Business News

Bemis Company Reports 2009 Third Quarter Results

Wednesday 28. October 2009 - Increases Full Year 2009 Guidance to $1.81 to $1.86 Per Share; Flexible Packaging Segment Records Strong Operating Performance

Bemis Company, Inc. (NYSE:BMS) today reported quarterly diluted earnings of $0.33 per share for the third quarter ended September 30, 2009, compared with $0.43 per share for the same quarter of 2008. Excluding the effect of acquisition related charges and financing, and a gain on sale of an asset, diluted earnings per share would have been $0.48 for the third quarter of 2009 compared to $0.43 per share for the third quarter of 2008. All of these items are detailed in the attached schedule, “Reconciliation of Non-GAAP Data.”

Current quarter comparability was impacted by $16.0 million or $0.09 per share of expenses associated with the planned acquisition of Alcan Packaging Food Americas announced on July 5, 2009. In addition, current quarter results were reduced by a total of $0.08 per share related to the impact of acquisition financing raised through the issuance of public bonds and common stock during the quarter. These added costs were partially offset by a $3.6 million gain on the sale of property which added $0.02 per share to results for the quarter.

Net sales were $898.9 million for the third quarter of 2009, an 8.7 percent decrease from $984.3 million for the same period of 2008. Currency effects reduced net sales by 3.6 percent compared to the third quarter of 2008. The positive net sales impact of the June 2009 acquisition of the South American rigid packaging operations of Huhtamaki Oyj was 1.9 percent during the quarter. The remaining 7.0 percent decrease in net sales reflects lower unit volume and selling prices offset by improved sales mix compared to the third quarter of 2008.

“Improved operating performance in our flexible packaging business segment delivered strong results this quarter,” said Henry Theisen, Bemis Company’s President and Chief Executive Officer. “Our business model prioritizes material science and innovation to drive sales and operating profit growth. While overall flexible packaging volumes have decreased and selling prices have declined to reflect lower raw material costs, improved sales mix reflects increased sales volumes in value-added product lines and increased profitability. In addition, our business teams are delivering the benefits of our cost management initiatives directly to the bottom line. While currency was still a headwind this quarter, our operations in Europe and Latin America have each delivered strong operating profit improvement from 2008 levels. Our pressure sensitive materials business has been negatively impacted by the soft global economic conditions, but aggressive cost control measures are achieving sequential improvement in operating results for this business segment. We are increasing our 2009 total year guidance to reflect the results of the first nine months and our confidence that profit levels will continue to be strong for the remainder of the year.”

BUSINESS SEGMENTS

Flexible Packaging

Bemis’ flexible packaging business segment, which represented about 85 percent of total Company net sales, reported net sales of $764.1 million in the third quarter of 2009. This represents a 7.5 percent decrease compared to net sales of $826.4 million for the third quarter of 2008. Currency effects reduced net sales by 3.8 percent. The positive net sales impact of the June 2009 acquisition of the South American rigid packaging operations of Huhtamaki Oyj was 2.2 percent during the quarter. The remaining 5.9 percent decrease in net sales was driven principally by lower unit volumes. Segment operating profit for the third quarter of 2009 was $106.0 million, or 13.9 percent of net sales. Excluding the effect of the gain on sale of property described in the attached schedule, “Reconciliation of Non-GAAP Data,” operating profit for the third quarter of 2009 would have been $102.4 million, or 13.4 percent of net sales. This compares to operating profit for the third quarter of 2008 of $82.4 million, or 10.0 percent of net sales. The net effect of currency translation and foreign exchange gains decreased operating profit in the third quarter of 2009 by $1.3 million compared to the same quarter of 2008. Higher operating profit in 2009 reflects successful cost management and improved sales mix in 2009. Operating margins in 2008 were negatively impacted by substantial increases in raw material costs during the third quarter of 2008.

Commenting on the flexible packaging business segment results, Theisen said, “The strong performance this quarter illustrates the strength and resiliency of our flexible packaging business. Our teams have focused on safety, quality, waste reduction, line speeds, and overall operational efficiency to deliver value to our shareholders and enhance Bemis’ bottom line. Our European business achieved double-digit operating margins for the first time as they improved sales mix and manufacturing efficiencies in 2009. In South America, the economy is strengthening ahead of the rest of the world, and our packaging operations are benefiting from volume growth in packaging for a wide array of applications.”

Pressure Sensitive Materials

Net sales from the pressure sensitive materials business segment for the third quarter of 2009 were $134.8 million, a 14.6 percent decrease from net sales of $157.9 million in the third quarter of 2008. Currency effects reduced net sales by 2.8 percent compared to the third quarter of 2008. This segment reported operating profit for the third quarter of 2009 of $5.4 million, or 4.0 percent of net sales, compared to the third quarter of 2008 when segment operating profit was $9.0 million, or 5.7 percent of net sales. Lower volume in each of the product lines in this business segment has substantially reduced net sales and operating profit in 2009. The net effect of currency translation and foreign exchange transactions was not significant to the results of the quarter.

“Our pressure sensitive materials business teams have maintained a keen focus on cost control during this global economic downturn,” said Theisen. “While volumes are still lower than they were in 2008, volumes are up sequentially from the second quarter, and operating margins have stabilized. As the economy improves and growth returns for our customers who participate in the housing, automotive, and advertising markets, we expect our net sales and operating profit levels to recover.”

Other Costs (Income), Net

For the third quarter of 2009, other costs and income included $5.8 million of financial income, a decrease of $3.4 million compared to $9.2 million for the third quarter of 2008. Lower financial income reflects a decrease in interest income from reduced cash balances invested outside of the United States during 2009. Specifically, cash balances in our Brazilian operations have been applied to debt repayment and used to fund the acquisition of the South American rigid packaging operations of Huhtamaki Oyj in June of 2009. Other costs and income also included $16.0 million of acquisition related expenses and a gain of $3.6 million on the sale of property located in Brazil.

Capital Structure

Total debt to total capitalization was 40.4 percent at September 30, 2009, compared to 31.5 percent at December 31, 2008. Total debt as of September 30, 2009 was $1.3 billion, an increase of $630.1 million from the balance of $686.6 million at December 31, 2008. This increase in debt reflects $800.0 million of public bonds issued in July 2009 associated with acquisition financing, net of a reduction in commercial paper and other debt outstanding, which was funded with cash from operations. Excluding the $800.0 million of public bonds and $202.8 million of common stock issued for acquisition financing, total debt to total capitalization would have been 22.9 percent at September 30, 2009.

July 2009 Public Bond Issuance

On July 27, 2009, Bemis issued $400.0 million of bonds due in 2014 with a fixed interest rate of 5.65 percent and $400.0 million of bonds due in 2019 with a fixed interest rate of 6.80 percent. The proceeds of these bonds will be used as partial funding of the acquisition of the Alcan Packaging Food Americas business announced on July 5, 2009.

July 2009 Common Stock Offering

Bemis issued 8.2 million shares of common stock through a public stock offering during the third quarter. The $202.8 million of net proceeds from this stock offering will also be used as partial funding of the Alcan Packaging Food Americas business.

Liquidity

As of September 30, 2009, Bemis had available from its banks a $425.0 million revolving credit facility. This credit facility is used principally as back-up for the Company’s commercial paper program. As of September 30, 2009, there was $179.0 million of debt outstanding supported by this credit facility, leaving $246.0 million of available credit. Once the acquisition of the Alcan Packaging Food Americas business is completed, an amendment to the revolving credit facility will become effective, increasing credit available and therefore total commercial paper capacity from $425.0 million to $625.0 million. Cash flows from operating activities are expected to continue to provide sufficient liquidity to meet future cash obligations. Strong cash flows from operations totaling $395.9 million during the first nine months of 2009 were used for $175.6 million of net debt reduction; $62.5 million of capital expenditures; a $43.0 million acquisition of a South American rigid packaging operation; a $30.0 million tax-deductible, voluntary pension contribution; and dividend payments totaling $71.5 million.

Pending Acquisition of Alcan Packaging Food Americas

On July 5, 2009, Bemis announced that it had signed a definitive agreement to acquire the Food Americas operations of Alcan Packaging, a business unit of international mining group Rio Tinto plc (LON: RIO; ASX: RIO), for $1.2 billion. Pursuant to the agreement, Bemis will acquire 23 Food Americas flexible packaging facilities in the U.S., Canada, Mexico, Brazil, Argentina, and New Zealand. These facilities produce flexible packaging for the food and beverage industries. The transaction is expected to be accretive to diluted GAAP earnings per share in 2010. We are currently in the process of fulfilling a request for additional information and documentary material received from the U.S. Department of Justice on September 16, 2009, in connection with its Hart-Scott-Rodino regulatory review. The transaction is expected to be approved by the end of 2009, and Bemis will complete the acquisition as soon as possible thereafter. The majority of the financing for this transaction was completed during the third quarter of 2009 through the issuance of $800.0 million of public bonds and 8.2 million common shares issued in a secondary public stock offering. The remaining cash purchase price is expected to be financed in the commercial paper market at the time of closing.

2009 Earnings Outlook

Consistent with management’s practice, guidance does not reflect the impact of the sale of the property in Brazil, severance charges, acquisition related costs, and interest expense or shares issued in connection with the pending acquisition of the Alcan Packaging Food Americas business. This provides a direct comparison of 2009 operating results to those of 2008. Guidance also excludes any operating results of the planned Alcan Packaging Food Americas acquisition. Management expects fourth quarter 2009 diluted earnings per share to be in a range of $0.40 to $0.45 per share. Management is also revising its guidance upward for the full year 2009 from $1.68 to $1.75 per share to $1.81 to $1.86 per share, reflecting the improved operating performance for the total year 2009. Management continues to expect capital expenditures to be in the range of $100 million for the full year 2009.

Presentation of Non-GAAP Information

Some of the information presented in this press release reflects adjustments to “As reported” results to exclude certain amounts related to the sale of property in Brazil, the Company’s workforce reductions, and the impact of acquisition related items. This adjusted information should not be construed as an alternative to the reported results determined in accordance with accounting principles generally accepted in the United States of America (GAAP). It is provided solely to assist in an investor’s understanding of the impact of these items on the comparability of the Company’s operations. A reconciliation of the GAAP amounts to the Non-GAAP amounts is included with this press release.

New Accounting Pronouncement

In June 2008, the FASB issued guidance now codified as ASC Topic 260, Earnings Per Share, which requires unvested share based payment awards that contain rights to receive non-forfeitable dividends (whether paid or unpaid) to be included in the calculation of basic and diluted earnings per share effective January 1, 2009. Accordingly, the 2008 earnings per share for the quarter and the nine-month period have been recast to reflect the impact of this new accounting guidance to present them on a comparable basis with 2009 results. The impact of this modification is a $0.01 per share decrease in diluted earnings per share for the third quarter of 2008 and a $0.03 per share decrease in diluted earnings per share for the nine-month period ending September 30, 2008.

Forward-Looking Statements

Unless otherwise expressly stated, Bemis’ quarterly and full-year guidance does not reflect the impact of the sale of property in Brazil, acquisition related financing, or charges incurred and yet to be incurred for severance or acquisition related efforts.

Statements in this release that are not historical, including statements relating to the expected future performance of the Company, are considered “forward-looking” and are presented pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Such content is subject to certain risks and uncertainties, including but not limited to future changes in cost or availability of raw materials, consumer buying patterns under certain economic conditions, changes in customer order patterns, the results of competitive bid processes, costs associated with the pursuit of business combinations, unexpected costs associated with acquisitions or the inability to complete an acquisition, a failure in our information technology infrastructure or applications, changes in our labor relations, foreign currency fluctuations, changes in working capital requirements, and the availability and related cost of financing from banks and capital markets. Actual future results and trends may differ materially from historical results or those projected in any such forward-looking statements depending on a variety of factors which are detailed in the Company’s regular SEC filings including the most recently filed Form 10-K for the year ended December 31, 2008.