-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, QD0zUe2pjsP8mD5lQppc/AYqZrb6sZ4AArHcMa3M1pnn2B9523TxCjFuVJlkpCtz rpoxAzGqby0z37pNUN9G9w== 0000024741-94-000041.txt : 19940707 0000024741-94-000041.hdr.sgml : 19940707 ACCESSION NUMBER: 0000024741-94-000041 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940619 ITEM INFORMATION: Bankruptcy or receivership FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORNING INC /NY CENTRAL INDEX KEY: 0000024741 STANDARD INDUSTRIAL CLASSIFICATION: 3220 IRS NUMBER: 160393470 STATE OF INCORPORATION: NY FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03247 FILM NUMBER: 94536084 BUSINESS ADDRESS: STREET 1: HOUGHTON PK C-3 CITY: CORNING STATE: NY ZIP: 14831 BUSINESS PHONE: 6079749000 FORMER COMPANY: FORMER CONFORMED NAME: CORNING INC /NY / CORNING LAB SERVICES INC DATE OF NAME CHANGE: 19930713 FORMER COMPANY: FORMER CONFORMED NAME: CORNING GLASS WORKS DATE OF NAME CHANGE: 19890512 - - -----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, nuBGwjmjWbaZKETGeGj6ghtDgVN+gMsMbpyLxtwIScEHZGr+GEnso5mYGj2pgIX3 XooibQ4CDZzXkcp9rxXy1g== 0000024741-94-000041.txt : 19940701 0000024741-94-000041.hdr.sgml : 19940701 ACCESSION NUMBER: 0000024741-94-000041 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940619 ITEM INFORMATION: Bankruptcy or receivership FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORNING INC /NY CENTRAL INDEX KEY: 0000024741 STANDARD INDUSTRIAL CLASSIFICATION: 3220 IRS NUMBER: 160393470 STATE OF INCORPORATION: NY FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03247 FILM NUMBER: 94536084 BUSINESS ADDRESS: STREET 1: HOUGHTON PK C-3 CITY: CORNING STATE: NY ZIP: 14831 BUSINESS PHONE: 6079749000 FORMER COMPANY: FORMER CONFORMED NAME: CORNING INC /NY / CORNING LAB SERVICES INC DATE OF NAME CHANGE: 19930713 FORMER COMPANY: FORMER CONFORMED NAME: CORNING GLASS WORKS DATE OF NAME CHANGE: 19890512 8-K 1 CORNING'S Q2 '94 PRESS RELEASE ON 8-K 1 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: (Date of earliest event reported) June 28, 1994 CORNING INCORPORATED (Exact name of registrant as specified in its charter) New York 1-3247 16-0393470 (State or other jurisdiction (Commission (I.R.S. of incorporation) File Number) Employer Identification No.) One Riverfront Plaza, Corning, New York 14831 (Address of principal (Zip executive offices) Code) (607) 974-9000 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) 2 Item 5. Other Events. Attached for filing as an exhibit hereto is the item listed in "Item 7 -- Financial Statements, Pro Forma Financial Information and Exhibits" below. Such item is being filed in connection with the offering by Corning Incorporated of $400,000,000 aggregate principal amount of its Medium-Term Notes due from 9 months to 50 years from Date of Issue. 3 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibits: The Registrant's press release of June 28, 1994. 4 SIGNATURES 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 thereunto duly authorized. CORNING INCORPORATED Registrant Date: June 28, 1994 By /s/ M. ANN GOSNELL M. Ann Gosnell Assistant Secretary EX-99 2 CORNING'S Q2 '94 PRESS RELEASE ON 8-K 1 Kathryn C. Littleton (607) 974-8206 John H. Abrams (607) 974-8832 IMMEDIATE RELEASE JUNE 28, 1994 Corning Incorporated Reports Second-Quarter Income of $111.4 Million CORNING, N.Y., June 28 - Corning Incorporated (NYSE:GLW) reported today that its 1994 second-quarter net income totaled $111.4 million, or $0.54 per share, a 14 percent rise over the second quarter of 1993. Second quarter sales amounted to $1.1 billion, up 22 percent from the prior year. Approximately half of the sales increase was due to recent acquisitions, including Damon Corporation in 1993. Consistent with the first quarter, sales growth was led by businesses in the company's strongest growth markets: communications, environment and life sciences. Equity company results rose 24 percent to $34.0 million, due primarily to continued improvement from operations at Dow Corning Corporation and to the elimination of losses from Vitro Corning, S.A., which was divested in late 1993. Board Chairman James R. Houghton said he attributes the good results to the "combination of a strengthened U. S. economy which is having a positive impact on all major businesses, Corning's position in three major growth markets, and the benefits of ongoing cost-reduction efforts. We believe this solid broad-based performance will enable us to meet our financial objectives for the year." Corning Incorporated is a Fortune 200 company which reports its financial results in four segments: specialty materials, communications, laboratory services and consumer products. For 1993 revenues totaled $4 billion. -30- Investor Relations Contact: Richard B. Klein, (607) 974-8313 2 CORNING INCORPORATED AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (In millions, except per-share amounts) Twenty-Four Weeks Ended Twelve Weeks Ended June 19, June 20, June 19, June 20, 1994 1993 1994 1993 (Unaudited) (Unaudited) REVENUES Net sales $2,054.6 $1,723.8 $ 1,105.7 $ 906.8 Royalty, interest, and dividend income 11.2 12.4 3.5 6.0 Non-operating gains 4.2 2,065.8 1,740.4 1,109.2 912.8 DEDUCTIONS Cost of sales 1,318.2 1,100.5 696.1 568.4 Selling, general and administrative expenses 388.0 345.3 202.3 176.7 Research and development expenses 79.3 77.5 41.1 39.8 Interest expense 51.7 35.1 25.9 18.6 Other, net 8.8 11.5 3.0 8.4 Income before taxes on income 219.8 170.5 140.8 100.9 Taxes on income 83.0 58.6 53.4 34.7 Income before minority interest and equity earnings 136.8 111.9 87.4 66.2 Minority interest in earnings of subsidiaries (17.9) (6.9) (10.0) (3.8) Equity in earnings of associated companies 50.5 34.6 34.0 27.4 NET INCOME $ 169.4 $ 139.6 $ 111.4 $ 89.8 EARNINGS PER COMMON SHARE NET INCOME $ 0.82 $ 0.73 $ 0.54 $ 0.47 The accompanying notes are an integral part of these statements. 3 CORNING INCORPORATED AND SUBSIDIARY COMPANIES CONDENSED CONSOLIDATED BALANCE SHEETS (In millions) June 19, January 2, 1994 1994 (Unaudited) ASSETS CURRENT ASSETS Cash and short-term investments $ 121.0 $ 160.8 Receivables, net 845.6 691.1 Inventories 408.7 353.9 Deferred taxes on income and other current assets 224.3 265.9 Total current assets 1,599.6 1,471.7 INVESTMENTS 676.6 630.7 PLANT AND EQUIPMENT, NET 1,797.5 1,759.8 GOODWILL AND OTHER INTANGIBLE ASSETS, NET 1,217.1 1,009.1 OTHER ASSETS 330.3 360.4 $5,621.1 $ 5,231.7 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Loans payable $ 238.5 $ 141.7 Accounts payable 143.4 245.1 Other accrued liabilities 681.8 633.5 Total current liabilities 1,063.7 1,020.3 OTHER LIABILITIES 665.9 668.6 LOANS PAYABLE BEYOND ONE YEAR 1,605.6 1,585.6 MINORITY INTEREST IN SUBSIDIARY COMPANIES 186.2 245.7 CONVERTIBLE PREFERRED STOCK 25.0 25.7 COMMON STOCKHOLDERS' EQUITY 2,074.7 1,685.8 $5,621.1 $ 5,231.7 The accompanying notes are an integral part of these statements. 4 Corning Incorporated and Subsidiary Companies Notes to Consolidated Financial Statements Quarter 2, 1994 (1) Earnings per common share are computed by dividing net income less dividends on preferred stock by the weighted average number of common shares outstanding during the period. The weighted average shares outstanding (in thousands) for the second quarter were 206,268 and 189,776 for 1994 and 1993, respectively, and for the first half were 204,286 and 189,699 for 1994 and 1993, respectively. Preferred dividends of $0.5 million and $1.0 million were declared in the second quarter and first half of 1994, respectively, compared with $0.6 million and $1.1 million in the same periods of 1993. (2) Depreciation and amortization charged to operations for the twenty-four weeks ended June 19, 1994, and June 20, 1993, totaled $154.9 million and $127.4 million, respectively. (3) In April 1994, Corning sold its Damon clinical laboratory testing operations in California to Physicians Clinical Laboratory, Inc., for approximately $51 million in cash. No gain or loss was recognized as a result of this transaction. The proceeds from this transaction were used to retire a portion of the debt incurred in conjunction with the Damon acquisition in August 1993. (4) In May 1994, Corning sold its Parkersburg, W.Va., glass-tubing products plant to Schott Corporation, a subsidiary of the Schott Group, for $57 million and decided to exit several minor product lines in the specialty materials segment. The net gain from these transactions is not material. (5) In May 1994, Corning and International Technology Corporation signed a definitive agreement to create a jointly owned company to provide environmental testing and related services. Under the terms of the agreement, Corning will transfer the net assets of its environmental testing laboratory business to the new company and International Technology will transfer the assets of its IT Analytical Services business to the new company. As a result of the transaction, Corning and International Technology will each own 50 percent of the company. The transaction is expected to close in the third quarter of 1994. Corning will account for its investment in the new company using the equity method of accounting for investments. (6) In June 1994, Corning acquired all of the outstanding shares of Maryland Medical Laboratories Inc. and several affiliates for approximately 4.5 million shares of Corning common stock in a pooling of interests transaction. Corning's consolidated financial statements have not been restated because the acquisition is not material to Corning's financial position or results of operations. (7) In June 1994, Corning signed a definitive agreement to acquire all of the outstanding shares of Nichols Institute in a transaction to be accounted for as a pooling of interests. Under terms of the agreement, Corning will exchange newly issued shares with a value equal to $13 for each Nichols share. The transaction is subject to regulatory approval and is expected to close in the second half of 1994. Corning's consolidated financial statements will not be restated because the acquisition is not material to Corning's financial position or results of operations. Non-operating gains and losses (8)During the first quarter of 1993, Corning recognized a non- operating gain totaling $4.2 million ($2.6 million after tax). -----END PRIVACY-ENHANCED MESSAGE-----