-----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, fI7hboAejC7B5+n+yVTtMngBeD1VLbiCpMHQTCbcWguPNVMxxTBcwy+Xm8SqtJnC gUsO/VzjyA/mHlEbKQ2GGw== 0000043920-95-000006.txt : 19950615 0000043920-95-000006.hdr.sgml : 19950615 ACCESSION NUMBER: 0000043920-95-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19950131 FILED AS OF DATE: 19950316 SROS: MSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREIF BROTHERS CORP CENTRAL INDEX KEY: 0000043920 STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD CONTAINERS & BOXES [2650] IRS NUMBER: 314388903 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-00566 FILM NUMBER: 95521116 BUSINESS ADDRESS: STREET 1: 621 PENNSYLVANIA AVE CITY: DELAWARE STATE: OH ZIP: 43015 BUSINESS PHONE: 6143631271 MAIL ADDRESS: STREET 1: 621 PENNSYLVANIA AVE CITY: DELAWARE STATE: OH ZIP: 43015 FORMER COMPANY: FORMER CONFORMED NAME: GREIF BROTHERS COOPERAGE CORP DATE OF NAME CHANGE: 19690820 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended January 31, 1995 Commission File Number 1-566 GREIF BROS.CORPORATION (Exact name of registrant as specified in its charter) Delaware 31-4388903 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 621 Pennsylvania Avenue, Delaware, Ohio 43015 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 614-363-1271 Not Applicable Former name, former address and former fiscal year, if changed since last report. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X . No . Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this report: Class A Common Stock 5,436,586 shares Class B Common Stock 6,652,174 shares EX-99.FINANCIALSTATE 2 CONSOLIDATED FINANCIAL STATEMENTS PART I. FINANCIAL INFORMATION GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) ASSETS
January 31, October 31, 1995 1994 CURRENT ASSETS Cash and short-term investments $ 26,786 $ 29,543 U.S. and Canadian government securities --at amortized cost which approximates market 20,679 23,970 Trade accounts receivable--less allowance of $989 for doubtful items 71,204 69,501 Inventories, at the lower of cost (prin- cipally last-in, first-out) or market 55,424 50,944 Prepaid expenses and other 14,157 14,384 Total current assets 188,250 188,342 LONG TERM ASSETS Cash surrender value of life insurance 2,669 2,618 Interest in partnership 1,091 1,091 Other long term assets 5,980 5,853 9,740 9,562 PROPERTIES, PLANTS AND EQUIPMENT--at cost Timber properties -- less depletion 3,790 3,639 Land 10,496 10,521 Buildings 99,438 99,936 Machinery, equipment, etc. 299,739 291,426 Construction in progress 19,195 18,136 Less accumulated depreciation (207,676) (202,488) 224,982 221,170 $422,972 $419,074 See accompanying Notes to Consolidated Financial Statements
GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) LIABILITIES AND SHAREHOLDERS' EQUITY
January 31, October 31, 1995 1994 CURRENT LIABILITIES Accounts payable $ 25,822 $ 32,948 Current portion of long term obligations 243 249 Accrued payrolls and employee benefits 6,432 7,082 Accrued taxes--general 1,228 1,952 Taxes on income 7,150 713 Total current liabilities 40,875 42,944 LONG TERM OBLIGATIONS (interest rates from 4.81% - 8.00%; payable to 2000) 24,905 27,966 OTHER LONG TERM LIABILITIES 14,858 14,265 DEFERRED INCOME TAXES 8,276 6,960 Total long term liabilities 48,039 49,191 SHAREHOLDERS' EQUITY (Note 1) Capital stock, without par value 9,034 9,034 Class A Common Stock: Authorized 16,000,000 shares; issued 10,570,480 shares; in treasury 5,133,894 shares; outstanding 5,436,586 shares Class B Common Stock: Authorized and issued 8,640,000 shares; in treasury 1,987,826 shares; (1,985,826 in 1994) outstanding 6,652,174 shares (6,654,174 in 1994) Earnings retained for use in the business 330,222 321,583 Cumulative translation adjustment (5,198) (3,678) 334,058 326,939 $422,972 $419,074 See accompanying Notes to Consolidated Financial Statements
GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Dollars in thousands, except per share amounts)
For the three months ended January 31, 1995 1994 Sales and other income Net sales $170,058 $128,773 Other income: Gain on sales of timber and timber properties 3,026 858 Interest, oil royalties and other 1,337 1,316 174,421 130,947 Costs and expenses (including depreciation of ($5,516 in 1995 and $5,028 in 1994) Cost of products sold 132,658 109,179 Selling, general and administrative 16,659 14,268 Interest 426 236 149,743 123,683 Income before income taxes 24,678 7,264 Taxes on income 9,300 2,700 Net Income $ 15,378 $ 4,564 Net income per share (based on the average number of shares outstanding during the period): Based on the assumption that earnings were allocated to Class A and Class B Common Stock to the extent that dividends were actually paid for the year and the remainder were allocated as they would be received by shareholders in the event of liquidation, that is, equally to Class A and Class B shares, share and share alike: Class A $1.16 $ .29 Class B $1.36 $ .45 Due to the special characteristics of the Company`s two classes of stock (see Note 1), earnings per share can be calculated upon the basis of varying assumptions, none of which, in the opinion of management, would be free from the claim that it fails fully and accurately to represent the true interest of the shareholders of each class of stock and in the earnings retained for use in the business. See accompanying Notes to Consolidated Financial Statements
GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF EARNINGS RETAINED FOR USE IN THE BUSINESS (Dollars in thousands, except per share amounts) For the three months ended January 31, 1995 1994 Balance at beginning of period $321,583 $298,757 Net income 15,378 4,564 336,961 303,321 Dividends paid: On Class A Common Stock -- $.44 2,392 1,957 On Class B Common Stock -- $.64 4,258 3,477 6,650 5,434 Stock acquired for treasury 89 515 Balance at end of period $330,222 $297,372 See accompanying Notes to Consolidated Financial Statements
GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands)
For the three months ended January 31, 1995 1994 Cash flows from operating activities: Net income $15,378 $ 4,564 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and depletion 5,694 5,204 Deferred income taxes 1,342 1,578 (Increase) decrease: Trade accounts receivable (1,703) 5,310 Inventories (4,480) (5,812) Prepaid expenses and other 227 (421) Other long term assets (178) (166) Increase (decrease): Accounts payable and accrued liabilities (7,126) (3,625) Accrued payrolls and employee benefits (650) (825) Accrued taxes - general (724) (244) Taxes on income 6,437 (322) Other long term liabilities 593 (133) Net cash provided by operating activities 14,810 5,108 Cash flows from investing activities: Sales (purchases) of investments in government and short term securities 3,291 (440) Purchase of properties, plants and equipment (9,771) (9,930) Net cash used by investing activities (6,480) (10,370) Cash flows from financing activities: (Payments) proceeds on long term debt (3,067) 3,128 Acquisition of treasury stock (89) (515) Dividends paid (6,650) (5,434) Net cash used by financing activities (9,806) (2,821) Foreign currency translation adjustment (1,281) (195) Net decrease in cash and short term investments (2,757) (8,278) Cash and short term investments at beginning of period 29,543 30,827 Cash and short term investments at end of period $26,786 $22,549 See accompanying Notes to Consolidated Financial Statements
EX-99.NOTES 3 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS GREIF BROS. CORPORATION AND SUBSIDIARY COMPANIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 1995 NOTE 1 - CAPITAL STOCK AND RETAINED EARNINGS Class A Common Stock is entitled to cumulative dividends of 2 cents a share per year after which Class B Common Stock is entitled to non-cumulative dividends up to 1 cent a share per year. Further distribution in any year must be made in proportion of 1 cent a share for Class A Common Stock to 1-1/2 cents a share for Class B Common Stock. The Class A Common Stock shall have no voting power nor shall it be entitled to notice of meetings of the stockholders, all rights to vote and all voting power being vested exclusively in the Class B Common Stock unless four quarterly cumulative dividends upon the Class A Common stock are in default. There is no cumulative voting. The Company has acquired 7,121,720 Class A and Class B Common Stock for treasury at a cost of $38,217,871 which was appropriately charged against earnings retained for use in the business. Included in the above are 2,000 shares of Class B Common Stock acquired in 1995 for $88,575. At the special meeting on February 27, 1995, a proposal to split both of the present classes of common stock on a basis of 2 shares for each of the present shares was approved (See Item 4 in Part II of this report). NOTE 2 - DIVIDENDS PER SHARE The following dividends per share were paid during the period indicated:
Three Months Ended January 31, 1995 1994 Class A Common Stock $.44 $.36 Class B Common Stock $.64 $.52
NOTE 3 - CALCULATION OF NET INCOME PER SHARE Net income per share was calculated using the following number of shares for the period presented: Class A Common Stock - 5,436,586 shares Class B Common Stock - 6,652,785 shares NOTE 4 - INVENTORIES Inventories are comprised principally of raw materials. MANAGEMENT'S DISCUSSION AND ANALYSIS Liquidity and Capital Resources As indicated in the Consolidated Balance Sheet, elsewhere in this report and discussed in greater detail in the 1994 Annual Report to Shareholders, the Company is dedicated to maintaining a strong financial position. It is our belief that this dedication is extremely important during all economic times. As discussed in the 1994 Annual Report, the Company is subject to the economic conditions of its customers. During this period, the Company has been able to utilize its developed financial position to meet its continued business needs. The current ratio as of January 31, 1995 is an indication of the continuation of the Company's strong liquidity. Capital expenditures were $9,771,000 during the three months ended January 31, 1995. These capital expenditures were principally needed to replace and improve equipment. As disclosed in the 1994 Annual Report, a subsidiary of the Company has a commitment to build a manufacturing plant in Michigan. In addition to this plant, the Company has outstanding purchase commitments for capital expenditures of approximately $14,000,000. Results of Operations Historically, revenues or earnings may or may not be representative of future operations because of various economic factors. The following comparative information is presented for the 3-month periods ended January 31, 1995 and January 31, 1994. Net sales increased 32% during the current quarter compared to the previous period. This increase was principally the result of increases in the containerboard segment, which was significantly affected by increased sales prices resulting from shortages in containerboard and related products. In addition, the shipping containers segment contributed to the increase due to an increase in unit sales and higher sales prices resulting from the increase in cost of the Company's raw materials. The gain on sales of timber and timber properties increased due to the sale of timber properties to the U.S. Forest Service and more salvage timber sales. Also, the sales prices for timber were higher as compared to the previous period. The cost of products sold as a percentage of sales decreased from 85% in 1994 to 78% in 1995. This decrease was largely the result of a higher percent of the net sales being comprised of the containerboard and related products segment, which has a higher gross profit margin than the Company's other segment. This decrease was partially offset by an increase in the cost of the Company's raw materials. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There are no material pending legal proceedings not covered by insurance. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (a.) The Company held a special meeting of Stockholders on February 27, 1995. (c.) At the special meeting, a proposal to split both of the present classes of common stock, Class A Common and Class B Common, on a basis of 2 shares for each of the present shares was approved by the stockholders. The inspectors of election certified the following vote tabulations:
Class A Class B For 4,567,033 6,552,630 Against 3,340 4,444 Abstain 625 -0- Non-votes -0- -0-
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a.) Exhibits. None. (b.) Reports on Form 8-K. No events occurred requiring Form 8-K to be filed. OTHER COMMENTS The information furnished herein reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of the consolidated balance sheet as of January 31, 1995, the consolidated statement of income for the 3-month periods ended January 31, 1995 and 1994, and the consolidated statement of cash flows for the 3-month periods then ended. These financial statements are unaudited; however, at year end an audit will be made for the fiscal year by independent certified public accountants. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Greif Bros. Corporation (Registrant) Date March 6, 1995 John K. Dieker Controller Date March 6, 1995 Philip R. Metzger Treasurer EX-27.FINANCIALDATAS 4 ART. 5 FDS FOR 1ST QUARTER 10-Q
5 This schedule contains summary financial information extracted from the Form 10-Q and is qualified in its entirety by reference to such Form 10-Q. 1,000 3-MOS OCT-31-1995 JAN-31-1995 26,786 20,679 72,193 (989) 55,424 188,250 432,658 (207,676) 422,972 40,875 0 9,034 0 0 325,024 422,972 170,058 174,421 132,658 132,658 16,659 0 426 24,678 9,300 15,378 0 0 0 15,378 1.16 1.16 Amount represents the earnings per share for the Class A Common Stock. The earnings per share for the Class B Common Stock are $1.36.
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