusted for restructuring charges, which are not
allocated to the reporting segments.
FINANCIAL SEGMENT INFORMATION
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 1, 2007 |
|
|
March 26, 2006 |
|
Net Sales: |
|
|
|
|
|
|
|
|
Consumer Packaging |
|
$ |
333,205 |
|
|
$ |
298,301 |
|
Tubes and Cores/Paper |
|
|
405,575 |
|
|
|
338,488 |
|
Packaging Services |
|
|
123,763 |
|
|
|
96,667 |
|
All Other Sonoco |
|
|
93,136 |
|
|
|
85,313 |
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
955,679 |
|
|
$ |
818,769 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intersegment Sales: |
|
|
|
|
|
|
|
|
Consumer Packaging |
|
$ |
745 |
|
|
$ |
1,125 |
|
Tubes and Cores/Paper |
|
|
22,315 |
|
|
|
20,966 |
|
Packaging Services |
|
|
149 |
|
|
|
2 |
|
All Other Sonoco |
|
|
10,357 |
|
|
|
9,154 |
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
33,566 |
|
|
$ |
31,247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes: |
|
|
|
|
|
|
|
|
Consumer Packaging Operating Profit |
|
$ |
29,569 |
|
|
$ |
25,824 |
|
Tubes and Cores/Paper Operating Profit |
|
|
40,743 |
|
|
|
27,518 |
|
Packaging Services Operating Profit |
|
|
11,485 |
|
|
|
9,128 |
|
All Other Sonoco Operating Profit |
|
|
13,682 |
|
|
|
12,369 |
|
Restructuring charges |
|
|
(6,806 |
) |
|
|
(2,355 |
) |
Interest, net |
|
|
(11,488 |
) |
|
|
(10,853 |
) |
|
|
|
|
|
|
|
Consolidated |
|
$ |
77,185 |
|
|
$ |
61,631 |
|
|
|
|
|
|
|
|
Note 11: Commitments and Contingencies
The Company is a party to various legal proceedings incidental to its business and is
subject to a variety of environmental and pollution control laws and regulations in all
jurisdictions in which it operates. As is the case with other companies in similar
industries, the Company faces exposure from actual or potential claims and legal
proceedings. Some of these exposures have the potential to be material. Information with
respect to these and other exposures appears in Part I Item 3 Legal Proceedings and
Part II Item 8 Financial Statements and Supplementary Data (Note 13 Commitments
and Contingencies) in the Companys Annual Report on Form 10-K for the year ended
December 31, 2006, and in Part II Item 1 of this report. The Company cannot currently
estimate the final outcome of many of the items described or the ultimate amount of
potential losses.
Pursuant to Statement of Financial Accounting Standards No. 5, Accounting for
Contingencies, accruals for estimated losses are recorded at the time information
becomes available indicating that losses are probable and that the amounts are reasonably
estimable. Amounts so accrued are not discounted. While the ultimate liabilities relating
to claims and proceedings may be significant to profitability in the period recognized,
it is
14
SONOCO PRODUCTS COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(unaudited)
managements opinion that such liabilities, when finally determined, will not have
an adverse material effect on Sonocos consolidated financial position or liquidity.
Environmental Matters
During the fourth quarter of 2005, the United States Environmental Protection Agency
(EPA) notified U.S. Paper Mills Corp. (U.S. Mills), a wholly owned subsidiary of the
Company, that U.S. Mills and NCR Corporation (NCR), an unrelated party, would be jointly
held responsible to undertake a program to remove and dispose of certain PCB-contaminated
sediments at a particular site on the lower Fox River in Wisconsin. U.S. Mills and NCR
reached an agreement between themselves that each would fund 50% of the costs of
remediation, which the Company currently estimates to be between $24,000 and $26,000 for
the project as a whole. The actual costs associated with cleanup of this particular site
are dependent upon many factors and it is reasonably possible that remediation costs
could be higher than the current estimate of project costs. The Company acquired U.S.
Mills in 2001, and the alleged contamination predates the acquisition.
In
February 2007, the EPA and Wisconsin Department of Natural Resources
issued a general notice of potential liability under CERCLA and a
request to participate in remedial action implementation negotiations
relating to a stretch of lower Fox River, including the bay at Green
Bay, (Operating Units 2-5) to eight potentially responsible parties,
including U.S. Mills. Operating Units 2-5 comprise a vastly larger
area than the site referred to above. Although it has
not accepted any liability, U.S. Mills is reviewing this information and discussing
possible remediation scenarios, and the allocation of responsibility therefor, with other
potentially responsible parties. On April 9, 2007, U.S. Mills, in conjunction with other
potentially responsible parties, presented to the EPA and the Wisconsin Department of
Natural Resources a proposed schedule to mediate the allocation issues among eight
potentially responsible parties, including U.S. Mills, by July 31, 2007. Mediation is
scheduled to begin in the very near term. While the total estimated cost of the expected
remediation effort is substantial, U.S. Mills cannot currently estimate the amount of its
liability, if any; accordingly, no additional reserve for potential remediation costs has
been recognized. Although U.S. Mills ultimate share of the liability could conceivably
exceed its net worth, Sonoco Products Company believes the maximum exposure to Sonocos
consolidated financial position is limited to the equity position of U.S. Mills which was
approximately $90,000 as of April 1, 2007, excluding any tax benefits that may reduce the
net charge.
The Company has been named as a potentially responsible party at several other
environmentally contaminated sites. All of the sites are also the responsibility of other
parties. The potential remediation liabilities are shared with such other parties, and,
in most cases, the Companys share, if any, cannot be reasonably estimated at the current
time.
As of April 1, 2007, and December 31, 2006, the Company had accrued $15,078 and $15,316,
respectively, related to environmental contingencies. These accruals include $11,582 and
$11,661 for U.S. Mills at April 1, 2007 and December 31, 2006, respectively. Some, or
all, of any costs ultimately incurred may be covered by insurance, or be subject to
recoupment from other parties. There can be no assurance that such claims for recovery
would be successful and no amounts have been recognized in the financial statements of
the Company for such potential recovery or recoupment.
15
Report of Independent Registered Public Accounting Firm
To the Shareholders and Directors of Sonoco Products Company:
We have reviewed the accompanying condensed consolidated balance sheet of Sonoco Products Company
as of April 1, 2007, and the related condensed consolidated statements of income and cash flows for
the three-month periods ended April 1, 2007 and March 26, 2006. These interim financial statements
are the responsibility of the Companys management.
We conducted our review in accordance with the standards of the Public Company Accounting
Oversight Board (United States). A review of interim financial information consists principally
of applying analytical procedures and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in accordance with
the standards of the Public Company Accounting Oversight Board, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.
Based on our review, we are not aware of any material modifications that should be made to the
accompanying condensed consolidated interim financial statements for them to be in conformity with
accounting principles generally accepted in the United States of America.
We previously audited, in accordance with the standards of the Public Company Accounting
Oversight Board (United States), the consolidated balance sheet as of December 31, 2006, and the
related consolidated statements of income, shareholders equity and cash flows for the year then
ended, managements assessment of the effectiveness of the Companys internal control over
financial reporting as of December 31, 2006 and the effectiveness of the Companys internal
control over financial reporting as of December 31, 2006; and in our report dated February 28,
2007, we expressed unqualified opinions thereon. The consolidated financial statements and
managements assessment of the effectiveness of internal control over financial reporting
referred to above are not presented herein. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of December 31, 2006, is fairly stated in
all material respects in relation to the consolidated balance sheet from which it has been
derived.
/s/PricewaterhouseCoopers LLP
Charlotte, North Carolina
May 1, 2007
16
SONOCO PRODUCTS COMPANY
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
Statements included in this report that are not historical in nature, are intended to be, and are
hereby identified as forward-looking statements for purposes of the safe harbor provided by
Section 21E of the Securities Exchange Act of 1934, as amended. The words estimate, project,
intend, expect, believe, consider, plan, anticipate, objective, goal, guidance
and similar expressions identify forward-looking statements. Forward-looking statements include,
but are not limited to statements regarding offsetting high raw material costs; improved
productivity and cost containment; adequacy of income tax provisions; refinancing of debt;
adequacy of cash flows; anticipated amounts and uses of cash flows; effects of acquisitions and
dispositions; adequacy of provisions for environmental liabilities; financial strategies and the
results expected from them; continued payments of dividends; stock repurchases; and producing
improvements in earnings. Such forward-looking statements are based on current expectations,
estimates and projections about our industry, managements beliefs and certain assumptions made
by management. Such information includes, without limitation, discussions as to guidance and
other estimates, expectations, beliefs, plans, strategies and objectives concerning our future
financial and operating performance. These statements are not guarantees of future performance
and are subject to certain risks, uncertainties and assumptions that are difficult to predict.
Therefore, actual results may differ materially from those expressed or forecasted in such
forward-looking statements. The risks and uncertainties include, without limitation:
|
|
|
Availability and pricing of raw materials; |
|
|
|
|
Success of new product development and introduction; |
|
|
|
|
Ability to maintain or increase productivity levels and contain or reduce costs; |
|
|
|
|
International, national and local economic and market conditions; |
|
|
|
|
Fluctuations in obligations and earnings of pension and postretirement benefit plans; |
|
|
|
|
Ability to maintain market share; |
|
|
|
|
Pricing pressures and demand for products; |
|
|
|
|
Continued strength of our paperboard-based tubes and cores and composite can operations; |
|
|
|
|
Anticipated results of restructuring activities; |
|
|
|
|
Resolution of income tax contingencies; |
|
|
|
|
Ability to successfully integrate newly acquired businesses into the Companys operations; |
|
|
|
|
Currency stability and the rate of growth in foreign markets; use of financial
instruments to hedge foreign currency, interest rate and commodity price risk; |
|
|
|
|
Actions of government agencies and changes in laws and regulations affecting the Company; |
|
|
|
|
Anticipated costs of environmental remediation actions; |
|
|
|
|
Loss of consumer confidence; and |
|
|
|
|
Economic disruptions resulting from terrorist activities. |
The Company undertakes no obligation to publicly update or revise forward-looking statements,
whether as a result of new information, future events or otherwise. In light of these risks,
uncertainties and assumptions, the forward-looking events discussed in this report might not occur.
17
SONOCO PRODUCTS COMPANY
COMPANY OVERVIEW
Sonoco is a leading manufacturer of industrial and consumer packaging products and provider of
packaging services, with 324 locations in 35 countries.
Sonoco competes in multiple product categories with the majority of its operations organized and
reported in three segments: Consumer Packaging, Tubes and Cores/Paper and Packaging Services.
Various other operations are reported as All Other Sonoco. Each of the Companys operating units
has its own sales staff and maintains direct sales relationships with its customers. Some of the
units have service staff at the manufacturing facilities that interact directly with customers.
Divisional sales personnel also provide sales management, marketing and product development
assistance as needed.
First Quarter 2007 Compared with First Quarter 2006
RESULTS OF OPERATIONS
The following discussion provides a review of results for the three months ended April 1, 2007
versus the three months ended March 26, 2006.
OVERVIEW
Net income for the first quarter of 2007 was $53.1 million, up 18 percent compared to $45.1 million
for the same period in 2006. Results for the first quarter included after-tax restructuring
charges of $4.8 million related to previously announced cost-reduction measures. Prior year results
included $1.4 million of after-tax restructuring charges. Last years quarter also included
favorable state income tax adjustments that increased earnings by $3.1 million. Results for the
first quarter of 2007 were favorably impacted by the fact that as a result of the Companys
accounting calendar, the first quarter of 2007 included 91 days, six more days than the same period
in 2006. In addition, first quarter 2007 earnings were favorably impacted by a $5.5 million ($3.6
million after-tax) recovery of certain benefit costs from a third party and higher operating
margins on improved productivity and purchasing. Current quarter gross profit margin improved to
19.4%, compared with 19.1% in 2006. Most of the material and other cost increases experienced
during the quarter were offset by higher average selling prices.
OPERATING REVENUE
Net sales for the first quarter of 2007 were $956 million, compared to $819 million for the first
quarter of 2006, an increase of $137 million.
The components of the sales change were:
|
|
|
|
|
($ in millions) |
|
|
|
|
|
Volume |
|
$ |
74 |
|
Acquisitions/Divestitures |
|
|
32 |
|
Selling Prices |
|
|
19 |
|
Currency Exchange Rates |
|
|
12 |
|
|
Total Sales Increase |
|
$ |
137 |
|
|
Selling prices throughout the Company were higher than in first quarter 2006, reflecting price
increases implemented over the past year to offset the impact of higher costs of labor, energy,
freight and materials. Excluding service center revenue, which was on a pass-through basis, and the
impact of additional days in the quarter, company-wide volume was up slightly from first quarter
2006 levels. Domestic sales were $599 million, up 12.3% from year ago levels. International sales
were $357 million, up 24.7% over first quarter 2006, driven by the increase in days in the quarter,
the impact of acquisitions, and currency translation. The late 2006 acquisitions of Clear Pack
Company and the remaining 75% interest in Demolli Industria Cartaria S.p.A. accounted for the
majority of the impact of acquisitions on net sales.
18
SONOCO PRODUCTS COMPANY
COSTS AND EXPENSES
The market price for old corrugated containers (OCC), one of the Companys largest cost components,
increased significantly during the quarter and is expected to remain elevated and unpredictable for
the near future. The Company expects that managing price swings in OCC will likely be one of its
greatest challenges over the next few quarters. Selling prices increased sufficiently on a
year-over-year basis to allow the Company to maintain a positive overall price/cost relationship,
despite sharply higher costs for OCC and continued price pressure from other raw materials.
Manufacturing productivity improvements and attention to cost management more than offset the
negative impact of an unfavorable change in the mix of products and services sold in the first
quarter of 2007. In addition, first quarter costs were reduced by a one-time $5.5 million recovery
of certain benefit costs from a third party. Charges in connection with previously announced
restructuring actions totaled $6.8 million and $2.4 million for the first quarters of 2007 and
2006, respectively. Restructuring charges are not allocated to the operating segments.
Net interest expense for the first quarter of 2007 increased to $11.5 million, compared with $10.9
million during the same period of 2006, due to higher interest rates and the additional days in
2007s first quarter, partially offset by lower debt levels.
The effective tax rate was 34.4% compared with 31.2% for the first quarter of 2006. The
year-over-year increase was due primarily to a favorable adjustment, totaling approximately $3
million, to certain state taxes recorded in the first quarter of 2006.
REPORTABLE SEGMENTS
The following table recaps net sales for the first quarters of 2007 and 2006:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 1, |
|
|
March 26, |
|
|
|
2007 |
|
|
2006 |
|
Net Sales: |
|
|
|
|
|
|
|
|
Consumer Packaging |
|
$ |
333,205 |
|
|
$ |
298,301 |
|
Tubes and Cores/ Paper |
|
|
405,575 |
|
|
|
338,488 |
|
Packaging Services |
|
|
123,763 |
|
|
|
96,667 |
|
All Other Sonoco |
|
|
93,136 |
|
|
|
85,313 |
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
955,679 |
|
|
$ |
818,769 |
|
|
|
|
|
|
|
|
Consolidated operating profits, also referred to as Income before income taxes on the
Consolidated Statements of Income, are comprised of the following:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 1, 2007 |
|
|
March 26, 2006 |
|
Income before income taxes: |
|
|
|
|
|
|
|
|
Operating Profit
Consumer Packaging |
|
$ |
29,569 |
|
|
$ |
25,824 |
|
Tubes and Cores/ Paper |
|
|
40,743 |
|
|
|
27,518 |
|
Packaging Services |
|
|
11,485 |
|
|
|
9,128 |
|
All Other Sonoco |
|
|
13,682 |
|
|
|
12,369 |
|
Restructuring Charges |
|
|
(6,806 |
) |
|
|
(2,355 |
) |
Interest, net |
|
|
(11,488 |
) |
|
|
(10,853 |
) |
|
|
|
|
|
|
|
Consolidated |
|
$ |
77,185 |
|
|
$ |
61,631 |
|
|
|
|
|
|
|
|
Segment results viewed by Company management to evaluate segment performance do not include
restructuring and net interest charges. Accordingly, the term segment operating profit is defined
as the segments portion of Income before income taxes excluding restructuring charges and net
interest expense. General corporate expenses, with the exception of restructuring charges,
interest, and income taxes, have been allocated as operating costs to each of the Companys
reportable segments and All Other Sonoco.
19
SONOCO PRODUCTS COMPANY
Consumer Packaging
Sonocos Consumer Packaging segment includes the following products: round and shaped rigid
packaging (both composite and plastic); printed flexible packaging; and metal and plastic ends and
closures.
Sales in the Consumer Packaging segment increased approximately $35 million, or 12%, from last
years first quarter. In addition to the impact of six more days in 2007s first quarter, total
sales in the segment increased year-over-year due to sales from acquired businesses of $15 million,
higher selling prices and favorable foreign currency rates. Volume, excluding the impact of the
change in days and acquisitions, declined slightly as improvements in international rigid paper
packaging (RPP) operations were more than offset by domestic volume declines in RPP and metal ends
and closures.
The increase in Consumer Packaging operating profit was primarily due to the additional days in the
quarter, savings from productivity and purchasing initiatives and the allocation of a portion of
the previously mentioned recovery of certain benefit costs. Price increases were essentially offset
by higher material, labor, energy and freight costs.
Tubes and Cores/Paper
The Tubes and Cores/Paper segment includes the following products: high-performance paper and
composite paperboard tubes and cores; fiber-based construction tubes and forms; and recycled
paperboard, linerboard, recovered paper and other recycled materials.
Sales in the Tubes and Cores/Paper segment increased approximately $67 million, or 20%, from 2006
levels. The first quarter sales increase included additional revenue from acquired businesses of
$16 million and the benefits of higher selling prices, particularly in recovered paper, favorable
foreign currency rates, and the additional six days in the quarter. Volume, excluding the impact of
the change in days and acquisitions, was relatively flat.
Factors contributing to the year-over-year improvement in operating profit included sales gains in
Europe, Asia and North America tubes and cores due to acquisitions and additional days in the
quarter; productivity improvements, most notably in the European operations; the allocation of a
portion of the recovery of certain benefit costs; and higher selling prices, particularly on
recovered paper and North American and European tubes and cores. Higher selling prices essentially
offset higher material costs, including the higher OCC prices, along with increased energy, freight
and labor costs.
Packaging Services
The Packaging Services segment includes the following products and services: designing,
manufacturing, assembling, packing and distributing temporary, semi-permanent and permanent
point-of-purchase displays; brand artwork management; and supply chain management services
including contract packing, fulfillment and scalable service centers.
Sales in
the Packaging Services segment increased approximately
$27 million, or 28%, from last
years first quarter. In addition to the impact of six more days in 2007s first quarter, sales in
the segment benefited from higher volume in both point-of-purchase displays and service center
operations along with the favorable impact of foreign currency rates. Excluding the impact of the
additional days, much of the segments remaining increase in volume was on a pass-through basis.
First quarter operating profit increased due to the longer quarter, higher volume in
point-of-purchase displays and productivity improvements, partially offset by increased energy,
freight and labor costs. Because the increased volume in service center operations was mostly on a
pass-through basis with little margin, the related increase in sales did not have a material impact
on operating profits.
20
SONOCO PRODUCTS COMPANY
All Other Sonoco
All Other Sonoco includes businesses that are not aggregated in a reportable segment and include
the following products: wooden, metal and composite wire and cable packaging reels; molded and
extruded plastics; custom-designed protective packaging; and paper amenities such as coasters and
glass covers.
Sales in
All Other Sonoco increased approximately $8 million, or 9%, from the same quarter last
year. The sales increase was due to higher volume, mostly as a result of the six additional days,
along with the favorable impact of foreign currency translation. Domestic volume declines,
primarily in construction related products, were offset by international volume increases.
The increase in operating profit reflects the impact of additional days along with productivity
improvements, partially offset by the increased costs of energy, freight and labor.
Financial Position, Liquidity and Capital Resources
The Companys financial position remained strong during the first quarter of 2007. Cash flows from
operations totaled approximately $58.0 million in this years first quarter, compared with
approximately $69.0 million in the same quarter last year. This decrease of approximately $11
million was primarily the result of higher Accounts Receivable stemming from stronger sales in the
latter part of the first quarter of 2007, which will not be collected until the second quarter.
Total debt increased by approximately $40 million to $804 million from $764 million at December 31,
2006, primarily reflecting higher amounts of outstanding commercial paper, which totaled $132
million and $89 million at April 1, 2007 and December 31, 2006, respectively. The higher debt was
principally the result of funding the Companys first quarter 2007 repurchase of 1.5 million shares
of Sonoco common stock at a cost of approximately $57 million.
During the three months ended April 1, 2007, the Company received cash proceeds of approximately
$13.6 million from the issuance of common stock, which related to the exercise of stock options. In
addition, the Company funded capital expenditures of approximately $36.9 million and paid dividends
of approximately $24.0 million.
At April 1, 2007, the Company had commodity swaps outstanding to fix the costs of a portion of
anticipated raw materials and energy purchases. These swaps, which have maturities ranging from
December 2007 to June 2010, qualify as cash flow hedges under FAS 133. The fair market value of
these commodity swaps was a favorable position of $3.0 million ($1.9 million after tax) and an
unfavorable position of $3.2 million ($2.1 million after tax) at April 1, 2007 and December 31,
2006, respectively.
Restructuring and Impairment
Information regarding the Companys restructuring programs is provided in Note 3 to the Companys
Condensed Consolidated Financial Statements.
New Accounting Pronouncements
Information
regarding new accounting pronouncements is provided in Note 9 to the Companys
Condensed Consolidated Financial Statements.
21
SONOCO PRODUCTS COMPANY
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Information about the Companys exposure to market risk was disclosed in its Annual Report on
Form 10-K for the year ended December 31, 2006, which was filed with the Securities and Exchange
Commission on February 28, 2007. There have been no material quantitative or qualitative changes
in market risk exposure since the date of that filing.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
Under the supervision, and with the participation, of our management, including our principal
executive officer and principal financial officer, we conducted an evaluation pursuant to Rule
13a-15(b) under the Securities Exchange Act of 1934 of our disclosure controls and procedures (as
defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based on this evaluation,
our principal executive officer and principal financial officer concluded that such controls and
procedures, as of the end of the period covered by this Quarterly Report on Form 10-Q, were
effective.
Changes in Internal Controls
The Company is continuously seeking to improve the efficiency and effectiveness of its operations
and of its internal controls. This results in refinements to processes throughout the Company.
However, there has been no change in the Companys internal control over financial reporting (as
defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) during the most recent
fiscal quarter that has materially affected, or is reasonably likely to materially affect, the
Companys internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Information with respect to legal proceedings and
other exposures appears in Part I Item 3 Legal Proceedings
and Part II Item 8 Financial Statements and Supplementary Data
(Note 13 - Commitments and Contingencies) in the Companys Annual Report on Form 10-K for the year ended
December 31, 2006, and in Part I Item 1
Financial Statements (Note 11
Commitments and Contingencies) of this report. As
noted in the 10-K, in April 2006, the United States and the State of Wisconsin (plaintiffs) sued
U.S. Paper Mills Corp. (U.S. Mills), a wholly owned subsidiary of the Company, and NCR Corporation
(NCR), an unrelated company, to recover certain costs incurred for response activities undertaken
regarding the release and threatened release of hazardous substances and specific areas of elevated
concentrations of polychlorinated biphenyls in sediments in the Lower Fox River and Green Bay in
northeastern Wisconsin (hereinafter the Site). Pursuant to a Consent Decree agreed to by NCR and
U.S. Mills, the Site is to be cleaned up on an expedited basis and NCR and U.S. Mills are to start
removing contaminated sediment no later than May 1, 2007. As of April 1, 2007, project design work
had been completed and site preparations were on schedule to meet the May 1, 2007, deadline. The
remediation will involve removal of sediment from the riverbed, dewatering of the sediment and
storage at an offsite landfill. U.S. Mills and NCR reached an agreement between themselves that
each would fund 50% of the costs of remediation, which the Company currently estimates to be
between $24 million and $26 million for the project as a whole. The actual costs associated with
cleanup of this particular site are dependent upon many factors and it is reasonably possible that
remediation costs could be higher than the current estimate of project costs
As previously disclosed, the Company faces additional exposure related to potential natural
resource damage and environmental remediation costs for a larger
stretch of the lower Fox River, including the bay at Green Bay, in
addition to the Site. U.S. Mills
discussions with other potentially responsible parties (PRPs) resulted in joint proposal on April
9, 2007 to the U.S. Environmental Protection Agency and the Wisconsin Department of Natural
Resources for non-binding mediation of the allocation of responsibility issues among the PRPs to be
completed by July 31, 2007. The likelihood of success of such mediation efforts is uncertain. The
amount of liability for remediation to which U.S. Mills would agree will depend on U.S. Mills
assessment of the level of its responsibility for the contamination and damages, the extent of
insurance coverage, and the impact of a settlement on U.S. Mills resources and ongoing operations.
U.S. Mills is continuing to evaluate all of its options and intends to vigorously defend against
liability to the extent it deems prudent and cost effective to do so. Because U.S. Mills has
22
SONOCO PRODUCTS COMPANY
not yet been able to estimate with any certainty the portion of the total remediation costs that it
might have to bear, reserves to account for the potential additional liability have not been
recorded at this time. Since no formal claims for natural resource damages have been made, U.S.
Mills does not have a basis for estimating the possible cost of such claims. However, for the
entire river remediation project, the lowest estimate in the Governments 2000 report on natural
resource damages was $176 million.
In any event, because the discharges of hazardous materials into the environment occurred before
the Company acquired U.S. Mills, and U.S. Mills has been operated as a separate subsidiary of the
Company, the Company does not believe that it bears financial responsibility for the legacy
environmental liabilities of U.S. Mills. Accordingly, the Company continues to believe that the
maximum effect of U.S. Mills Fox River liabilities on the consolidated Company would be a pretax
loss equal to the net worth of U.S. Mills, which was approximately $90 million at April 1, 2007.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
ISSUER PURCHASES OF EQUITY SECURITIES
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(c) Total Number of |
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(d) Maximum |
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Shares Purchased as |
|
Number of Shares |
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|
|
|
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|
|
|
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Part of Publicly |
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that May Yet be |
|
|
(a) Total Number of |
|
(b) Average Price |
|
Announced Plans or |
|
Purchased under the |
Period |
|
Shares
Purchased1 |
|
Paid per Share |
|
Programs2 |
|
Plans or Programs2 |
1/01/07 1/31/07
|
|
|
2,280 |
|
|
$ |
38.13 |
|
|
|
|
|
|
|
5,000,000 |
|
2/01/07 2/27/07
|
|
|
1,500,258 |
|
|
$ |
37.80 |
|
|
|
1,500,000 |
|
|
|
5,000,000 |
|
3/01/07 4/01/07
|
|
|
399 |
|
|
$ |
37.70 |
|
|
|
|
|
|
|
5,000,000 |
|
Total
|
|
|
1,502,937 |
|
|
$ |
37.80 |
|
|
|
1,500,000 |
|
|
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5,000,000 |
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1 |
|
The shares purchased include 2,937 shares withheld to cover the tax withholding
obligations in association with the exercise of stock appreciation rights. These shares were not
repurchased as part of a publicly announced plan or program. |
|
2 |
|
On April 19, 2006, the Companys Board of Directors rescinded all then existing
programs in conjunction with its approval of a new program which authorized the repurchase of up
to 5.0 million shares of the Companys common stock. This new repurchase program does not have a
specific expiration date. On February 7, 2007, the Companys Board of Directors, in anticipation
of a pending 1.5 million share repurchase, authorized the reinstatement of those shares to its
existing 5.0 million share authorization. On February 8, 2007, the Company completed the
repurchase of 1.5 million shares of its common stock and, accordingly, 5.0 million shares remain
available for repurchase. |
Item 4. Submission of Matters to a Vote of Security Holders.
The Companys annual meeting of shareholders was held on April 18, 2007. The following matters,
as described more fully in the Companys Proxy Statement, were approved by the shareholders at
this meeting:
(1) The following directors were elected:
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VOTES |
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Term |
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For |
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Withheld |
Fitz L.H. Coker |
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3 years1 |
|
|
87,393,314 |
|
|
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588,616 |
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Caleb C. Fort. |
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3 years |
|
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87,564,062 |
|
|
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417,868 |
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John H. Mullin, III |
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3 years |
|
|
87,562,623 |
|
|
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419,307 |
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Thomas E. Whiddon |
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3 years |
|
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87,160,106 |
|
|
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821,824 |
|
|
|
|
1 |
|
Although Mr. Coker was elected to a three-year term, he will reach
mandatory retirement age in October 2007, and is only eligible to serve on the Board
until that time. |
23
SONOCO PRODUCTS COMPANY
|
|
|
(2) |
|
Selection of PricewaterhouseCoopers LLP as the independent accountants of the Company for
the fiscal year ending December 31, 2007 was ratified. The shareholders voted 86,684,328
for and 1,041,576 against ratification, with 256,026 votes abstaining. |
Item 6. Exhibits.
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Exhibit 15
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Letter re: unaudited interim financial information |
Exhibit 31
|
|
Certifications of Chief Executive Officer and Chief Financial Officer Pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002 and 17 C.F.R. 240.13a-14(a) |
Exhibit 32
|
|
Certification of Chief Executive Officer and Chief Financial Officer Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 and 17 C.F.R. 240.13a-14(b) |
24
SONOCO PRODUCTS COMPANY
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.
|
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SONOCO PRODUCTS COMPANY
(Registrant)
|
|
Date: May 1, 2007 |
By: |
/s/ Charles J. Hupfer
|
|
|
|
Charles J. Hupfer |
|
|
|
Senior Vice President and Chief Financial Officer
(principal financial officer) |
|
|
|
|
|
|
By: |
/s/ Barry L. Saunders
|
|
|
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Barry L. Saunders |
|
|
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Staff Vice President and Corporate Controller
(principal accounting officer) |
|
|
25
SONOCO PRODUCTS COMPANY
EXHIBIT INDEX
|
|
|
Exhibit |
|
|
Number |
|
Description |
15
|
|
Letter re: unaudited interim financial information |
|
|
|
31
|
|
Certifications of Chief Executive Officer and Chief Financial
Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002 and 17 C.F.R. 240.13a-14(a) |
|
|
|
32
|
|
Certification of Chief Executive Officer and Chief Financial
Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002 and 17 C.F.R. 240.13a-14(b) |
26