1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended June 30, 2001
Commission file number 1-7823
ANHEUSER-BUSCH COMPANIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 43-1162835
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Busch Place, St. Louis, Missouri 63118
(Address of principal executive offices) (Zip Code)
314-577-2000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes [X] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
$1 Par Value Common Stock - 889,306,219 shares as of June 30, 2001
2
CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS
Anheuser-Busch Companies, Inc., and Subsidiaries (Unaudited)
Second Quarter Ended Six Months Ended
June 30, June 30,
------------------------- ------------------------
(In millions, except per share data) 2001 2000 2001 2000
------------------------------------------------------------------------------------------------------------
Sales $ 3,923.1 $ 3,798.9 $ 7,396.8 $ 7,098.5
Less excise taxes (541.8) (533.4) (1,034.9) (1,021.1)
------------------------------------------------------
Net sales 3,381.3 3,265.5 6,361.9 6,077.4
Cost of products and services (2,009.9) (1,973.9) (3,873.2) (3,753.6)
------------------------------------------------------
Gross profit 1,371.4 1,291.6 2,488.7 2,323.8
Marketing, distribution and administrative
expenses (563.7) (543.4) (1,043.6) (993.4)
Gain on sale of SeaWorld Cleveland -- -- 17.8 --
------------------------------------------------------
Operating income 807.7 748.2 1,462.9 1,330.4
Interest expense (91.7) (90.7) (183.3) (177.4)
Interest capitalized 7.4 8.3 14.6 15.2
Interest income 0.3 0.1 0.5 0.4
Other income/(expense), net (0.7) 3.8 (4.2) 3.1
------------------------------------------------------
Income before income taxes 723.0 669.7 1,290.5 1,171.7
Provision for income taxes (276.8) (254.5) (498.2) (445.2)
Equity income, net of tax 77.5 62.5 125.8 101.5
------------------------------------------------------
Net income 523.7 477.7 918.1 828.0
Retained earnings, beginning of period 10,410.6 9,394.5 10,164.4 9,181.2
Common stock dividends (per share: 2nd quarter,
2001--$.165; 2000--$.15; six months, 2001--
$.33; 2000--$.30) (147.2) (135.6) (295.4) (272.6)
------------------------------------------------------
Retained earnings, end of period $10,787.1 $ 9,736.6 $10,787.1 $ 9,736.6
======================================================
Basic earnings per share $ .59 $ .53 $ 1.03 $ .91
======================================================
Diluted earnings per share $ .58 $ .52 $ 1.01 $ .90
======================================================
See accompanying Notes to Consolidated Financial Statements on Pages 3 through 7.
2
3
Notes to Consolidated Financial Statements
1. UNAUDITED FINANCIAL STATEMENTS - The accompanying unaudited financial
statements have been prepared in accordance with generally accepted
accounting principles and applicable SEC guidelines pertaining
to interim financial information, and include all adjustments
(consisting only of normal and recurring adjustments) necessary for
a fair presentation. These statements should be read in conjunction
with the Consolidated Financial Statements and Notes included in
the Company's Annual Report to Shareholders for the year ended
December 31, 2000.
2. BUSINESS SEGMENTS
Comparative business segment information for the second quarter ended
June 30, ($ in millions):
--------------------------------------------------------------------------------------------------------------------
2001 Domestic Beer Int'l Beer Packaging Entertain. Other Corp. & Elims. Consol.
--------------------------------------------------------------------------------------------------------------------
Gross Sales $ 3,128.3 187.7 534.9 268.9 36.3 (233.0) $ 3,923.1
--------------------------------------------------------------------------------------------------------------------
Net Sales:
- Intersegment -- -- $ 222.1 -- 10.9 (233.0) $ --
- External $ 2,618.7 155.5 312.8 268.9 25.4 -- $ 3,381.3
--------------------------------------------------------------------------------------------------------------------
Income Before
Income Taxes $ 746.3 23.4 31.9 65.7 5.3 (149.6) $ 723.0
--------------------------------------------------------------------------------------------------------------------
Equity Income,
Net of Tax -- $ 77.5 -- -- -- -- $ 77.5
--------------------------------------------------------------------------------------------------------------------
Net Income $ 460.2 91.9 19.7 40.7 3.3 (92.1) $ 523.7
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
2000 Domestic Beer Int'l Beer Packaging Entertain. Other Corp. & Elims. Consol.
--------------------------------------------------------------------------------------------------------------------
Gross Sales $ 3,002.4 182.8 546.3 252.5 37.0 (222.1) $ 3,798.9
--------------------------------------------------------------------------------------------------------------------
Net Sales:
- Intersegment -- -- $ 212.1 -- 10.0 (222.1) $ --
- External $ 2,494.9 156.9 334.2 252.5 27.0 -- $ 3,265.5
--------------------------------------------------------------------------------------------------------------------
Income Before
Income Taxes $ 707.5 16.8 30.5 52.2 5.9 (143.2) $ 669.7
--------------------------------------------------------------------------------------------------------------------
Equity Income,
Net of Tax -- $ 62.5 -- -- -- -- $ 62.5
--------------------------------------------------------------------------------------------------------------------
Net Income $ 438.6 72.9 18.9 32.4 3.7 (88.8) $ 477.7
--------------------------------------------------------------------------------------------------------------------
3
4
Comparative business segment information for the six months ended
June 30, ($ in millions):
--------------------------------------------------------------------------------------------------------------------
2001 Domestic Beer Int'l Beer Packaging Entertain. Other Corp. & Elims. Consol.
--------------------------------------------------------------------------------------------------------------------
Gross Sales $ 6,021.7 325.5 1,029.6 396.6 55.2 (431.8) $ 7,396.8
--------------------------------------------------------------------------------------------------------------------
Net Sales:
- Intersegment -- -- $ 416.9 -- 14.9 (431.8) $ --
- External $ 5,038.6 273.7 612.7 396.6 40.3 -- $ 6,361.9
--------------------------------------------------------------------------------------------------------------------
Income Before
Income Taxes $ 1,420.5 34.8 57.9 63.2 3.9 (289.8) $ 1,290.5
--------------------------------------------------------------------------------------------------------------------
Equity Income,
Net of Tax -- $ 125.8 -- -- -- -- $ 125.8
--------------------------------------------------------------------------------------------------------------------
Net Income $ 878.2 147.3 35.8 33.6 2.4 (179.2) $ 918.1
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
2000 Domestic Beer Int'l Beer Packaging Entertain. Other Corp. & Elims. Consol.
--------------------------------------------------------------------------------------------------------------------
Gross Sales $ 5,767.3 311.2 1,014.6 363.2 57.3 (415.1) $ 7,098.5
--------------------------------------------------------------------------------------------------------------------
Net Sales:
- Intersegment -- -- $ 398.5 -- 16.6 (415.1) $ --
- External $ 4,794.2 263.2 616.1 363.2 40.7 -- $ 6,077.4
--------------------------------------------------------------------------------------------------------------------
Income Before
Income Taxes $ 1,349.7 21.2 38.6 24.7 5.1 (267.6) $ 1,171.7
--------------------------------------------------------------------------------------------------------------------
Equity Income,
Net of Tax -- $ 101.5 -- -- -- -- $ 101.5
--------------------------------------------------------------------------------------------------------------------
Net Income $ 836.8 114.6 23.9 15.3 3.2 (165.8) $ 828.0
--------------------------------------------------------------------------------------------------------------------
4
5
3. EARNINGS PER SHARE
Earnings per share are computed by dividing net income by weighted average
common shares outstanding for the period. The difference between basic and
diluted weighted average common shares is due to stock option shares. There
were no adjustments to net income for any period shown. Weighted average
common shares outstanding for the second quarter and six months ended
June 30, are shown below (millions of shares).
Second Quarter Six Months
------------------- -------------------
2001 2000 2001 2000
---- ---- ---- ----
Basic weighted average shares
outstanding 892.4 904.9 895.5 908.2
Diluted weighted average shares
outstanding 903.3 917.0 906.9 919.9
---------------------------------------------------------------------------------
4. COMPREHENSIVE INCOME ($ in millions)
Comprehensive income for the second quarter and six months ended June 30,
follows:
Second Quarter Six Months
------------------- -------------------
2001 2000 2001 2000
---- ---- ---- ----
Net income $523.7 $477.7 $918.1 $828.0
Foreign currency translation
adjustment 81.4 (124.3) 92.7 (81.5)
Deferred hedging losses (8.3) -- (22.5) --
------ ------ ------ ------
Comprehensive income $596.8 $353.4 $988.3 $746.5
====== ====== ====== ======
---------------------------------------------------------------------------------
The components of accumulated other comprehensive income as of June 30, 2001
and December 31, 2000, follow:
June 30, 2001 December 31, 2000
------------- -----------------
Foreign currency translation adjustment $(119.6) $(212.3)
Deferred hedging losses (22.5) --
------- -------
Accumulated other comprehensive income $(142.1) $(212.3)
======= =======
---------------------------------------------------------------------------------
5
6
5. SALE OF SEAWORLD CLEVELAND - In February 2001, the company sold its
SeaWorld Cleveland theme park to Six Flags, Inc. for $110 million and
recognized a $17.8 million pretax gain in the first quarter. The company
did not sell or grant license to the SeaWorld name.
6. ACQUISITION OF CCU - During the first six months of 2001, Anheuser-Busch
purchased a 20.0% equity interest in Compania Cervecerias Unidas (CCU),
the largest brewer in Chile, for approximately $321 million. The company
has representation on CCU's Board of Directors and has the ability to
exercise significant influence. As such, the company accounts for the
CCU investment using the equity method. As a result of the direct
investment in CCU, Anheuser-Busch now owns a 28.6% direct and indirect
interest in CCU's subsidiary, CCU-Argentina. The company also uses the
equity method of accounting for its investment in CCU-Argentina.
7. ADOPTION OF DERIVATIVES ACCOUNTING STANDARD - Effective January 1, 2001,
Anheuser-Busch adopted the provisions of FAS 133, "Accounting for
Derivative Instruments and Hedging Activities." Under FAS 133, all
derivative financial instruments the company holds are reported on the
balance sheet at fair value. Quarterly changes in fair value are
recognized either in earnings or equity, depending on the nature of the
underlying exposure being hedged and how effective the derivative is at
offsetting price movements in the underlying exposure.
All of the company's existing derivative positions at January 1, 2001
qualified for hedge accounting, and the impact of adoption was not
material. Hedges of
6
7
foreign currency and interest rate exposures are principally classified as
fair value hedges, while commodity price hedges are primarily cash flow
hedges.
Gains and losses due to commodity hedge ineffectiveness are recognized
as a component of cost of goods sold in the Consolidated Income
Statement. Gains or losses from hedge ineffectiveness recognized in the
second quarter and during the first six months of 2001 were not material
for any of the company's derivatives.
Deferred gains and losses currently reflected in Accumulated Other
Comprehensive Income in Shareholders Equity will generally be recognized
in cost of goods sold when the underlying transactions occur - over the
next 12 to 18 months. All underlying transactions occurred as
anticipated during the first six months of 2001.
8. NEW ACCOUNTING STANDARD - In June 2001, the Financial Accounting Standards
Board issued Financial Accounting Standard (FAS) No. 142, "Goodwill and
Other Intangible Assets." Under FAS 142, goodwill and other intangible
assets with indefinite lives will no longer be amortized. Instead, the
carrying value of these assets will be reviewed for impairment at least
annually, or more frequently should circumstances indicate.
As required, Anheuser-Busch will adopt FAS 142 beginning in January 2002.
Annual goodwill amortization for the company, including goodwill
amortization reflected in Equity Income, is approximately $34 million, or
about three and one-half cents per diluted share.
7
8
CONSOLIDATED BALANCE SHEET
Anheuser-Busch Companies, Inc., and Subsidiaries (Unaudited)
June 30, Dec. 31,
---------------------------------
(In millions) 2001 2000
---------------------------------------------------------------------------------------
Assets
Current Assets:
Cash and marketable securities $ 171.5 $ 159.9
Accounts and notes receivable 848.3 600.4
Inventories:
Raw materials and supplies 298.8 347.3
Work in progress 83.3 82.9
Finished goods 207.8 178.1
Total inventories 589.9 608.3
Other current assets 196.8 179.3
---------------------------------
Total current assets 1,806.5 1,547.9
Investments in affiliated companies 2,730.9 2,207.4
Other assets 1,080.9 1,073.6
Plant and equipment, net 8,367.2 8,243.8
---------------------------------
Total Assets $13,985.5 $13,072.7
=================================
Liabilities and Shareholders Equity
Current Liabilities:
Accounts payable $ 886.1 $ 940.8
Accrued salaries, wages and benefits 259.7 276.4
Accrued taxes 228.9 127.4
Other current liabilities 399.6 331.1
---------------------------------
Total current liabilities 1,774.3 1,675.7
---------------------------------
Postretirement benefits 488.4 492.7
---------------------------------
Debt 6,052.2 5,362.7
---------------------------------
Deferred income taxes 1,389.9 1,372.9
---------------------------------
Other long-term liabilities 38.3 39.8
---------------------------------
Shareholders Equity:
Common stock - $1 par value, 1.6
billion shares authorized 1,443.4 1,441.5
Capital in excess of par value 770.2 725.3
Retained earnings 10,787.1 10,164.4
Treasury stock, at cost (8,484.0) (7,817.8)
Accumulated other comprehensive income (142.1) (212.3)
ESOP debt guarantee (132.2) (172.2)
---------------------------------
4,242.4 4,128.9
---------------------------------
Commitments and contingencies -- --
---------------------------------
Total Liabilities and Shareholders
Equity $13,985.5 $13,072.7
=================================
8
9
CONSOLIDATED STATEMENT OF CASH FLOWS
Anheuser-Busch Companies, Inc., and Subsidiaries (Unaudited)
Six Months ended June 30,
-----------------------------
(In millions) 2001 2000
--------------------------------------------------------------------------------------------
Cash Flow From Operating Activities:
Net income $ 918.1 $ 828.0
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation and amortization 409.0 387.9
Deferred income taxes 17.0 12.8
Gain on sale of SeaWorld Cleveland (17.8) --
Undistributed earnings of affiliated companies (109.1) (86.7)
Other, net (9.0) 10.0
-----------------------------
Operating cash flow before change in working
capital 1,208.2 1,152.0
Increase in working capital (148.4) (37.4)
-----------------------------
Cash provided by operating activities 1,059.8 1,114.6
-----------------------------
Cash Flow From Investing Activities:
Capital expenditures (578.7) (541.6)
New business acquisitions (370.4) (29.0)
Proceeds from sale of SeaWorld Cleveland 110.0 --
-----------------------------
Cash used for investing activities (839.1) (570.6)
-----------------------------
Cash Flow From Financing Activities:
Increase in long-term debt 1,106.5 403.6
Decrease in long-term debt (386.6) (24.5)
Dividends paid to stockholders (295.4) (272.6)
Acquisition of treasury stock (666.2) (698.7)
Shares issued under stock plans 32.6 68.1
-----------------------------
Cash used for financing activities (209.1) (524.1)
-----------------------------
Net increase in cash and marketable securities
during the period 11.6 19.9
Cash and marketable securities, beginning of
period 159.9 152.1
-----------------------------
Cash and marketable securities, end of period $ 171.5 $ 172.0
=============================
9
10
Item 2. Management's Discussion and Analysis of Operations and Financial
Condition
INTRODUCTION
------------
This discussion summarizes the significant factors affecting the
consolidated operating results, financial condition and liquidity and cash
flows of Anheuser-Busch Companies, Inc. for the second quarter and six months
ended June 30, 2001, compared to the second quarter and six months ended
June 30, 2000, and the year ended December 31, 2000. This discussion should
be read in conjunction with the Consolidated Financial Statements and Notes
included in the company's Annual Report to Shareholders for the year ended
December 31, 2000.
This discussion contains statements regarding the company's expectations
concerning its future operations, earnings and outlook. These statements are
forward-looking statements that involve significant risks and uncertainties,
and accordingly, no assurances can be given that such expectations will be
correct. These expectations are based upon many assumptions that the company
believes to be reasonable, but such assumptions may ultimately prove to be
inaccurate or incomplete, in whole or in part. Important factors that
could cause actual results to differ (favorably or unfavorably) from the
expectations stated in this discussion include, among others, changes in the
pricing environment for the company's products; changes in domestic demand
for malt beverage products; changes in customer preference for the company's
malt beverage products; regulatory or legislative changes; changes in raw
materials prices; changes in interest rates; changes in foreign currency
exchange rates; changes in attendance and consumer spending patterns for the
company's theme park operations; changes in demand for aluminum beverage
containers; changes in the company's international beer business or in the
beer business of the company's
10
11
international equity partners; and the effect of stock market conditions on
the company's share repurchase program. Anheuser-Busch disclaims any
obligation to update any of these forward-looking statements. If the company
determines to update any forward-looking statement, it will do so publicly.
No private statements by the company or its personnel should be interpreted
as updating forward-looking statements.
SECOND QUARTER AND FIRST SIX MONTHS OF 2001 FINANCIAL RESULTS
-------------------------------------------------------------
Key operating results for the second quarter and first six months of
2001 versus the comparable periods in 2000 are summarized in the following
tables:
--------------------------------------------------------------------------------------------
Second Quarter Ended June 30
----------------------------------------------------
(in millions, except per share)
2001 versus 2000
-----------------------
2001 2000 $ %
---- ---- ------- --------
Gross Sales $3,923 $3,799 Up $124 Up 3.3%
Net Sales $3,381 $3,266 Up $115 Up 3.5%
Operating Income $808 $748 Up $60 Up 7.9%
Equity Income, Net of Tax $78 $63 Up $15 Up 24.2%
Net Income $524 $478 Up $46 Up 9.6%
Diluted Earnings per Share $.58 $.52 Up $.06 Up 11.5%
--------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------
Six Months Ended June 30
----------------------------------------------------
(in millions, except per share)
2001 vs. 2000
-----------------------
2001 2000 $ %
---- ---- ------- --------
Gross Sales $7,397 $7,099 Up $298 Up 4.2%
Net Sales $6,362 $6,077 Up $285 Up 4.7%
Operating Income $1,463 $1,330 Up $133 Up 10.0%
Equity Income, Net of Tax $126 $102 Up $24 Up 23.9%
Net Income $918 $828 Up $90 Up 10.9%
Diluted Earnings per Share $1.01 $.90 Up $.11 Up 12.2%
--------------------------------------------------------------------------------------------
11
12
The company's excellent financial performance in the second quarter
represents its eleventh consecutive quarter of double-digit earnings per
share growth. Anheuser-Busch's consistent, dependable double-digit earnings
per share growth has been achieved despite changes in the economic
environment. The company anticipates continued strong performance for the
remainder of the year and achieving its 12% earnings per share growth target
for 2001.
RESULTS OF OPERATIONS
---------------------
Anheuser-Busch achieved gross sales of $3.9 billion and $7.4 billion,
and net sales of $3.4 billion and $6.4 billion, respectively, in the second
quarter and first six months of 2001. These amounts represent gross sales
increases over 2000 of $124 million, or 3.3% for the second quarter, and
$298 million, or 4.2% for the first six months. Net sales increased over
2000 by $115 million, or 3.5% and $285 million, or 4.7% for the same periods.
The difference between gross sales and net sales reflects domestic and
international beer excise taxes paid by the company on its products.
The increases in both gross and net sales were primarily due to strong
revenue per barrel growth and increased beer sales volume in domestic beer
operations. Domestic beer net sales increased 5% for both the second quarter
and first six months of 2001. The international beer and entertainment
segments also contributed to the sales increases for the first six months
of 2001.
Domestic revenue per barrel grew 3.8% in the second quarter, and 3.2% for
the first six months of 2001, compared to the respective periods last year.
Revenue per barrel has now increased by 2% or more for eleven consecutive
quarters. The growth rate accelerated in the first half of 2001 based on the
favorable industry environment
12
13
and the company's successful strategy to reduce discounting while continuing
to gain market share.
The consistent increases in revenue per barrel reflect the company's
sharp focus on beer profit margin growth. Gross and operating profit margins
increased 100 basis points during the second quarter 2001 versus last year,
and return on capital employed has increased significantly over the past
twelve months versus the prior period.
Consistent with the company's practice of implementing annual price
increases in two phases, the company is currently evaluating opportunities
for selected pricing actions in the fourth quarter 2001. The scope of the
revenue enhancement initiatives, which will again be tailored to specific
markets, brands and packages, has not been finalized.
Domestic beer sales-to-wholesalers volume increased 1.1% for the second
quarter and 1.6% for the first six months of 2001 compared to the same periods
last year. Sales volume growth was led by the Bud Family, especially
Bud Light. Wholesaler sales-to-retailers volume for the second quarter plus
the first week in July was up 1.2% and increased 0.8% year-to-date through
the same July period. Including the first week of July eliminates the
distortion in sales-to-retailers caused by the key 4th of July holiday
falling mid-week in 2001 versus 2000. Wholesaler sales-to-retailers volume
for the second quarter and first six months of 2001 increased 0.8% and 0.6%,
respectively, versus comparable prior year periods. These comparisons are
also impacted by an exceptionally strong first half of 2000, when
sales-to-retailers volume increased 3.9% over the prior year. For the full
year, the company expects both sales-to-wholesalers and sales-to-retailers to
be up about 1.5%.
13
14
The company's reported beer volume is summarized in the following table:
----------------------------------------------------------------------------------------------------
Reported Beer Volume (millions of barrels)
---------------------------------------------------------------------------------------------------
Second Quarter Six Months Ended June 30
----------------------------- -----------------------------
vs. 2000 vs. 2000
------------------- -------------------
2001 Barrels % 2001 Barrels %
---- ------- -------- ---- ------- --------
Domestic 26.1 Up 0.3 Up 1.1% 50.3 Up 0.8 Up 1.6%
International 2.1 Up 0.2 Up 9.3% 3.7 Up 0.3 Up 8.6%
---- ------ -------- ---- ------ --------
Worldwide A-B Brands 28.2 Up 0.5 Up 1.7% 54.0 Up 1.1 Up 2.1%
Int'l Equity Partner Brands 4.6 Up 0.5 Up 11.4% 8.6 Up 1.0 Up 13.5%
---- ------ -------- ---- ------ --------
Total Brands 32.8 Up 1.0 Up 3.0% 62.6 Up 2.1 Up 3.5%
==== ====== ======== ==== ====== ========
----------------------------------------------------------------------------------------------------
Domestic beer sales-to-wholesalers for the first six months of 2001
were 50.3 million barrels, an increase of 800,000 barrels, or 1.6%. For the
second quarter, domestic beer sales-to-wholesalers were 26.1 million barrels,
up 300,000 barrels or 1.1% versus the second quarter 2000.
Worldwide Anheuser-Busch beer sales volume for the second quarter 2001
rose to 28.2 million barrels, up 1.7% versus second quarter 2000. For the
first six months of 2001, worldwide volume was up 2.1%, to 54.0 million
barrels. Worldwide beer volume is comprised of domestic volume and
international volume. Domestic volume represents Anheuser-Busch beer
produced and shipped within the United States. International volume
represents exports from the company's U.S. breweries to markets around the
world, plus Anheuser-Busch brands produced overseas by company-owned
breweries and under license and contract brewing agreements.
Total volume, which combines worldwide Anheuser-Busch brand volume
with equity volume (representing the company's share of its foreign equity
partners' volume, primarily Modelo), was up 1.0 million barrels, or 3.0% in
the second quarter 2001, and up 2.1 million barrels, or 3.5% year-to-date
in 2001. In 2001, the company purchased
14
15
an equity interest in Compania Cervecerias Unidas (CCU) and began including
its pro rata share of CCU's beer volume in equity volume in the first
quarter.
The company's domestic market share (excluding exports) for the first
six months of 2001 was 48.1%, an increase of 0.4 share points over 2000
market share of 47.7%. Domestic market share is determined based on industry
sales estimates provided by the Beer Institute and export data provided by
the U.S. Department of Commerce.
Anheuser-Busch international beer volume, which excludes the company's
share of Modelo and CCU volume, increased 200,000 barrels, or 9.3% for the
second quarter, and 300,000 barrels, or 8.6% for the first six months of
2001. These increases are primarily the result of volume growth in China
and Canada.
Cost of products and services was $2.0 billion and $3.9 billion,
respectively, for the second quarter and first six months of 2001, reflecting
increases of $36.0 million, or 1.8% for the second quarter, and $119.6
million, or 3.2% for the first six months, compared to 2000. The increases
in the cost of products and services are attributable to higher domestic beer
volume, higher energy costs and increased packaging material costs. The
costs of products and services for the first six months of 2000 included a
$14 million charge related to prior year accounting errors at the company's
label manufacturing business in Clarksville, Tennessee.
Gross profit as a percentage of net sales was 40.6% for the second
quarter and 39.1% for the first six months of 2001, increasing 100 and
90 basis points respectively, versus comparable periods in 2000.
Marketing, distribution and administrative expenses for the second
quarter 2001 were $563.7 million, an increase of $20.3 million, or 3.8%.
For the first six months of
15
16
2001, these expenses were $1.0 billion, an increase of $50.2 million, or 5.1%
compared with 2000. The increases in these expenses in 2001 are principally
due to Higher domestic beer marketing costs, including incremental spending
for new product introductions, increased corporate expenses primarily related
to higher employee benefit costs, and higher distribution costs in the second
quarter due to the acquisition of a wholesaler in California.
Operating income increased $59.5 million, or 7.9% in the second quarter
2001, and increased $132.5 million, or 10.0% for the first six months, versus
comparable periods in 2000. These increases reflect increased domestic beer
sales volume and higher revenue per barrel, plus improved results for
international beer, packaging and entertainment operations.
International beer segment net income was up 26.1% in the second quarter,
and 28.5% for the first six months of 2001, due to improved operating profits
and the strong underlying volume and earnings growth by Grupo Modelo. Equity
income, net of tax, increased 24.2% in the second quarter and 23.9% for the
first six months of 2001, to $77.5 million and $125.8 million, respectively.
The company began including its share of CCU's income within the equity
income line in the first quarter 2001. Operating profits for international
beer operations, which exclude equity investments in Grupo Modelo and CCU,
increased primarily due to volume gains in China and Canada.
Packaging segment operating profits, excluding the $14 million adjustment
related to the label manufacturing business in 2000, were up $1.4 million and
$5.3 million, respectively, in the second quarter and first six months of
2001. These increases were primarily due to lower can manufacturing costs.
16
17
Entertainment segment operating results for the second quarter 2001
increased $13.5 million versus the prior year. For the first six months of
2001, operating profits were up $20.7 million, excluding the $17.8 million
pretax gain on the sale of SeaWorld Cleveland in the first quarter. The
improved operating results are due to increased attendance, greater in-park
spending and the impact of the new Discovery Cove park, which began
operations in July 2000.
Net interest cost (interest expense less interest income) was $91.4
million for the second quarter and $182.8 million for the first six months of
2001. This represents increases of $0.8 million, or 1.1% and $5.8 million,
or 3.3% compared to the corresponding periods in 2000. The increases in net
interest cost are due to higher average debt balances outstanding, mostly
offset by lower average interest rates.
Interest capitalized decreased $0.9 million and $0.6 million for the
second quarter and first six months of 2001, respectively, to $7.4 million
and $14.6 million, due to the timing of project in-service dates and lower
average interest rates compared to the prior year.
Other income/expense, net includes numerous items of a nonoperating
nature that do not have a material impact on the company's consolidated
results of operations, either individually or in the aggregate.
Net income increased $46.0 million, or 9.6% during the second quarter
2001, and increased $90.1 million, or 10.9% for the first six months of 2001,
versus the same periods last year. These increases reflect improved results
in all segments, led by volume and revenue per barrel increases for the
domestic beer segment and international beer results, including significant
equity earnings growth from Grupo Modelo.
17
18
The effective tax rate for the first six months of 2001 was 38.6%, up
60 basis points versus 2000. The increase is primarily due to the impact
of writing-off nondeductible goodwill associated with the sale of SeaWorld
Cleveland.
Diluted earnings per share for the second quarter and first six months
were $.58 and $1.01, respectively, representing increases of 11.5% and 12.2%,
compared to 2000. Earnings per share results for the first six months of
2001 include a one-half cent per share benefit from the sale of SeaWorld
Cleveland, offset by comparable per share dilution from the CCU acquisition.
Earnings per share also benefited from the company's ongoing share repurchase
program. The company repurchased over 16 million shares in the first six
months of 2001.
LIQUIDITY AND FINANCIAL CONDITION
---------------------------------
Cash and marketable securities at June 30, 2001 were $171.5 million, an
increase of $11.6 million from the December 31, 2000 balance. The principal
source of the company's cash flow is cash generated by operations. Net
issuance of debt provides an additional source of cash as necessary.
Principal uses of cash are capital expenditures, business investments, share
repurchase and dividends. See the Consolidated Statement of Cash Flows for
additional information.
Total outstanding debt increased $689.5 million during the six-month
period ended June 30, 2001, as outlined below:
Debt Issuances ... $1.1 billion, comprised of the following:
--------------
-- $496.1 million of commercial paper (5.5% weighted average rate)
-- $300.0 million of debentures (6.8% fixed rate)
-- $250.0 million of long-term notes (6.0% fixed rate)
-- $51.0 million of long-term notes (floating rate)
18
19
-- $2.6 million of industrial revenue bonds (5.75% weighted average rate)
-- $17.8 million of miscellaneous increases
Debt Reduction ... $428.0 million, comprised of the following:
--------------
-- $200.0 million of long-term notes (6.9% fixed rate)
-- $162.8 million of dual-currency notes (floating rate)
-- $40.0 million of ESOP debt (8.25% fixed rate)
-- $7.5 million of medium-term notes (7.4% fixed rate)
-- $17.7 million of miscellaneous reductions
At June 30, 2001, $1.3 billion of commercial paper borrowings were
outstanding. Commercial paper amounts up to $2 billion are classified
as long-term since they are maintained on a long-term basis with on-going
support provided by the company's $2 billion revolving credit agreement.
In July 2001, Anheuser-Busch issued its remaining $50 million in
registered debt, and subsequently filed $1 billion long-term debt
registration statement with the Securities and Exchange Commission which gave
the company $1 billion in total registered debt available for issuance.
Capital expenditures for the first half of 2001 were $578.7 million,
compared to $541.6 million for the same period in 2000. Full year 2001
capital expenditures are expected to be just over $1 billion.
Risk Management
---------------
The company's derivatives holdings fluctuate during the year based on
normal and recurring changes in purchasing and production activity. Since
December 31, 2000, there have been no significant changes in the company's
interest rate, commodity price and foreign currency exposures, changes in
the types of derivative
19
20
instruments used to hedge those exposures, or significant changes in
underlying market conditions.
Effective January 1, 2001, Anheuser-Busch adopted the provisions of
FAS 133, "Accounting for Derivative Instruments and Hedging Activities,"
which requires all derivative financial instruments the company holds to be
reported on the balance sheet at fair value. Quarterly changes in fair value
are recognized either in earnings or equity, depending on the nature of the
underlying exposure and the related derivative. All the company's derivative
positions at January 1, 2001 qualified for hedge accounting. As such, the
adoption of FAS 133 was not material. See Note 7 of the Notes to the
Consolidated Financial Statements for additional discussion.
Environmental Matters
---------------------
The company is subject to federal, state and local environmental
protection laws and regulations and is operating within such laws or is
taking action aimed at assuring compliance with such laws and regulations.
Compliance with these laws and regulations is not expected to materially
affect the company's competitive position. None of the Environmental
Protection Agency (EPA) designated clean-up sites for which Anheuser-Busch
has been identified as a Potentially Responsible Party (PRP) would have a
material impact on the company's consolidated financial statements.
Dividend Increase
-----------------
On July 25, 2001, the Board of Directors approved an increase in the
quarterly dividend on the company's common stock from 16-1/2 cents to
18 cents per share, an increase of 1-1/2 cents per share, or 9.1%. The
dividend is payable September 10, 2001, to shareholders of record on
August 9, 2001.
20
21
PART II - OTHER INFORMATION
ITEM 5: OTHER INFORMATION
Investment in CCU
-----------------
During the first six months of 2001, Anheuser-Busch purchased a 20%
equity interest in Compania Cervecerias Unidas (CCU), the largest brewer in
Chile. The company accounts for the CCU investment using the equity method.
See Note 6 of the Notes to Consolidated Financial Statements for additional
discussion.
Labor Negotiations
------------------
On May 2, 2001, the company reached agreement with the International
Brotherhood of Teamsters on a contract covering Anheuser-Busch brewery
employees represented by the union. The contract runs through February 2004.
All differences between the company and the union regarding pending National
Labor Relations Board charges and litigation are resolved under the terms of
the contract. Terms of the contract also include the company's final offer,
which was implemented in September 1998, as well as provisions for a
supplemental year.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
--------
12 - Ratio of Earnings to Fixed Charges
(b) Reports on Form 8-K
-------------------
No reports on Form 8-K were filed during the three month period
ending June 30, 2001.
21
22
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 thereunto duly authorized.
ANHEUSER-BUSCH COMPANIES, INC.
(Registrant)
/s/ W. Randolph Baker
-----------------------------------------------
W. Randolph Baker
Vice President and Chief Financial Officer
(Chief Financial Officer)
August 10, 2001
/s/ John F. Kelly
-----------------------------------------------
John F. Kelly
Vice President and Controller
(Chief Accounting Officer)
August 10, 2001
22