-----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, Kz4+ebWMHq4w65XFDovrS00MdJK6zPy8xF8xgsM6pHFQjMhIxzVlT1NIbLqKiK0B lORza3wMewMxgnWKg7sACQ== 0000950117-01-500735.txt : 20010718 0000950117-01-500735.hdr.sgml : 20010718 ACCESSION NUMBER: 0000950117-01-500735 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010717 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL PAPER CO /NEW/ CENTRAL INDEX KEY: 0000051434 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 130872805 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-03157 FILM NUMBER: 1683228 BUSINESS ADDRESS: STREET 1: TWO MANHATTANVILLE RD CITY: PURCHASE STATE: NY ZIP: 10577 BUSINESS PHONE: 9143971500 MAIL ADDRESS: STREET 1: TWO MANHATTANVILLE ROAD CITY: PURCHASE STATE: NY ZIP: 10577 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL PAPER & POWER CORP DATE OF NAME CHANGE: 19710527 8-K 1 a31034.txt INTERNATIONAL PAPER 8-K 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 July 17, 2001 - -------------------------------------------------------------------------------- Date of Report (Date of earliest event reported) INTERNATIONAL PAPER COMPANY ---------------------------- (Exact name of Registrant as Specified in Its charter) NEW YORK ----------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-3157 13-0872805 - -------------------------------------------------------------------------------- Commission File Number (IRS Employer Identification No.) 400 Atlantic Street, Stamford, Connecticut 06921 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) 203-541-8000 ------------ (Registrant's Telephone Number, Including Area Code) --------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Item 1. CHANGES IN CONTROL OF REGISTRANT. N/A Item 2. ACQUISITION OR DISPOSITION OF ASSETS. N/A Item. 3. BANKRUPTCY OR RECEIVERSHIP. N/A Item 4. CHANGES IN REGISTRANT'S DIRECTORS. N/A Item 5. OTHER EVENTS. The company today reported second-quarter 2001 earnings of $64 million ($.13 per share) before special items, an increase of $40 million over the previous quarter. First-quarter 2001 earnings before special and extraordinary items were $24 million ($.05 per share). Earnings for the second quarter last year were $315 million ($.75 per share) before special items. Second-quarter 2001 net sales were $6.7 billion, compared to $6.8 billion in the second-quarter 2000 and $6.9 billion in the first-quarter 2001. After special items, the company reported a net loss of $313 million ($.65 per share) in the second quarter of 2001, compared with net earnings of $270 million ($.64 per share) in the second quarter of 2000 after special items. In the first quarter of 2001, the company reported a net loss of $44 million ($.09) after special and extraordinary items. Special items in the second quarter included charges for facility closures, administrative realignment and related severance ($465 million before taxes and minority interest), impairment losses on assets of businesses held for sale ($85 million before taxes), and additional Champion merger integration costs ($32 million before taxes). Item 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS. N/A Item 7. FINANCIAL STATEMENTS AND EXHIBITS. (99.1) Press release issued by International Paper dated July 17, 2001 announcing second quarter earnings. Item 8. CHANGE IN FISCAL YEAR. N/A Item 9. REGULATION FD DISCLOSURE. N/A 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 hereunto duly authorized. INTERNATIONAL PAPER COMPANY ------------------------------- (Registrant) Dated: July 17, 2001 By /s/ Carol M. Samalin Stamford, Connecticut ------------------------------- Carol M. Samalin Assistant Secretary EX-99 2 ex-99.txt EXHIBIT 99.1 INTERNATIONAL PAPER PLAZA 400 ATLANTIC STREET STAMFORD, CT 06921 News Release Media Contacts: Jennifer Boardman, 203-541-8308 - --------------- 901-351-5943 Analyst Contacts: Carol Tutundgy, 203-541-8632 - ----------------- Darial Sneed, 203-541-8541 International Paper Reports Second-Quarter 2001 Earnings Stamford, Conn., - July 17, 2001 - International Paper (NYSE: IP) today reported second-quarter 2001 earnings of $64 million ($.13 per share) before special items, an increase of $40 million over the previous quarter. First-quarter 2001 earnings before special and extraordinary items were $24 million ($.05 per share). Earnings for the second quarter last year were $315 million ($.75 per share) before special items. Second-quarter 2001 net sales were $6.7 billion, compared to $6.8 billion in the second-quarter 2000 and $6.9 billion in the first-quarter 2001. "The external environment continues to be very difficult. We are taking a whole series of actions to strengthen our company and improve profitability, and those internal initiatives helped us to achieve improved results this quarter," said John Dillon, chairman and chief executive officer. "We have continued to reduce our capacity to match demand from our customers, improved our operations and began to realign staff resources to better our financial results." During the quarter and in early July, the company announced approximately 4,000 job reductions related to capacity shutdowns, internal reorganizations and streamlining of salaried staff functions. Earnings, despite improved operating efficiencies during the quarter, were negatively impacted by weak pulp and paper markets. Export competitiveness continues to slide as a result of the strong U.S. dollar. The Printing & Communications Papers business is aggressively pursuing improvement initiatives and expects significant cost savings as a result of a sector reorganization. However pulp markets continue to weaken, and the European Papers business is softening. In the Coated and Supercalendered Papers business, improved operating efficiencies have slightly offset a weak demand for magazine grades. The company's distribution business, xpedx, is making progress on its internal profit improvement program, but was affected by weak printing markets as well as slowing sales in packaging and industrial supplies. Earnings in Consumer Packaging increased over the first quarter due to operations improvements and system-wide cost reductions. The strong dollar continued to weaken bleached board demand as well as containerboard exports. Industrial Packaging continued to take extensive market-related downtime, and as a result announced the indefinite shutdown of 610,000 tons of capacity. In the Forest Products segment, lumber sales were up in an environment of stable housing starts, and prices for both oriented strand board and plywood have improved during the quarter. Stumpage prices continue to decline. In businesses outside North America, the global economic slowdown also had an impact on Carter Holt Harvey's forest products and pulp markets in Asia. Late in the quarter, business slowed in Europe. Market conditions in Brazil are stable, and financial results are holding up well. "Going forward, we do not expect any near-term improvement in demand for our products -- because of the normal summer slowdown -- but we are convinced our internal improvement efforts will continue to help offset external market conditions," said Dillon. After special items, International Paper reported a net loss of $313 million ($.65 per share) in the second quarter of 2001, compared with net earnings of $270 million ($.64 per share) in the second quarter of 2000 after special items. In the first quarter of 2001, the company reported a net loss of $44 million ($.09) after special and extraordinary items. Special items in the second quarter included charges for facility closures, administrative realignment and related severance ($465 million before taxes and minority interest), impairment losses on assets of businesses held for sale ($85 million before taxes), and additional Champion merger integration costs ($32 million before taxes). The company will hold a webcast to discuss earnings and current market conditions at 10 a.m. (EDT) today. All interested parties are invited to listen to the webcast live via the company's Internet site at http://www.internationalpaper.com by clicking on the Investor Information button. Persons who wish to listen to the live earnings webcast must pre-register at the site. A replay of the webcast will also be available on the web-site beginning at 1 p.m. (EDT) this afternoon. International Paper (http://www.internationalpaper.com) is the world's largest paper and forest products company. Businesses include paper, packaging, and forest products. As one of the largest private forest landowners in the world, the company manages its forests under the principles of the Sustainable Forestry Initiative (SFI'sm' ) program, a system that ensures the perpetual planting, growing and harvesting of trees while protecting wildlife, plants, soil, air and water quality. Headquartered in the United States, International Paper has operations in nearly 50 countries, employs more than 113,000 people and exports its products to more than 130 nations. # # # # Statements in this press release that are not historical are forward-looking. These statements are subject to risks and uncertainties that could cause actual results to differ materially, including risks related to whether our efforts relating to capacity rationalization and internal reorganizations will achieve anticipated cost savings, whether anticipated merger benefits will continue to be realized, and whether the divestiture process will move ahead as expected. In view of such uncertainties, investors are cautioned not to place undue reliance on these forward-looking statements. International Paper Summary of Consolidated Earnings Preliminary and Unaudited (In millions except for net sales and per share amounts)
Three Months Ended Six Months Ended June 30, June 30, ----------------------------- ------------------------------- 2001 2000 2001 2000 ---------- ---------- ---------- ----------- Net Sales (In billions) $6.7 $6.8 $13.6 $13.2 ---------- --------- -------- --------- Earnings (Loss) Before Interest, Income Taxes, Minority Interest, Extraordinary Items and Cumulative Effect of Accounting Change (197)(a,b) 636 (e,f) 138 (b,c) 1,202 (e,g) Interest expense, net 235 156 483 287 ---------- ----------- ---------- ----------- Earnings (Loss) Before Income Taxes, Minority Interest, Extraordinary Items and Cumulative Effect of Accounting Change (432)(a,b) 480 (e,f) (345)(b,c) 915 (e,g) Income tax provision (156)(a,b) 142 (e,f) (129)(b,c) 278 (e,g) Minority interest expense, net of taxes 37 (b) 68 (e) 79 (b) 123 (e) ---------- ----------- ---------- ----------- Earnings (Loss) Before Extraordinary Items And Cumulative Effect of Accounting Change (313)(a,b) 270 (e,f) (295)(b,c) 514 (e,g) Gains (losses) on sales of investments and businesses, net of taxes and minority interest - - (46)(d) 134 (h) Cumulative effect of change in accounting for derivatives and hedging activities, net of taxes and minority interest - - (16) - ---------- ----------- ---------- ----------- Net Earnings (Loss) $(313)(a,b) $270 (e,f) $(357)(b,c,d) $648 (e,g,h) ========== =========== ========== =========== Earnings (Loss) Per Common Share Before Extraordinary Items and Cumulative Effect of Accounting Change $(0.65)(a,b) $0.64 (e,f) $(0.61)(b,c) $1.23 (e,g) Earnings (Loss) Per Common Share - Extraordinary Items - - (d) $0.32 (h) $(0.10) Cumulative Effect of Accounting Change - - $(0.03) - ---------- ----------- ---------- ----------- Earnings (Loss) Per Common Share $(0.65)(a,b) $0.64 (e,f) $(0.74)(b,c,d) $1.55 (e,g,h) ========== =========== ========== =========== Earnings (Loss) Per Common Share - Assuming Dilution $(0.65)(a,b) $0.64 (e,f) $(0.74)(b,c,d) $1.55 (e,g,h) ========== =========== ========== =========== Average Shares of Common Stock Outstanding 483.1 421.0 482.9 417.3 ========== =========== ========== ===========
(a) Includes $32 million of pre-tax charges ($22 million after taxes) for Champion merger integration costs. (b) Includes a charge of $465 million before taxes and minority interest ($300 million after taxes and minority interest) for facility closures, administrative realignment and related severance reserves, and a charge of $85 million ($55 million after taxes) for impairment losses on assets of businesses held for sale. (c) Includes $42 million of pre-tax charges ($28 million after taxes) for Champion merger integration costs. (d) Includes an extraordinary pre-tax charge of $73 million ($46 million after taxes) related to the impairment of our Masonite business to be sold and the divestiture of our Petroleum and Minerals assets. (e) Includes a charge of $71 million before taxes and minority interest ($42 million after taxes and minority interest) for asset shutdowns of excess internal capacity and cost reduction actions. (f) Includes a $4 million pre-tax charge ($3 million after taxes) for Union Camp and Champion merger integration costs. (g) Includes a $12 million pre-tax charge ($8 million after taxes) for Union Camp and Champion merger integration costs. (h) Includes an extraordinary gain of $385 million before taxes and minority interest expense ($134 million after taxes and minority interest expense) on the sale of our investment in Scitex and Carter Holt Harvey's sale of its share of COPEC. International Paper Sales by Industry Segment Preliminary and Unaudited (In Millions)
Three Months Ended Six Months Ended June 30, June 30, ---------------------------- --------------------------- 2001 (1) 2000 (1) 2001 (1) 2000 (1) ------------ ----------- ----------- ---------- Printing Papers $ 1,945 $ 1,440 $ 4,030 $ 2,910 Industrial and Consumer Packaging 1,695 1,865 3,405 3,530 Distribution 1,710 1,700 3,510 3,450 Forest Products 720 460 1,405 960 Carter Holt Harvey 400 460 795 870 Other Businesses (2) 565 955 1,160 1,900 Less: Intersegment Sales (349) (100)(3) (725) (469)(3) ------- -------- --------- ---------- $ 6,686 $ 6,780 $ 13,580 $ 13,151 ======= ======== ========= ==========
(1) Certain reclassifications and adjustments have been made to current year and prior year amounts. (2) Includes businesses identified in the company's divestiture program. (3) Includes results from operations of Champion International Corporation acquired on June 20, 2000. International Paper Earnings by Industry Segment Preliminary and Unaudited (In Millions)
Three Months Ended Six Months Ended June 30, June 30, ----------------------------- ---------------------------- 2001 (1) 2000 (1) 2001 (1) 2000 (1) ------------ ----------- ----------- ----------- Printing Papers $ 119 $ 204 $ 273 $ 376 Industrial and Consumer Packaging 143 236 259 428 Distribution 12 35 26 65 Forest Products 182 151 318 283 Carter Holt Harvey 5 23 6 40 Other Businesses (2) 21 65 26 125 Corporate - 26 (3) - 26 (3) ------ ------ ------- -------- Operating Profit 482 740 908 1,343 Interest expense, net (235) (156) (483) (287) Minority interest adjustment 10 38 13 62 Corporate items, net (107) (67) (191) (120) Merger integration costs (32) (4) (42) (12) Restructuring and other charges (465) (71) (465) (71) Impairment losses on assets of businesses held (85) - (85) - for sale ------ ------ ------- -------- Earnings before income taxes, minority interest, extraordinary items and cumulative effect of accounting change $(432) $ 480 $ (345) $ 915 ====== ====== ======= ========
(1) Certain reclassifications and adjustments have been made to current year and prior year amounts. (2) Includes businesses identified in the company's divestiture program. (3) Includes results from operation of Champion International Corporation acquired on June 20, 2000. INTERNATIONAL PAPER PRODUCTION BY PRODUCT (UNAUDITED)
Three Months Ended Six Months Ended June 30, June 30, ------------------- ------------------- 2001 2000 2001 2000 ---- ---- ---- ---- Printing Papers (In thousands of tons) White Papers and Bristols (a) 1,578 1,355 3,219 2,735 Coated Papers 658 317 1,356 642 Market Pulp (b) 655 516 1,331 1,037 Newsprint 27 28 55 55 Packaging (In thousands of tons) Containerboard 1,061 1,190 2,108 2,394 Bleached Packaging Board 556 542 1,048 1,074 Industrial Papers 193 230 415 471 Industrial and Consumer Packaging (a) (c) 936 1,375 1,888 2,726 Specialty Products (In thousands of tons) Tissue 40 42 81 83 Forest Products (In millions) Panels (d) 771 510 1,420 1,003 Lumber 1,001 713 1,949 1,428 MDF 90 84 184 143 Particleboard 111 95 212 143
(a) Certain reclassifications and adjustments have been made to current and prior year amounts. (b) Excludes market pulp purchases. (c) A significant portion of the tonnage was fabricated from paperboard and paper produced at International Paper's own mills and included in the containerboard, bleached packaging board and industrial papers amounts in this table. (d) Panels include plywood and oriented strand boards. INTERNATIONAL PAPER COMPANY Consolidated Balance Sheet Preliminary and Unaudited (In Millions)
June 30, December 31, 2001 2000 --------------- -------------------- Assets Current Assets Cash and temporary investments $ 743 $ 1,198 Accounts and notes receivable, net 3,185 3,433 Inventories 2,925 3,182 Assets of businesses held for sale 1,618 1,890 Other current assets 995 752 --------------- --------------- Total Current Assets 9,466 10,455 --------------- --------------- Plants, Properties and Equipment, net 15,172 16,011 Forestlands 4,399 5,966 Investments 276 269 Goodwill 6,617 6,310 Deferred Charges and Other Assets 3,395 3,098 --------------- -------------- Total Assets $ 39,325 $ 42,109 =============== ============== Liabilities and Common Shareholders' Equity Current Liabilities Notes payable and current maturities of long-term debt $ 1,271 $ 2,115 Liabilities of businesses held for sale 363 541 Accounts payable and accrued liabilities 4,180 4,757 --------------- -------------- Total Current Liabilities 5,814 7,413 --------------- -------------- Long-Term Debt 12,787 12,648 Deferred Income Taxes 4,221 4,699 Other Liabilities 2,128 2,155 Minority Interest 1,341 1,355 Preferred Securities 1,805 1,805 Common Shareholders' Equity Invested capital 5,518 5,726 Retained earnings 5,711 6,308 --------------- -------------- Total Common Shareholders' Equity 11,229 12,034 --------------- -------------- Total Liabilities and Common Shareholders' Equity $ 39,325 $ 42,109 =============== ==============
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