-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AGp8T8x/CjC3E0Vx5Rx3vw2MoTf+6W54elX7pPgxa5qvUCuHyYU5XeEV2iNjhUu/ A1XIeODBc/1bBYxY+rS4Vg== 0000916641-00-000582.txt : 20000509 0000916641-00-000582.hdr.sgml : 20000509 ACCESSION NUMBER: 0000916641-00-000582 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000504 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000508 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL CORP /VA/ CENTRAL INDEX KEY: 0000102037 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FARM PRODUCT RAW MATERIALS [5150] IRS NUMBER: 540414210 STATE OF INCORPORATION: VA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-00652 FILM NUMBER: 621645 BUSINESS ADDRESS: STREET 1: 1501 NORTH HAMILTON STREET STREET 2: PO BOX 25099 CITY: RICHMOND STATE: VA ZIP: 23230 BUSINESS PHONE: 8043599311 MAIL ADDRESS: STREET 1: PO BOX 25099 CITY: RICHMOND STATE: VA ZIP: 23260 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL LEAF TOBACCO CO INC DATE OF NAME CHANGE: 19880314 8-K 1 FORM 8-K 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: May 4, 2000 (Date of earliest event reported) UNIVERSAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-652 54-0414210 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 1501 North Hamilton Street Richmond, Virginia 23230 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (804) 359-9311 Item 5. Other Events. The press release issued by the Registrant on May 4, 2000 attached hereto as Exhibit 99 is incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. No. Description --- ----------- 99 Press release announcing third quarter earnings.* - ------------- *Filed Herewith SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNIVERSAL CORPORATION (Registrant) Date: May 8, 2000 By: /s/ George C. Freeman, III -------------------------------------------- George C. Freeman, III Assistant Secretary Exhibit Index Exhibit Number Document - ------ -------- 99 Press release announcing third quarter earnings.* - ------------- *Filed Herewith EX-99 2 PRESS RELEASE ANNOUNCING THIRD QUARTER EARNINGS CONTACT: RELEASE: KAREN M.L. WHELAN IMMEDIATELY Phone: (804) 359-9311 Fax: (804) 254-3594 UNIVERSAL CORPORATION ANNOUNCES THIRD QUARTER EARNINGS RICHMOND, VA, May 4, 2000 / PRNEWSWIRE Net income for the third quarter which ended March 31, 2000, was $38.5 million, or $1.29 per diluted share, compared to $29.4, or $.88 per diluted share, during the comparable period last year. For the nine months, net income was $94.1 million, or $3.06 per diluted share, compared to $97.8 million, or $2.90 per diluted share, in fiscal year 1999. Gross revenues for the quarter were $1 billion compared to $1.2 billion last year, and for the nine months were $2.8 billion compared to $3.4 billion a year ago. Higher tobacco earnings in the quarter were due primarily to the acceleration of shipments to customers, especially from Africa. Increased volumes shipped from Brazil's larger crop, improved operations in Argentina and Mexico, and a better product mix in the United States also contributed to the positive result for the quarter. For the nine months, tobacco earnings were comparable to the levels of a year ago as the effect of the Company's strong international operations offset lower volumes in the United States and in its dark air-cured tobacco operations. U.S. volumes handled were significantly lower as both the flue-cured and burley crops were reduced in response to decreased demand from both domestic and foreign cigarette manufacturers. Domestic leaf use was down, reflecting a drop in U.S. cigarette sales in the aftermath of the settlement between U.S. cigarette manufacturers and the states, and foreign demand was lower due to ongoing customer concerns about the price and quality of U.S. leaf. Dark tobacco volumes were down due primarily to lower export demand by manufacturers and lower yields on certain tobacco types from Indonesian operations. In addition, both the quarter and the nine-month tobacco operations reflect the absence of earnings from a joint venture that was sold in the first quarter of this fiscal year. Non-tobacco earnings were slightly below last year's levels for both the three-month and nine-month periods. Universal's lumber and building products operations performed well in both periods despite the continuing strength of the U.S. dollar against the Dutch guilder. The building sector in Holland has recovered strongly from last year's slow market when record rainfall caused serious delays in construction activity. Agri-products results continued to lag last year's excellent levels due to difficult markets for tea, natural rubber and sunflower seeds. -- M O R E -- Market uncertainty and shipment timing issues have made quarterly earnings comparisons extremely difficult this year. Notwithstanding the volatility of quarterly earnings in the second and third fiscal quarters, management continues to expect a good result for fiscal year 2000, in spite of lingering world oversupply of leaf tobacco and the well-publicized problems in the United States. The exceptional strength of the third fiscal quarter was due in part to shipments to customers, which last year occurred in the fourth quarter. While this suggests that the final quarter of the fiscal year could be below last year's fourth quarter, the Company remains on track to achieve earnings in the range of $3.45 to $3.65 per share for the fiscal year ending June 30, 2000, after an estimated $7 million in pre-tax severance costs, which will be recorded in the fourth quarter of fiscal year 2000. These costs are related to U.S. plant closures announced earlier this year. Universal's share repurchase program is continuing with a total of 7.3 million shares purchased to date at a total cost of $196 million out of the $300 million program authorized by the Board of Directors. As of this writing, about 28.2 million shares remain outstanding. The Company cautions readers that any forward-looking statements contained herein are based upon management's current knowledge and assumptions about future events, including anticipated levels of demand for and supply of the Company's products and services, costs incurred in providing these products and services, timing of shipments to customers, and general economic, political, market, and weather conditions. Lumber and building products earnings are also affected by changes in exchange rates between the U.S. dollar and the Euro. Actual results, therefore, could vary from those expected. For more details on factors that could affect expectations, see the Management's Discussion and Analysis section of the Company's Annual Report on Form 10-K for the year ended June 30, 1999, as filed with the Securities and Exchange Commission. Universal Corporation is a diversified Company with operations in tobacco, lumber, and agri-products. Its gross revenues for the fiscal year that ended on June 30, 1999, were approximately $4 billion. For more information, visit Universal's web site at www.universalcorp.com. . . -- M O R E -- UNIVERSAL CORPORATION UNAUDITED STATEMENTS OF INCOME FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999 (Dollars in thousands, except per-share amounts)
Three Months 2000 1999 ----- ---- Sales and other operating revenues $1,001,207 $1,222,814 Costs and expenses Cost of goods sold 840,881 1,080,062 Selling, general and administrative 81,418 87,631 ---------- ---------- Operating income 78,908 55,121 Equity in pretax earnings of unconsolidated affiliates 2,186 5,239 Interest expense 13,934 12,848 ---------- ---------- Income before income taxes and other items 67,160 47,512 Income taxes 24,178 15,962 Minority interests 4,524 2,196 ---------- ---------- Net income $ 38,458 $ 29,354 ========== ========== Earnings per share $ 1.29 $ 0.88 Diluted earnings per share $ 1.29 $ 0.88 Denominator for earnings per share (weighted average shares) Basic 29,748,157 33,193,954 Diluted 29,749,409 33,206,198
See accompanying notes. -- M O R E -- UNIVERSAL CORPORATION UNAUDITED STATEMENTS OF INCOME FOR THE NINE MONTHS ENDED MARCH 31, 2000 AND 1999 (Dollars in thousands, except per-share amounts)
Nine Months 2000 1999 ---- ---- Sales and other operating revenues $2,816,648 $3,399,818 Costs and expenses Cost of goods sold 2,378,215 2,951,950 Selling, general and administrative 248,537 251,615 ---------- ---------- Operating income 189,896 196,253 Equity in pretax earnings of unconsolidated affiliates 8,108 7,021 Interest expense 40,474 41,536 ---------- ---------- Income before income taxes and other items 157,530 161,738 Income taxes 56,711 58,226 Minority interests 6,711 5,677 ---------- ---------- Net income $ 94,108 $ 97,835 ========== ========== Earnings per share $ 3.06 $ 2.90 Diluted earnings per share $ 3.06 $ 2.90 Denominator for earnings per share (weighted average shares) Basic 30,751,659 33,722,844 Diluted 30,759,137 33,772,047
See accompanying notes. -- M O R E -- NOTES 1. Universal Corporation together with its subsidiaries is referred to as the "Company" or "Universal." The Company's operations are seasonal; therefore, the results of operations for the three- and nine-month periods ended March 31, 2000, are not necessarily indicative of results to be expected for the year ending June 30, 2000. All adjustments necessary to state fairly the results for such period have been included and were of a normal recurring nature. Certain amounts in prior year's financial statements have been reclassified to conform to the current year's presentation. 2. Contingencies: At March 31, 2000, total exposure under guarantees issued for banking facilities of unconsolidated affiliates and suppliers was approximately $55 million. Other contingent liabilities approximate $43 million and relate principally to performance bonds, Common Market guarantees, and accounts receivable sold with recourse. The Company's Brazilian subsidiaries have been notified by the tax authorities of proposed adjustments to the income tax returns filed in prior years. The total proposed adjustments, including penalties and interest, approximate $25 million. The Company believes the Brazilian tax returns filed were in compliance with the applicable tax code. The numerous proposed adjustments vary in complexity and amounts. While it is not feasible to predict the precise amount or timing of each proposed adjustment, the Company believes that the ultimate disposition will not have a material adverse effect on the Company's consolidated financial position or results of operations. The Company has operations located in Zimbabwe and the performance of these operations can materially affect the company's tobacco earnings. Zimbabwe is currently experiencing significant civil unrest. Deliveries of tobacco to the Zimbabwe auction market have been delayed due to continued disruptions in the farming communities, fuel shortages, and an exceptionally high official exchange rate for the country's currency. The company continues to believe that the flue-cured crop, which is estimated at 220 million kilograms, will be delivered to the market over time, but currently, management cannot predict the outcome of the political situation, and therefore is unable to forecast its impact on the company. However, management believes that from a long-term point of view, if production of tobacco were to permanently decline in Zimbabwe, it would be replaced by production in other countries. The company has operations in the major tobacco producing countries. Thus, management believes that it is reasonable to expect any negative impact on operations from reduced production in Zimbabwe to be short-lived. 3. Comprehensive Income
Periods ended March 31 Three months Nine months - ------------------------------------------------------------------------------------------------------------ (in thousands) 2000 1999 2000 1999 - ------------------------------------------------------------------------------------------------------------ Net income $38,458 $29,354 $94,108 $ 97,835 Foreign currency translation adjustment (10,207) (3,604) (14,045) 6,055 - ------------------------------------------------------------------------------------------------------------ Comprehensive income $28,251 $25,750 $80,063 $103,890 ============================================================================================================ 4. Reportable Segment Data (in thousands) Sales and other operating revenues Three Months Nine Months - ------------------------------------------------------------------------------------------------------------ Periods ended March 31, 2000 1999 2000 1999 - ------------------------------------------------------------------------------------------------------------ Tobacco $ 728,976 $ 973,775 $2,006,674 $2,604,525 Lumber and building products 164,458 131,481 445,281 409,508 Agri-products 107,773 117,558 364,693 385,785 - ------------------------------------------------------------------------------------------------------------ Total $1,001,207 $1,222,814 $2,816,648 $3,399,818 ============================================================================================================ Operating income Three Months Nine Months - ------------------------------------------------------------------------------------------------------------ Periods ended March 31, 2000 1999 2000 1999 - ------------------------------------------------------------------------------------------------------------ Tobacco $77,084 $55,860 $181,039 $182,691 Lumber and building products 5,380 4,556 19,694 17,843 Agri-products 2,640 3,669 10,754 13,620 ----------------------------------------------------- Total 85,104 64,085 211,487 214,154 Less: Corporate expenses 4,010 3,725 13,483 10,880 Interest expense 13,934 12,848 40,474 41,536 - ------------------------------------------------------------------------------------------------------------ Income before income taxes and other items $67,160 $47,512 $157,530 $161,738 ============================================================================================================
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