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) November 22, 2005
THE PROCTER & GAMBLE COMPANY
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(Exact name of registrant as specified in its charter)
Ohio 1-434 31-0411980
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
One Procter & Gamble Plaza, Cincinnati, Ohio 45202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513) 983-1100
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[ ] 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 7.01 REGULATION FD DISCLOSURE
As disclosed in its Form 8-K furnished on October 3, 2005, The Procter & Gamble
Company (the "Company") completed its acquisition of The Gillette Company
("Gillette") on October 1, 2005. The Gillette Company has historically operated
in five operating business segments: Blades & Razors; Duracell; Oral Care;
Braun; and Personal Care. Gillette's Oral Care and Personal Care segments will
be subsumed within the Company's Health Care and Beauty Care segments,
respectively. Blades & Razors and Duracell & Braun, which together will be
managed as a separate Gillette Global Business Unit (GBU) under the direction of
a Vice Chair, will be presented as two reportable segments in future filings.
Blades & Razors will constitute a separate reportable segment and the combined
Duracell and Braun businesses will constitute the second separate reportable
segment.
Exhibit 99-1 provides net sales and earnings data on a pro forma basis for the
Gillette Global Business Unit for the three months ended September 30, 2005
along with a discussion of the results. With respect to the earnings data, the
exhibit reconciles "Profit from Operations," the measure used by Gillette in its
historical filings, to Earnings before Income Taxes, the comparable measure used
by the Company. The net sales and earnings data for the two separate reportable
segments will be utilized in the Management Discussion and Analysis section of
future filings as the base period for discussing the performance of the
respective segments.
Because Gillette's Oral Care and Personal Care businesses will be subsumed
within the Company's existing segments and will therefore not be reported
separately in the future, pro forma net sales and earnings data are not provided
for these businesses in Exhibit 99-1. For perspective, for the three months
ended September 30, 2005, Gillette Oral Care and Personal Care businesses both
delivered sales growth in the mid single-digits versus the prior year period.
Sales growth came behind solid volume growth on Oral-B and in shave preps as
well as the ongoing success of TAG body sprays.
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 hereunto duly authorized.
THE PROCTER & GAMBLE COMPANY
/S/ STEVEN W. JEMISON
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Steven W. Jemison, Secretary and
Associate General Counsel
November 22, 2005
EXHIBITS
99-1 Unaudited Pro Forma Gillette Global Business Unit Financial Results for
the three months ended September 30, 2005