BROWN FORMAN CORP, 10-Q filed on 9/5/2012
Quarterly Report
Document and Entity Information
3 Months Ended
Jul. 31, 2012
Aug. 23, 2012
Common stock, Class A, voting
Aug. 23, 2012
Common stock, Class B, nonvoting
Document Information [Line Items]
 
 
 
Entity Registrant Name
BROWN FORMAN CORP 
 
 
Entity Central Index Key
0000014693 
 
 
Document Type
10-Q 
 
 
Document Period End Date
Jul. 31, 2012 
 
 
Amendment Flag
false 
 
 
Document Fiscal Year Focus
2013 
 
 
Document Fiscal Period Focus
Q1 
 
 
Current Fiscal Year End Date
--04-30 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
Entity Common Stock, Shares Outstanding
 
84,445,591 
128,855,502 
Condensed Consolidated Statements of Operations (Unaudited) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Condensed Consolidated Statements of Operations [Abstract]
 
 
Net sales
$ 878.1 
$ 840.3 
Excise taxes
212.3 
202.5 
Cost of sales
201.7 
217.5 
Gross profit
464.1 
420.3 
Advertising expenses
92.1 
90.8 
Selling, general, and administrative expenses
148.5 
139.0 
Amortization expense
 
1.3 
Other (income) expense, net
1.8 
3.3 
Operating income
221.7 
185.9 
Interest income
0.6 
0.8 
Interest expense
5.2 
7.9 
Income before income taxes
217.1 
178.8 
Income taxes
69.6 
60.7 
Net income
$ 147.5 
$ 118.1 
Earnings per share:
 
 
Basic
$ 0.69 
$ 0.54 
Diluted
$ 0.69 
$ 0.54 
Cash dividends per common share:
 
 
Declared
$ 0.467 
$ 0.427 
Paid
$ 0.233 
$ 0.213 
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Condensed Consolidated Statements of Comprehensive Income [Abstract]
 
 
Net income
$ 147.5 
$ 118.1 
Other comprehensive income (loss), net of tax:
 
 
Foreign currency translation adjustment
(13.3)
(9.3)
Postretirement benefits adjustment
4.5 
3.3 
Net gain on cash flow hedges
7.5 
4.0 
Net other comprehensive loss
(1.3)
(2.0)
Comprehensive income
$ 146.2 
$ 116.1 
Condensed Consolidated Balance Sheets (Unaudited) (USD $)
In Millions, unless otherwise specified
Jul. 31, 2012
Apr. 30, 2012
Assets
 
 
Cash and cash equivalents
$ 361.5 
$ 338.3 
Accounts receivable, less allowance for doubtful accounts of $9.1 and $ 9.2 at April 30 and July 31, respectively
524.9 
475.3 
Inventories:
 
 
Barreled whiskey
400.4 
387.9 
Finished goods
188.6 
159.4 
Work in process
117.6 
114.5 
Raw materials and supplies
57.8 
50.3 
Total inventories
764.4 
712.1 
Current deferred tax assets
21.2 
36.3 
Other current assets
177.5 
187.3 
Total current assets
1,849.5 
1,749.3 
Property, plant, and equipment, net
404.6 
398.7 
Goodwill
612.1 
617.2 
Other intangible assets
664.8 
668.3 
Deferred tax assets
10.4 
5.6 
Other assets
41.6 
38.3 
Total assets
3,583.0 
3,477.4 
Liabilities
 
 
Accounts payable and accrued expenses
375.7 
385.7 
Dividends payable
49.8 
Accrued income taxes
35.5 
9.9 
Current deferred tax liabilities
6.1 
0.8 
Short-term borrowings
6.5 
4.3 
Current portion of long-term debt
2.7 
2.7 
Total current liabilities
476.3 
403.4 
Long-term debt
502.1 
502.8 
Deferred tax liabilities
172.6 
157.9 
Accrued pension and other postretirement benefits
256.6 
278.1 
Other liabilities
53.4 
65.8 
Total liabilities
1,461.0 
1,408.0 
Commitments and contingencies
   
   
Common stock (see Note 11):
 
 
Additional paid-in capital
59.3 
49.3 
Retained earnings
3,057.0 
3,031.5 
Accumulated other comprehensive (loss) income, net of tax:
 
 
Cumulative translation adjustment
(20.2)
(6.9)
Postretirement benefits adjustment
(215.4)
(219.9)
Unrealized (loss) gain on cash flow hedges
4.1 
(3.4)
Treasury stock, at cost (14,253,000 and 14,014,000 shares at April 30 and July 31, respectively)
(796.9)
(804.6)
Total stockholders' equity
2,122.0 
2,069.4 
Total liabilities and stockholders' equity
3,583.0 
3,477.4 
Common stock, Class A, voting
 
 
Common stock (see Note 11):
 
 
Common Stock
12.8 
8.5 
Common stock, Class B, nonvoting
 
 
Common stock (see Note 11):
 
 
Common Stock
$ 21.3 
$ 14.9 
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) (USD $)
In Millions, except Share data, unless otherwise specified
Jul. 31, 2012
Apr. 30, 2012
Condensed Consolidated Balance Sheets [Abstract]
 
 
Allowance for doubtful accounts
$ 9.2 
$ 9.1 
Treasury stock, shares
14,014,000 
14,253,000 
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Cash flows from operating activities:
 
 
Net income
$ 147.5 
$ 118.1 
Adjustments to reconcile net income to net cash provided by operations:
 
 
Depreciation and amortization
11.5 
13.0 
Stock-based compensation expense
2.4 
2.2 
Deferred income taxes
28.4 
(2.8)
Changes in assets and liabilities
(102.2)
(66.5)
Cash provided by operating activities
87.6 
64.0 
Cash flows from investing activities:
 
 
Additions to property, plant, and equipment
(17.4)
(6.2)
Acquisition of brand names and trademarks
 
(7.0)
Computer software expenditures
(0.1)
(0.5)
Cash used for investing activities
(17.5)
(13.7)
Cash flows from financing activities:
 
 
Net increase in short-term borrowings
2.2 
1.9 
Repayment of long-term debt
(0.6)
(0.8)
Net payments related to exercise of stock-based awards
(4.0)
(1.8)
Excess tax benefits from stock-based awards
7.6 
4.4 
Acquisition of treasury stock
 
(18.4)
Dividends paid
(49.8)
(46.4)
Cash used for financing activities
(44.6)
(61.1)
Effect of exchange rate changes on cash and cash equivalents
(2.3)
(3.8)
Net (decrease) increase in cash and cash equivalents
23.2 
(14.6)
Cash and cash equivalents, beginning of period
338.3 
567.1 
Cash and cash equivalents, end of period
$ 361.5 
$ 552.5 
Condensed Consolidated Financial Statements
Condensed Consolidated Financial Statements

1. Condensed Consolidated Financial Statements

We prepared the accompanying unaudited condensed consolidated financial statements pursuant to the rules and regulations of the U.S. Securities and Exchange Commission for interim financial information. In accordance with those rules and regulations, we condensed or omitted certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). We suggest that you read these condensed financial statements together with the financial statements and footnotes included in our annual report on Form 10-K for the fiscal year ended April 30, 2012 (the “2012 Form 10-K”).

In our opinion, the accompanying financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of our financial results for the periods covered by this report.

We prepared the accompanying financial statements on a basis that is substantially consistent with the accounting principles applied in our 2012 Form 10-K, although during the first quarter of fiscal 2013 we adopted new accounting guidance for the presentation of comprehensive income and for testing goodwill for impairment. Our adoption of the new accounting guidance had no material impact on our financial statements.

Inventories
Inventories

2. Inventories

We use the last-in, first-out (“LIFO”) method to determine the cost of most of our inventories. If the LIFO method had not been used, inventories at current cost would have been $213.0 million higher than reported as of April 30, 2012, and $213.6 million higher than reported as of July 31, 2012. Changes in the LIFO valuation reserve for interim periods are based on a proportionate allocation of the estimated change for the entire fiscal year.

Income Taxes
INCOME TAXES

3. Income Taxes

Our consolidated quarterly effective tax rate is based upon our expected annual operating income, statutory tax rates, and income tax laws in the various jurisdictions in which we operate. Significant or unusual items, including adjustments to accruals for tax uncertainties, are recognized in the quarter in which the related event occurs. The effective tax rate of 32.1% for the three months ended July 31, 2012, is based on an expected tax rate of 32.4% on ordinary income for the full fiscal year, the recognition of additional tax expense related to discrete items arising during the period, and interest on previously provided tax contingencies. Our expected tax rate includes current fiscal year additions for existing tax contingency items.

We believe there will be no material change in our gross unrecognized tax benefits in the next twelve months.

 

We file income tax returns in the United States, including several state and local jurisdictions, as well as in several other countries in which we conduct business. The major jurisdictions and their earliest fiscal years that are currently open for tax examinations are 2004 in the United States, 2008 in Australia, Ireland and Italy, 2007 in Poland, 2006 in Finland, 2003 in the U.K., and 2001 in Mexico. The audit of our fiscal 2011 U.S. federal tax return was concluded during the current quarter. In addition, we are participating in the Internal Revenue Service’s Compliance Assurance Program for our fiscal 2012 and 2013 tax years.

Earnings Per Share
Earnings Per Share

4. Earnings Per Share

We calculate basic earnings per share by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share further includes the dilutive effect of stock-based compensation awards, including stock options, stock-settled stock appreciation rights, restricted stock units, deferred stock units, and shares of restricted stock. We calculate that dilutive effect using the “treasury stock method” (as defined by GAAP).

Some restricted shares have non-forfeitable rights to dividends declared on common stock. As a result, these restricted shares are considered participating securities in the calculation of earnings per share.

The following table presents information concerning basic and diluted earnings per share:

 

                 
    Three Months Ended  
    July 31  
(Dollars in millions, except per share amounts)   2011     2012  

Basic and diluted net income

  $ 118.1     $ 147.5  

Income allocated to participating securities

    —         (0.1
   

 

 

   

 

 

 

Net income available to common stockholders

  $ 118.1     $ 147.4  
   

 

 

   

 

 

 
     

Share data (in thousands):

               

Basic average common shares outstanding

    217,242       213,168  

Dilutive effect of stock-based awards

    1,559       1,630  
   

 

 

   

 

 

 

Diluted average common shares outstanding

    218,801       214,798  
   

 

 

   

 

 

 
     

Basic earnings per share

  $ 0.54     $ 0.69  

Diluted earnings per share

  $ 0.54     $ 0.69  

We excluded common stock-based awards for approximately 582,000 shares and 561,000 shares from the calculation of diluted earnings per share for the periods ended July 31, 2011 and 2012, respectively, because they were not dilutive for those periods under the treasury stock method.

As discussed in Note 11, all previously reported share and per share amounts have been restated in the accompanying financial statements and related notes to reflect the stock split.

 

Dividends Payable
Dividends Payable

5. Dividends Payable

On July 26, 2012, our Board of Directors approved a regular quarterly cash dividend of $0.233 per share on Class A and Class B Common Stock. The dividend will be paid on October 1, 2012 to stockholders of record as of September 7, 2012.

Contingencies
Contingencies

6. Contingencies

We operate in a litigious environment, and we are sued in the normal course of business. Sometimes plaintiffs seek substantial damages. Significant judgment is required in predicting the outcome of these suits and claims, many of which take years to adjudicate. We accrue estimated costs for a contingency when we believe that a loss is probable and we can make a reasonable estimate of the loss, and then adjust the accrual as appropriate to reflect changes in facts and circumstances. We do not believe these loss contingencies, individually or in the aggregate, would have a material adverse effect on our financial position, results of operations, or liquidity. No material accrued loss contingencies are recorded as of July 31, 2012.

Pension and Other Postretirement Benefits
Pension and Other Postretirement Benefits

7. Pension and Other Postretirement Benefits

The following table shows the components of the pension and other postretirement benefit expense recognized for our U.S. benefit plans during the periods covered by this report. Information about similar international plans is not presented due to immateriality.

 

                 
    Three Months Ended  
    July 31  
(Dollars in millions)   2011     2012  

Pension Benefits:

               

Service cost

  $ 4.0     $ 4.9  

Interest cost

    8.5       8.8  

Expected return on plan assets

    (10.1     (10.2

Amortization of:

               

Prior service cost

    0.2       0.2  

Net actuarial loss

    4.9       7.0  
   

 

 

   

 

 

 

Net expense

  $ 7.5     $ 10.7  
   

 

 

   

 

 

 
     

Other Postretirement Benefits:

               

Service cost

  $ 0.4     $ 0.4  

Interest cost

    0.8       0.7  

Amortization of:

               

Prior service cost

    0.1       0.2  
   

 

 

   

 

 

 

Net expense

  $ 1.3     $ 1.3  
   

 

 

   

 

 

 

 

Fair Value Measurements
FAIR VALUE MEASUREMENTS

8. Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. We categorize the fair values of assets and liabilities into three levels based upon the assumptions (inputs) used to determine those values. Level 1 provides the most reliable measure of fair value, while Level 3 generally requires significant management judgment. The three levels are:

 

   

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

   

Level 2 – Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be derived from or corroborated by observable market data.

 

   

Level 3 – Unobservable inputs that are supported by little or no market activity.

The following table summarizes the assets and liabilities measured at fair value on a recurring basis as of July 31, 2012:

 

                                 
(Dollars in millions)   Level 1     Level 2     Level 3     Total  

Assets:

                               

Currency derivatives

    —       $ 8.0       —       $ 8.0  

Interest rate swaps

    —         2.2       —         2.2  
         

Liabilities:

                               

Currency derivatives

    —         4.7       —         4.7  

Short-term borrowings

    —         6.5       —         6.5  

Current portion of long-term debt

    —         2.7       —         2.7  

Long-term debt

    —         529.6       —         529.6  

We determine the fair values of our currency derivatives (forwards and options) and interest rate swaps using standard valuation models. The significant inputs used in these models are readily available in public markets or can be derived from observable market transactions. Inputs used in these standard valuation models include the applicable exchange rate, forward rates and discount rates for the currency derivatives, and include interest rate yield curves for the interest rate swaps. The standard valuation model for foreign currency options also uses implied volatility as an additional input. The discount rates are based on the historical U.S. Treasury rates, and the implied volatility specific to individual foreign currency options is based on quoted rates from financial institutions.

The fair value of short-term borrowings approximates the carrying amount. We determine the fair value of long-term debt based on the prices at which similar debt has recently traded in the market and considering the overall market conditions on the date of valuation.

 

We measure some assets and liabilities at fair value on a nonrecurring basis. That is, we do not measure them at fair value on an ongoing basis, but we do adjust them to fair value in some circumstances (for example, when we determine that an asset is impaired). The fair values of assets and liabilities measured at fair value on a nonrecurring basis during the periods presented in these financial statements were not material as of July 31, 2012. At April 30, 2012 and July 31, 2012, the fair values of cash and cash equivalents, accounts receivable, and accounts payable and accrued expenses approximate the carrying value because of the short-term nature of these instruments.

Fair Value of Financial Instruments
FAIR VALUE OF FINANCIAL INSTRUMENTS

9. Fair Value of Financial Instruments

The fair value of cash, cash equivalents, and short-term borrowings approximate the carrying amounts due to the short maturities of these instruments. We determine the fair value of derivative financial instruments and long-term debt as discussed in Note 8. As of July 31, 2012, the fair values and carrying amounts of these instruments were as follows:

 

                 
(Dollars in millions)   Carrying
Amount
    Fair
Value
 

Assets:

               

Cash and cash equivalents

  $ 361.5     $ 361.5  

Currency derivatives

    8.0       8.0  

Interest rate swaps

    2.2       2.2  
     

Liabilities:

               

Currency derivatives

    4.7       4.7  

Short-term borrowings

    6.5       6.5  

Current portion of long-term debt

    2.7       2.7  

Long-term debt

    502.1       529.6  
Derivative Financial Instruments
DERIVATIVE FINANCIAL INSTRUMENTS

10. Derivative Financial Instruments

Our multinational business exposes us to global market risks, including the effect of fluctuations in currency exchange rates, commodity prices, and interest rates. We use derivatives to help manage financial exposures that occur in the normal course of business. We formally document the purpose of each derivative contract, which includes linking the contract to the financial exposure it is designed to mitigate. We do not hold or issue derivatives for trading purposes.

We use currency derivative contracts to limit our exposure to the currency exchange risk that we cannot mitigate internally by using netting strategies. We designate most of these contracts as cash flow hedges of forecasted transactions (expected to occur within three years). We record all changes in the fair value of cash flow hedges (except any ineffective portion) in accumulated other comprehensive income (“AOCI”) until the underlying hedged transaction occurs, at which time we reclassify that amount into earnings. We assess the effectiveness of these hedges based on changes in forward exchange rates. The ineffective portion of the changes in fair value of our hedges (recognized immediately in earnings) during the periods presented in this report was not material.

 

We do not designate some of our currency derivatives as hedges because we use them to at least partially offset the immediate earnings impact of changes in foreign exchange rates on existing assets or liabilities. We immediately recognize the change in fair value of these contracts in earnings.

As of July 31, 2012, we had outstanding currency derivatives with a total notional amount of $747.9 million, related primarily to our euro, British pound, and Australian dollar exposures.

Prior to July 31, 2012, we utilized exchange-traded futures and options contracts to mitigate our exposure to corn price volatility. Because we did not designate these contracts as hedges for accounting purposes, we immediately recognized changes in their fair value in earnings. Effective July 31, 2012, we instead use forward purchase contracts with suppliers to protect against corn price volatility. We expect to physically take delivery of the corn underlying each contract and use it for production over a reasonable period of time. Accordingly, we account for these contracts as normal purchases rather than derivative instruments.

We manage our interest rate risk with swap contracts. As of July 31, 2012, we had fixed-to-floating interest rate swaps outstanding with a total notional value of $125.0 million, with maturities matching those of our bonds. These swaps are designated as fair value hedges. The change in fair value of the swaps not related to accrued interest is offset by a corresponding adjustment to the carrying amounts of the bonds.

The following table presents the fair values of our derivative instruments as of July 31, 2012. The fair values are presented below on a gross basis, while the fair values of those instruments that are subject to master settlement arrangements are presented on a net basis in the accompanying consolidated balance sheet, in conformity with GAAP.

 

                     
(Dollars in millions)   Classification   Fair value of
derivatives in a
gain position
    Fair value of
derivatives in a
loss position
 
Designated as cash flow hedges:                    
        Currency derivatives   Other current assets   $ 9.3     $ (3.3
        Currency derivatives   Other assets     2.3       (0.3
        Currency derivatives   Accrued expenses     2.4       (2.6
        Currency derivatives   Other liabilities     1.0       (1.7
       
Designated as fair value hedges:                    
        Interest rate swaps   Other current assets     0.5       —    
        Interest rate swaps   Other assets     1.7       —    
       
Not designated as hedges:                    
        Currency derivatives   Accrued expenses     —         (3.8

 

The following table presents the amounts affecting our consolidated statement of operations for the periods covered by this report:

 

                     
        Three Months Ended  
        July 31,  
(Dollars in millions)   Classification   2011     2012  

Currency derivatives designated as cash flow hedge:

                   

Net gain (loss) recognized in AOCI

  n/a   $ 1.1     $ 12.6  

Net gain (loss) reclassified from AOCI into income

  Net sales     (5.3     0.5  
       

Interest rate swaps designated as fair value hedges:

                   

Net gain (loss) recognized in income

  Interest expense     0.9       0.3  

Net gain (loss) recognized in income*

  Other income     0.9       —    

*The effect on the hedged item was an equal but offsetting amount for the periods presented.

                   
       

Derivatives not designated as hedging instruments:

                   

Currency derivatives – net gain (loss) recognized in income

  Net sales     0.7       2.4  

Currency derivatives – net gain (loss) recognized in income

  Other income     (1.2     (3.8

Commodity derivatives – net gain (loss) recognized in income

  Cost of sales     (1.2     3.9  

We expect to reclassify $5.3 million of deferred net gains recorded in AOCI as of July 31, 2012, to earnings during the next 12 months. This reclassification would offset the anticipated earnings impact of the underlying hedged exposures. The actual amounts that we ultimately reclassify to earnings will depend on the exchange rates in effect when the underlying hedged transactions occur. The maximum term of our contracts outstanding at July 31, 2012 is 24 months.

We are exposed to credit-related losses if the other parties to our derivative contracts breach them. This credit risk is limited to the fair value of the contracts. To manage this risk, we enter into contracts only with major financial institutions that have earned investment-grade credit ratings, we have established counterparty credit guidelines that are regularly monitored and that provide for reports to senior management according to prescribed guidelines, and we monetize contracts when we believe it is warranted. Because of these safeguards, we believe the risk of loss from counterparty default to be immaterial.

Some of our derivative instruments require us to maintain a specific level of creditworthiness, which we have maintained. If our creditworthiness were to fall below that level, then the counterparties to our derivative instruments could request immediate payment or collateralization for derivative instruments in net liability positions. As of July 31, 2012, the aggregate fair value of all derivatives with creditworthiness requirements that were in a net liability position was $0.8 million.

Stock Split
Stock Split

11. Stock Split

On June 14, 2012, our Board of Directors authorized a 3-for-2 stock split for outstanding shares of the Company’s Class A and Class B common stock, subject to stockholder approval of an amendment to the Company’s Restated Certificate of Incorporation to increase the number of authorized shares of Class A and Class B common stock. The amendment, which was approved by stockholders on July 26, 2012, increased the authorized number of Class A Common Stock to 85,000,000 from 57,000,000 and the authorized number of Class B Common Stock to 400,000,000 from 100,000,000.

 

The stock split, which was effected as a stock dividend, resulted in the Company issuing one new share of Class A common stock for each two shares of Class A common stock outstanding and one new share of Class B common stock for each two shares of Class B common stock outstanding. The stock split was paid on August 10, 2012, to stockholders of record as of August 3, 2012. The stock split was not applied to the Company’s treasury shares.

As a result of the stock split, we reclassified approximately $10.7 million from the Company’s retained earnings account to its common stock accounts during the period ended July 31, 2012. The $10.7 million represents the $0.15 par value per share of the shares issued in the stock split.

The following table shows the change in the Company’s outstanding shares during the periods covered by this report:

 

                 
    Three Months Ended  
    July 31  
(Shares in thousands)   2011     2012  

Class A (voting) Common Shares:

               

Balance at beginning of period

    56,561       56,251  

Acquisition of treasury stock

    (64     —    

Stock issued under compensation plans

    —         46  

Stock split (3-for-2)

    —         28,149  
   

 

 

   

 

 

 

Balance at end of period

    56,497       84,446  
   

 

 

   

 

 

 
     

Class B (nonvoting) Common Shares:

               

Balance at beginning of period

    88,429       85,823  

Acquisition of treasury stock

    (193     —    

Stock issued under compensation plans

    54       80  

Stock split (3-for-2)

    —         42,951  
   

 

 

   

 

 

 

Balance at end of period

    88,290       128,854  
   

 

 

   

 

 

 

All previously reported share and per share amounts have been restated in the accompanying financial statements and related notes to reflect the stock split.

Earnings Per Share (Tables)
Basic and diluted earnings per share
                 
    Three Months Ended  
    July 31  
(Dollars in millions, except per share amounts)   2011     2012  

Basic and diluted net income

  $ 118.1     $ 147.5  

Income allocated to participating securities

    —         (0.1
   

 

 

   

 

 

 

Net income available to common stockholders

  $ 118.1     $ 147.4  
   

 

 

   

 

 

 
     

Share data (in thousands):

               

Basic average common shares outstanding

    217,242       213,168  

Dilutive effect of stock-based awards

    1,559       1,630  
   

 

 

   

 

 

 

Diluted average common shares outstanding

    218,801       214,798  
   

 

 

   

 

 

 
     

Basic earnings per share

  $ 0.54     $ 0.69  

Diluted earnings per share

  $ 0.54     $ 0.69  
Pension and Other Postretirement Benefits (Tables)
Pension and other postretirement benefit expense
                 
    Three Months Ended  
    July 31  
(Dollars in millions)   2011     2012  

Pension Benefits:

               

Service cost

  $ 4.0     $ 4.9  

Interest cost

    8.5       8.8  

Expected return on plan assets

    (10.1     (10.2

Amortization of:

               

Prior service cost

    0.2       0.2  

Net actuarial loss

    4.9       7.0  
   

 

 

   

 

 

 

Net expense

  $ 7.5     $ 10.7  
   

 

 

   

 

 

 
     

Other Postretirement Benefits:

               

Service cost

  $ 0.4     $ 0.4  

Interest cost

    0.8       0.7  

Amortization of:

               

Prior service cost

    0.1       0.2  
   

 

 

   

 

 

 

Net expense

  $ 1.3     $ 1.3  
   

 

 

   

 

 

 
Fair Value Measurements (Tables)
Summary of assets and liabilities measured at fair value on a recurring basis

The following table summarizes the assets and liabilities measured at fair value on a recurring basis as of July 31, 2012:

 

                                 
(Dollars in millions)   Level 1     Level 2     Level 3     Total  

Assets:

                               

Currency derivatives

    —       $ 8.0       —       $ 8.0  

Interest rate swaps

    —         2.2       —         2.2  
         

Liabilities:

                               

Currency derivatives

    —         4.7       —         4.7  

Short-term borrowings

    —         6.5       —         6.5  

Current portion of long-term debt

    —         2.7       —         2.7  

Long-term debt

    —         529.6       —         529.6  
Fair Value of Financial Instruments (Tables)
Comparison of the fair values and carrying amounts of financial instrument

The fair value of cash, cash equivalents, and short-term borrowings approximate the carrying amounts due to the short maturities of these instruments. We determine the fair value of derivative financial instruments and long-term debt as discussed in Note 8. As of July 31, 2012, the fair values and carrying amounts of these instruments were as follows:

 

                 
(Dollars in millions)   Carrying
Amount
    Fair
Value
 

Assets:

               

Cash and cash equivalents

  $ 361.5     $ 361.5  

Currency derivatives

    8.0       8.0  

Interest rate swaps

    2.2       2.2  
     

Liabilities:

               

Currency derivatives

    4.7       4.7  

Short-term borrowings

    6.5       6.5  

Current portion of long-term debt

    2.7       2.7  

Long-term debt

    502.1       529.6  
Derivative Financial Instruments (Tables)

The following table presents the fair values of our derivative instruments as of July 31, 2012. The fair values are presented below on a gross basis, while the fair values of those instruments that are subject to master settlement arrangements are presented on a net basis in the accompanying consolidated balance sheet, in conformity with GAAP.

 

                     
(Dollars in millions)   Classification   Fair value of
derivatives in a
gain position
    Fair value of
derivatives in a
loss position
 
Designated as cash flow hedges:                    
        Currency derivatives   Other current assets   $ 9.3     $ (3.3
        Currency derivatives   Other assets     2.3       (0.3
        Currency derivatives   Accrued expenses     2.4       (2.6
        Currency derivatives   Other liabilities     1.0       (1.7
       
Designated as fair value hedges:                    
        Interest rate swaps   Other current assets     0.5       —    
        Interest rate swaps   Other assets     1.7       —    
       
Not designated as hedges:                    
        Currency derivatives   Accrued expenses     —         (3.8
                     
        Three Months Ended  
        July 31,  
(Dollars in millions)   Classification   2011     2012  

Currency derivatives designated as cash flow hedge:

                   

Net gain (loss) recognized in AOCI

  n/a   $ 1.1     $ 12.6  

Net gain (loss) reclassified from AOCI into income

  Net sales     (5.3     0.5  
       

Interest rate swaps designated as fair value hedges:

                   

Net gain (loss) recognized in income

  Interest expense     0.9       0.3  

Net gain (loss) recognized in income*

  Other income     0.9       —    

*The effect on the hedged item was an equal but offsetting amount for the periods presented.

                   
       

Derivatives not designated as hedging instruments:

                   

Currency derivatives – net gain (loss) recognized in income

  Net sales     0.7       2.4  

Currency derivatives – net gain (loss) recognized in income

  Other income     (1.2     (3.8

Commodity derivatives – net gain (loss) recognized in income

  Cost of sales     (1.2     3.9  
Stock Split (Tables)
Change in the company's outstanding shares
                 
    Three Months Ended  
    July 31  
(Shares in thousands)   2011     2012  

Class A (voting) Common Shares:

               

Balance at beginning of period

    56,561       56,251  

Acquisition of treasury stock

    (64     —    

Stock issued under compensation plans

    —         46  

Stock split (3-for-2)

    —         28,149  
   

 

 

   

 

 

 

Balance at end of period

    56,497       84,446  
   

 

 

   

 

 

 
     

Class B (nonvoting) Common Shares:

               

Balance at beginning of period

    88,429       85,823  

Acquisition of treasury stock

    (193     —    

Stock issued under compensation plans

    54       80  

Stock split (3-for-2)

    —         42,951  
   

 

 

   

 

 

 

Balance at end of period

    88,290       128,854  
   

 

 

   

 

 

 
Inventories (Details) (USD $)
In Millions, unless otherwise specified
Jul. 31, 2012
Apr. 30, 2012
Inventories (Textual) [Abstract]
 
 
Excess of current costs over stated LIFO value
$ 213.6 
$ 213.0 
Income Taxes (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Income Taxes (Textual) [Abstract]
 
Effective tax rate
32.10% 
Expected tax rate
32.40% 
Gross unrecognized tax benefits
$ 0 
Earnings Per Share (Details) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Basic and diluted earnings per share
 
 
Basic and diluted net income
$ 147.5 
$ 118.1 
Income allocated to participating securities
(0.1)
 
Net income available to common stockholders
$ 147.4 
$ 118.1 
Share data (in thousands):
 
 
Basic average common shares outstanding
213,168 
217,242 
Dilutive effect of stock-based awards
1,630 
1,559 
Diluted average common shares outstanding
214,798 
218,801 
Basic earnings per share
$ 0.69 
$ 0.54 
Diluted earnings per share
$ 0.69 
$ 0.54 
Earnings Per Share (Details Textual)
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Earnings Per Share (Textual) [Abstract]
 
 
Common stock-based awards excluded from the calculation of diluted earnings per share
561,000 
582,000 
Dividends Payable (Details Textual)
Jul. 26, 2012
Common Class A [Member]
 
Dividends Payable (Textual) [Abstract]
 
Cash dividend
$ 0.233 
Common Class B [Member]
 
Dividends Payable (Textual) [Abstract]
 
Cash dividend
$ 0.233 
Pension and Other Postretirement Benefits (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Pension Benefits [Member]
 
 
Other Postretirement Benefits:
 
 
Service cost
$ 4.9 
$ 4.0 
Interest cost
8.8 
8.5 
Expected return on plan assets
(10.2)
(10.1)
Amortization of:
 
 
Prior service cost
0.2 
0.2 
Net actuarial loss
7.0 
4.9 
Net expense
10.7 
7.5 
Other Postretirement Benefits [Member]
 
 
Other Postretirement Benefits:
 
 
Service cost
0.4 
0.4 
Interest cost
0.7 
0.8 
Amortization of:
 
 
Prior service cost
0.2 
0.1 
Net expense
$ 1.3 
$ 1.3 
Fair Value Measurements (Details) (USD $)
In Millions, unless otherwise specified
Jul. 31, 2012
Summary of assets and liabilities measured at fair value on a recurring basis
 
Short-term borrowings
$ 6.5 
Long-term debt
529.6 
Currency derivatives [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Liabilities
4.7 
Fair Value, Measurements, Recurring [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Short-term borrowings
6.5 
Current portion of long-term debt
2.7 
Long-term debt
529.6 
Fair Value, Measurements, Recurring [Member] |
Currency derivatives [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets, Currency derivatives
8.0 
Liabilities
4.7 
Fair Value, Measurements, Recurring [Member] |
Interest rate swaps [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets
2.2 
Fair Value, Measurements, Recurring [Member] |
Level 1 [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Short-term borrowings
   
Current portion of long-term debt
   
Long-term debt
   
Fair Value, Measurements, Recurring [Member] |
Level 1 [Member] |
Currency derivatives [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets, Currency derivatives
   
Liabilities
   
Fair Value, Measurements, Recurring [Member] |
Level 1 [Member] |
Interest rate swaps [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets
   
Fair Value, Measurements, Recurring [Member] |
Level 2 [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Short-term borrowings
6.5 
Current portion of long-term debt
2.7 
Long-term debt
529.6 
Fair Value, Measurements, Recurring [Member] |
Level 2 [Member] |
Currency derivatives [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets, Currency derivatives
8.0 
Liabilities
4.7 
Fair Value, Measurements, Recurring [Member] |
Level 2 [Member] |
Interest rate swaps [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets
2.2 
Fair Value, Measurements, Recurring [Member] |
Level 3 [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Short-term borrowings
   
Current portion of long-term debt
   
Long-term debt
   
Fair Value, Measurements, Recurring [Member] |
Level 3 [Member] |
Currency derivatives [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets, Currency derivatives
   
Liabilities
   
Fair Value, Measurements, Recurring [Member] |
Level 3 [Member] |
Interest rate swaps [Member]
 
Summary of assets and liabilities measured at fair value on a recurring basis
 
Assets
   
Fair Value of Financial Instruments (Details) (USD $)
In Millions, unless otherwise specified
Jul. 31, 2012
Apr. 30, 2012
Jul. 31, 2011
Apr. 30, 2011
Assets:
 
 
 
 
Cash and cash equivalents, Carrying Amount
$ 361.5 
$ 338.3 
$ 552.5 
$ 567.1 
Cash and cash equivalents, Fair Value
361.5 
 
 
 
Liabilities:
 
 
 
 
Short-term borrowings, Carrying Amount
6.5 
4.3 
 
 
Short-term borrowings, Fair Value
6.5 
 
 
 
Current portion of long-term debt, Carrying Amount
2.7 
2.7 
 
 
Current portion of long-term debt, Fair Value
2.7 
 
 
 
Long-term debt, Carrying Amount
502.1 
502.8 
 
 
Long -term debt, Fair Value
529.6 
 
 
 
Currency derivatives [Member]
 
 
 
 
Assets:
 
 
 
 
Contracts, Carrying Amount
8.0 
 
 
 
Contracts, fair value
8.0 
 
 
 
Liabilities:
 
 
 
 
Currency derivatives, Carrying Amount
4.7 
 
 
 
Currency derivatives, Fair Value
4.7 
 
 
 
Interest rate swaps [Member]
 
 
 
 
Assets:
 
 
 
 
Contracts, Carrying Amount
2.2 
 
 
 
Contracts, fair value
$ 2.2 
 
 
 
Derivative Financial Instruments (Details) (USD $)
In Millions, unless otherwise specified
Jul. 31, 2012
Fair value of derivatives in a gain position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Other Current Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
$ 9.3 
Fair value of derivatives in a gain position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Other Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
2.3 
Fair value of derivatives in a gain position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Accrued Expenses [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
2.4 
Fair value of derivatives in a gain position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Other Liabilities [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
1.0 
Fair value of derivatives in a gain position [Member] |
Currency derivatives [Member] |
Not designated as hedges [Member] |
Accrued Expenses [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
   
Fair value of derivatives in a gain position [Member] |
Interest rate swaps [Member] |
Fair Value Hedging [Member] |
Other Current Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
0.5 
Fair value of derivatives in a gain position [Member] |
Interest rate swaps [Member] |
Fair Value Hedging [Member] |
Other Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
1.7 
Fair value of derivatives in a loss position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Other Current Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
(3.3)
Fair value of derivatives in a loss position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Other Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
(0.3)
Fair value of derivatives in a loss position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Accrued Expenses [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
(2.6)
Fair value of derivatives in a loss position [Member] |
Currency derivatives [Member] |
Cash Flow Hedging [Member] |
Other Liabilities [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
(1.7)
Fair value of derivatives in a loss position [Member] |
Currency derivatives [Member] |
Not designated as hedges [Member] |
Accrued Expenses [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
(3.8)
Fair value of derivatives in a loss position [Member] |
Interest rate swaps [Member] |
Fair Value Hedging [Member] |
Other Current Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
   
Fair value of derivatives in a loss position [Member] |
Interest rate swaps [Member] |
Fair Value Hedging [Member] |
Other Assets [Member]
 
Fair values of derivative instruments
 
Fair value of derivatives in a gain (loss) position
   
Derivative Financial Instruments (Details 1) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Cash Flow Hedging [Member] |
Currency derivatives [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Net gain (loss) recognized in AOCI
$ 12.6 
$ 1.1 
Net Sales [Member] |
Cash Flow Hedging [Member] |
Currency derivatives [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Net gain (loss) reclassified from AOCI into income
0.5 
(5.3)
Net Sales [Member] |
Not designated as hedges [Member] |
Currency derivatives [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Gain (loss) on derivative instruments recognized in income
2.4 
0.7 
Cost of Sales [Member] |
Not designated as hedges [Member] |
Commodity derivatives [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Gain (loss) on derivative instruments recognized in income
3.9 
(1.2)
Other Income [Member] |
Fair Value Hedging [Member] |
Interest rate swaps [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Gain (loss) on derivative instruments recognized in income
   
0.9 
Other Income [Member] |
Not designated as hedges [Member] |
Currency derivatives [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Gain (loss) on derivative instruments recognized in income
(3.8)
(1.2)
Interest Expense [Member] |
Fair Value Hedging [Member] |
Interest rate swaps [Member]
 
 
Fair values of derivative instruments affecting statements of operations
 
 
Gain (loss) on derivative instruments recognized in income
$ 0.3 
$ 0.9 
Derivative Financial Instruments (Details Textual) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Derivative Financial Instruments (Textual) [Abstract]
 
Outstanding foreign currency contracts with notional amounts
$ 747.9 
Fixed-to-floating interest rate swaps outstanding with a notional value
125.0 
Net gains recorded in AOCI expected to reclassify to earnings during the next 12 months
5.3 
Maximum term of outstanding derivative contracts
24 months 
Aggregate fair value of derivatives with creditworthiness requirements that were in a net liability position
$ 0.8 
Stock Split (Details)
In Thousands, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 31, 2011
Common Class A [Member]
 
 
Change in the company's outstanding shares
 
 
Balance at beginning of period
56,251 
56,561 
Acquisition of treasury stock
 
(64)
Stock issued under compensation plans
46 
 
Stock split (3-for-2)
28,149 
 
Balance at end of period
84,446 
56,497 
Common Stock, Class B, nonvoting [Member]
 
 
Change in the company's outstanding shares
 
 
Balance at beginning of period
85,823 
88,429 
Acquisition of treasury stock
 
(193)
Stock issued under compensation plans
80 
54 
Stock split (3-for-2)
42,951 
 
Balance at end of period
128,854 
88,290 
Stock Split (Details Textual) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended
Jul. 31, 2012
Jul. 26, 2012
After Amendment [Member]
Common Class A [Member]
Jul. 26, 2012
After Amendment [Member]
Common Class B [Member]
Jul. 26, 2012
Before Amendment [Member]
Common Class A [Member]
Jul. 26, 2012
Before Amendment [Member]
Common Class B [Member]
Stock Split (Textual) [Abstract]
 
 
 
 
 
Stock split
Authorized a 3-for-2 stock split for outstanding shares of the Company’s Class A and Class B common stock 
 
 
 
 
Common stock, shares authorized
 
85,000,000 
400,000,000 
57,000,000 
100,000,000 
Value of shares issued in the stock split
$ 10.7 
 
 
 
 
Par value per share of the shares issued in the stock split
$ 0.15