FORM 6-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Report of Foreign Issuer
June 24, 2003

 

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

 

Commission file number:  333-14278

 

WIMM-BILL-DANN FOODS OJSC

(Exact name of Registrant as specified in its charter)

 

Russian Federation

(Jurisdiction of incorporation or organization)

 

16, Yauzsky Boulevard
Moscow 109028
Russian Federation

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F   ý                Form 40-F   o

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes   o   No   ý

 

 



 

 

WIMM-BILL-DANN FOODS OJSC ANNOUNCES
3 MONTHS 2003 FINANCIAL RESULTS

 

Steady growth in the dairy segment, juice on track towards recovery

 

Moscow, Russia – June 23, 2003 – Wimm-Bill-Dann Foods OJSC [NYSE: WBD] today announced its financial results for the first quarter of 2003.

 

During the first quarter of 2003, Wimm-Bill-Dann’s sales increased by 13.4% compared to the first quarter of 2002.  Gross profit increased by 16.3%, with gross margins rising to 29.3% compared to 28.6% last year. Net income decreased by 26%, primarily due to the combined effect of a temporary slowdown in juice sales growth as well as costs associated with expansion in the dairy segment. EBITDA showed a slight decrease year-on-year.

 

Commenting on the announcement, Sergei Plastinin, CEO of Wimm-Bill-Dann Foods OJSC, said; “The first three months of this year saw continued growth in sales and improvement in gross margin. Over recent months, we have developed and launched a number of programs such as better supply chain management, newly designed IT infrastructure and investment in technology and new equipment to enhance operational cycle and improve our cost structure. We are also in the process of improving our brand and product portfolio, launching new products and increasing efficiency of our distribution and sales channels.”

 

Key Operating and Financial Indicators of Q1 2003

 

 

 

Q1 2003

 

Q1 2002

 

Change

 

Sales volumes, thousand tons

 

374.1

 

338.0

 

10.7

%

 

 

 

 

 

 

 

 

 

 

US$‘mln

 

US$‘mln

 

 

 

 

 

 

 

 

 

 

 

Sales

 

223.9

 

197.4

 

13.4

%

Dairy

 

159.0

 

136.2

 

16.7

%

Juice

 

64.9

 

61.2

 

6.0

%

Gross Profit

 

65.7

 

56.5

 

16.3

%

Selling and distribution expenses

 

(32.2

)

(21.8

)

47.7

%

General and administrative expenses

 

(17.7

)

(14.9

)

18.8

%

Operating income

 

14.6

 

18.4

 

(20.7

)%

Financial income and expenses, net

 

(4.7

)

(4.6

)

2.2

%

Net income

 

7.1

 

9.6

 

(26

)%

 

 

 

 

 

 

 

 

EBITDA

 

21.6

 

21.8

 

(0.9

)%

 

 

 

 

 

 

 

 

CAPEX including acquisitions

 

27.4

 

15.5

 

77

%

 

2



 

In the first three months of 2003, Wimm-Bill-Dann’s sales amounted to US$223.9 million, compared to US$197.4 million during the same period last year.

 

Sales in Wimm-Bill-Dann’s dairy segment in the first quarter increased by 16.7% from US$136.2 million in 2002 to US$159 million in 2003. Gross margins in the dairy sector grew to 26.7% from 25.4% last year due to a 5% drop in the cost of raw milk compared to last year, favorable price increases for sterilized milk and a higher share of value-added products in the product portfolio.

 

Sales in Wimm-Bill-Dann’s juice segment increased by 6% from US$61.2 million in the first quarter of 2002 to US$64.9 million in the first quarter of 2003. Although sales slowed down in the first quarter following an exceptionally strong fourth quarter, we were able to improve our average price by 4.4% compared to the previous quarter. Pricing and volume growth were partially offset by increases in the cost of raw materials and the increased share of lower priced brands in the overall product portfolio. Gross margins in the juice division remained flat at 36%, the same as last year.

 

The company’s increased geographical coverage and investments in brand promotion continued to be the main cost drivers. Selling and distribution costs increased substantially, from US$21.8 million during the first quarter of 2002 to US$32.2 million this year. During the first three months of 2003, US$9.5 million was spent on the personnel portion of selling and distribution expenses, and US$10 million on marketing and advertising, US$6.8 million on transportation costs and US$1.2 million on warehousing.

 

During the first three months of 2003, general and administrative expenses were US$17.7 million. Net income decreased from last year and was US$7.1 million. EBITDA decreased slightly to US$21.6 compared to US$21.8 million during the first three months of 2002.

 

Reconciliation of EBITDA to US GAAP Income before provision for income taxes and minority interest

 

 

 

Q1 2003

 

Q1 2002

 

 

 

 

 

 

 

Income before provision for income taxes and minority interest

 

9,861

 

13,800

 

 

 

 

 

 

 

Interest expense

 

5,223

 

4,752

 

 

 

 

 

 

 

Depreciation and Amortization

 

6,537

 

3,199

 

 

 

 

 

 

 

EBITDA

 

$

21,621

 

$

21,751

 

 

- ends -

 

For further enquiries contact:

 

Wimm-Bill-Dann

 

Shared Value Ltd

Kira Kiryuhina,

 

Edward Baumgartner

Public Relations Department

 

Tel: +44 207 321 5037

Tel: +7 095 733 9726

 

Mobile: +44 781 579 6506

Email: kira@wbd.ru

 

Email: ebaumgartner@sharedvalue.net

 

3



 

WIMM-BILL-DANN FOODS

 

CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Amounts in thousands of U.S. dollars, except share and per share data)

 

 

 

Three months ended
March 31, 200
3

 

Three months ended
March 31, 2002

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

SALES

 

$

223,866

 

$

197,427

 

 

 

 

 

 

 

COST OF SALES

 

(158,177

)

(140,955

)

 

 

 

 

 

 

Gross profit

 

65,689

 

56,472

 

 

 

 

 

 

 

SELLING AND DISTRIBUTION EXPENSES

 

(32,248

)

(21,755

)

GENERAL AND ADMINISTRATIVE EXPENSES

 

(17,706

)

(14,905

)

OTHER OPERATING EXPENSES

 

(1,147

)

(1,376

)

 

 

 

 

 

 

Operating income

 

14,588

 

18,436

 

 

 

 

 

 

 

FINANCIAL INCOME AND EXPENSES, NET

 

(4,727

)

(4,636

)

 

 

 

 

 

 

Income before provision for income taxes and minority interest

 

9,861

 

13,800

 

 

 

 

 

 

 

PROVISION FOR INCOME TAXES

 

(2,589

)

(3,404

)

 

 

 

 

 

 

MINORITY INTEREST

 

(215

)

(832

)

 

 

 

 

 

 

NET INCOME

 

$

7,057

 

$

9,564

 

 

 

 

 

 

 

Earnings per share - basic and diluted:

 

$

0.16

 

$

0.24

 

 

 

 

 

 

 

Weighted average number of shares outstanding

 

44,000,000

 

39,500,000

 

 

4



 

WIMM-BILL-DANN FOODS

 

CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2003 AND DECEMBER 31, 2002
(Amounts in thousands of U.S. dollars)

 

 

 

March 31, 2003

 

December 31, 2002

 

 

 

(unaudited)

 

(audited)

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

18,603

 

$

29,340

 

Trade receivables, net

 

63,539

 

60,146

 

Inventory, net

 

82,085

 

86,063

 

Taxes receivable

 

77,370

 

68,352

 

Advances paid

 

23,883

 

10,811

 

Net investment in direct financing leases

 

1,254

 

1,338

 

Deferred tax asset

 

2,040

 

1,850

 

Other current assets

 

5,356

 

5,810

 

Total current assets

 

274,130

 

263,710

 

 

 

 

 

 

 

PROPERTY, PLANT AND EQUIPMENT, net

 

315,804

 

293,580

 

 

 

 

 

 

 

INTANGIBLE ASSETS

 

2,764

 

2,736

 

 

 

 

 

 

 

GOODWILL

 

21,516

 

19,885

 

 

 

 

 

 

 

NET INVESTMENT IN DIRECT FINANCING LEASESlong-term portion

 

4,023

 

4,381

 

 

 

 

 

 

 

INVESTMENTS

 

2,152

 

1,989

 

 

 

 

 

 

 

OTHER LONG-TERM ASSETS

 

1,248

 

2,812

 

 

 

 

 

 

 

Total long-term assets

 

347,507

 

325,383

 

 

 

 

 

 

 

Total assets

 

$

621,637

 

$

589,093

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Trade accounts payable

 

$

51,078

 

$

40,144

 

Advances received

 

4,133

 

3,905

 

Short-term loans

 

94,684

 

94,050

 

Long-term loans, current portion

 

2,012

 

2,483

 

Bonds payable

 

16,303

 

16,096

 

Taxes payable

 

18,982

 

15,551

 

Accrued liabilities

 

8,606

 

8,346

 

Government grants – current portion

 

2,059

 

2,033

 

Other payables

 

33,027

 

25,770

 

Total current liabilities

 

230,884

 

208,378

 

 

 

 

 

 

 

LONG-TERM LIABILITIES:

 

 

 

 

 

Long-term loans

 

4,163

 

4,546

 

Other long-term payable

 

54,383

 

55,047

 

Government grants – long-term portion

 

8,184

 

8,568

 

Deferred taxes

 

11,212

 

8,121

 

Total long-term liabilities

 

77,942

 

76,282

 

Total liabilities

 

308,826

 

284,660

 

 

 

 

 

 

 

MINORITY INTEREST

 

22,042

 

21,549

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY:

 

 

 

 

 

Common stock

 

29,908

 

29,908

 

Share premium account

 

164,132

 

164,132

 

Currency translation adjustment

 

828

 

 

Retained earnings

 

95,901

 

88,844

 

Total shareholders’ equity

 

$

290,769

 

$

282,884

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

621,637

 

$

589,093

 

 

5



 

WIMM-BILL-DANN FOODS

 

CONSOLIDATED CASH FLOW STATEMENT
FOR THE THREE MONTHS ENDED MARCH 31, 2003
AND 2002
(Amounts in thousands of U.S. dollars)

 

 

 

THREE MONTHS
ENDED MARCH 31,
2003

 

THREE MONTHS
ENDED MARCH 31,
2002

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

Net income

 

$

7,057

 

$

9,564

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortisation

 

6,537

 

3,199

 

Bad debt and inventories provisions

 

1,572

 

109

 

Other adjustments

 

(916

)

1,050

 

Changes in operating assets and liabilities:

 

 

 

 

 

Decrease in inventories

 

4,780

 

17,173

 

Increase in trade accounts receivable

 

(3,903

)

(2,303

)

Increase in advances paid

 

(12,822

)

(10,206

)

Increase in taxes receivable

 

(8,301

)

(1,653

)

Decrease in other current assets

 

595

 

1,370

 

Increase in trade accounts payable

 

10,328

 

4,066

 

Increase in advances received

 

176

 

1,402

 

Increase in taxes payable

 

3,488

 

3,028

 

Increase (decrease) in accrued liabilities

 

152

 

(657

)

Increase in other current payables

 

1,156

 

2,058

 

Decrease in other long-term payables

 

(96

)

(90

)

 

 

 

 

 

 

Total cash provided by operating activities

 

9,803

 

28,110

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

Cash paid for acquisitions of subsidiaries, net of cash acquired

 

$

(492

)

$

(192

)

Cash paid for property, plant and equipment

 

(16,497

)

(15,545

)

Cash paid for net investments in direct financing leases

 

(48

)

(84

)

Cash paid for acquisitions of investments

 

 

(416

)

Proceeds from disposal of investments and property, plant and equipment

 

697

 

 

Cash paid for other long-term assets

 

 

(5,687

)

 

 

 

 

 

 

Total cash used in investing activities

 

(16,340

)

(21,924

)

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

Proceeds from issuance of capital stock, net of direct expenses

 

 

162,048

 

Government grants received

 

 

786

 

Repayment in short-term loans

 

(574

)

(34,389

)

Repayment of long term payables

 

(2,970

)

 

Proceeds from long-term loans

 

 

7,000

 

Repayment of long-term loans

 

(936

)

(6,086

)

 

 

 

 

 

 

Total cash (used in) provided by financing activities

 

(4,480

)

129,359

 

 

 

 

 

 

 

Total cash (used in) provided by operating, investing and financing activities

 

(11,017

)

135,545

 

 

 

 

 

 

 

Impact of exchange rate differences on cash and cash equivalents

 

280

 

(309

)

NET (DECREASE) INCREASE  IN CASH AND CASH EQUIVALENTS

 

(10,737

)

135,236

 

CASH AND CASH EQUIVALENTS, at beginning of period

 

29,340

 

6,919

 

CASH AND CASH EQUIVALENTS, at end of period

 

$

18,603

 

$

142,155

 

 

6



 

Some of the information contained in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of Wimm-Bill-Dann Foods OJSC, as defined in the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995.  We wish to caution you that these statements are only predictions and that actual events or results may differ materially.  We do not intend to update these statements to conform them to actual results.  We refer you to the documents Wimm-Bill-Dann Foods OJSC files from time to time with the U.S. Securities and Exchange Commission, specifically, the Company’s most recent Form 20-F.  These documents contain and identify important factors, including those contained in the section captioned “Risk Factors” in our Form 20-F, that could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, potential fluctuations in quarterly results, and risks associated with our competitive environment, acquisition strategy, ability to develop new products or maintain market share, brand and company image, operating in Russia, volatility of stock price, financial risk management, and future growth.

 

NOTES TO EDITORS

 

Wimm-Bill-Dann Foods OJSC is a leading manufacturer of dairy and juice products in Russia. The company was founded in 1992.

 

The Company currently owns 23 manufacturing facilities in 19 locations in Russia and the Commonwealth of Independent States (CIS), as well as affiliates in 26 cities in Russia and the CIS. The company also distributes its products in Canada, Germany, Israel, the Netherlands, the UK and the United States through both its own distribution network and independent distributors.

 

Wimm-Bill-Dann has a strong and diversified branded portfolio with over 1,100 types of dairy products and over 170 types of juice, nectars and still drinks. The company currently employs over 18,000 people.

 

Wimm-Bill-Dann was rated second best out of 42 firms in terms of transparency in the S&P survey of leading Russian companies, and was rated fourth best in the latest Brunswick UBS Warburg survey of corporate governance in Russia.

 

Wimm-Bill-Dann was awarded best European Equity Deal of 2002 by Euroweek and Institutional Investor magazines.

 

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, thereunto duly authorized.

 

 

 

WIMM-BILL-DANN FOODS OJSC

 

 

 

 

 

By:

/s/ Vladimir V. Preobrajensky

 

 

Name:

Vladimir V. Preobrajensky

 

Title:

Chief Financial Officer

 

Wimm-Bill-Dann Foods OJSC

 

 

 

 

Date:  June 24, 2003

 

8