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
Date of Report: April 4, 2003
(Date of earliest event reported)
3M COMPANY
(Exact name of registrant as specified in its charter)
File No. 1-3285
(Commission File Number)
Delaware 41-0417775
(State of incorporation) (I.R.S. Employer
Identification Number)
3M Center 55144-1000
St. Paul, Minnesota (Zip Code)
(Address of principal executive offices)
Registrant's telephone, including area code:
(651) 733-1110
ITEM 9. REGULATION FD DISCLOSURE
BUSINESS SEGMENTS
Supplemental Unaudited New Business Segments Reporting
Effective January 1, 2003:
As more fully described in 3M's 2002 Annual Report on Form 10-K, in
September 2002, 3M announced it would strategically realign its
organization for faster growth and a closer focus on markets and
customers. This realignment resulted in seven reportable business
segments compared to the current structure of six reportable business
segments. These structural changes were driven by 3M's strategic planning
process and represent an important step toward access to its larger and
faster-growing markets. Executive vice president appointments were
effective October 1, 2002, but a three-month transition period was
provided to realign the existing organization to the new structure.
Internal management reporting for the new reportable business segments
commenced January 1, 2003.
3M provided in its "Management's Discussion and Analysis of Financial
Condition and Results of Operations" section in its 2002 Annual Report on
Form 10-K supplemental financial information related to these new business
segments on an annual basis. This information was provided on a
supplemental basis as the company did not operate under this new structure
for these periods, and has only operated under this new structure since
January 1, 2003.
3M is including in this Current Report on Form 8-K supplemental unaudited
financial information on both an annual and quarterly basis for the years
ended December 31, 2002, 2001 and 2000 reflecting the historical
realigned segments. This supplemental financial information is being
provided for the respective years to show the results on an interim basis
for the realigned segments. The company did not operate under the
realigned segments structure for any of these periods and will begin to
report comparative results under the new structure with the filing of its
Quarterly Report on Form 10-Q for the quarter ended March 31, 2003.
Supplemental Unaudited Financial Information:
NET SALES First Second Third Fourth Total
(Millions) Quarter Quarter Quarter Quarter Year
-----------------------------------------------------------------------
Health Care
2002 $ 845 $ 896 $ 901 $ 918 $ 3,560
2001 798 820 818 865 3,301
2000 736 761 744 766 3,007
Industrial
2002 $ 753 $ 804 $ 797 $ 793 $ 3,147
2001 859 804 758 742 3,163
2000 909 894 894 851 3,548
Consumer and Office
2002 $ 569 $ 602 $ 628 $ 645 $ 2,444
2001 654 621 630 618 2,523
2000 670 671 723 689 2,753
Display and Graphics
2002 $ 505 $ 582 $ 572 $ 569 $ 2,228
2001 498 526 504 469 1,997
2000 472 505 516 474 1,967
Electro and
Communications
2002 $ 444 $ 479 $ 460 $ 448 $ 1,831
2001 591 565 497 454 2,107
2000 491 623 636 648 2,398
Safety, Security and
Protection Services
2002 $ 413 $ 445 $ 423 $ 405 $ 1,686
2001 413 415 421 390 1,639
2000 415 434 400 366 1,615
Transportation
2002 $ 349 $ 339 $ 351 $ 349 $ 1,388
2001 350 320 324 312 1,306
2000 370 340 342 325 1,377
Corporate and
Unallocated
2002 $ 12 $ 14 $ 11 $ 11 $ 48
2001 1 2 9 6 18
2000 6 9 9 10 34
Total Company
2002 $3,890 $4,161 $4,143 $4,138 $16,332
2001 4,164 4,073 3,961 3,856 16,054
2000 4,069 4,237 4,264 4,129 16,699
Supplemental Unaudited Financial Information:
OPERATING INCOME First Second Third Fourth Total
(Millions) Quarter Quarter Quarter Quarter Year
-----------------------------------------------------------------------
Health Care
2002 $ 220 $ 213 $ 224 $ 243 $ 900
2001 162 188 189 214 753
2000 191 156 162 158 667
Industrial
2002 $ 111 $ 131 $ 130 $ 115 $ 487
2001 151 116 105 85 457
2000 170 156 169 146 641
Consumer and Office
2002 $ 105 $ 108 $ 121 $ 114 $ 448
2001 109 96 116 89 410
2000 105 100 130 102 437
Display and Graphics
2002 $ 117 $ 146 $ 142 $ 129 $ 534
2001 88 120 95 69 372
2000 122 126 125 101 474
Electro and
Communications
2002 $ 52 $ 79 $ 67 $ 55 $ 253
2001 68 76 43 28 215
2000 88 103 109 99 399
Safety, Security and
Protection Services
2002 $ 86 $ 92 $ 89 $ 71 $ 338
2001 77 75 82 68 302
2000 71 80 67 47 265
Transportation
2002 $ 85 $ 80 $ 88 $ 80 $ 333
2001 86 61 65 58 270
2000 85 67 69 58 279
Corporate and
Unallocated
2002 $ (63) $ (163) $ (10) $ (11) $ (247)
2001 (4) (398) (75) (29) (506)
2000 (17) (11) (12) (64) (104)
Total Company
2002 $ 713 $ 686 $ 851 $ 796 $ 3,046
2001 737 334 620 582 2,273
2000 815 777 819 647 3,058
As more fully described and consistent with the information provided in
3M's 2002 Annual Report on Form 10-K, all periods presented reflect the
January 1, 2002, adoption of Emerging Issues Task Force Issue No. 00-25,
"Vendor Income Statement Characterization of Consideration Paid to a
Reseller of the Vendor's Products." This adoption resulted in a
reclassification of approximately $25 million of advertising expenses
from selling, general and administrative expenses to net sales for 2001
and 2000, with no impact on operating income. This reclassification
resulted in a reduction in both advertising expenses and net sales for
these years.
Operating income in 2002 included restructuring charges recorded in
Corporate and Unallocated of $202 million ($148 million in the second
quarter, and $54 million in the first quarter).
Operating income in 2001 included net charges of $504 million ($15 million
in the fourth quarter, $69 million in the third quarter, $397 million in
the second quarter, and $23 million in the first quarter) related to the
restructuring plan, acquisition-related costs, a reversal of a 1999
litigation accrual, and a gain related to the net impact of the sale and
write-down of available-for-sale equity securities. These net charges
were recorded in Corporate and Unallocated, except for acquisition-related
costs in the first quarter that totaled $23 million ($10 million recorded
in Health Care; $7 million in Display and Graphics; and $6 million in
Electro and Communications).
Operating income in 2000 included net losses of $23 million ($74 million
loss in the fourth quarter, a $1 million net gain in the third quarter,
and a $50 million gain in the first quarter). This included $168 million
related to the company's phase-out of perfluorooctanyl-based chemistry
products (recorded in Corporate and Unallocated), a $20 million write-down
of corporate and unallocated assets, and $20 million of other charges ($13
million related to acquisitions in the Electro and Communications segment;
$6 million in the fourth quarter and $7 million in the third quarter).
Operating income gains in 2000 of $135 million were largely related to
corporate and unallocated asset dispositions, principally the sale of
available-for-sale equity securities. Operating income in the first
quarter also included a $50 million gain from the termination of a product
distribution agreement in the Health Care segment.
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 undersigned thereunto duly authorized.
3M COMPANY
By: /s/ Gregg M. Larson
--------------------
Gregg M. Larson,
Secretary
Dated: April 4, 2003