UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 1994 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to - ----------------------------------------------------------------- Commission file number 1-3215 JOHNSON & JOHNSON (Exact name of registrant as specified in its charter) NEW JERSEY 22-1024240 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) New Brunswick, New Jersey 08933 (Address of principal executive offices, including zip code) 908-524-0400 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. On April 29, 1994, 643,188,466 shares of Common Stock, $1.00 par value, were outstanding. - 1 - JOHNSON & JOHNSON AND SUBSIDIARIES TABLE OF CONTENTS Part I - Financial Information Page No. Consolidated Balance Sheet - April 3, 1994 and January 2, 1994 3 Consolidated Statement of Earnings for the Three Months Ended April 3, 1994 and April 4, 1993 5 Consolidated Statement of Cash Flows for the Three Months Ended April 3, 1994 and April 4, 1993 6 Notes to Consolidated Financial Statements 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 10 Signatures 13 Part II - Other Information Items 1 through 6 are not applicable Exhibit Index 14 - 2 - Part I - FINANCIAL INFORMATION Item 1 - FINANCIAL STATEMENTS JOHNSON & JOHNSON AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (Unaudited; Dollars in Millions) ASSETS April 3, January 2, 1994 1994 Current Assets: Cash and cash equivalents $ 334 372 Marketable securities, at cost which approximates market value (Note 2) 99 104 Accounts receivable, trade, less allowances $210 (1993 - $170) 2,296 2,107 Inventories (Note 4) 1,834 1,717 Deferred taxes on income 429 399 Prepaid expenses and other receivables 675 518 Total current assets 5,667 5,217 Marketable securities, non-current, at cost, which approximates market value 437 437 Property, plant and equipment, at cost 6,985 6,783 Less accumulated depreciation and amortization 2,567 2,377 4,418 4,406 Intangible assets, net (Note 5) 969 925 Deferred taxes on income 476 484 Other assets (Note 2) 859 773 Total Assets $ 12,826 12,242 See Notes to Consolidated Financial Statements - 3 - JOHNSON & JOHNSON AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (Unaudited; Dollars in Millions) LIABILITIES AND STOCKHOLDERS' EQUITY April 3, January 2, 1994 1994 Current Liabilities: Loans and notes payable $ 696 915 Accounts payable 762 901 Accrued liabilities 1,460 1,283 Taxes on income 228 113 Total current liabilities 3,146 3,212 Long-term debt 1,505 1,493 Deferred tax liability 129 122 Certificates of extra compensation 81 91 Other liabilities 1,873 1,756 Stockholders' equity Preferred stock - without par value (authorized and unissued 2,000,000 shares) - - Common stock - par value $1.00 per share (authorized 1,080,000,000 shares; issued 767,390,000 and 767,372,000 shares) 767 767 Note receivable from employee stock ownership plan (74) (84) Cumulative currency translation adjustments (212) (338) Retained earnings (Note 2) 8,112 7,727 8,593 8,072 Less common stock held in treasury, at cost (124,388,000 & 124,391,000 shares) 2,501 2,504 Total stockholders' equity 6,092 5,568 Total liabilities and stockholders' equity $12,826 12,242 See Notes to Consolidated Financial Statements - 4 - JOHNSON & JOHNSON AND SUBSIDIARIES CONSOLIDATED STATEMENT OF EARNINGS (Unaudited; dollars & shares in millions except per share figures) Fiscal Quarter Ended April 3, Percent April 4, Percent 1994 to Sales 1993 to Sales Sales to customers (Note 6) $3,690 100.0 3,560 100.0 Cost of products sold 1,181 32.0 1,163 32.7 Selling, marketing and administrative expenses 1,480 40.1 1,436 40.3 Research expense 289 7.8 281 7.9 Other income (22) (.6) (31) (.9) 2,928 79.3 2,849 80.0 Earnings before interest and taxes on income 762 20.7 711 20.0 Interest income 10 .2 20 .6 Interest expense, net of portion capitalized (36) (1.0) (31) (.9) Earnings before provision for taxes on income 736 19.9 700 19.7 Provision for taxes on income (Note 3) 192 5.2 197 5.6 NET EARNINGS $ 544 14.7 503 14.1 NET EARNINGS PER SHARE $ .85 .77 CASH DIVIDENDS PER SHARE $ .26 .23 AVG. SHARES OUTSTANDING 643.1 655.4 See Notes to Consolidated Financial Statements - 5 - JOHNSON & JOHNSON AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited; Dollars in Millions) Fiscal Quarter Ended April 3, April 4, 1994 1993 CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 544 503 Adjustments to reconcile net earnings to cash flows from operating activities: Depreciation and amortization of property and intangibles 175 158 Increase in accounts receivable, trade, less allowances (141) (233) Increase in inventories (68) (58) Changes in other assets and liabilities 45 (79) NET CASH FLOWS FROM OPERATING ACTIVITIES 555 291 CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, plant and equipment (141) (187) Proceeds from the disposal of assets 18 11 Acquisition of businesses, net of cash acquired - (19) Other, principally marketable securities (76) 16 NET CASH USED BY INVESTING ACTIVITIES (199) (179) CASH FLOWS FROM FINANCING ACTIVITIES Dividends to stockholders (167) (151) Repurchase of common stock (34) (21) Proceeds from short-term debt 152 69 Retirement of short-term debt (333) (326) Proceeds from long-term debt 8 55 Retirement of long-term debt (46) (1) Proceeds from the exercise of stock options 15 8 NET CASH USED BY FINANCING ACTIVITIES (405) (367) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS 11 (2) DECREASE IN CASH AND CASH EQUIVALENTS (38) (257) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 372 745 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 334 488 See Notes to Consolidated Financial Statements - 6 - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - The accompanying interim financial statements and related notes should be read in conjunction with the Consolidated Financial Statements of Johnson & Johnson and Subsidiaries and related notes as contained in the Annual Report on Form 10-K for the fiscal year ended January 2, 1994. The interim financial statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary in the judgment of management for a fair presentation of such statements. Earnings per share were calculated on the basis of the average number of shares of common stock outstanding during the applicable period. NOTE 2 - ADOPTION OF SFAS NO. 115 - Effective January 3, 1994, the Company adopted statement of Financial Accounting Standards (SFAS) No. 115, "Accounting for Certain Investments in Debt and Equity Securities". Investments subject to this standard are required to be carried at fair value, unless they are held to maturity. There was no effect on income as a result of adopting SFAS No. 115. The fair value of investment securities subject to the provisions of SFAS No. 115, totaled $209 million at April 3, 1994, which exceeded the carrying amount by $43 million. This unrealized gain was credited to Stockholders' Equity at April 3, 1994 net of deferred income taxes of $15 million. These investment securities are included in Marketable Securities Current and Other Assets on the balance sheet. - 7 - NOTE 3 - INCOME TAXES The effective income tax rates for the first three months of 1994 and 1993 are 26.1% and 28.1%, respectively, as compared to the U.S. federal statutory rate of 35%. The major reason for this difference is the result of domestic subsidiaries operating in Puerto Rico under a grant providing for tax relief. NOTE 4 - INVENTORIES (Dollars in Millions) April 3, 1994 Jan. 2, 1994 Raw materials and supplies $ 500 448 Goods in process 519 485 Finished goods 815 784 $ 1,834 1,717 NOTE 5 - INTANGIBLE ASSETS (Dollars in Millions) April 3, 1994 Jan. 2, 1994 Intangible assets $ 1,320 1,255 Less accumulated amortization 351 330 $ 969 925 The excess of the cost over the fair value of net assets of purchased businesses is recorded as goodwill and is amortized on a straight-line basis over periods of 40 years or less. The cost of other acquired intangibles is amortized on a straight-line basis over their estimated useful lives. - 8 - NOTE 6 - SALES TO CUSTOMERS BY SEGMENT OF BUSINESS AND GEOGRAPHIC AREAS (Dollars in Millions) SALES BY SEGMENT OF BUSINESS First Quarter Percent Increase 1994 1993 (Decrease) Consumer Domestic $ 670 702 (4.6) International 609 575 5.9 1,279 1,277 .2% Pharmaceutical Domestic $ 496 429 15.6 International 694 683 1.6 1,190 1,112 7.0% Professional Domestic $ 681 669 1.8 International 540 502 7.6 1,221 1,171 4.3% Domestic $ 1,847 1,800 2.6 International 1,843 1,760 4.7 Worldwide $ 3,690 3,560 3.7% SALES BY GEOGRAPHIC AREAS First Quarter Percent Increase 1994 1993 (Decrease) U.S. $ 1,847 1,800 2.6 Europe 1,073 1,052 2.0 Western Hemisphere excluding U.S. 331 334 (.9) Africa, Asia, & Pacific 439 374 17.4 Total $ 3,690 3,560 3.7% - 9 - Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SALES AND EARNINGS Consolidated sales for the first quarter of 1994 were $3,690 million, an increase of 3.7% over 1993 first quarter sales of $3,560 million. The effect of the stronger dollar relative to foreign currencies decreased first quarter's sales by 2.1%. Excluding the negative effect of currency, sales grew 5.8% on an operational basis for the first quarter of 1994. Consolidated net earnings for the first quarter of 1994 were $544 million, compared with $503 million for the same period a year ago, an increase of 8.2%. Earnings per share for the period were $.85, compared with $.77 for the same period in 1993, an increase of 10.4%. Domestic sales for the first three months of 1994 were $1,847 million, an increase of 2.6% over 1993 domestic sales of $1,800 million for the same period. Sales by international subsidiaries were $1,843 million for the first quarter of 1994 compared with $1,760 million for the same period a year ago, an increase of 4.7%. Excluding the impact of the higher value of the dollar, international sales increased by 9.0% for the quarter. Worldwide consumer sales were even for the quarter, versus the same period a year ago. International sales increased 5.9% while domestic sales declined 4.6%. McNeil Consumer, manufacturer of TYLENOL, IMODIUM and other over-the-counter drugs, posted higher sales, but the increase was offset by the inventory reduction at the wholesalers' level experienced by Johnson & Johnson Consumer Products Inc. and the fierce competition in the over-the-counter market for vaginal yeast infection remedies encountered by MONISTAT. The increase in international sales was led by the - 10 - addition of RoC, the adult skin care business acquired in December, 1993 as well as a strong performance in Asia-Pacific. Worldwide pharmaceutical sales for the quarter increased 7.0%, with domestic sales growing 15.6%. Leading the increase in domestic pharmaceutical sales gains were PROCRIT, an anti-anemia drug; PREPULSID, a gastrointestinal product; DURAGESIC, a transdermal patch for severe chronic pain; FLOXIN, an anti- bacterial; SPORANOX, an anti-fungal drug; and the recently introduced RISPERDAL. RISPERDAL, a new anti-psychotic medication, reduces both the positive and negative symptoms of schizophrenia. This drug was approved by the U.S. Food & Drug Administration in late December of 1993 and was launched by Janssen in mid-February. Sales to date substantiated the positive feedback received from physicians. RISPERDAL is now being marketed in 11 countries around the world. International pharmaceutical sales were up 1.6%. Excluding the negative effect of currency, sales rose in the mid-single digit range for the quarter. Strong sales were registered by PREPULSID and SPORANOX. The pharmaceutical business in Europe, particularly Italy and Germany where drastic adjustments in government health care systems were made in 1993, is beginning to stabilize. Japan's results were strong, as were those from developing pharmaceutical markets, including China. Worldwide sales for the professional segment increased 4.3% The increase in domestic sales was limited to 1.8%, primarily due to adverse comparisons given the second quarter 1993 divestiture of Sterile Design, a business that packages custom supplies for surgical procedures. After adjusting for the divestiture, domestic sales increased by 5%. The growth within the professional segment - 11 - was led by the outstanding performance of Ethicon Endo-Surgery, which markets instruments used in less-invasive surgery, and LifeScan, which markets blood glucose monitoring systems. International professional business increased 7.6%, or a low double-digit gain excluding the adverse currency effect. Ethicon Endo-Surgery and LifeScan were major contributors both internationally and domestically. Professional products sales in the Asia-Pacific region also increased significantly. Average shares of common stock outstanding in the first three months of 1994 were 643.1 million, compared with 655.4 million for the same period a year ago, as a result of a $500 million share repurchase program in 1993. LIQUIDITY AND CAPITAL RESOURCES Net debt (borrowings net of cash and current marketable securities) was 22.5% of net capital compared with 25.8% at the end of 1993. Net debt decreased by $164 million during the first three months of 1994 to $1.77 billion at April 3, 1994. Total debt represented 26.5% of total capital (stockholders' equity and total borrowings) at quarter end, compared with 30.2% at the end of 1993. Additions to property, plant and equipment were $141 million for the first three months of 1994, compared with $187 for the same period in 1993. On April 28, 1994, the Board of Directors raised the quarterly dividend from 26 cents per share to 29 cents per share, an increase of 11.5%. The dividend is payable on June 7, 1994 to shareholders of record as of May 17, 1994. - 12 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of l934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. JOHNSON & JOHNSON (Registrant) Date: May 13, 1994 By C. H. Johnson C. H. Johnson (Vice President, Finance) Date: May 13, 1994 By A. W. Roulston A. W. Roulston (Vice Pres., Corporate Controller) - 13 - EXHIBIT INDEX Regulation S-K Description Exhibit Table of Page Item No. Exhibit No. 11 Calculation of Earnings 15 per Share - 14 - JOHNSON & JOHNSON AND SUBSIDIARIES CALCULATION OF EARNINGS PER SHARE (Dollars and shares in millions except per share figures) First Quarter Ended April 3, April 4, 1994 1993 1. Net Earnings ................ $ 544 503 2. Average number of shares outstanding during the period............ 643.1 655.4 3. Earnings per share based upon average outstanding shares (1 / 2) $ .85 .77 4. Fully diluted earnings per share: a. Average number of shares out- standing during the period. 643.1 655.4 b. Shares issuable under stock compensation agreements at quarter-end .............. .3 .7 c. Shares reserved under the stock option plan for which the market price at end of quarter exceeds the option price.. 17.0 20.0 d. Aggregate proceeds to the Company from the exercise of options in 4c ............ 422 536 e. Market price of the Company's common stock at fiscal quarter-end............... 37.75 40.13 f. Shares which could be repurchased under the treasury stock method (4d / 4e) ................ 11.2 13.4 g. Addition to average outstanding shares (4b + 4c - 4f)..... 6.1 7.3 h. Shares for fully diluted earnings per share calculation (4a + 4g) ................ 649.2 662.7 i. Fully diluted earnings per share (1 / 4h) ................. $ .84 .76 - 15 -