Avon 2006 Annual Report Download

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2006 Annual Report

Table of contents

  • Page 1
    2006 Annual Report

  • Page 2

  • Page 3
    ... size. With $8.8 billion in revenues in 2006, the company has increased over 60% in size since I was named CEO in 1999. By implementing our new global operating model last year, we are now better positioned to leverage our global scale and compete in the global marketplace, while still maintaining...

  • Page 4
    ...have developed tailored plans by market, including increasing the frequency of our sales campaigns, launching our Sales Leadership opportunity and reducing the Representative's cost of doing business with Avon. To reduce the effort it takes to sell Avon, we are investing in a major global initiative...

  • Page 5
    ..., from product development to sourcing and manufacturing. In addition, for our Representatives and consumers, it will make Avon easier to sell and shop. SSI will change how we buy direct and indirect materials, goods and services around the world. Led by a global sourcing team, purchasing will be...

  • Page 6
    ... management team, especially during this turnaround year. As we look forward, we remain confident in our path, and committed to restoring Avon to sustainable growth. We are working hard to create a new tomorrow for Avon, and this new tomorrow starts today. Andrea Jung Chairman and Chief Executive...

  • Page 7
    ... executive offices) (212) 282-5000 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on Title of each class which registered Common stock (par value $.25) New York Stock Exchange Preferred Share Purchase Rights New...

  • Page 8
    ...Quantitative and Qualitative Disclosures About Market Risk 36 Item 11 Executive Compensation 37 15 (a) 2 Financial Statement Schedule 13 Item 2 Properties 14 Item 3 Legal Proceedings 36 Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 37 15...

  • Page 9
    ... of our global business strategy, including our multi-year restructuring initiatives, product mix and pricing strategies, enterprise resource planning, customer service initiatives, product line simplification, strategic sourcing initiative, zero overhead growth and cash management, tax, foreign...

  • Page 10
    ...color make-up artist and an international fashion designer. In 2007, we also plan to launch a global integrated marketing campaign, called Hello Tomorrow, supporting both the brand and the direct selling channel. Additionally, we expect to continue to reallocate the time our research and development...

  • Page 11
    ... sales-related organizations. A Representative contacts customers directly, selling primarily through brochures, which highlight new products and special promotions for each sales campaign. A Representative may also use sales tools such as product samples, demonstration products and selling...

  • Page 12
    .... Promotion and Marketing Sales promotion and sales development activities are directed at assisting Representatives, through sales aids such as brochures, product samples and demonstration products. In order to support the efforts of Representatives to reach new customers, specially designed sales...

  • Page 13
    ...and fashion jewelry industries varies widely from country to country. We believe that the personalized customer service offered by our Representatives; the high quality, attractive designs and prices of our products; the high level of new and innovative products; our easily recognized brand name and...

  • Page 14
    ..., without charge, from Investor Relations, Avon Products, Inc., 1345 Avenue of the Americas, New York, NY 10105-0196 or by sending an email to [email protected] or by calling (212) 282-5623. Information on our website does not constitute part of this report. Additionally, our filings with...

  • Page 15
    ... Sales Leadership program globally, recruit Representatives, enhance the Representative experience and increase their productivity through investments in the direct selling channel; and • reach new consumers through a combination of new brands, new businesses, new channels and pursuit of strategic...

  • Page 16
    ... direct selling model currently in place or that may be subsequently permitted in that market, or that we will experience growth in that or other emerging markets. The introduction of new channels in our business, such as the direct selling channel in China, may also negatively impact existing sales...

  • Page 17
    ... of our markets, including business-to-business sites to support Representatives. We have recently announced initiatives to increase our reliance on employing information technology systems to support our Representatives, as well as initiatives, as part of our multi-year restructuring program, to...

  • Page 18
    ... direct selling or network marketing organizations, including those that market personal care products, dietary and nutritional supplements and weight management products. As a result, it is continually necessary to recruit and retain new Representatives and if we are unable to do so our business...

  • Page 19
    ... properties worldwide consist of manufacturing facilities for the production of CFT products, distribution centers where offices are located and where finished merchandise is packed and shipped to Representatives in fulfillment of their orders, and one principal research and development facility...

  • Page 20
    ...one distribution center and two administrative offices in Central & Eastern Europe; • two manufacturing facilities, four distribution centers, and three administrative offices in Asia Pacific; and • one manufacturing facility and twelve distribution centers in China. Of all the properties listed...

  • Page 21
    ... AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market for Avon's Common stock Avon's Common Stock is listed on the New York Stock Exchange and trades under the AVP ticker symbol. At December 31, 2006, there were approximately 19,092 record holders of Avon's Common Stock...

  • Page 22
    ... publicly announced programs and 6,992 shares that were repurchased by us in connection with employee elections to use shares to pay withholding taxes upon the vesting of their restricted stock units. (2) (3) Securities Authorized for Issuance Under Equity Compensation Plans Information regarding...

  • Page 23
    ... recorded charges totaling $49.2 related to the adoption of Statement of Financial Accounting Standards ("SFAS") No. 123 (revised 2004), Share-Based Payment ("SFAS 123R"), including restricted stock units granted in connection with design changes to share-based compensation plan designed related to...

  • Page 24
    ... East & Africa; Central & Eastern Europe; Asia Pacific and China. We centrally manage global Brand Marketing and Supply Chain organizations. Product categories include: Beauty, which consists of cosmetics, fragrances, skin care and toiletries; Beauty Plus, which consists of fashion jewelry, watches...

  • Page 25
    ...color make-up artist and an international fashion designer. In 2007, we also plan to launch a global integrated marketing campaign, called Hello Tomorrow, supporting both the brand and the direct selling channel. Additionally, we expect to continue to reallocate the time our research and development...

  • Page 26
    ...related organizations. See Note 13, Restructuring Initiatives, on pages F-26 through F-28 of this 2006 Annual Report on Form 10-K. New Accounting Pronouncements Effective January 1, 2006, we adopted SFAS No. 123, which requires all share-based payments to employees to be recognized in the financial...

  • Page 27
    ... Policies, for a detailed discussion of the application of these and other accounting policies. Allowances for Doubtful Accounts Receivable Representatives contact their customers, selling primarily through the use of brochures for each sales campaign. Sales campaigns are generally for a two-week...

  • Page 28
    ..., Employee Benefit Plans). Our calculations of pension, postretirement and postemployment costs are dependent upon the use of assumptions, including discount rates, expected return on plan assets, interest cost, health care cost trend rates, benefits earned, mortality rates, the number of associate...

  • Page 29
    ... expenses Advertising expenses (1) Operating profit Interest expense Interest income Other expense, net Net income Diluted earnings per share Gross margin Selling, general and administrative expenses as a % of total revenue Operating margin Effective tax rate Units sold Active Representatives...

  • Page 30
    ... in connection with design changes to sharebased compensation plans related to the adoption. These expense increases were partially offset by benefits associated with our restructuring initiatives, primarily salary and benefit savings associated with our delayering initiative. Selling, general and...

  • Page 31
    ... things, costs related to our executive and administrative offices, information technology, research and development, and marketing. Certain planned global expenses are allocated to our business segments primarily based on planned revenue. The unallocated costs 2006 Total Global expenses Allocated...

  • Page 32
    ... Total revenue increased 2% in 2006, as the larger average order received from Representatives more than offset a decline in Active Representatives. Revenue in 2006 benefited from new product launches, supported by significant advertising. The increase in average order was driven by strong sales...

  • Page 33
    ... Active Representatives and units, with increases in revenues in most markets in the region, most significantly in Turkey and the U.K. Revenue growth of 23% in Turkey benefited from the continued strength of recruiting and field programs, as well as investments in advertising driving increased order...

  • Page 34
    ... associated with restructuring initiatives, primarily compensation-related savings associated with our delayering initiative. Central & Eastern Europe - 2006 Compared to 2005 %/Point Change Local Currency 2006 Total revenue Operating profit Operating margin Units sold Active Representatives...

  • Page 35
    Central and Eastern Europe as the scale of the markets and competitive intensity increased. Operating margin declined in 2005, primarily due to unfavorable pricing and product mix, higher manufacturing overhead and adverse foreign exchange movements. Operating margin also suffered from investment in...

  • Page 36
    ... on advertising, fees paid to registered service centers for providing services to our Active Representatives, and other costs associated with the launch of direct selling. Revenue in China declined 7% as the beauty boutique owners reduced the size of their orders as compared to the prior year in...

  • Page 37
    ..., employee demographics, mortality rates, the number of associates electing to take lump-sum distributions, investment performance and funding decisions. Based on current assumptions, we expect to contribute approximately $23.0 and $70.0 to our U.S. and international pension plans, respectively...

  • Page 38
    ...inventory as these purchase orders are non-binding, are generally consistent from year to year, and are short-term in nature. Amounts represent expected future benefit payments for our unfunded pension and postretirement benefit plans, as well as expected contributions for 2007 to our funded pension...

  • Page 39
    ...on the open positions using ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The overall objective of our financial risk management program is to reduce the potential negative effects from changes in foreign exchange and interest rates arising from our business activities. We may...

  • Page 40
    ... procedures are designed to ensure that information relating to Avon (including our consolidated subsidiaries) required to be disclosed by us in the reports we file under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange...

  • Page 41
    ... Management has evaluated, with the participation of our principal executive and principal financial officers, whether any changes in our internal control over financial reporting that occurred during our last fiscal quarter (the registrant's fourth ITEM 9B. OTHER INFORMATION Not applicable. AVON...

  • Page 42
    ..., free of charge, on Avon's investor website, www.avoninvestor.com. Avon's Code of Business Conduct and Ethics is also available, without charge, from Investor Relations, Avon Products, Inc., 1345 Avenue of the Americas, New York, NY 10105-0196 or by sending an email to [email protected]...

  • Page 43
    ... Annual Report on Form 10-K for the year ended December 31, 1997). Avon Products, Inc. Year 2000 Stock Incentive Plan (incorporated by reference to Appendix A to the Company's Proxy Statement as filed with the Commission on March 27, 2000 in connection with Avon's 2000 Annual Meeting of Shareholders...

  • Page 44
    ... Current Report on Form 8-K filed on March 8, 2005). Avon Products, Inc. 2005 Stock Incentive Plan approved by stockholders on May 5, 2005 (incorporated by reference to Appendix G to Avon's Definitive Proxy Statement filed on May 5, 2005 in connection with Avon's 2005 Annual Meeting of Shareholders...

  • Page 45
    ... Products, Inc. Executive Incentive Plan, approved by shareholders on May 1, 2003 (incorporated by reference to Appendix E to Avon's Proxy Statement as filed with the Commission on March 27, 2003 in connection with Avon's 2003 Annual Meeting of Shareholders). Benefit Restoration Pension Plan of Avon...

  • Page 46
    ... President North America and Global Marketing, under the Avon Products, Inc. 2005 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to Avon's Current Report on Form 8-K filed on August 1, 2006). Amendment to Avon Products, Inc. Restricted Stock Unit Award Agreement dated March 11, 2004...

  • Page 47
    ... Exhibits identified above with an asterisk (*) are management contracts or compensatory plans or arrangements. Avon's Annual Report on Form 10-K for the year ended December 31, 2006, at the time of filing with the Securities and Exchange Commission, shall modify and supersede all prior documents...

  • Page 48
    ...Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 28th day of February 2007. Avon Products, Inc. /s/ Richard S. Foggio Richard S. Foggio Group Vice President and Corporate Controller - Principal Accounting Officer

  • Page 49
    ... the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date * Andrea Jung Chairman of the Board and Chief Executive Officer - Principal Executive Officer February...

  • Page 50
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  • Page 51
    INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE Consolidated Financial Statements: Financial Statement Schedule: F-2 Report of Independent Registered Public Accounting Firm F-3 Consolidated Statements of Income for each of the years in the three-year period ended December 31, 2006 F-34 ...

  • Page 52
    ...for pension and other postretirement benefit plans and the manner in which it accounts for share-based compensation. thermore, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on criteria established...

  • Page 53
    ... (In millions, except per share data) Years ended December 31 Net sales Other revenue Total revenue Costs, expenses and other: Cost of sales Selling, general and administrative expenses Operating profit Interest expense Interest income Other expense, net Total other expenses Income before taxes and...

  • Page 54
    ... Total assets Liabilities and Shareholders' Equity Current liabilities Debt maturing within one year Accounts payable Accrued compensation Other accrued liabilities Sales and taxes other than income Income taxes Total current liabilities Long-term debt Employee benefit plans Deferred income taxes...

  • Page 55
    ... net income to net cash provided by operating activities: Depreciation Amortization Provision for doubtful accounts Provision for obsolescence Share-based compensation Foreign exchange losses (gains) Deferred income taxes Net (gains) losses on investments Asset write-off restructuring charges Other...

  • Page 56
    ... Changes in available-for-sale securities Minimum pension liability adjustment, net of taxes of $156.8 Net derivative losses on cash flow hedges, net of taxes of $.2 Total comprehensive income Adoption of SFAS 158, net of taxes of $147.3 (Note 10) Dividends - $.70 per share Exercise / vesting and...

  • Page 57
    ... & Eastern Europe; Asia Pacific; and China. We also centrally manage global Brand Marketing and Supply Chain organizations. Sales are made to the ultimate customers principally by independent Avon Representatives. Product categories include Beauty, which consists of cosmetics, fragrances, skin care...

  • Page 58
    ... restricted stock units granted in connection with design changes to share-based compensation plans related to the adoption, decreased income before taxes and minority interest, net income, basic and diluted earnings per share, and net cash provided by operating activities for the year ended...

  • Page 59
    ... all costs related to the design and development of new products such as salaries and benefits, supplies and materials and facilities costs. Earnings per Share We compute basic earnings per share ("EPS") by dividing net income by the weighted-average number of shares outstanding during the year...

  • Page 60
    ... See Note 1, Description of Business and Summary of Significant Accounting Policies, and Note 8, Share-Based Compensation Plans and Other Long-Term Incentive Plan, for additional information. Effective December 31, 2006, we adopted SFAS No. 158, Employers' Accounting for Defined Benefit Pension and...

  • Page 61
    ... over the life of the new 4.625% Notes. At December 31, 2006 and 2005, the carrying value of the 4.625% Notes represents the $125.0 principal amount, net of the unamortized discount to face value and the premium related to the call option associated with the original notes totaling $14.9 and $16...

  • Page 62
    ... mutual funds that are used to make benefit payments under non-qualified benefit plans are classified as available-for-sale and recorded at current market value (see Note 10, Employee Benefit Plans). The cost, gross unrealized gains and losses and market value of the available-for-sale securities at...

  • Page 63
    ...Accrued expenses and reserves Special and non-recurring charges Employee benefit plans Foreign operating loss carryforwards Postemployment benefits Capitalized expenses Minimum tax credit carryforwards All other Valuation allowance Total deferred tax assets Deferred tax liabilities: Depreciation and...

  • Page 64
    ...$11.0 that will expire in 2010. NOTE 7. Financial Instruments and Risk Management We operate globally, with manufacturing and distribution facilities in various locations around the world. We may reduce our exposure to fluctuations in cash flows associated with changes in interest rates and foreign...

  • Page 65
    ... the change in strategy in December 2005, we entered into a treasury lock agreement with a notional amount of $250.0 designated as a cash flow hedge of the $500.0 principal amount of five-year notes payable issued in January 2006. The loss on the 2005 lock agreement of $1.9 was recorded in AOCI and...

  • Page 66
    ... forward contracts and option contracts with fair values totaling $7.9 and $2.5, respectively, recorded in accounts payable. mated based on quotes from market makers of these instruments and represent the estimated amounts that we would expect to receive or pay to terminate the agreements. The...

  • Page 67
    ...23.6 of unrecognized compensation cost related to stock options outstanding. That cost is expected to be recognized over a weighted-average period of 1.3 years. We recognize expense on stock options using a graded vesting method, which recognizes the associated expense based on the timing of option...

  • Page 68
    ... as a dividend for each outstanding share of its common stock. Each right, which is redeemable at $.005 at any time at our option, entitles the shareholder, among other things, to purchase one share of Avon common stock at a price equal to one-half of the then current market price, if certain...

  • Page 69
    ... 2006, we increased sequentially the purchases under our program as we have been accelerating the pace of our repurchase program. NOTE 10. Employee Benefit Plans Savings Plan We offer a qualified defined contribution plan for U.S.-based employees, the Avon Personal Savings Account Plan, which...

  • Page 70
    ... status at end of year Unrecognized actuarial loss Unrecognized prior service (credit) cost Unrecognized net transition obligation Net amount recognized Amount Recognized in Balance Sheet: Prepaid benefit (other assets) Accrued compensation Employee benefit plans liability Intangible asset (other...

  • Page 71
    ... Comprehensive Income Pension Benefits U.S. Plans Non-U.S. Plans 2004 Postretirement Benefits 2004 2006 Net Periodic Benefit Cost: Service cost Interest cost Expected return on plan assets Amortization of prior service (credit) cost Amortization of actuarial losses Settlements/curtailments Special...

  • Page 72
    ... net cost recorded in the Consolidated Statements of Income for the years ended December 31 were as follows: Pension Benefits U.S. Plans Non-U.S. Plans 2004 6.25% 4.50 8.75 Postretirement Benefits 2004 5.77% 3.01 7.18 2006 Discount rate Rate of compensation increase Rate of return on assets...

  • Page 73
    ... Avon Personal Savings Account Plan (the "PSA") but that are in excess of U.S. Internal Revenue Code limits on contributions to the PSA. Participants may elect to have their deferred compensation invested in one or more of three investment alternatives. Expense associated with the Plan for the years...

  • Page 74
    ... based on the Representative's geographic location. Intersegment sales and transfers are not significant. Each segment records direct expenses related to its employees and its operations. 2006 Fixed-income portfolio Corporate-owned life insurance policies Cash and cash equivalents Total $15.6 36...

  • Page 75
    Summarized financial information concerning our segments as of December 31 is shown in the following tables. Total Revenue & Operating Profit 2006 Total Revenue North America Latin America Western Europe, Middle East & Africa Central & Eastern Europe Asia Pacific China Total from operations Global ...

  • Page 76
    ...move of certain services from markets within Europe to lower cost shared service centers, which is expected to be completed in phases through 2008. In connection with these initiatives, we recorded charges of $51.6 pretax in the fourth quarter of 2005, primarily for employee related costs, including...

  • Page 77
    .../ Other 6.5 (.4) (5.1) - .1 Total $ 51.6 (.5) (21.9) - $ 29.2 218.3 (16.1) (117.1) (31.4) 3.1 $ 86.0 $ $ $ $ $ 1.1 Non-cash write-offs associated with employee-related costs are the result of settlement, curtailment and special termination benefit charges for pension plans and postretirement...

  • Page 78
    ... total costs to implement in the range of $500.0 before taxes for all restructuring initiatives, including restructuring charges and other costs to implement. The amounts shown in the tables above as charges recorded to date relate to initiatives that have been approved and recorded in the financial...

  • Page 79
    ... financial position, results of operations or cash flows is correspondingly remote. Kendall v. Employees' Retirement Plan of Avon Products and the Retirement Board is a purported class action commenced in April 2003 in the United States District Court for the Southern District of New York...

  • Page 80
    ... District of New York (Master File Number 05-CV-06803) under the caption In re Avon Products, Inc. ERISA Litigation naming Avon, certain officers, Avon's Retirement Board and others. The consolidated action purports to be brought on behalf of the Avon Products, Inc. Personal Savings Account Plan...

  • Page 81
    ... and customer relationships of $1.9 with a ten-year weighted-average useful life. On October 18, 2005, we purchased the Avon direct-selling business of our licensee in Colombia for approximately $154.0 in cash, pursuant to a share purchase agreement that Avon International Holdings Company, a wholly...

  • Page 82
    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Intangible Assets 2006 Carrying Amount Amortized Intangible Assets Customer relationships Licensing agreements Noncompete agreements Total Aggregate Amortization Expense: 2006 2005 2004 Estimated Amortization Expense: 2007 2008 2009 2010 2011 $36.3 36.0 ...

  • Page 83
    ...$8.4 is reflected in cost of sales and $48.1 is reflected in selling, general and administrative expenses. NOTE 18. Subsequent Events On February 1, 2007, we announced an increase in our quarterly cash dividend to $.185 per share from $.175 per share. The first dividend at the new rate will be paid...

  • Page 84
    ... at Beginning of Period Charged to Costs and Expenses Charged to Revenue Balance at End of Period (In millions) Description Deductions 2006 Allowance for doubtful accounts receivable Allowance for sales returns Allowance for inventory obsolescence Deferred tax asset valuation allowance $ 85...

  • Page 85
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  • Page 86
    ELEVEN-YEAR REVIEW In millions, except per share and employee data Income Data Net sales Other revenue (1) Total revenue Operating profit Interest expense Income from continuing operations before taxes, minority interest and cumulative effect of accounting changes Income from continuing operations ...

  • Page 87
    2003 2002 (3) 2001 (4) 2000 1999 (5) 1998 (5) 1997 1996 $6,773.7 71.4 6,845.1 1,042.8 33.3 993.5 674.6 664.8 - - $ 664.8 $6,142.4 57.7 6,200.1 863.5 52.0 835.6 543.3 534.6 - - $ 534.6 $5,957.8 42.5 6,000.3 763.2 71.1 689.7 449.4 444.9 - (.3) (6) $ 444.6 $5,681.7 40.9 5,722.6 789.9 84.7 ...

  • Page 88
    ... millions, except per share and employee data Balance sheet data Working capital Capital expenditures Property, plant and equipment, net Total assets Debt maturing within one year Long-term debt Total debt Shareholders' equity (deficit) Number of employees United States International Total employees...

  • Page 89
    ... In 1999, special charges related to this program totaled $136.4 pretax ($111.9 after tax, or $.43 per diluted share). In 1999, we recorded an asset impairment charge of $38.1 pretax ($24.0 after tax, or $.09 per diluted share) related to the write-off of an order management software system that had...

  • Page 90
    ... Representative or purchasing Avon products, please call 1-800-FOR-AVON or visit www.avon.com Annual Report Design by Avon Corporate Identity Department New York, NY Avon's 2006 Annual Report on Form 10-K includes as exhibits the certifications of the Chief Executive Officer and Chief Financial...

  • Page 91
    1 2 Board of Directors 1. Andrea Jung Chairman and Chief Executive Officer 2. W. Don Cornwell Chairman and Chief Executive Officer, Granite Broadcasting Corporation 3 4 3. Edward T. Fogarty Former Chairman, President and Chief Executive Officer, Tambrands, Inc. 4. Stanley C. Gault Former ...

  • Page 92
    avon.com Printed on recycled paper