-----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, Tn9gZKMDAjHQl929Vu87MA7RcaUQRwKMwcp2D4Vz63Cqi29mwC2Mu6VwWnxAr0oE RnwPnYMrOa+UcVKIPVQurg== 0001104659-03-015466.txt : 20030723 0001104659-03-015466.hdr.sgml : 20030723 20030723091308 ACCESSION NUMBER: 0001104659-03-015466 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030723 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030723 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BEMIS CO INC CENTRAL INDEX KEY: 0000011199 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 430178130 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05277 FILM NUMBER: 03797431 BUSINESS ADDRESS: STREET 1: 222 S 9TH ST STE 2300 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-4099 BUSINESS PHONE: 6123763000 MAIL ADDRESS: STREET 2: 222 S 9TH STREET SUITE 2300 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-4099 8-K 1 a03-1331_18k.htm 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

 

FORM 8-K

 

Current Report

 

PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report  -  July 23, 2003

(Date of earliest event reported)

 

BEMIS COMPANY, INC.

(Exact name of Registrant as specified in its charter)

 

Commission File Number 1-5277

 

Missouri

 

43-0178130

(State or other jurisdiction of
incorporation or organization)

 

(I.R.S. Employer
Identification  No.)

 

 

 

222 South 9th Street, Suite 2300, Minneapolis, Minnesota   55402-4099

(Address of principal executive offices)

 

 

 

Registrant’s telephone number, including area code:   (612) 376-3000

 

 



 

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

 

(c).                               Exhibits

 

99                                    Press Release dated July 23, 2003.

 

 

ITEM 9.  REGULATION FD DISCLOSURE (INFORMATION FURNISHED IN THIS ITEM 9 IS FURNISHED UNDER ITEM 9 AND ITEM 12, RESULTS OF OPERATIONS AND FINANCIAL CONDITION).

 

The following information is being furnished under Items 9 and 12 of Form 8-K, pursuant to interim guidance issued by the Securities and Exchange Commission in Release No. 33-8216 dated March 27, 2003.

 

(a).                               On July 23,2003, Bemis Company, Inc. issued a press release containing its financial results for the second quarter ended June 30, 2003, a copy of which is attached as an exhibit to this report.  Updated earnings guidance for 2003 for Bemis Company is included with this press release and will be available during the regular earnings release conference call scheduled for Wednesday, July 23, 2003, at 10:00 a.m. (EDT). Individuals may listen to the call on the Internet at www.bemis.com under “Investor Relations.”  However, they are urged to check the website ahead of time to ensure their computers are configured for the audio stream.  Instruction for obtaining the required, free, downloadable software are available in a pre-event system test on the site.

 

 

SIGNATURES

 

Pursuant to the requirements of Section 13 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.

 

 

 

 

 

BEMIS COMPANY, INC.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By

/s/ Gene C. Wulf

 

By

/s/ Stanley A. Jaffy

 

 

Gene C. Wulf, Vice  President,

 

 

Stanley A. Jaffy, Vice President

 

 

Chief Financial Officer

 

 

and Controller

 

 

and Treasurer

 

 

 

 

 

 

 

Date  July 22, 2003

Date  July 22, 2003

 

2


EX-99 3 a03-1331_1ex99.htm EX-99

EXHIBIT 99

 

PRESS RELEASE  DATED JULY 23, 2003

 

BEMIS COMPANY, INC.

222 South Ninth Street

Suite 2300

Minneapolis, MN 55402-4099

 

For additional information please contact:

Melanie E. R. Miller

Vice President, Investor Relations

and Assistant Treasurer

(612) 376-3030

 

FOR IMMEDIATE RELEASE

 

BEMIS COMPANY REPORTS RESULTS FOR SECOND QUARTER 2003;

EARNINGS OF $39 MILLION, OR $0.72 PER DILUTED SHARE

 

MINNEAPOLIS, July 23, 2003 - - Bemis Company, Inc. (NYSE-BMS) today reported quarterly diluted earnings of $0.72 per share for the second quarter ended June 30, 2003, in line with the company’s revised second quarter guidance and down 12 percent from the prior year’s earnings of $0.82 per share.  Second quarter net sales increased 15 percent to a record $670 million from $585 million in the prior year.  Excluding the impact of acquisitions made during 2002, net sales increased by 4 percent.

 

“Changes in sales mix significantly impacted our business during the second quarter,” said Jeff Curler, Bemis Company President and Chief Executive Officer.  “In our high barrier product line, customers implemented working capital initiatives that slowed sales.  Lower volumes in our polyethylene product lines were driven by a number of factors, including weather related weakness in seasonal packaging needs for bottled water, ice cubes, and lawn and garden markets.  Our paper product line also experienced decreased sales in packaging for industrial end markets like cement, fertilizer and chemicals.”

 

“This month, we have made decisions about our capacity needs and have started the process of closing three flexible packaging manufacturing facilities,” said Curler.  “This restructuring effort will reduce fixed costs, take out monolayer film capacity, and direct production volume to more efficient facilities.”

 

BUSINESS SEGMENTS

Flexible Packaging

Flexible packaging, which represents 79 percent of total company net sales, reported net sales of $532 million in the second quarter, an increase of 16.6 percent compared to the same quarter in 2002.  Excluding the impact of acquisitions, net sales increased about 3.5 percent.  Operating profit for the second quarter was $70 million, down 9.2 percent from the second quarter of 2002.  As a percentage of net sales, operating profit decreased to 13.1 percent from 16.9 percent a year ago.   Increased raw material costs and competitive pricing pressures coupled with reduced production efficiencies in polyethylene and paper packaging product lines adversely impacted margins this quarter.  In addition, pension expense has increased from 2002 levels, and increased sales from less profitable European plants reduced margins compared to last year.

 

1



 

 “Our high barrier product teams continue to do an outstanding job of introducing our new film technology to the marketplace, creating packages that offer superior performance to support our customers,” said Curler.  “While we are pleased with the unit volume growth in specific high barrier markets, we were disappointed to see margins decrease.  We expect high barrier sales volume to increase sequentially during the third quarter as customer inventory adjustments are completed and normal order patterns are restored.

 

Our polyethylene packaging product line experienced a decrease in unit volume during the second quarter.  While some decrease occurred as customers adjusted their order patterns in reaction to second quarter price increases, sales of bottled water overwrap, packaging for ice cubes, and packaging for lawn and garden products were lower than expected.  Extruded polyethylene products continued to experience strong price competition and weak demand from industrial markets during the second quarter.  We are taking the appropriate steps to reduce costs and improve production efficiencies by taking out capacity where it makes sense.

 

Paper packaging product orders from industrial market customers were also weaker in the second quarter, but we have seen improvement in the month of July and expect sales during the third quarter to strengthen.”

 

In July 2003, the Company announced its intention to close three flexible packaging plants:  Murphysboro, Illinois; Union City, California; and Prattville, Alabama.  The closure of these plants will reduce fixed costs and improve capacity utilization elsewhere in the company.   Preliminary estimates of restructuring and related charges associated with the plant closing activities range from $11 to $13 million, or $0.12 to $0.15 per diluted share, for the third quarter; $2 to $3 million, or $0.02 to $0.03 per diluted share, for the fourth quarter; and approximately $1 million in 2004.

 

Pressure Sensitive Materials

Second quarter net sales from the pressure sensitive materials business segment were $138 million, a 7.4 percent increase from the second quarter of 2002 primarily reflecting the benefits of translation of European currency.  This segment contributed operating profit of $6.0 million or 4.3 percent of net sales for the quarter.  These results are lower than the operating profit of $7.2 million or 5.6 percent of net sales recorded in the second quarter of 2002.

 

On August 21, 2002, the Company announced an agreement to sell its pressure sensitive materials business segment to UPM-Kymmene for $420 million.  The European regulatory agency approved the transaction on October 16, 2002.  On April 15, 2003, the U.S. Department of Justice filed a civil complaint to block the proposed sale of this business to UPM-Kymmene, citing their concern that the sale would reduce competition in the production of bulk paper labelstock for use in variable information printing and prime labeling.  The companies are awaiting the results of a hearing that was completed in mid-June related to the Department of Justice complaint.  A decision is expected in the near future.

 

Commenting on the results of the pressure sensitive materials business segment, Curler said, “This business continues to operate in a very competitive environment.  The uncertainties of the pending transaction have hampered our ability to maximize our return in this business segment.  If the court permits the transaction with UPM-Kymmene, it is our intent to close the transaction as soon as practical.  If the court grants the Department of Justice an injunction to block our transaction, Bemis and UPM-Kymmene have agreed to terminate our purchase and sales agreement and Bemis will continue to run the business.  The second quarter results reflect an improvement in sales mix

 

2



 

compared to the first quarter of 2003, however we expect this segment to continue to perform below the comparative quarterly results of 2002 for the remainder of the year.”

 

Capital Structure

Total debt at June 30, 2003 was $692 million, compared to $724 million at December 31, 2002.  Debt to total capitalization of 37 percent at June 30, 2003 reflects an improvement from 40 percent at December 31, 2002 and 39 percent at March 31, 2003.  Strong cash flow during the second quarter was used to reduce commercial paper outstanding.

 

Selling, General and Administrative Expenses

Selling, general and administrative expenses were $64.5 million or 9.6 percent of net sales for the second quarter of 2003 compared to $60.4 million or 10.3 percent of net sales for the comparable prior year period.  Legal fees and associated costs of $2.5 million related to the ongoing efforts to complete the transaction with UPM-Kymmene were expensed during the second quarter of 2003.

 

2003 Earnings Outlook

Bemis expects third quarter 2003 diluted earnings to range from $0.60 to $0.68 per share, including estimated restructuring and related charges of $0.12 to $0.15 per diluted share.  For the full year 2003, management expects to deliver diluted earnings per share in the $2.72 to $2.86 range, including restructuring and related charges ranging from $0.14 to $0.18 per diluted share.  These estimates include a full year of operating results for the pressure sensitive materials business segment.

 

Management continues to expect capital expenditures for 2003 to range from $110 to $120 million.  These expenditures include investments in new high barrier product capacity that will position the Company to meet customer demand for new technology and achieve its objectives for sales and earnings growth in the future.

 

**********************************************************************************

Bemis Company, Inc. will Webcast an investor telephone conference regarding its second quarter 2003 financial results this morning at 10 a.m., Eastern Daylight Time.  Individuals may listen to the call on the Internet at www.bemis.com under “Investor Relations”.  However, they are urged to check the website ahead of time to ensure their computers are configured for the audio stream.  Instructions for obtaining the required, free, downloadable software are available in a pre-event system test on the site.

 

Bemis Company is a major supplier of flexible packaging and pressure sensitive materials used by leading food, consumer products, manufacturing, and other companies worldwide.  Founded in 1858, the Company reported 2002 net sales of $2.4 billion.  The Company’s flexible packaging business has a strong technical base in polymer chemistry, film extrusion, coating and laminating, printing and converting. The Company’s  pressure sensitive materials business specializes in adhesive technologies.  Based in Minneapolis, Minnesota, Bemis employs about 12,000 individuals in 56 manufacturing facilities in 10 countries around the world.  More  information about the company is available at our website, www.bemis.com.

 

Statements in this release that are not historical, including statements relating to the expected future performance of the company, are considered “forward-looking” and are presented pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995.  Such content is subject to certain risks and uncertainties.  Actual future results and trends may differ materially from historical results or those projected in any such forward-looking statements depending on a variety of factors which are detailed in the Company’s regular SEC filings including the most recently filed Form 10-K for the year ended December 31, 2002.

 

3



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(dollars in thousands)

(unaudited)

 

 

 

June 30,
2003

 

Dec 31,
2002

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash

 

$

85,556

 

$

56,401

 

Accounts receivable, net

 

340,240

 

321,790

 

Inventories, net

 

325,114

 

308,344

 

Prepaid expenses

 

37,856

 

35,120

 

Total current assets

 

788,766

 

721,655

 

 

 

 

 

 

 

Property and equipment, net

 

907,415

 

909,953

 

 

 

 

 

 

 

Goodwill

 

451,280

 

448,009

 

Other intangible assets, net

 

73,773

 

76,176

 

Deferred charges and other assets

 

107,545

 

100,857

 

Total

 

632,598

 

625,042

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

2,328,779

 

$

2,256,650

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current portion of long-term debt

 

$

1,017

 

$

3,516

 

Short-term borrowings

 

6,605

 

1,714

 

Accounts payable

 

233,352

 

230,468

 

Accrued salaries and wages

 

62,847

 

71,610

 

Accrued income and other taxes

 

25,102

 

18,545

 

Total current liabilities

 

328,923

 

325,853

 

 

 

 

 

 

 

Long-term debt, less current portion

 

684,100

 

718,277

 

Deferred taxes

 

110,300

 

106,050

 

Deferred credits and other liabilities

 

149,660

 

143,056

 

Total liabilities

 

1,272,983

 

1,293,236

 

 

 

 

 

 

 

Minority interest

 

5,219

 

4,440

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock issued (61,513,910 and 61,344,887 shares)

 

6,151

 

6,134

 

Capital in excess of par value

 

254,672

 

248,206

 

Retained income

 

1,097,018

 

1,052,475

 

Other comprehensive income (loss)

 

(56,920

)

(97,497

)

Treasury common stock (8,401,149 and 8,401,149 shares)

 

(250,344

)

(250,344

)

Total stockholders’ equity

 

1,050,577

 

958,974

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

2,328,779

 

$

2,256,650

 

 

4



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Six Months Ended
June 30,

 

 

 

2003

 

2002

 

Cash flows from operating activities

 

 

 

 

 

Net income

 

$

74,267

 

$

78,886

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

65,573

 

58,615

 

Minority interest in net income

 

388

 

397

 

Stock award compensation

 

6,177

 

7,792

 

Deferred income taxes

 

3,525

 

5,398

 

Loss (income) of unconsolidated affiliated companies

 

(688

)

1,360

 

Loss (gain) on sales of property and equipment

 

141

 

404

 

Changes in working capital, net of effects of acquisitions

 

(14,963

)

(12,190

)

Net change in deferred charges and credits

 

2,642

 

(8,650

)

 

 

 

 

 

 

Net cash provided by operating activities

 

137,062

 

132,012

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Additions to property and equipment

 

(46,930

)

(32,645

)

Business acquisition adjustments, net of cash acquired

 

(1,185

)

62

 

Proceeds from sales of property and equipment

 

75

 

151

 

 

 

 

 

 

 

Net cash used in investing activities

 

(48,040

)

(32,432

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Change in long-term debt

 

(39,777

)

(56,317

)

Change in short-term debt

 

2,229

 

(3,572

)

Cash dividends paid to stockholders

 

(29,724

)

(27,508

)

Stock incentive programs

 

213

 

 

 

 

 

 

 

 

 

Net cash used in financing activities

 

(67,059

)

(87,397

)

 

 

 

 

 

 

Effect of exchange rates on cash

 

7,192

 

1,401

 

 

 

 

 

 

 

Net increase in cash

 

29,155

 

13,584

 

 

 

 

 

 

 

Cash balance at beginning of year

 

56,401

 

35,101

 

 

 

 

 

 

 

Cash balance at end of period

 

$

85,556

 

$

48,685

 

 

5



 

BEMIS COMPANY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

670,165

 

$

584,774

 

$

1,308,724

 

$

1,137,451

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of products sold

 

533,932

 

444,734

 

1,041,291

 

877,187

 

Selling, general and administrative expenses

 

64,489

 

60,438

 

130,319

 

115,523

 

Research and development

 

6,046

 

4,724

 

11,102

 

8,316

 

Interest expense

 

3,235

 

3,774

 

6,661

 

7,846

 

Other costs (income), net

 

(1,211

)

(146

)

(1,704

)

896

 

Minority interest in net income

 

181

 

257

 

388

 

397

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

63,493

 

70,993

 

120,667

 

127,286

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

24,700

 

27,000

 

46,400

 

48,400

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

38,793

 

$

43,993

 

$

74,267

 

$

78,886

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share of common stock

 

$

.73

 

$

.83

 

$

1.40

 

$

1.49

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share of common stock

 

$

.72

 

$

.82

 

$

1.38

 

$

1.47

 

 

 

 

 

 

 

 

 

 

 

Cash dividends paid

 

$

0.28

 

$

.26

 

$

.56

 

$

.52

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

53,106

 

52,942

 

53,065

 

52,929

 

Weighted average common shares and common stock equivalents outstanding

 

53,829

 

53,773

 

53,818

 

53,688

 

 

6


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