-----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, BkrW74cuDqw9qtUSU4IaCpFDHTgnL3m/dpyZh02eflFBOEJycYQOf+2hNqhdT0wb Tsy5WBCI0a17W0iqVOs2Og== 0000059255-97-000017.txt : 19970728 0000059255-97-000017.hdr.sgml : 19970728 ACCESSION NUMBER: 0000059255-97-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970724 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970725 SROS: NONE 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: 97645276 BUSINESS ADDRESS: STREET 1: THREE LINCOLN CENTRE STREET 2: 5430 LBJ FRWY STE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9722331700 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. 07/24/97 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 24, 1997 (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) (972) 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 July 24, 1997, 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 July 24, 1997 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/ Bobby D. O'Brien Bobby D. O'Brien Vice President Date: July 24, 1997 EX-99.1 2 EXHIBIT TO VALHI, INC. 07/24 8-K VALHI REPORTS SECOND QUARTER RESULTS DALLAS, TEXAS . . July 24, 1997 . . Valhi, Inc. (NYSE: VHI) reported income from continuing operations of $2.6 million, or $.02 per share, for the second quarter of 1997 compared to income of $5.5 million, or $.05 per share, in the second quarter of 1996. For the first six months of 1997, Valhi reported a loss from continuing operations of $20.5 million, or $.18 per share, compared to income of $14.1 million, or $.12 per share, in the first six months of 1996. The 1997 year-to-date loss includes a $30 million first quarter pre-tax charge ($19.5 million, or $.17 per share, net-of-tax), included in general corporate expenses, related to the adoption of a new accounting standard regarding accounting for environmental remediation liabilities at NL Industries, Inc. Chemicals operating income at 56%-owned NL Industries in the second quarter of 1997, while lower than the second quarter of 1996, increased $10.4 million compared to the first quarter of 1997 due primarily to higher average selling prices for titanium dioxide pigments ("TiO2"). Average TiO2 selling prices for the second quarter of 1997 were 3% higher than the first quarter of 1997 and 8% lower than the second quarter of 1996. Selling prices at the end of the second quarter of 1997 were 1% higher than the average for the quarter. NL achieved record second quarter and first six months TiO2 sales volume reflecting continued strong TiO2 demand, as second quarter and six month sales volumes increased 9% and 14%, respectively, from the year-earlier periods, with higher volumes worldwide. NL expects further increases in its TiO2 selling prices during the second half of 1997. In other operations, the Company's component products business reported higher sales and operating income due primarily to higher volumes in all three of its major product lines (ergonomic workstations, drawer slides and locks). Securities earnings increased in 1997 due to cash distributions received from The Amalgamated Sugar Company LLC, which are reported as dividend income, as well as a higher level of funds available for investment, including interest earned on the debt financing Valhi provided to Snake River Sugar Company. Interest expense increased in 1997 due primarily to Valhi's loans from Snake River. Discontinued operations include both the results of Medite Corporation's building products operations and Sybra, Inc.' s fast food operations, and in the second quarter of 1997 include a net-of-tax gain on disposal of approximately $19 million related to the previously-reported disposition of the Company's fast food operations. The extraordinary loss relates to the write-off of unamortized deferred financing costs resulting from the early retirement of $27.6 million of Valcor's 9 5/8% Senior Notes in connection with the tender offer completed in April 1997. The statements in this release relating to matters that are not historical facts are forward-looking statements that involve risks and uncertainties, including, but not limited to, future supply and demand for the Company's products (including cyclicality thereof), future global economic conditions, changes in government regulations, competitive products, customer and competitor strategies, the impact of pricing and production decisions, environmental matters, the ultimate resolution of pending litigation and any possible future litigation, completion of pending asset/business unit dispositions and other risks and uncertainties detailed in the Company's SEC filings. Valhi, Inc. is engaged in the chemicals, component products and waste management industries. * * * * * VALHI, INC. AND SUBSIDIARIES SUMMARY OF OPERATIONS (Unaudited) (In millions, except earnings per share)
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, 1996* 1997 1996* 1997 NET SALES Chemicals $263.2 $252.7 $503.6 $492.2 Component products 21.7 27.5 42.9 53.3 $284.9 $280.2 $546.5 $545.5 OPERATING INCOME Chemicals $ 30.8 $ 23.9 $ 67.4 $ 37.4 Component products 5.0 6.9 9.4 13.2 TOTAL OPERATING INCOME 35.8 30.8 76.8 50.6 Equity in Waste Control Specialists (1.3) (2.8) (2.4) (5.5) Equity in Amalgamated 1.0 - 4.6 - General corporate items, net: Securities earnings 2.4 16.6 5.1 31.3 Expenses, net (2.1) (8.2) (8.8) (43.1) Interest expense (24.3) (30.6) (49.1) (61.3) Income (loss) before taxes 11.5 5.8 26.2 (28.0) Income taxes (benefit) 3.7 3.2 7.5 (7.5) Minority interest 2.3 - INCOME (LOSS) FROM CONTINUING 5.5 2.6 14.1 (20.5) OPERATIONS Discontinued operations 3.3 19.8 (11.0) 35.4 Extraordinary item - (.4) - (.4) NET INCOME $ 8.8 $ 22.0 $ 3.1 $ 14.5 INCOME (LOSS) PER COMMON SHARE Continuing operations $ .05 $ .02 $ .12 $ (.18) Discontinued operations .03 .17 (.09) .31 Extraordinary item - - NET INCOME $ .08 $ .19 $ .03 $ .13 Weighted average common shares 114.6 115.0 114.6 114.9 outstanding
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