SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: February 9, 2001 ENERGIZER HOLDINGS, INC. ____________________________ (Exact name of Registrant as specified in its charter) MISSOURI 1-15401 43-1863181 _________________________________________________________ (State or other (Commission (IRS Employer Jurisdiction of File Number) Identification Number) Incorporation) 800 CHOUTEAU AVENUE, ST. LOUIS, MISSOURI 63102 ___________________________________________________________ (Address of Principal Executive Offices) (Zip Code) (314) 982-2000 ____________ (Registrant's telephone number, including area code) Item 5. Other Events Energizer Holdings, Inc. has historically reported results of international operations on a one-month lag. As an example, prior year first quarter amounts represent results of international operations for September through November, combined with U.S. results for October through December. Beginning in fiscal 2001, Energizer has synchronized the reporting of international operations to be consistent with U.S. reporting. The following pro forma financial information sets forth the results of operations for Energizer, and results by segment, for all fiscal 2000 quarters and fiscal year 2000. The pro forma information reflects the effects of the spinoff of Energizer from Ralston Purina Company, as described in detail in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2000 and December 31, 2000, and the elimination of the one-month international lag. PRO FORMA RESULTS OF OPERATIONS The following table summarizes the pro forma results of operations, reflecting the effects of the spin-off from Ralston Purina Company and the elimination of the one month lag in international reporting of results of operations as discussed above, for all fiscal 2000 quarters and fiscal year 2000. Quarter Ended ------------------------------------------- December 31, March 31, June 30, September YEAR 1999 2000 2000 30, 2000 2000 ---- ---- ---- -------- ---- Net Sales $679.3 $335.4 $400.8 $470.7 $1,886.2 Costs and Expenses Cost of products sold 326.8 179.6 206.0 250.7 963.1 Selling, general and administrative 99.7 102.8 87.1 92.5 382.1 Advertising and promotion 68.0 33.0 39.2 47.2 187.4 Research and development 12.1 14.1 11.5 12.2 49.9 Costs related to spin-off - 5.5 - - 5.5 Loss on disposition of Spanish affiliate - 15.7 - - 15.7 Interest expense 11.5 10.8 11.0 11.1 44.4 Other financing items, net (2.5) (2.9) 1.3 (0.5) (4.6) ------- ------- ------- ------- --------- 515.6 358.6 356.1 413.2 1,643.5 ------- ------- ------- ------- --------- Earnings (loss) from continuing operations before income taxes 163.7 (23.2) 44.7 57.5 242.7 Income Taxes (64.2) 3.0 (20.3) (26.1) (107.6) ------- ------- ------- ------- --------- Earnings (loss) from continuing operations $ 99.5 $(20.2) $ 24.4 $ 31.4 $ 135.1 ======= ======= ======= ======= ========= Earnings (loss) per share from continuing operations: Basic $ 1.02 $(0.21)(b) $ 0.25 $ 0.33 $ 1.41 Diluted $ 1.02 $(0.21)(b) $ 0.25 $ 0.32 $ 1.40 Weighted-average shares of common stock (a): Basic 97.4 96.0 95.6 95.6 96.1 Diluted 97.4 96.0 95.9 96.8 96.3 <FN> (a) For all periods prior to the spin-off, shares used in the earnings per share calculation are based on the weighted-average number of shares of Ralston common stock outstanding adjusted for the distribution of one share of Energizer stock for each three shares of Ralston stock. (b) Excluding after-tax costs related to the spin-off of $3.3 or $.04 per share, and the loss on disposition of Spanish affiliate of $15.7 or $.16 per share, the net loss from continuing operations would have been $(1.2) or $(.01) per share. (c) Excluding after-tax costs related to the spin-off of $3.3 or $.04 per share, and the loss on disposition of Spanish affiliate of $15.7 or $.16 per share, net earnings from continuing operations would have been $154.1 or $1.61 and $1.60 per basic and diluted share, respectively. The following table summarizes the pro forma segment results, reflecting the effects of the spin-off from Ralston Purina Company and the elimination of the one-month lag in international reporting of results of operations as discussed above, for all fiscal 2000 quarters and fiscal year 2000. Quarter Ended ------------------------------------------- December 31, March 31, June 30, September YEAR 1999 2000 2000 30, 2000 2000 ---- ---- ---- -------- ---- North America $421.4 $160.5 $229.6 $310.1 $1,121.6 Asia 116.6 86.5 91.4 80.3 374.8 Europe 97.8 61.8 53.5 53.3 266.4 S&C America 43.5 26.6 26.3 27.0 123.4 Customer Sales $679.3 $335.4 $400.8 $470.7 $1,886.2 ------- ------ ------ ------ -------- North America $145.7 $ 24.3 $ 59.0 $ 80.2 $ 309.2 Asia 36.2 18.5 25.5 23.8 104.0 Europe 8.6 (3.4) (1.4) (8.0) (4.2) S&C America 7.0 2.3 (0.1) 0.4 9.6 ------- ------ ------ ------ -------- Segment Profit $197.5 $ 41.7 $ 83.0 $ 96.4 $ 418.6 Corporate (6.6) (15.7) (8.6) (10.2) (41.1) R&D (12.1) (14.1) (11.5) (12.2) (49.9) ------- ------ ------ ------ -------- OP before restructuring charges and amortization 178.8 11.9 62.9 74.0 327.6 Costs related to spin-off - (5.5) - - (5.5) Loss on disposition of Spanish affiliate - (15.7) - - (15.7) Amortization (6.1) (6.0) (5.9) (5.9) (23.9) Interest & Other Financial Items (9.0) (7.9) (12.3) (10.6) (39.8) ------- ------ ------ ------ -------- Total earnings from contn'g ops before income taxes $163.7 $(23.2) $ 44.7 $ 57.5 $ 242.7 ======= ======= ====== ====== ======== 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 hereunto duly authorized. ENERGIZER HOLDINGS, INC. By: /s/ Harry L. Strachan Harry L. Strachan Vice President and General Counsel Dated: February 9, 2001