UNITED STATES
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
October 25, 2005
Date of report (Date of earliest event reported)
TOOTSIE ROLL INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Its charter)
Virginia
(State or Other Jurisdiction of Incorporation)
001-01361
(Commission File Number)
22-1318955
(I.R.S. Employer Identification No.)
7401 South Cicero Avenue, Chicago, Illinois 60629
(Address of Principal Executive Offices) (Zip Code)
773-838-3400
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[__] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[__] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[__] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[__] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 25, 2005, Tootsie Roll Industries, Inc. issued a press release
(the "release") announcing its results of operations and financial condition for
the third quarter ended October 1, 2005. A copy of the release is attached
hereto as Exhibit 99.1 and incorporated herein by reference.
The information in the release and in this Item 2.02 is "furnished" and not
"filed" for purposes of Section 18 of the Securities and Exchange Act of 1934,
or otherwise subject to the liabilities of that section. Such information may
only be incorporated by reference in another filing under the Securities
Exchange Act of 1934 or the Securities Act of 1933 only if and to the extent
such subsequent filing specifically references such information.
Item 9.01. Financial Statements and Exhibits.
(c) The following exhibit is furnished with this report:
Exhibit 99.1 Press Release of Tootsie Roll Industries, Inc., dated
October 25, 2005.
SIGNATURE
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 under-
signed thereunto duly authorized.
October 25, 2005 TOOTSIE ROLL INDUSTRIES, INC.
By: _/s/G. HOWARD EMBER, JR.
G. Howard Ember, Jr.
Vice President/Finance and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release of Tootsie Roll Industries, Inc., dated October 25, 2005.
Tootsie Roll Industries, Inc.
7401 South Cicero Avenue
Chicago, IL 60629
Phone 773/838-3400
Fax 773/838-3534
Press Release
STOCK TRADED: NYSE FOR IMMEDIATE RELEASE
TICKER SYMBOL: TR Wednesday, July 27, 2005
CHICAGO, ILLINOIS - October 25, 2005 - Melvin J. Gordon, Chairman,
Tootsie Roll Industries, Inc. reported third quarter and nine months
2005 sales and earnings. Third quarter 2005 sales were $173,692,000
compared to $156,971,000 in the third quarter 2004, an increase of
$16,721,000 or 11%. Nine months 2005 sales were $375,244,000 compared
to $314,174,000 in the prior year nine month period, an increase of
$61,070,000 or 19%. Third quarter and nine months 2005 sales benefited
from approximately $23,200,000 and $62,200,000, respectively, of sales
from the Concord Confections business which was acquired on August 30,
2004; this compares to approximately $10,500,000 of sales from Concord
included in both third quarter and nine months 2004.
Third quarter 2005 net earnings were $27,665,000 compared to third
quarter 2004 net earnings of $26,976,000. Nine months 2005 net earnings
were $53,902,000 compared to nine months 2004 net earnings of
$50,297,000. Third quarter net earnings per share were $.52 in 2005
compared to $.50 per share in 2004, an increase of $.02 per share or
4%. Nine months net earnings per share were $1.01 in 2005 compared to
$.93 per share in nine months 2004, an increase of $.08 per share or
9%.
Mr. Gordon said, "Third quarter and nine months 2005 sales benefited
from higher net sales of the Company's core brands due to successful
marketing programs, including those relating to "back-to-school" and
pre-Halloween programs. Net sales were also aided by the incremental
sales attributable to the Concord acquisition. The Company's third
quarter and nine month net earnings benefited from higher sales,
however, results were adversely impacted by increases in certain
ingredient and packaging costs, higher energy, fuel and transportation
costs, and additional costs associated with the relocation and
implementation of new production lines. In addition, higher interest
expense and lower investment income, which reflects the financing of
the Concord acquisition, also adversely affected the quarter and nine
month 2005 results. The Company's per share earnings also benefited
from common stock purchases in the open market in 2004 and 2005 and
resulting fewer shares outstanding."
TOOTSIE ROLL INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
FOR THE PERIODS ENDED
October 1, 2005 & October 2, 2004
THIRD QUARTER ENDED
2005 2004
Net Sales $ 173,692,000 $ 156,971,000
Net Earnings $ 27,665,000 $ 26,976,000
* Earnings $ .52 $ .50
* Average Shares Outstanding 53,520,000 53,772,000
NINE MONTHS ENDED
2005 2004
Net Sales $ 375,244,000 $ 314,174,000
Net Earnings $ 53,902,000 $ 50,297,000
* Earnings $ 1.01 $ .93
* Average Shares Outstanding 53,600,000 53,966,000
* Based on average shares outstanding adjusted for 3% stock dividends
distributed April 14, 2005 and April 14, 2004.