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 June 29, 1997
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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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)
732-524-0400
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 July 25, 1997, 1,332,438,250 shares of Common Stock,
$1.00 par value, were outstanding.
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JOHNSON & JOHNSON AND SUBSIDIARIES
TABLE OF CONTENTS
Part I - Financial Information Page No.
Consolidated Balance Sheet -
June 29, 1997 and December 29, 1996 3
Consolidated Statement of Earnings for the
Fiscal Quarter Ended June 29, 1997 and
June 30, 1996 5
Consolidated Statement of Earnings for the
Fiscal Six Months Ended June 29, 1997 and
June 30, 1996 6
Consolidated Statement of Cash Flows for the
Fiscal Six Months Ended June 29, 1997 and
June 30, 1996 7
Notes to Consolidated Financial Statements 8
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 13
Signatures 19
Part II - Other Information
Item 4 - Submission of Matters to a
Vote of Security Holders 17
Item 6 - Exhibits and Reports on Form 8-K 18
Items 1, 2, 3 and 5 are not applicable
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Part I - FINANCIAL INFORMATION
Item 1 - FINANCIAL STATEMENTS
JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Unaudited; Dollars in Millions)
ASSETS
June 29, December 29,
1997 1996
Current Assets:
Cash and cash equivalents $ 2,237 2,011
Marketable securities, at cost 126 125
Accounts receivable, trade, less
allowances $317 (1996 - $309) 3,651 3,251
Inventories (Note 3) 2,630 2,498
Deferred taxes on income 769 711
Prepaid expenses and other
receivables 857 774
Total current assets 10,270 9,370
Marketable securities, non-current 379 351
Property, plant and equipment, at cost 9,118 9,023
Less accumulated depreciation and
amortization 3,633 3,372
5,485 5,651
Intangible assets, net (Note 4) 3,279 3,107
Deferred taxes on income 333 287
Other assets 1,259 1,244
Total assets $ 21,005 20,010
See Notes to Consolidated Financial Statements
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JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Unaudited; Dollars in Millions)
LIABILITIES AND SHAREOWNERS' EQUITY
June 29, December 29,
1997 1996
Current Liabilities:
Loans and notes payable $ 804 872
Accounts payable 1,447 1,743
Accrued liabilities 2,265 2,010
Accrued salaries, wages and
commissions 402 322
Taxes on income 394 237
Total current liabilities 5,312 5,184
Long-term debt 1,265 1,410
Deferred tax liability 170 170
Certificates of extra compensation 108 108
Other liabilities 2,428 2,302
Shareowners' Equity:
Preferred stock - without par value
(authorized and unissued 2,000,000
shares) - -
Common stock - par value $1.00 per share
(authorized 2,160,000,000 shares;
issued 1,534,824,000 shares) 1,535 1,535
Note receivable from employee stock
ownership plan (51) (57)
Cumulative currency translation
adjustments (305) (122)
Retained earnings 12,086 11,012
13,265 12,368
Less common stock held in treasury,
at cost (201,800,000 & 202,340,000
shares) 1,543 1,532
Total shareowners' equity 11,722 10,836
Total liabilities and shareowners'
equity $21,005 20,010
See Notes to Consolidated Financial Statements
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JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF EARNINGS
(Unaudited; dollars & shares in millions
except per share figures)
Fiscal Quarter Ended
June 29, Percent June 30, Percent
1997 to Sales 1996 to Sales
Sales to customers (Note 5) $5,698 100.0 5,382 100.0
Cost of products sold 1,749 30.7 1,732 32.2
Selling, marketing and
administrative expenses 2,142 37.6 2,027 37.7
Research expense 520 9.1 448 8.3
Interest income (57) (1.0) (33) (.6)
Interest expense, net of
portion capitalized 35 .6 30 .5
Other expense, net 15 .3 59 1.1
4,404 77.3 4,263 79.2
Earnings before provision
for taxes on income 1,294 22.7 1,119 20.8
Provision for taxes on
income (Note 2) 385 6.7 328 6.1
NET EARNINGS $ 909 16.0 791 14.7
NET EARNINGS PER SHARE $ .68 .60
CASH DIVIDENDS PER SHARE $ .22 .19
AVG. SHARES OUTSTANDING 1,332.5 1,332.9
See Notes to Consolidated Financial Statements
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JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF EARNINGS
(Unaudited; dollars & shares in millions
except per share figures)
Fiscal Six Months Ended
June 29, Percent June 30, Percent
1997 to Sales 1996 to Sales
Sales to customers (Note 5) $11,413 100.0 10,716 100.0
Cost of products sold 3,521 30.9 3,451 32.2
Selling, marketing and
administrative expenses 4,280 37.5 4,023 37.6
Research expense 998 8.7 876 8.2
Interest income (93) (.8) (63) (.6)
Interest expense, net of
portion capitalized 68 .6 65 .6
Other expense, net 43 .4 121 1.1
8,817 77.3 8,473 79.1
Earnings before provision
for taxes on income 2,596 22.7 2,243 20.9
Provision for taxes on
income (Note 2) 778 6.8 662 6.1
NET EARNINGS $ 1,818 15.9 1,581 14.8
NET EARNINGS PER SHARE $ 1.36 1.19
CASH DIVIDENDS PER SHARE $ .41 .355
AVG. SHARES OUTSTANDING 1,332.9 1,332.8
See Notes to Consolidated Financial Statements
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JOHNSON & JOHNSON AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited; Dollars in Millions)
Fiscal Six Months Ended
June 29, June 30,
1997 1996
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings $1,818 1,581
Adjustments to reconcile net earnings to
cash flows:
Depreciation and amortization of
property and intangibles 548 492
Increase in accounts receivable, trade,
less allowances (524) (417)
Increase in inventories (227) (241)
Changes in other assets and liabilities 341 228
NET CASH FLOWS FROM OPERATING ACTIVITIES 1,956 1,643
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment (460) (495)
Proceeds from the disposal of assets 68 12
Acquired businesses and intangibles, net
of cash acquired (303) (9)
Other, principally marketable securities (37) 163
NET CASH USED BY INVESTING ACTIVITIES (732) (329)
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends to shareowners (547) (467)
Repurchase of common stock (356) (174)
Proceeds from short-term debt 153 100
Retirement of short-term debt (153) (78)
Proceeds from long-term debt 5 -
Retirement of long-term debt (190) (100)
Proceeds from the exercise of stock
options 143 82
NET CASH USED BY FINANCING
ACTIVITIES (945) (637)
EFFECT OF EXCHANGE RATE CHANGES ON CASH
AND CASH EQUIVALENTS (53) (18)
INCREASE IN CASH AND CASH EQUIVALENTS 226 659
CASH AND CASH EQUIVALENTS, BEGINNING
OF PERIOD 2,011 1,201
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,237 1,860
See Notes to Consolidated Financial Statements
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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 (the
"Company") and related notes as contained in the Annual Report on
Form 10-K for the fiscal year ended December 29, 1996. 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 weighted average number of shares of common stock outstanding
during the applicable period. All share and per share amounts
have been restated to retroactively reflect the prior year stock
split.
NOTE 2 - INCOME TAXES
The effective income tax rates for 1997 and 1996 are as follows:
1997 1996
First Quarter 30.2% 29.7%
Second Quarter 29.8 29.3
First Half 30.0 29.5
The effective income tax rates for the first half of 1997 and
1996 are 30.0% and 29.5%, respectively, as compared to the U.S.
federal statutory rate of 35%. The difference from the statutory
rate is the result of domestic subsidiaries operating in Puerto
Rico under a grant for tax relief expiring on December 31, 2007
and the result of subsidiaries manufacturing in Ireland under an
incentive tax rate expiring on December 31, 2010. The increase
in the 1997 worldwide effective tax rate was primarily due to an
increase in income subject to tax in the U.S. The Omnibus Budget
Reconciliation Act of 1993 includes a change in the tax code
which will reduce the benefit the Company receives from its
operations in Puerto Rico by 60% gradually over a five year
period.
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NOTE 3 - INVENTORIES
(Dollars in Millions) June 29, 1997 Dec. 29, 1996
Raw materials and supplies $ 732 687
Goods in process 412 390
Finished goods 1,486 1,421
$ 2,630 2,498
NOTE 4 - INTANGIBLE ASSETS
(Dollars in Millions) June 29, 1997 Dec. 29, 1996
Intangible assets $ 3,856 3,616
Less accumulated amortization 577 509
$ 3,279 3,107
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.
NOTE 5 - SALES TO CUSTOMERS BY SEGMENT OF BUSINESS AND GEOGRAPHIC
AREAS
(Dollars in Millions)
SALES BY SEGMENT OF BUSINESS
Second Quarter Six Months
Percent Percent
1997 1996 Increase 1997 1996 Increase
Consumer
Domestic $ 767 717 7.0 1,598 1,542 3.6
International 845 827 2.2 1,698 1,621 4.8
1,612 1,544 4.4% 3,296 3,163 4.2%
Pharmaceutical
Domestic 935 823 13.6 1,895 1,615 17.3
International 999 985 1.4 1,982 1,955 1.4
1,934 1,808 7.0% 3,877 3,570 8.6%
Professional
Domestic 1,179 1,097 7.5 2,335 2,132 9.5
International 973 933 4.3 1,905 1,851 2.9
2,152 2,030 6.0% 4,240 3,983 6.5%
Domestic 2,881 2,637 9.3 5,828 5,289 10.2
International 2,817 2,745 2.6 5,585 5,427 2.9
Worldwide $ 5,698 5,382 5.9% 11,413 10,716 6.5%
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NOTE 5 - SALES TO CUSTOMERS BY SEGMENT OF BUSINESS AND GEOGRAPHIC
AREAS
SALES BY GEOGRAPHIC AREAS
Second Quarter Six Months
Percent Percent
1997 1996 Increase 1997 1996 Increase
U.S. $2,881 2,637 9.3 5,828 5,289 10.2
Europe 1,551 1,605 (3.4) 3,105 3,192 (2.7)
Western Hemisphere
excluding U.S. 511 464 10.1 1,007 928 8.5
Asia-Pacific,
Africa 755 676 11.7 1,473 1,307 12.7
Total $5,698 5,382 5.9% 11,413 10,716 6.5%
NOTE 6 - ACQUISITIONS
During the first quarter, the Company completed the
acquisitions of Innotech, Inc. and Nitinol Development
Corporation. Innotech, Inc. develops, manufactures and sells
eyeglass lens products, desktop eyeglass lens casting systems and
related consumables that enable eye care professionals and
optical retailers to custom fabricate high quality prescription
eyeglass lenses at the point of sale. Nitinol Development
Corporation is a pioneer in shape memory alloys used in the
development of endovascular medical devices, including stents.
The aggregate purchase price for these acquisitions was $158
million. Pro forma results of the acquisitions, assuming that
the transactions were consummated at the beginning of each year
presented, would not be materially different from the results
reported.
During the second quarter, the Company announced the
acquisition of Pharmacia & Upjohn's Motrin (ibuprofen) brand in a
product exchange involving several smaller consumer brands.
NOTE 7 - SUBSEQUENT EVENT
During the second quarter, the Company announced the signing of
a merger agreement with Biopsys Medical, Inc. (NASDAQ:BIOP) in a
stock-for-stock transaction. The merger, valued at $276 million,
net of cash acquired, became effective on July 31, 1997. The
MAMMOTOME Breast Biopsy System, pioneered and marketed by Biopsys
Medical, Inc., is an innovative, minimally invasive procedure for
breast cancer diagnosis, which requires only a local anesthetic
and is performed on an outpatient basis.
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NOTE 8 - NEW ACCOUNTING PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards Number 128
"Earnings per Share" ("SFAS 128") which changes the method of
calculating earnings per
share. SFAS 128 requires the presentation of "basic" earnings
per share and "diluted" earnings per share on the face of the
income statement. The statement is effective for financial
statements for periods ending after December 15, 1997. The
Company will adopt SFAS 128 in the fourth quarter of 1997, as
early adoption is not permitted. Basic earnings per share, for
the Company, is expected to be the same as reported earnings per
share. Diluted earnings per share is not expected to materially
differ from the fully diluted earnings per share reported in the
Exhibit to the Company's quarterly Form 10-Q.
In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards Number 129
"Disclosure of Information about Capital Structure" ("SFAS 129")
that established standards for disclosing information about an
entity's capital structure. The statement is effective for
financial statements for periods ending after December 15, 1997.
The Company will adopt SFAS 129 in the fourth quarter of 1997.
In June 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards Number 130 "Reporting
Comprehensive Income" ("SFAS 130") that establishes standards for
reporting and display of an alternative income measurement and
its components (revenue, expenses, gains, and losses) in a full
set of general-purpose financial statements. This statement is
effective for fiscal years beginning after December 15, 1997.
The Company will adopt SFAS 130 in fiscal year 1998.
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In June 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards Number 131
"Disclosures about Segments of an Enterprise and Related
Information" ("SFAS 131") that establishes standards for the
reporting of information about operating segments in annual
financial statements. Additionally, it requires that enterprises
report selected information about operating segments in interim
financial reports issued to shareholders. The Company is
currently evaluating the new pronouncement for the impact on its
segment disclosures. This statement is effective for periods
beginning after December 15, 1997. The Company will adopt SFAS
131 in fiscal year 1998.
NOTE 9 - FINANCIAL INSTRUMENTS
The Company uses derivative financial instruments to reduce
exposures to market risks resulting from fluctuations in interest
rates and foreign exchange. The Company does not enter into
financial instruments for trading or speculative purposes.
The Company uses interest rate and currency swaps to manage
interest rate and currency risk primarily related to borrowings.
Interest rate and currency swap agreements which hedge third
party debt mature with these borrowings. Unrealized
gains/(losses) on currency swaps are classified in the balance
sheet as other assets or liabilities. Interest expense under
these agreements, and the respective debt instruments that they
hedge, are recorded at the net effective interest rate of the
hedged transactions.
Gains and losses on foreign currency hedges of existing assets
or liabilities, or hedges of firm commitments are deferred and
are recognized in income as part of the related transaction.
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In the event of the early termination of a swap contract, the
gain or loss on the contract is amortized over the remaining life
of the related transaction. If the underlying transaction
associated with a swap or other derivative contract accounted for
as hedge is terminated early, the related derivative contract is
simultaneously terminated and any gains or losses will be
included in income immediately.
NOTE 10 - OTHER
In June the Company resolved a litigation regarding an improper
injunction against certain of its oral contraceptive products by
American Home Products. The after tax gain on the settlement was
utilized for certain business improvement initiatives.
Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SALES AND EARNINGS
Consolidated sales for the first six months of 1997 were
$11,413 million, which exceeded sales of $10,716 million for the
first six months of 1996 by 6.5%. The strength of the U.S.
dollar relative to the foreign currencies decreased sales for the
first six months of 1997 by 3.1%. Excluding the effect of the
stronger U.S. dollar relative to foreign currencies, sales
increased 9.6% on an operational basis for the first six months
of 1997. Consolidated net earnings for the first six months of
1997 were $1,818 million, compared with net earnings of $1,581
million for the first six months of 1996. Earnings per share for
the first six months of 1997 were $1.36, compared with $1.19 for
the same period a year ago. Net earnings and earnings per share
rose 15.0% and 14.3%, respectively.
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Consolidated sales for the second quarter of 1997 were $5,698
million, an increase of 5.9% over 1996 second quarter sales of
$5,382 million. The effect of the stronger U.S. dollar relative
to foreign currencies decreased second quarter sales by 3.2%.
Consolidated net earnings for the second quarter of 1997 were
$909 million, compared with $791 million for the same period a
year ago, an increase of 14.9%. Earnings per share for the
second quarter of 1997 rose 13.3% to $.68, compared with $.60 in
the 1996 period.
Domestic sales for the first six months of 1997 were $5,828
million, an increase of 10.2% over 1996 domestic sales of $5,289
million for the same period a year ago. Sales by international
subsidiaries were $5,585 million for the first six months of 1997
compared with $5,427 million for the same period a year ago, an
increase of 2.9%. Excluding the impact of the stronger value of
the dollar, international sales increased by 9.1%.
Worldwide Consumer segment sales of $1.61 billion for the
second quarter increased by 4.4% over the same period a year ago.
Sales were led by the strong performance of over-the-counter
pharmaceuticals and the continued strength of our skin care
franchise, including the NEUTROGENA line of products. During the
quarter, the Company received FDA approval for IMODIUM ADVANCED
(loperamide and simethicone), a patented over-the-counter product
for the treatment of diarrhea plus bloating and cramps. The
company also received FDA approval for NICOTROL INHALER, to be
marketed initially on a prescription basis. During the quarter,
the Company also announced the acquisition of Pharmacia &
Upjohn's MOTRIN (ibuprofen) brand in a product exchange involving
several smaller consumer brands.
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Worldwide pharmaceutical sales of $1.93 billion for the second
quarter increased by 7.0%, which included 13.6% growth in
domestic sales and a 1.4% increase internationally. Leading the
increase in pharmaceutical sales was the continued strong growth
of RISPERDAL, an antipsychotic medication; PROCRIT, for the
treatment of anemia; DURAGESIC, a transdermal patch for chronic
pain; and ULTRAM, a centrally acting analgesic. LEVAQUIN, the
first once-per-day anti-infective proven effective against three
common upper-respiratory infections and launched earlier this
year, also contributed to the strong pharmaceutical sales growth.
During the quarter, the Company announced the signing of a
strategic alliance with Eisai Co., Ltd. of Tokyo for PARIET
(rabeprazole), an investigational new drug for the treatment of
ulcers and gastroesophageal reflux disease.
Worldwide sales of $2.15 billion in the Professional segment
represented an increase of 6.0% over the second quarter of 1996.
This included domestic growth of 7.5% along with international
growth of 4.3%. Professional growth was led by the strong
performance of Vistakon's disposable contact lenses, Ethicon Endo-
Surgery's minimally invasive surgical instruments, LifeScan's
blood glucose monitoring systems and Cordis' products for the
treatment of vascular disease. Also contributing to Professional
segment growth was the strong performance of the orthopaedics
franchise due to the recent launch of the P.F.C. SIGMA knee
system. In the area of women's health, the Company licensed a
real time cervical cancer test from Polartechnics, Ltd. in
Australia that has the potential to provide greater accuracy than
a PAP test. In the area of urology, the Company announced the
signing of a definitive licensing agreement with Theragenics
Corporation for exclusive worldwide rights to market and sell
THERASEED, the Palladium 103 product manufactured by Theragenics,
for use in the treatment of prostate cancer.
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Average shares of common stock outstanding in the first half of
1997 were 1,332.9 million, compared with 1,332.8 million for the
same period a year ago.
LIQUIDITY AND CAPITAL RESOURCES
Cash and current marketable securities increased $227 million
during the first six months of 1997 to $2,363 million at June 29,
1997. Total borrowings decreased $213 million during the six
months of 1997 to $2,069 million. Total debt represented 15.0%
of total capital (shareowners' equity and total borrowings) at
quarter end compared with 17.4% at the end of 1996.
Additions to property, plant and equipment were $460 million
for the first six months of 1997, compared with $495 million for
the same period in 1996.
On July 21, 1997, the Board of Directors approved a regular
quarterly dividend rate of 22 cents per share payable on
September 9, 1997 to shareowners of record as of August 19, 1997.
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Part II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders
(a) The annual meeting of the shareowners of the
Company was held on April 24, 1997.
(b) The shareowners elected all the Company's
nominees for director, except for Clark H.
Johnson who died on March 13, after the
mailing of the proxy material. The
shareowners also approved the appointment
of Coopers & Lybrand L.L.P. as the
Company's independent auditors for 1997
and defeated a shareowner proposal
relating to Maquiladora Operations. The
votes were as follows:
1. Election of Directors:
For Withheld
G. N. Burrow 1,117,847,921 5,191,332
J. G. Cooney 1,117,030,458 6,008,795
J. G. Cullen 1,117,361,662 5,677,591
P. M. Hawley 1,115,822,403 7,216,850
A. D. Jordan 1,117,525,527 5,513,726
A. G. Langbo 1,117,807,428 5,231,825
R. S. Larsen 1,117,724,429 5,314,824
J. S. Mayo 1,117,590,072 5,449,181
T. S. Murphy 1,117,072,855 5,966,398
P. J. Rizzo 1,117,339,299 5,699,954
M. F. Singer 1,117,764,069 5,275,184
R. B. Smith 1,113,527,099 9,512,154
R. N. Wilson 1,117,645,540 5,393,713
2. Approval of Appointment of Coopers & Lybrand L.L.P.
For 1,116,970,230
Against 2,552,003
Abstain 3,517,020
3. A shareowner proposal on Maquiladora
Operations was defeated. The vote on this proposal
was as follows:
For 53,404,761
Against 831,558,138
Abstain 66,218,404
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Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit Numbers
(1) Exhibit 11 - Calculation of Earnings per Share
(2) Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K during
the three month period ended June 29, 1997.
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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.
JOHNSON & JOHNSON
(Registrant)
Date: August 8, 1997 By /s/ R. J. DARRETTA
R. J. DARRETTA
(Vice President, Finance)
Date: August 8, 1997 By /s/ C.E. LOCKETT
C. E. LOCKETT
(Corporate Controller)
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