-----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, CULHmACFzMURqAAAvjJDJ8gpNpofRvtC6fEMCAxgSDaMqqpeaUSSWLvBFEdY8agR WEsN/YNL+m2d5OcP8YWHWg== 0000950168-99-002690.txt : 19991028 0000950168-99-002690.hdr.sgml : 19991028 ACCESSION NUMBER: 0000950168-99-002690 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991026 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991027 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: 99735189 BUSINESS ADDRESS: STREET 1: P O BOX 25099 STREET 2: 1501 N HAMILTON ST 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: October 26, 1999 (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 October 26, 1999 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 First Quarter Results.* - ------------- *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: October 26, 1999 By: /s/ James M. White, III -------------------------------------------- James M. White, III Vice President, General Counsel & Secretary Exhibit Index Exhibit Number Document - ------ -------- 99 Press Release Announcing First Quarter Results - ------------- *Filed Herewith EX-99 2 PRESS RELEASE ANNOUNCING FIRST QUARTER RESULTS Universal Corporation Page 5 Contact: Release: KAREN M.L. WHELAN 2:15 p.m. Eastern Time Phone: (804) 359-9311 Fax: (804) 254-3594 email: investor@universalleaf.com UNIVERSAL CORPORATION ANNOUNCES FIRST QUARTER RESULTS RICHMOND, VA, OCTOBER 26, 1999 / PRNEWSWIRE Henry H. Harrell, Chairman and Chief Executive Officer of Universal Corporation, said today that the company's net income for the quarter ended September 30, 1999, was $29.5 million, or $.93 per share, which was significantly above the $27.1 million, or $.78 per share, reported in the first quarter of fiscal year 1999. Timing of tobacco shipments and a one-time gain from the sale of the company's interest in a tobacco joint venture were major factors in the earnings increase. Revenues were $783 million compared to $879 million in the first quarter of fiscal year 1999. The lower revenues were anticipated as a result of the smaller flue-cured crop in the United States and lower tobacco prices in Brazil caused by lower currency values. Excluding the one-time gain, operating earnings for tobacco were down. One factor in those results was the reduction of the U.S. flue-cured crop in response to increased U.S. stabilization inventories and lower demand by manufacturers, and, although the effect of flooding from Hurricane Floyd has not yet been fully tallied, management does not believe that it caused any significant further reduction in current marketings. Volumes of Brazilian tobacco shipped were also lower than those of the first quarter of fiscal year 1999, despite the large Brazilian crop, because of benefits from shipment timing last year. However, shipments of African tobacco and dark tobaccos were higher in the quarter, reflecting shipments that customers delayed from fiscal year 1999, and earnings from the company's oriental tobacco joint venture improved significantly due to similar shipment timing changes. During the quarter, the company recognized a gain on the sale of its interest in a tobacco joint venture. The after-tax gain recorded in this quarter was about $2.6 million, or $.08 per share. Despite the adverse effect of the stronger U.S. dollar, the company's Netherlands-based lumber products distribution business reported increased revenues and operating income on translation of guilder results. Improved weather led to a high level of activity in the construction sector after a protracted period of poor conditions. Higher world prices for hardwood further benefited margins. Results for the agri-products business were slightly down as strong results from rubber, nuts, and canned and frozen foods partially mitigated the effects of weather and economic difficulties in tea markets. The company continues its share purchase programs, which have been in progress since May 6, 1998, and to date has purchased 4.5 million shares of Universal common stock at a total price of approximately $143 million. The programs provide for purchases of up to $200 million. Currently, about 31 million common shares are outstanding. Mr. Harrell stated, "As Universal begins fiscal year 2000, we believe that our strategy is proving itself in the face of what have been, and continue to be, very difficult market conditions. We expect that uncommitted flue-cured and burley tobacco inventories in the hands of the trade and the U.S. stabilization cooperatives will continue to increase during the year from the current levels, which we estimate at about 270 thousand tons. However, we expect that inventory levels will begin to moderate during fiscal year 2001 as crops are further reduced. Although we will be affected by this period of market imbalance, we believe that Universal will continue to show strong performance, underlining the fundamental strength of our strategy, and we look forward to the market recovery we foresee." Allen B. King, President and Chief Operating Officer of Universal Corporation noted, "During this quarter, our U.S. employees suffered from the effects of flooding caused by Hurricane Floyd. Our processing facility at Rocky Mount was severely damaged, and the disruption to the lives of our employees was also severe. While we have flood and other insurance on our plant, many of our employees have lost a great deal, and I applaud the efforts of the Universal family to provide disaster relief. In addition to its contributions to the Red Cross for immediate assistance, Universal is matching generous contributions from employees, customers, and suppliers to a foundation that it has formed for this relief. We are fortunate that none of our employees was severely injured in this disaster, and we are extremely proud of the outpouring of help from the entire Universal family." The company cautions readers that the statements contained herein regarding expected earnings and expectations for the company's performance are forward-looking statements based upon management's current knowledge and assumptions about future events, including anticipated levels of demand for the company's products and services, costs incurred in providing these products and services, and timing of shipments to customers. Lumber earnings could also be affected by a number of factors, including the translation effects of currency rate changes and unusual weather conditions in the Netherlands. Actual results, therefore, could vary from those expected. For more details on factors that could affect expectations, see 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 CONSOLIDATED STATEMENTS OF INCOME Three Months Ended September 30, - --------------------------------------------------------------------------------------------------------------------------
(In thousands of dollars, except per share data) 1999 1998 - -------------------------------------------------------------------------------------------------------------------------- Sales and other operating revenues $782,988 $879,285 Costs and expenses Cost of goods sold 653,529 742,701 Selling, general and administrative expenses 77,878 78,314 ------------------------------------------ Operating income 51,581 58,270 Equity in pretax earnings of unconsolidated affiliates 6,596 570 Interest expense 11,776 15,542 ------------------------------------------ Income before income taxes and other items 46,401 43,298 Income taxes 16,704 16,021 Minority interests 195 220 - -------------------------------------------------------------------------------------------------------------------------- Net income $29,502 $27,057 - -------------------------------------------------------------------------------------------------------------------------- Earnings per share $ .93 $ . 79 - -------------------------------------------------------------------------------------------------------------------------- Diluted earnings per share $ .93 $ . 78 - -------------------------------------------------------------------------------------------------------------------------- Common shares for diluted earnings per share 31,707,944 34,483,843
M O R E NOTES: 1. Universal Corporation has seasonal operations in domestic and foreign tobacco, lumber and building products, and agri-products. Therefore, the results of operations for the period ended September 30, 1999 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 statements have been reclassified to conform to current year's presentation. 2. Contingencies: At September 30, 1999, total exposure under guarantees issued for banking facilities of unconsolidated affiliates and suppliers was approximately $39 million. Other contingent liabilities approximate $33 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 $30 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 amount. 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. At September 30, 1999, the company had outstanding approximately $23 million of loans to a farmer cooperative in Argentina. The loans are secured by tobacco and liens on real property, processing machinery and equipment and other assets of the cooperative. Although management expects to recover amounts represented by these loans, ultimate collection is contingent upon the ability of the farmers to produce competitively priced tobacco suitable for export, the financial condition and management of the cooperative, and the value of the assets pledged as security for the loans. 3. Comprehensive Income:
- --------------------------------------------------------------------------------------------------- Three months ended September 30. 1999 1998 - --------------------------------------------------------------------------------------------------- (in thousands) Net income $29,502 $27,057 Foreign currency translation adjustment 821 1,514 --- ----- Comprehensive income $30,323 $28,571
M O R E 4. Reportable Segment Data - --------------------------------------------------------------------------------------------------- Sales and other operating revenues - ---------------------------------------------------------------------------------------------------
Three months ended September 30, 1999 1998 - --------------------------------------------------------------------------------------------------- (in thousands) Tobacco $509,755 $606,402 Lumber and building products 142,021 139,264 Agri-products 131,212 133,619 - --------------------------------------------------------------------------------------------------- Total $782,988 $879,285 - --------------------------------------------------------------------------------------------------- - --------------------------------------------------------------------------------------------------- Operating income - --------------------------------------------------------------------------------------------------- Three months ended September 30, 1999 1998 - --------------------------------------------------------------------------------------------------- (in thousands) Tobacco $48,606 $49,463 Lumber and building products 8,810 7,816 Agri-products 5,058 5,197 -------------- --------------- Total segments 62,474 62,476 Corporate expenses 4,297 3,636 Interest expense 11,776 15,542 - --------------------------------------------------------------------------------------------------- Income before income taxes and other items $46,401 $43,298 - ---------------------------------------------------------------------------------------------------
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