Xerox Corporation
Investor Relations
Cynthia B. Johnston, 203-968-3489
Fax 203-968-3944
Cindy.Johnston@usa.xerox.com
or
Darlene Caldarelli, 203-968-3807
Fax 203-968-3944
Darlene.Caldarelli@usa.xerox.com
Xerox Reports Third-Quarter Earnings
"Our investments are generating returns through increased customer
demand for the Xerox brand and share gains in targeted markets."
-- Earnings per share of 11 cents
-- Equipment sale growth of 5 percent
-- Total revenue of $3.73 billion
-- Worldwide cash balance of $2.3 billion
Xerox Corporation (NYSE: XRX) reported today third-quarter earnings of 11 cents
per share, delivering another quarter of equipment revenue growth driven by
increased sales of production color and office color systems as well as
improvements in the company's developing markets operations.
Equipment sales grew 5 percent in the third quarter including a 3 percentage
point currency benefit. Improving trends in Xerox's developing markets continued
with DMO equipment sales growing 33 percent year over year. Total revenue for
the third quarter was $3.73 billion, a decline of 2 percent from the third
quarter of 2002 including a 3 percentage point currency benefit. The decrease is
due to declining post-sale revenue from the company's older light lens
technology and its exit from the small office/home office business.
Total third-quarter revenue from the company's targeted growth areas - office
digital, production digital and value-added services - grew 6 percent year over
year and represent about 70 percent of the company's revenue.
"Xerox has reinvented itself into an aggressive technology leader with
competitively priced products that meet the needs of offices small and large,
digital presses that are creating new markets in commercial printing, and
document-management services that drive productivity improvements for our
customers," said Anne M. Mulcahy, Xerox chairman and chief executive officer.
"Our investments are generating returns through increased customer demand for
the Xerox brand and share gains in targeted markets."
Equipment installs for production publishing black-and-white systems grew 14
percent in the third quarter due to the continued success of Xerox's
industry-leading DocuTech series. Production color installs grew 8 percent led
by demand for the Xerox DocuColor iGen3 and DocuColor 6060 digital color
presses. According to the latest independent industry reports for first-half
2003, Xerox continues to hold the No. 1 U.S. and European market share positions
for monochrome and color production publishing/printing. Last month Xerox
strengthened its industry-leading line of digital color presses by launching the
DocuColor 5252, which is 18 percent faster than its predecessor but offered at
the same price.
"Color continues to be a key driver of Xerox's growth strategy as the high
volume of pages printed on Xerox's color systems flows through to post-sale
revenue," added Mulcahy. "With the industry's broadest portfolio of color
products, we grew color revenue by 15 percent in the third quarter and color
equipment sales now represent more than 25 percent of Xerox's total equipment
revenue. This is a clear indication of the strong foundation we're building for
future revenue growth. "
In the office, third-quarter equipment installs of black-and-white digital
systems grew 28 percent as demand accelerated from small and medium-sized
businesses for Xerox's new competitively priced digital copiers and
multifunction devices. Office color multifunction installs increased 49 percent
due to the success of Xerox's DocuColor 3535, WorkCentre Pro 32 and WorkCentre
Pro 40 color systems. For the first half of 2003, Xerox maintained its U.S. and
European market share leadership positions in this growing color market. The
company expanded its office portfolio last month through the launch of two new
Phaser printers and two additional WorkCentre multifunction systems.
Third-quarter gross margins were 41.1 percent, consistent with seasonal trends.
Selling, administrative and general costs were flat including an adverse impact
from currency of 3 percentage points.
Xerox reported third-quarter operating cash flow of $67 million, which includes
$604 million in funding to its various worldwide pension plans. The company's
worldwide cash position was $2.3 billion as of September 30.
"Despite a tough business climate, we are quite encouraged by our progress this
year and confident in the business decisions we've made to grow installs in key
markets, generate significant operating cash flow, and strengthen our global
operations," added Mulcahy. "We expect consistent performance in the fourth
quarter. Growth in equipment sales along with the benefits of our operational
improvements will offset any continuing economic weakness and yield strong
full-year results."
-XXX-
For additional information about The Document Company Xerox, please visit our
Worldwide Web site at www.xerox.com/investor.
This release contains forward-looking statements and information relating to
Xerox that are based on our beliefs as well as assumptions made by and
information currently available to us. The words "anticipate," "believe,"
"estimate," "expect," "intend," "will" and similar expressions, as they relate
to us, are intended to identify forward-looking statements. Actual results could
differ materially from those projected in such forward-looking statements.
Information concerning certain factors that could cause actual results to differ
materially is included in the company's Form 10-Q for the quarter ended June 30,
2003, as filed with the SEC.
XEROX(R), The Document Company(R) and the digital X(R) are trademarks of XEROX
CORPORATION.
Xerox Corporation
Condensed Consolidated Statements of Income (Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
(in millions,
except per
share data) 2003 2002 % Change 2003 2002 % Change
---------------------- ------- ------- --------- ------- ------- ---------
Revenues
Sales $1,603 $1,593 1% $4,888 $4,838 1%
Service,
outsourcing and
rentals 1,885 1,953 (3%) 5,772 6,004 (4%)
Finance income 244 247 (1%) 749 761 (2%)
------- ------- ------- -------
Total Revenues 3,732 3,793 (2%) 11,409 11,603 (2%)
Costs and Expenses
Cost of sales 1,050 1,018 3% 3,120 3,056 2%
Cost of service,
outsourcing and
rentals 1,060 1,074 (1%) 3,245 3,391 (4%)
Equipment
financing
interest 89 107 (17%) 274 300 (9%)
Research and
development
expenses 207 229 (10%) 668 699 (4%)
Selling,
administrative
and general
expenses 1,028 1,023 0% 3,137 3,302 (5%)
Restructuring
and asset
impairment
charges 11 63 (83%) 56 262 (79%)
Provision for * *
litigation - - 300 -
Gain on * *
affiliate's
sale of stock (12) - (13) -
Other expenses,
net 133 103 29% 420 317 32%
---------------------- ------- ------- ------- -------
Total Costs and
Expenses 3,566 3,617 (1%) 11,207 11,327 (1%)
---------------------- ------- ------- ------- -------
Income before Income
Taxes, Equity Income,
Minorities'
Interests and
Cumulative
Effect
of Change in
Accounting
Principle ** 166 176 (6%) 202 276 (27%)
Income taxes 47 77 (39%) 47 118 (60%)
---------------------- ------- ------- ------- -------
Income before Equity
Income, Minorities'
Interests
and Cumulative
Effect of
Change in
Accounting
Principle 119 99 20% 155 158 (2%)
Equity in net
income of
unconsolidated
affiliates 13 17 (24%) 43 43 0%
Minorities'
interests in
earnings of
subsidiaries (15) (17) 12% (60) (66) 9%
---------------------- ------- ------- ------- -------
Income before
Cumulative Effect of
Change in
Accounting
Principle 117 99 18% 138 135 2%
Cumulative * *
effect of
change in
accounting
principle - - - (63)
---------------------- ------- ------- ------- -------
Net Income $117 $99 18% $138 $72 92%
Less: Preferred
stock
dividends, net (25) (63) 60% (46) (63) 27%
---------------------- ------- ------- ------- -------
Income Available to * *
Common Shareholders $92 $36 $92 $9
====================== ======= ======= ======= =======
Basic Earnings per
share:
Income before
Cumulative
Effect of
Change
in Accounting *
Principle $0.12 $0.05 $0.12 $0.10 20%
Cumulative * *
effect of
change in
accounting
principle - - - (0.09)
------- ------- ------- -------
Net Income Per * *
Share $0.12 $0.05 $0.12 $0.01
====================== ======= ======= ======= =======
Diluted Earnings per
share:
Income before
Cumulative
Effect of
Change
in Accounting *
Principle $0.11 $0.04 $0.11 $0.09 22%
Cumulative * *
effect of
change in
accounting
principle - - - (0.08)
------- ------- ------- -------
Net Income Per * *
Share $0.11 $0.04 $0.11 $0.01
====================== ======= ======= ======= =======
Note: Certain reclassifications of prior year amounts have been
made to conform to the current year presentation.
* Percent not meaningful
** Referred to as "pre-tax income" throughout the remainder of this document
Xerox Corporation
Condensed Consolidated Balance Sheets (Unaudited)
September December
30, 31,
(in millions) 2003 2002
------------------------------------------------------------- --------
Assets
Cash and cash equivalents $2,270 $2,887
Accounts receivable, net 2,034 2,072
Billed portion of finance receivables, net 488 564
Finance receivables, net 2,952 3,088
Inventories 1,279 1,231
Other current assets 1,283 1,186
--------------------------------------------------- --------- --------
Total Current Assets 10,306 11,028
Finance receivables due after one year, net 5,146 5,353
Equipment on operating leases, net 360 450
Land, buildings and equipment, net 1,757 1,757
Investments in affiliates, at equity 553 628
Intangible assets, net 334 360
Goodwill 1,624 1,564
Deferred tax assets, long-term 1,557 1,592
Other long-term assets 2,737 2,726
--------------------------------------------------- --------- --------
Total Assets $24,374 $25,458
=================================================== ========= ========
Liabilities and Equity
Short-term debt and current portion of
long-term debt $4,150 $4,377
Accounts payable 798 839
Accrued compensation and benefits costs 404 481
Unearned income 227 257
Other current liabilities 1,400 1,833
--------------------------------------------------- --------- --------
Total Current Liabilities 6,979 7,787
Long-term debt 7,664 9,794
Pension liabilities 1,425 1,307
Post-retirement medical benefits 1,269 1,251
Mandatory redeemable preferred securities 697 -
Other long-term liabilities 1,203 1,144
--------------------------------------------------- --------- --------
Total Liabilities 19,237 21,283
Minorities' interests in equity of subsidiaries 77 73
Company-obligated, mandatorily redeemable
preferred securities of subsidiary trusts
holding
solely subordinated debentures of the Company 1,023 1,701
Preferred stock 508 550
Deferred ESOP benefits (42) (42)
Mandatory convertible preferred stock 889 -
Common stock, including additional paid in capital 3,229 2,739
Retained earnings 1,118 1,025
Accumulated other comprehensive loss (1,665) (1,871)
--------------------------------------------------- --------- --------
Total Liabilities and Equity $24,374 $25,458
=================================================== ========= ========
Shares of common stock issued and outstanding were (in thousands)
791,857 and 738,273 at September 30, 2003 and December 31, 2002
respectively.
Xerox Corporation
Condensed Consolidated Statements of Cash Flows (Unaudited)
Three Months Nine Months
Ended Ended
September 30, September 30,
(in millions) 2003 2002 2003 2002
-------------------------------------- ------- ------- ------- -------
Cash Flows from Operating Activities
Net Income $117 $99 $138 $72
Adjustments required to reconcile net
income to cash flows
from operating activities:
Provision for litigation - - 300 -
Depreciation and amortization 178 213 566 772
Impairment of goodwill - - - 63
Provisions for receivables and
inventory 80 118 253 375
Restructuring and asset
impairment charges 11 63 56 262
Loss on early extinguishment of
debt - - 73 -
Gains on sales of businesses,
assets and affiliate's sale of
stock, net (8) (14) - (20)
Cash payments for
restructurings (46) (93) (299) (276)
(Undistributed) distributed
equity in net income of
affiliated companies (13) 2 (33) (24)
(Increase) decrease in
inventories (82) (17) (65) 64
Increase in on-lease equipment (35) (7) (107) (98)
Decrease in finance receivables 200 188 545 656
Decrease (increase) in accounts
receivable and billed portion of
finance receivables 99 91 174 (11)
Contributions to pension
benefit plans (604) (99) (656) (129)
Increase (decrease) in accounts
payable and
accrued compensation 185 (26) 193 134
Net change in income tax assets
and liabilities 18 56 (95) (269)
(Decrease) increase in other
current and long-term
liabilities (6) 35 (112) (108)
Other, net (27) 5 (23) (82)
------- ------- ------- -------
Net cash provided by
operating activities 67 614 908 1,381
------- ------- ------- -------
Cash Flows from Investing Activities
Cost of additions to land,
buildings and equipment (47) (38) (126) (109)
Proceeds from sales of land,
buildings and equipment 1 14 5 18
Cost of additions to internal
use software (10) (16) (34) (30)
Proceeds from divestitures, net - 67 29 340
Net change in escrow and other
restricted investments 95 16 61 (137)
------- ------- ------- -------
Net cash provided by (used
in) investing activities 39 43 (65) 82
------- ------- ------- -------
Cash Flows from Financing Activities
Cash proceeds from new secured
financings 467 846 1,609 2,024
Debt payments on secured
financings (602) (445) (1,577) (1,249)
Other cash changes in debt, net 6 (690) (2,850) (4,013)
Net proceeds from issuance of
mandatory convertible
preferred stock - - 889 -
Net proceeds from sales of
common stock 8 - 468 4
Dividends on preferred stock (10) - (32) -
Dividends to minority
shareholders (2) (2) (3) (2)
------- ------- ------- -------
Net cash used in financing
activities (133) (291) (1,496) (3,236)
------- ------- ------- -------
Effect of exchange rate changes on cash
and cash equivalents 18 24 36 64
------- ------- ------- -------
(Decrease) increase in cash and cash
equivalents (9) 390 (617) (1,709)
Cash and cash equivalents at beginning
of period 2,279 1,891 2,887 3,990
------- ------- ------- -------
Cash and cash equivalents at end of
period $2,270 $2,281 $2,270 $2,281
------- ------- ------- -------
Note: Certain reclassifications of prior year amounts have been made
to conform to the current year presentation.
Xerox Corporation
Segment Revenues and Operating Profit
Three Months Ended September 30,
(in millions, except margins) 2003 2002 Change
---------------------------------------- ----------------------------
Revenues
Production* $1,057 $1,065 (1%)
Office* 1,837 1,844 (0%)
Developing Markets Operations (DMO) 403 412 (2%)
Other** 435 472 (8%)
-------------------------
Total Revenues $3,732 $3,793 (2%)
-------------------------
Memo: Color*** $771 $670 15%
Operating Profit
Production* $53 $95 $(42)
Office* 181 154 27
DMO 24 28 (4)
Other** (68) (21) (47)
-------------------------
Total Operating Profit $190 $256 $(66)
=========================
Operating Margin
Production* 5.0% 8.9% (3.9)pts
Office* 9.9% 8.4% 1.5 pts
DMO 6.0% 6.8% (0.8)pts
Other** (15.6%) (4.4%) (11.2)pts
----------------------------
Total Operating Margin 5.1% 6.7% (1.6)pts
----------------------------
---------------------------------------------------------------------
Reconciliation to pre-tax income
Segment Operating Profit $190 $256
Reconciling item:
Restructuring and asset
impairment charges (11) (63)
Allocated item:
Equity in net income of
unconsolidated affiliates (13) (17)
-----------------
Pre-tax income $166 $176
=================
* In 2003 we reclassified our mid-range color products (11-40 ppm)
from the Production segment to the Office segment. As a result,
annual 2002 revenue of $1,093 million was reclassified from the
Production to the Office segment. The quarterly impact is as
follows: Q1 02 - $237 million, Q2 02 - $259 million, Q3 02 - $259
million, Q4 02 - $338 million. Operating profit was reclassified
for this change as well as for certain changes in corporate and
other expense allocations. The third quarter 2002 impact is to
increase/(decrease) segment operating profit as follows:
Production - ($46) million; Office - $37 million; DMO - $7
million; Other - $2 million. The full year impact is to
increase/(decrease) 2002 segment operating profit as follows:
Production - ($175) million; Office - $123 million; DMO - $29
million; Other - $23 million.
**Small Office / Home Office (SOHO) is now reported in Other as it
no longer meets the thresholds for separate reporting.
Production:Monochrome 91+ pages per minute (ppm), Color 41+ ppm;
North America & Europe
Office: Monochrome up to 90 ppm; Color up to 40 ppm; North
America & Europe
DMO: Operations in Latin America, the Middle East, India,
Eurasia, Russia and Africa
Other: Paper, SOHO, Xerox Engineering Systems (XES), Xerox
Technology Enterprises (XTE),
consulting, equity income and non-allocated
corporate items
***Color revenues represent a subset of total revenues.
Financial Review
Summary
Three Months Ended Sept. 30,
(in millions) 2003 2002 Change
--------------------------- -------------------------------
Equipment sales $948 $900 5%
Post sale and other revenue 2,540 2,646 (4%)
Finance income 244 247 (1%)
--------------------
Total Revenues $3,732 $3,793 (2%)
Reconciliation to Condensed Consolidated Statements of
Income
Sales $1,603 $1,593
Less: Supplies, paper and
other sales (655) (693)
--------------------
Equipment Sales $948 $900
Service, outsourcing and
rentals $1,885 $1,953
Add: Supplies, paper and
other sales 655 693
--------------------
Post sale and other revenue $2,540 $2,646
Total third quarter 2003 revenues of $3.7 billion declined 2 percent from $3.8
billion in the 2002 third quarter including a 3-percentage point benefit from
currency. Equipment sales grew 5 percent, including a 3-percentage point benefit
from currency. The remainder of the equipment sales growth was driven by the
success of our office color multifunction and production color products, as well
as growth in DMO. Post sale and other revenue declined 4 percent primarily due
to declines in older technology light lens, DMO and the Small Office / Home
Office (SOHO) business which we previously exited. These declines were partially
offset by growth in our digital revenues and a 3-percentage point benefit from
currency. Post sale and other revenue declines reflect the reduction in our
equipment at customer locations and related page volume declines. Finance income
declined 1 percent, including a 4-percentage point benefit from currency. The
decline in finance income continues to reflect reduced equipment sales from
prior quarters.
Three Months Ended
Sept. 30,
(in millions) 2003 2002 Change
------------------
Net income $117 $99 $18
Preferred stock dividends (25) (63) 38
------------------
Net income available to common shareholders $92 $36 $56
------------------
Diluted earnings per share $0.11 $0.04 $0.07
The third quarter 2003 net income of $117 million or $0.11 cents per diluted
share included an after-tax restructuring charge of $7 million ($11 million
pre-tax). The third quarter 2002 net income of $99 million or $0.04 cents per
diluted share, included after-tax restructuring charges of $49 million ($63
million pre-tax).
In the third quarter 2002, the Board of Directors declared dividends of $67
million ($63 million after tax) on the Company's Preferred Stock held by its
Employee Stock Ownership Plan (ESOP). These dividends, which had been suspended
in the second quarter 2001, represented the cumulative unpaid dividends that
were in arrears, as well as the third quarter 2002 dividend. During the
suspension of these dividends, in order to meet ESOP debt service requirements,
we recorded additional ESOP-related compensation expense for each period that
the dividends were not declared. The third quarter 2002 declaration of dividends
resulted in the reversal of previously recorded compensation expense and
accordingly increased net income in the third quarter 2002 by $63 million. There
was no corresponding earnings per share (EPS) improvement since the EPS
calculation requires deduction of dividends declared from reported net income in
arriving at net income available to common shareholders.
Preferred stock dividends declared in the third quarter 2003 consist of $10
million related to our ESOP plan and $15 million related to the mandatory
convertible preferred stock issued in June 2003.
The weighted average common shares outstanding on a diluted basis during the
third quarters of 2003 and 2002 were 851 million and 825 million, respectively.
Operations Review
Revenues for the three months ended September 30, 2003 and 2002 were as follows:
(in millions) Production Office DMO Other Total
------------------------------- ---------- ------- ----- ----- -------
2003
Equipment sales $251 $547 $108 $42 $948
Post sale and other revenue 716 1,142 293 389 2,540
Finance income 90 148 2 4 244
---------- ------- ----- ----- -------
Total Revenue $1,057 $1,837 $403 $435 $3,732
---------- ------- ----- ----- -------
2002
Equipment sales $233 $557 $81 $29 $900
Post sale and other revenue 735 1,136 328 447 2,646
Finance income 97 151 3 (4) 247
---------- ------- ----- ----- -------
Total Revenue $1,065 $1,844 $412 $472 $3,793
---------- ------- ----- ----- -------
Equipment sales of $948 million in the third quarter 2003 increased 5 percent
from $900 million in the third quarter 2002, reflecting significant improvement
in sales within our developing markets operations segment, the success of
numerous new products and a 3-percentage point benefit from currency. Color
equipment sales continue to grow rapidly and now represent over 25 percent of
total equipment sales. In the third quarter 2003, approximately 50 percent of
equipment sales were generated from products launched in the previous two years.
Production: 2003 third quarter equipment sales grew 8 percent from the third
quarter 2002 as installation growth, improved mix and favorable currency more
than offset price declines of approximately 5 percent. Very strong color
equipment sales growth reflected the combination of modest installation
increases and favorable mix due to an increased proportion of DocuColor 6060 and
DocuColor iGen3 sales, which were only partially offset by price declines.
Production monochrome equipment sales declined modestly reflecting lower revenue
in production publishing as strong installation growth was more than offset by
unfavorable mix. These declines were only partially offset by digital
light-production growth driven by the Xerox 1010 and 2101, our new digital
light-production copier/printers.
Office: 2003 third quarter equipment sales decreased 2 percent from the third
quarter 2002 as price declines of approximately 10 percent and unfavorable mix
offset strong installation growth and favorable currency. Equipment installation
growth of approximately 20 percent reflects growth in both our monochrome and
color products. Install growth in our monochrome multifunction/copier and color
printing products was more than offset by lower price and mix. Increased
installs include our CopyCentre, WorkCentre and WorkCentre Pro office products,
which are intended to expand our market reach and include new entry-level
configurations at more competitive prices. Growth in color multifunction
primarily reflects the success of the DocuColor 3535 and WorkCentre Pro 32 and
40 multi-function color systems.
DMO: Equipment sales in the third quarter 2003 grew 33 percent, or $27 million,
from the 2002 third quarter reflecting volume growth of over 60 percent,
partially offset by price declines and unfavorable mix.
Post sale and other revenues of $2,540 million declined 4 percent from $2,646
million in the third quarter 2002, including a 3-percentage point benefit from
currency. These declines reflect lower equipment populations, as post sale
revenue is largely a function of the equipment placed at customer locations and
the volume of prints and copies that our customers make on that equipment as
well as associated services. Third quarter 2003 supplies, paper and other sales
of $655 million (included within post sale and other revenue) declined 5 percent
from 2002 primarily due to declines in supplies. Supplies sales declined due to
reduced usage in the lower installed base of equipment and our exit from the
SOHO business in 2001. Service, outsourcing and rental revenue of $1,885 million
declined 3 percent from the 2002 third quarter as declines in outsourcing,
rental and other, were only partially offset by growth in service revenue
attributable to currency.
Production: 2003 third quarter post sale and other revenue declined 3 percent as
favorable currency and improved mix, driven largely by an increased volume of
color pages, was more than offset by the impact of monochrome page volume
declines, primarily in older technology light lens products.
Office: 2003 third quarter post sale and other revenue grew 1 percent as strong
digital page growth and favorable currency more than offset declines in older
technology light lens products.
DMO: 2003 third quarter post sale and other revenue declined 11 percent due
largely to a lower equipment population at customer locations and page volume
declines. This decline represents a significant sequential improvement due to
the stabilization of equipment populations in DMO, as evidenced by increasing
equipment sales in recent quarters. We expect post sale declines will continue
to moderate.
Other: 2003 third quarter post sale and other revenue declined 13 percent from
the 2002 third quarter as declines in SOHO and XES more than offset the impact
of favorable currency.
Key Ratios and Expenses
As previously discussed, the third quarter 2002 declaration of preferred
dividends resulted in the reversal of previously recorded compensation expense.
The total 2002 pre-tax ESOP adjustment of $67 million was therefore allocated to
the applicable income statement line items as discussed below.
Q3 Q3
2003 2002
-----------------------
Gross Margin
Sales 34.5 % 36.1 %
Service, outsourcing and rentals 43.8 45.0
Financing 63.5 56.7
Total 41.1 42.0
R&D % revenue 5.5 6.0
SAG % revenue 27.5 27.0
Third quarter 2003 total gross margin of 41.1 percent decreased 0.9 percentage
points from 42.0 percent in the third quarter 2002. The absence of the $28
million ESOP adjustment represents 0.7 percentage points of the decline. In
addition, beginning with the third quarter 2003, we completed the R&D phase of
the DocuColor iGen3 development. Accordingly, ongoing engineering costs
associated with its commercial production are included in cost of revenue and
represent 0.4 percentage points of the decline. In the third quarter 2003,
improved manufacturing and service productivity essentially offset lower prices
and approximately $20 million of higher pension and other employee benefit
expenses. The third quarter 2003 sales margin decline of 1.6 percentage points
from the third quarter 2002 included approximately 1 percentage point due to
DocuColor iGen3 ongoing engineering costs and approximately 0.4 points due to
the 2002 ESOP adjustment. Service, outsourcing and rentals margin declined 1.2
percentage points from the third quarter 2002 with approximately 1 percentage
point of the decline due to the 2002 ESOP adjustment. Third quarter 2003 finance
income gross margin of 63.5 percent is consistent with previous 2003 quarters
and represents an improvement of 6.8 percentage points year-over-year, in line
with declining interest costs specific to equipment financing.
Research and development (R&D) expense of $207 million, or 5.5 percent of third
quarter 2003 revenue, was $22 million less than the third quarter 2002,
primarily related to the commercial launch of the DocuColor iGen3. This
reduction more than offset higher pension and other employee benefit expenses
and the absence of the third quarter 2002 $11 million ESOP adjustment. We
continue to invest in technological development, particularly in color, and
believe that 2003 R&D spending is at an adequate level to remain technologically
competitive. Xerox R&D remains strategically coordinated with that of Fuji
Xerox.
Selling, administrative and general (SAG) expenses of $1,028 million in the 2003
third quarter increased by $5 million from the 2002 third quarter. The increase
reflects the absence of the third quarter 2002 $28 million ESOP adjustment, an
increase in pension and other employee benefit expenses of approximately $20
million and an adverse currency impact of $38 million, partially offset by the
benefits from increased productivity and lower bad debt expenses. Third quarter
2003 bad debt expense of $53 million decreased by $34 million due to improved
receivables aging and historical write-off trends.
In the third quarter 2003, we recorded restructuring and asset impairment
charges totaling $11 million, primarily consisting of new severance actions and
pension settlements related to previous employee restructuring actions. In the
third quarter 2002, we recorded restructuring and asset impairment charges of
$63 million. The remaining restructuring reserve balance at September 30, 2003
for all restructuring programs was $144 million.
Worldwide employment of 62,800 declined by 1,100 from the 2003 second quarter
related to reductions attributable to our restructuring programs and other
attrition.
In the third quarter 2003, we recorded a gain on affiliate's sale of stock of
$12 million reflecting our proportionate share of the increase in equity of
ScanSoft Inc., an equity investment. The gain resulted from ScanSoft's issuance
of stock in connection with its acquisition of Speechworks, Inc. ScanSoft is a
developer of digital imaging software that enables users to leverage the power
of their scanners, digital cameras and other electronic devices.
Other expenses, net for the three months ended September 30, 2003 and 2002 were
as follows:
(in millions) 2003 2002
---------------------------------------------- --------- ---------
Non-financing interest expense $105 $92
Currency losses, net 12 12
Amortization of intangible assets 9 9
Loss (gain) on sales of businesses and assets 4 (14)
Interest income (17) (21)
Legal and regulatory matters 6 20
All other, net 14 5
--------- ---------
Total $133 $103
========= =========
In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 150, "Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity" ("SFAS 150").
This statement establishes standards for how certain financial instruments with
characteristics of liabilities and equity are classified in the balance sheet.
SFAS 150, which was adopted as of July 1, 2003, requires certain securities
previously included within the balance sheet caption "Company-obligated,
mandatorily redeemable preferred securities of subsidiary trusts holding solely
subordinated debentures of the Company" that were classified between liabilities
and equity to be reclassified to "Mandatory redeemable preferred securities", a
new liability caption. As a result, the Capital Trust I securities and the
Canadian deferred preferred stock were reclassified to this new caption. The
distributions related to these instruments which were previously reported net of
tax as a component of "Minorities' interests in earnings of subsidiaries" in our
Condensed Consolidated Statements of Income, are now accounted for as interest
expense within Other expenses, net, with the tax effects presented within the
income tax provision. On July 1, 2003, the third quarter balance sheet
reclassification was $696 million. Distributions and related accretion
associated with these instruments accounted for as interest expense was $14
million ($9 million after-tax) in the third quarter 2003. SFAS 150 does not
permit reclassification of prior year amounts to conform to the current year
presentation.
Third quarter 2003 non-financing interest expense was $13 million higher than
the 2002 third quarter, reflecting the increase of $14 million resulting from
the adoption of SFAS 150. Year-over-year interest expense reductions of $32
million due to lower average debt balances were offset by unrealized
mark-to-market losses of $10 million on interest rate swaps compared to gains of
$21 million on those swaps in the third quarter 2002.
The third quarter 2003 loss on sales of businesses and assets related to the
disposal of fixed assets. The 2002 third quarter gain primarily consisted of a
pre-tax gain on the sale of our 22 percent investment in Katun Corporation, a
supplier of after-market copier/printer parts and supplies.
Lower average interest rates in the third quarter 2003 resulted in a reduction
in interest income as compared to the third quarter 2002. This reduction was
partially offset by interest income of $9 million resulting from certain state
tax refunds.
All other, net for the 2003 third quarter includes professional fees of $7
million related to our European vendor financing initiatives.
In the third quarter 2003 we recorded income tax expense of $47 million compared
to $77 million in the third quarter 2002. The effective tax rate for the third
quarter 2003 and 2002 was 28.3 percent and 43.8 percent, respectively. The
difference between the 2003 third quarter tax rate and the U.S. statutory tax
rate relates primarily to favorable audit settlements in the U.S. and Europe.
Our effective tax rate will change based on nonrecurring events (such as
restructuring initiatives) as well as recurring factors including the
geographical mix of income before taxes and the related tax rates in those
jurisdictions. We anticipate that our 2003 annual effective tax rate will
approximate 35 percent.
Equity in net income of unconsolidated affiliates primarily consists of our 25
percent share of Fuji Xerox income.
Minorities' interests in earnings of subsidiaries was $15 million and $17
million in the third quarters of 2003 and 2002, respectively. The 2003 amount
consists primarily of the $13 million of distributions, net of tax, on our
Capital Trust II company-obligated mandatorily redeemable preferred securities.
The 2002 amount includes these distributions as well as $9 million (net of tax)
associated with the securities that were reclassified upon adoption of SFAS 150.
In addition, 2002 included an offsetting adjustment of $8 million associated
with losses in certain DMO affiliates, which were allocable to our minority
partners.
Capital Resources and Liquidity
Cash Flow Analysis
The following table summarizes our cash flows for the three months ended
September 30, 2003 and 2002 as reported in our Condensed Consolidated Statements
of Cash Flows:
Three Months Ended
September 30,
--------------------
(in millions) 2003 2002
---------------------------------------------- --------- ----------
Operating Cash Flows $67 $614
Investing Cash Flows 39 43
Financing Cash Usage (133) (291)
Effect of exchange rate changes 18 24
--------- ----------
(Decrease) increase in cash and cash
equivalents (9) 390
Cash and cash equivalents at beginning of
period 2,279 1,891
--------- ----------
Cash and cash equivalents at end of period $2,270 $2,281
========= ==========
Third quarter 2003 cash flows from operating activities were $67 million and
reflect pre-tax income of $166 million and the following non-cash items:
depreciation and amortization of $178 million, provisions for receivables and
inventory of $80 million, restructuring provisions of $11 million and other
non-cash items of $(8) million. In addition, improved collection operations and
lower revenues resulted in net reductions of finance and accounts receivables of
$200 million and $99 million, respectively. Given our successful
recapitalization and strong cash generation, we contributed $604 million to our
various pension plans, including $450 million and $122 million for the U.S. and
U.K. pension plans respectively. In addition, restructuring payments totaled $46
million in the third quarter 2003. The 2003 third quarter operating cash flow is
$547 million less than the 2002 third quarter, primarily due to the U.S and U.K
pension funding. The U.S. pension plan funding represents an increase of
approximately $325 million from the amount initially scheduled for 2003 and
substantially reduces the cash funding requirements for our U.S. pension plans
in 2004.
Cash flows from investing activities for the three months ended September 30,
2003 primarily consisted of $95 million released from restricted cash, the
majority of which was associated with the repayment of secured debt, partially
offset by capital and internal use software spending. The 2002 third quarter
included proceeds of $67 million from the sale of our interest in Katun,
partially offset by capital and internal use software spending.
Cash flows from financing activities for the three months ended September 30,
2003 primarily consisted of net payments on secured borrowings with GE and other
vendor financing partners of $135 million. Financing activities for the third
quarter 2002 primarily consisted of net proceeds from secured borrowing activity
of $402 million offset by $691 million of net payments of other maturing debt.
Financing Activity
During the third quarter 2003 we originated loans, secured by finance
receivables, generating cash proceeds of $467 million and repaid loans, secured
by finance receivables, of $602 million. The proportion of total finance
receivables that are secured is 54 percent, consistent with the second quarter
2003. As of September 30, 2003, debt secured by finance receivables represented
approximately 35 percent of total debt.
The following table compares finance receivables to financing related debt as of
September 30, 2003:
(in millions) Finance Debt (2)
Receivables
-------------------------------------------- -------------------------
Finance Receivables Encumbered by Loans(1) :
GE Loans - U.S. and Canada $3,207 $2,845
Merrill Lynch Loan - France 507 446
GE Loans - Germany 112 112
------------- -----------
Subtotal - SPEs 3,826 3,403
GE Loans - U.K. 666 541
Other Europe 143 138
------------- -----------
Total - Finance Receivable Securitizations $4,635 $4,082
===========
Unencumbered Finance Receivables $3,951
-------------
Total Finance Receivables(3) $8,586
=============
(1) Encumbered Finance receivables represent the net book value of finance
receivables that secure each of the indicated loans.
(2) Represents the debt secured by finance receivables, including transactions
utilizing special purpose/variable interest entities
(3) Includes (i) Billed portion of finance receivables, net (ii)
Finance receivables, net and (iii) Finance receivables due after one
year, net as included in the condensed consolidated balance sheets as
of September 30, 2003.
In October 2002 we completed an eight-year agreement in the U.S. under which GE
Vendor Financial Services became the primary equipment financing provider
through monthly originations of our new lease originations. This agreement calls
for GE to provide funding in the U.S. on new lease originations of up to $5
billion outstanding at anytime during the eight-year term. The $5 billion limit
may be increased to $8 billion, subject to agreement by both parties.
In July 2003 we replaced the 364-day warehouse financing facility, received from
Merrill Lynch in December 2002, with a long-term public secured financing in
France and established a new warehouse financing facility. This facility can
provide funding of up to 350 million (U.S. $407 million), outstanding at
anytime, for new lease originations and may be securitized through a similar
public offering within two years.
In August 2003, we announced a seven-year agreement for GE VFS Canada Limited
Partnership, a unit of GE Commercial Finance, to become the primary equipment
financing provider for Xerox customers in Canada, through monthly prepayments
against Xerox's customer contract originations. The arrangement took effect
immediately with GE VFS Canada Limited Partnership initially providing Xerox
with funding of up to Cdn $850 million (U.S. $629 million).
In September 2003 GE European Equipment Finance (EEF) and Xerox completed a
four-year agreement for EEF to finance Xerox business in the United Kingdom
through a �400 million (U.S. $665 million) revolving loan. This replaces the
existing short-term facility, which was scheduled to expire in June 2004. The
agreement is renewable for an additional three years and the facility size may
also be increased to �600 million (U.S. $998 million) by mutual agreement at any
time.
In September 2003, we completed our offer to exchange the 225 million and $600
million aggregate principal amount of our 9 3/4 percent unregistered senior
notes due 2009 for a like principal amount of 9 3/4 percent senior notes due
2009 that have been registered under the U.S. Securities Act of 1933, as
amended. As of the closing of the exchange offer, 224 million of Euro senior
notes and $587 million of dollar senior notes had been tendered for exchange and
the incremental 0.5 percent interest, that was required prior to the exchange
offer, ceased to accrue on all the outstanding senior notes, whether or not
tendered for exchange.
Debt
Our debt maturities for the remainder of 2003 and 2004 by quarter, and 2005,
2006, 2007 by year and thereafter are as follows:
(in millions) 2003 2004 2005 2006 2007 Thereafter
------- ------- ------- ----- ----- ----------
First Quarter - $884
Second Quarter - 974
Third Quarter - 661
Fourth Quarter $1,631 1,286
------- ------- ------- ----- ----- ----------
Full Year $1,631 $3,805 $2,099 $337 $492 $3,450
======= ======= ======= ===== ===== ==========
Debt secured by finance receivables (subset of
above)
$450 $1,722 $1,069 $300 $180 $361
Forward-Looking Statements
This earnings release and financial review contain forward-looking statements
and information relating to Xerox that are based on our beliefs as well as
assumptions made by and information currently available to us. The words
"anticipate," "believe," "estimate," "expect," "intend," "will" and similar
expressions, as they relate to us, are intended to identify forward-looking
statements. Actual results could differ materially from those projected in such
forward-looking statements. Information concerning certain factors that could
cause actual results to differ materially is included in our Second Quarter 2003
Form 10-Q filed with the SEC. We do not intend to update these forward-looking
statements.