-----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, CDL8ebG6vfK9C80ZFIH2oaOOWGijBfI82lc2kFrotOEymBaJCDvX1NxK9OTh4Ph5 /3/7UT8HRDxI+EmmzSpHXQ== 0000059255-95-000027.txt : 19951122 0000059255-95-000027.hdr.sgml : 19951122 ACCESSION NUMBER: 0000059255-95-000027 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951023 ITEM INFORMATION: Acquisition or disposition of assets FILED AS OF DATE: 19951121 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALHI INC /DE/ CENTRAL INDEX KEY: 0000059255 STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060] IRS NUMBER: 870110150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05467 FILM NUMBER: 95595313 BUSINESS ADDRESS: STREET 1: THREE LINCOLN CENTRE STREET 2: 5430 LBJ FRWY STE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 2142331700 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTER STREET 2: 5430 LBJ FREEWAY SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: LLC CORP DATE OF NAME CHANGE: 19870329 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY LOAN CORP DATE OF NAME CHANGE: 19800414 8-K 1 VALHI,INC. 10/23/95 8-K FILING 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 October 23, 1995 ----------------------------------------------------- (Date of Report, date of earliest event reported) VALHI, INC. ----------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 1-5467 87-0110150 ------------------------------------------------------------ (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) No.) 5430 LBJ Freeway, Suite 1700, Dallas, TX 75240-2697 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (214) 233-1700 ------------------------------------------------------------ (Registrant's telephone number, including area code) Not applicable ------------------------------------------------------------ (Former name or address, if changed since last report) Item 5: Other Events ------------ On October 23, 1995, the Registrant issued the press release attached hereto as Exhibit 99.1 which is incorporated herein by reference. Item 7: Financial Statements, Pro Forma Financial Information ------------------------------------------------------- and Exhibits ------------ (c) Exhibit ------- Item No. Exhibit Index -------- ------------------------------------------ 99.1 Press release dated October 23, 1995 issued by the Registrant 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. VALHI, INC. (Registrant) By: /s/ Steven L. Watson ------------------------------- Steven L. Watson Vice President & Secretary Date: October 23, 1995 EX-99 2 VALHI,INC. PRESS REL. 3QRT EARNINGS VALHI REPORTS HIGHER THIRD QUARTER EARNINGS DALLAS, TEXAS . . . October 23, 1995 . . . Valhi, Inc. (NYSE: VHI) reported net income of $13.7 million, or $.12 per share, for the third quarter of 1995, up from $4.6 million, or $.04 per share, in 1994. Net income for the first nine months of 1995 was $43.5 million, or $.38 per share, up from $6.9 million, or $.06 per share, in the first nine months of 1994. Operating income of $62.2 million in the third quarter of 1995 was up 29% on an 8% increase in sales to $494 million (% comparisons to 1994 pro forma results). Year-to-date operating income increased 46% to $196 million as sales increased 14% to $1.5 billion. Overall operating income margins were 13% in the first nine months of 1995 compared to 10% in 1994 as chemicals improvements more than offset other declines. The Company's improved sales and earnings were driven by higher titanium dioxide pigments ("TiO2") prices at NL Industries. Average TiO2 selling prices for the quarter were up 18% from the 1994 period and were 2% higher than in the second quarter of this year. TiO2 shipments in the third quarter of 1995 were 6% below third quarter 1994 volume, and year-to-date volume was slightly lower than last year. Economies worldwide have continued to grow in 1995, but at a slower pace than last year, which factors contributed to the somewhat lower TiO2 sales volume in 1995 compared to 1994. Higher refined sugar production costs, due partly to adverse weather conditions, for the crop year ended September 30, 1995 more than offset slightly higher selling prices and higher volumes. Average selling prices for medium density fiberboard ("MDF") during the quarter were up 4% from the 1994 period but were down 7% from the second quarter of this year. Increases in industry capacity, particularly in Europe, and slower economic growth in North America and Europe are contributing to lower MDF selling prices and operating rates. General corporate expenses were lower than 1994 pro forma due to reduced environmental remediation costs. Valhi, Inc. is a major producer of TiO2, refined sugar, MDF and other products. * * * * * VALHI, INC. AND SUBSIDIARIES SUMMARY OF CONTINUING OPERATIONS (Unaudited) Three months ended September 30, 1994 and 1995 (In millions, except earnings per share)
1994 1995 ================== Actual Pro forma* Actual -------- ------------------ Net sales Chemicals $ - $225.2 $255.4 Refined sugar 137.4 137.4 144.0 Building products 49.6 49.6 46.2 Other 45.6 45.6 48.9 ------ ------ ------ $232.6 $457.8 $494.5 ====== ====== ====== Operating income Chemicals $ - $ 22.1 $ 45.2 Refined sugar 8.5 8.5 6.0 Building products 10.8 10.8 4.5 Other 6.8 6.8 6.5 ------ ------ ------ Total operating income 26.1 48.2 62.2 Equity in NL Industries prior to consolidation (5.5) - - General corporate items, net (1.8) (10.4) (5.9) Interest expense (8.2) (29.2) (30.8) ------ ------ ------ Income before income taxes 10.6 8.6 25.5 Income taxes 3.3 3.1 12.0 Minority interest - .1 (.2) ------ ------ ------ Income from continuing $ 7.3 $ 5.4 $ 13.7 ------ ------ ------ operations Earnings per common share $.06 $.05 $.12 ==== ==== ====
[FN] * Pro forma 1994 results assume NL Industries (the Company's chemicals subsidiary) was consolidated during the 1994 period. VALHI, INC. AND SUBSIDIARIES SUMMARY OF CONTINUING OPERATIONS (CONTINUED) (Unaudited) Nine months ended September 30, 1994 and 1995 (In millions, except earnings per share)
1994 1995 ================== Actual Pro forma* Actual -------- ---------- -------- Net sales Chemicals $ - $ 664.2 $ 789.7 Refined sugar 353.9 353.9 387.8 Building products 143.0 143.0 154.2 Other 135.4 135.4 143.9 ------ -------- -------- $632.3 $1,296.5 $1,475.6 ====== ======== ======== Operating income Chemicals $ - $ 61.2 $ 134.2 Refined sugar 25.0 25.0 18.7 Building products 27.5 27.5 23.1 Other 20.8 20.8 20.0 ------ -------- -------- Total operating income 73.3 134.5 196.0 Equity in NL Industries prior to consolidation (23.5) - - General corporate items, net (6.7) (32.9) (16.3) Interest expense (26.0) (89.1) (96.0) ------ -------- -------- Income before income taxes 17.1 12.5 83.7 Income taxes 5.6 9.6 39.9 Minority interest - .6 .3 ------ -------- -------- Income from continuing $ 11.5 $ 2.3 $ 43.5 ------ -------- -------- operations Earnings per common share $.10 $.02 $.38 ==== ==== ====
[FN] * Pro forma 1994 results assume NL Industries (the Company's chemicals subsidiary) was consolidated during the 1994 period. VALHI, INC. AND SUBSIDIARIES SUMMARY OF OPERATIONS (Unaudited) (In millions, except earnings per share)
Three months Nine months ended ended September 30, September 30, ---------------- --------------- 1994* 1995 1994* 1995 ---- ---- ---- ---- Net sales $232.6 $494.5 $632.3 $1,475.6 ====== ====== ====== ======== Operating income $ 26.1 $62.2 $ 73.3 $ 196.0 General corporate items, (1.8) (5.9) (6.7) (16.3) net Interest expense (8.2) (30.8) (26.0) (96.0) ------ ------ ------ -------- 16.1 25.5 40.6 83.7 Equity in NL Industries prior to (5.5) - (23.5) - ------ ------ ------ -------- consolidation (*) Income before income 10.6 25.5 17.1 83.7 taxes Income taxes 3.3 12.0 5.6 39.9 Minority interest - (.2) - .3 ------ ------ ------ -------- Income from continuing operations 7.3 13.7 11.5 43.5 Discontinued operations (2.7) - (4.6) - ------ ------ ------ -------- Net income $ 4.6 $ 13.7 $ 6.9 $ 43.5 ====== ====== ====== ======== Earnings per common share: Continuing operations $ .06 $.12 $ .10 $.38 Discontinued operations (.02) - (.04) - ----- ---- ----- ---- Net income $ .04 $.12 $ .06 $.38 ===== ==== ===== ==== Weighted average common shares 114.3 114.4 114.3 114.4 ----- ----- ----- ----- outstanding
[FN] * NL Industries' chemicals operations, consolidated in 1995, were reported by the equity method in 1994. -----END PRIVACY-ENHANCED MESSAGE-----