Current Report Filing (8-k)

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 (Date of earliest event reported): July 10, 2015

Zoetis Inc.

(Exact name of registrant as specified in its charter)



Delaware	001-35797	46-0696167
(State or other jurisdiction	(Commission File	(I.R.S. Employer
of incorporation)	Number)	Identification No.)



100 Campus Drive, Florham Park		07932
(Address of principal executive offices)		(Zip Code)

(973) 822-7000

(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))


o	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.

The information set forth under Item 7.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.02.

Item 7.01 Regulation FD Disclosure.

On May 5, 2015, Zoetis (the company) announced a comprehensive operational efficiency initiative designed to reduce complexity in its global operations and optimize its resource allocation and efficiency. In connection with this initiative, during the second quarter of 2015, the company completed certain changes to its organizational structure that resulted in the consolidation of the company’s Europe/Africa/Middle East (EuAfME), Canada/Latin America (CLAR) and Asia/Pacific (APAC) operating segments into a single operating segment. The company's new reporting structure consists of two segments: the United States (U.S.) and International.

Additionally, and also in connection with its operational efficiency initiative, the company recategorized certain costs that are not allocated to its operating segments. These costs primarily consist of corporate expenses and research and development expenses.

These changes will be reflected in the company’s second quarter 2015 financial results, which the company plans to announce on August 4, 2015.

Zoetis is furnishing this Current Report on Form 8-K to provide revised historical financial information in conformance with its new organizational structure. The information provided herein is for informational purposes only. The revised historical financial information has no effect on the company’s previously reported total condensed consolidated financial condition or results of operations.

The information included in this Current Report and in the attached Exhibit 99.1 is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.


(d)	Exhibits

Exhibit 99.1 Revised historical financial information.

SIGNATURE

Under the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the authorized undersigned.



	Zoetis Inc.

July 10, 2015	By:	/S/ PAUL S. HERENDEEN
		Paul S. Herendeen
		Executive Vice President and
		Chief Financial Officer

EXHIBIT INDEX

Exhibit No. Description


99.1	Revised historical financial information

ZOETIS INC.

CONSOLIDATED REVENUE BY SEGMENT

(UNAUDITED)

(millions of dollars)



	First Quarter				% Change						2014
	2015		2014		Total		Foreign Exchange		Operational		Second Quarter		Third Quarter		Fourth Quarter
Revenue:
Livestock	$	715	$	706	1	%	(6	)%	7	%	$	703	$	790	$	904
Companion Animal	377		380		(1	)%	(5	)%	4	%	439		408		405
Contract Manufacturing	10		11		(9	)%	3	%	(12	)%	16		12		11
Total Revenue	$	1,102	$	1,097	—	%	(6	)%	6	%	$	1,158	$	1,210	$	1,320



U.S.
Livestock	$	299	$	263	14	%	—	%	14	%	$	224	$	308	$	368
Companion Animal	222		216		3	%	—	%	3	%	235		224		221
Total U.S. Revenue	$	521	$	479	9	%	—	%	9	%	$	459	$	532	$	589

International
Livestock	$	416	$	443	(6	)%	(9	)%	3	%	$	479	$	482	$	536
Companion Animal	155		164		(5	)%	(10	)%	5	%	204		184		184
Total International Revenue	$	571	$	607	(6	)%	(10	)%	4	%	$	683	$	666	$	720

Certain amounts and percentages may reflect rounding adjustments.

ZOETIS INC.

CONSOLIDATED REVENUE BY KEY INTERNATIONAL MARKETS

(UNAUDITED)

(millions of dollars)



	First Quarter				% Change						2014
	2015		2014		Total		Foreign Exchange		Operational		Second Quarter		Third Quarter		Fourth Quarter
Total International	$	571	$	607	(6	)%	(10	)%	4	%	$	683	$	666	$	720
Australia	28		33		(15	)%	(11	)%	(4	)%	45		47		48
Brazil	64		64		—	%	(14	)%	14	%	83		71		93
Canada	33		36		(8	)%	(10	)%	2	%	55		39		60
China	35		33		6	%	(1	)%	7	%	23		24		27
France	26		40		(35	)%	(11	)%	(24	)%	34		40		37
Germany	28		33		(15	)%	(14	)%	(1	)%	40		34		43
Italy	25		27		(7	)%	(12	)%	5	%	24		26		27
Japan	26		29		(10	)%	(10	)%	—	%	32		17		26
Mexico	18		21		(14	)%	(10	)%	(4	)%	21		20		22
Spain	19		21		(10	)%	(14	)%	4	%	23		23		23
United Kingdom	42		43		(2	)%	(8	)%	6	%	36		42		44
Other Developed	65		71		(8	)%	(9	)%	1	%	87		84		84
Other Emerging	162		156		4	%	(7	)%	11	%	180		199		186

Certain amounts and percentages may reflect rounding adjustments.

ZOETIS INC.

SEGMENT EARNINGS

(UNAUDITED)

(millions of dollars)



	First Quarter						% Change						2014
	2015			2014			Total		Foreign Exchange		Operational		Second Quarter			Third Quarter			Fourth Quarter
U.S.:
Revenue	$	521		$	479		9	%	—	%	9	%	$	459		$	532		$	589
Cost of Sales	125			111			13	%	—	%	13	%	106			126			139
Gross Profit	396			368			8	%	—	%	13	%	353			406			450
Gross Margin	76.0		%	76.8		%							76.9		%	76.3		%	76.4		%
Operating Expenses	81			90			(10	)%	—	%	(10	)%	95			93			123
Other (income)/deductions	—			—			*		—	%	*		—			—			—
U.S. Earnings	315			278			13	%	—	%	13	%	258			313			327

International:
Revenue	$	571		$	607		(6	)%	(10	)%	4	%	683			666			720
Cost of Sales	204			217			(6	)%	(7	)%	1	%	243			241			263
Gross Profit	367			390			(6	)%	(12	)%	6	%	440			425			457
Gross Margin	64.3		%	64.3		%							64.4		%	63.8		%	63.5		%
Operating Expenses	135			147			(8	)%	(10	)%	2	%	175			168			195
Other (income)/deductions	2			1			100	%	100	%	—	%	2			2			(3		)
International Earnings	230			242			(5	)%	(13	)%	8	%	263			255			265

Total Operating Segments	$	545		$	520		5	%	(6	)%	11	%	$	521		$	568		$	592

Other business activities^(a)	(68		)	(73		)	(7	)%					(75		)	(76		)	(94		)
Reconciling Items:
Corporate^(b)	(131		)	(122		)	7	%					(125		)	(142		)	(170		)
Purchase accounting adjustments^(c)	(13		)	(12		)	8	%					(13		)	(13		)	(13		)
Acquisition-related costs^(d)	(1		)	(2		)	(50	)%					(2		)	(1		)	(3		)
Certain significant items^(e)	(41		)	(36		)	14	%					(53		)	(38		)	(78		)
Other unallocated^(f)	(61		)	(48		)	27	%					(53		)	(60		)	(79		)
Total Earnings^(g)	$	230		$	227		1	%					$	200		$	238		$	155

*Calculation not meaningful.


(a)	Other business activities reflect the research and development costs managed by our Research and Development organization as well as our contract manufacturing business.


(b)	Corporate includes, among other things, administration expenses, interest expense, certain compensation and other costs not charged to our operating segments.


(c)	Purchase accounting adjustments include certain charges related to intangible assets and property, plant and equipment not charged to our operating segments.


(d)	Acquisition-related costs can include costs associated with acquiring, integrating and restructuring newly acquired businesses, such as transaction costs, integration costs, restructuring charges and additional depreciation associated with asset restructuring.

(e)

Certain significant items are substantive, unusual items that, either as a result of their nature or size, would not be expected to occur as part of our normal business on a regular basis. Such items primarily include certain costs related to becoming an independent public company, restructuring charges and implementation costs associated with our cost-reduction/productivity initiatives that are not associated with an acquisition, costs associated with the operational efficiency initiative, certain legal and commercial settlements, and the impact of divestiture-related gains and losses.