-----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, PrgvM7Y/rx7F8h/uBF8aCcwqZ9M+fShBVmWBo+PNk2Dvtj+hgg7rgELbXtg88SBH /CeyAqDa5cmgMAwC2ZJw9w== 0000059255-96-000001.txt : 19960131 0000059255-96-000001.hdr.sgml : 19960131 ACCESSION NUMBER: 0000059255-96-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960129 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960129 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: 96508065 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. 01/29/96 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 January 29, 1996 ----------------------------------------------------- (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 January 29, 1996, 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 January 29, 1996 ---------------- 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: January 29, 1996 ---------------- EX-99.1 2 EXHIBIT TO VALHI, INC. 01/29/96 8-K FILING VALHI'S 1995 EARNINGS HIGHEST IN FIVE YEARS DALLAS, TEXAS . . January 29, 1996 . . Valhi, Inc. (NYSE: VHI) reported 1995 net income of $68.5 million, or $.60 per share, up from net income of $11.6 million, or $.10 per share, in 1994. The Company's fourth quarter net income was $25 million, or $.22 per share, compared to $4.7 million, or $.04 per share, in 1994. Operating income of $258 million in 1995 was up 36% on a 14% increase in sales to approximately $2 billion (% comparisons to 1994 pro forma results). Fourth quarter operating income increased 12% to $62 million while sales increased 14% to $485 million. The Company's improved sales and earnings were driven by higher titanium dioxide pigment (`TiO2'') prices at NL Industries. Average TiO2 prices for the fourth quarter were 14% above last year but 1% below the third quarter of 1995. TiO2 sales volumes in 1995 were below the record levels of 1994 (down 7% in the fourth quarter and 3% for the full year) as demand softened in the second half of 1995. Record refined sugar volumes, aided by expiration of government-imposed restrictive marketing allotments at the end of the third quarter, partially offset the higher production costs that resulted in part from adverse weather conditions earlier in the year. Average selling prices for medium density fiberboard (`MDF'') generally peaked early in 1995 with increases in industry capacity and lower demand contributing to lower MDF selling prices and operating rates during the second half of the year. Increased fast food promotions and costs associated with integrating certain acquired hardware products operations diluted other operating results. The Company's hazardous waste management business, 50%-owned Waste Control Specialists LLC, is constructing its hazardous and toxic waste handling facility in West Texas and expects to begin reporting revenues in 1997. Net general expenses decreased principally due to lower environmental remediation costs. Income taxes for the fourth quarter of 1995 include net deferred tax benefits of $13 million resulting from changes in the U.S.-Canada income tax treaty and NL's recognition of the future benefit of certain tax credits due to its return to profitability. Valhi, Inc. is a major producer of TiO2, refined sugar, MDF and other products. The Company's 1995 results are subject to final audit. * * * * * VALHI, INC. AND SUBSIDIARIES SUMMARY OF CONTINUING OPERATIONS Three months ended December 31, 1994 and 1995 (In millions, except earnings per share)
1994 1995 ------------------- ACTUAL PRO FORMA* ACTUAL ------ --------- ------ NET SALES Chemicals $ - $223.8 $234.2 Refined sugar 103.4 103.4 153.5 Building products 46.9 46.9 45.8 Other 50.1 50.1 51.7 ------ ------ ------ $200.4 $424.2 $485.2 ====== ====== ====== OPERATING INCOME Chemicals $ - $ 30.7 $ 44.3 Refined sugar 6.6 6.6 8.1 Building products 8.9 8.9 2.1 Other 9.1 9.1 7.4 ------ ------ ------ TOTAL OPERATING INCOME 24.6 55.3 61.9 Equity in Waste Control Specialists - - (.5) Equity in NL Industries prior to consolidation (*) (1.6) - - General corporate items, net (1.7) (16.4) (4.7) Interest expense (9.3) (30.1) (30.2) ------ ------ ------ Income before income taxes 12.0 8.8 26.5 Income taxes 3.8 .2 1.2 Minority interest - .2 .3 ------ ------ ------ INCOME FROM CONTINUING OPERATIONS $ 8.2 $ 8.4 $ 25.0 ====== ====== ====== EARNINGS PER COMMON SHARE $ .07 $ .07 $ .22 ====== ====== ======
[FN] * Pro forma 1994 results assume NL Industries (the Company's chemicals subsidiary) was consolidated during 1994. VALHI, INC. AND SUBSIDIARIES SUMMARY OF CONTINUING OPERATIONS Years ended December 31, 1994 and 1995 (In millions, except earnings per share)
1994 1995 ------------------- ACTUAL PRO FORMA* ACTUAL ------ --------- ------ NET SALES Chemicals $ - $ 888.0 $1,023.9 Refined sugar 457.3 457.3 541.3 Building products 189.9 189.9 200.0 Other 185.5 185.5 195.6 ------ -------- -------- $832.7 $1,720.7 $1,960.8 ====== ======== ======== OPERATING INCOME Chemicals $ - $ 91.9 $ 178.5 Refined sugar 31.6 31.6 26.8 Building products 36.4 36.4 25.2 Other 29.9 29.9 27.4 ------ -------- -------- TOTAL OPERATING INCOME 97.9 189.8 257.9 Equity in Waste Control Specialists - - (.5) Equity in NL Industries prior to consolidation (*) (25.1) - - General corporate items, net (8.4) (49.3) (21.0) Interest expense (35.3) (119.2) (126.2) ------ -------- -------- Income before income taxes 29.1 21.3 110.2 Income taxes 9.4 9.8 41.1 Minority interest - .8 .6 ------ -------- -------- INCOME FROM CONTINUING OPERATIONS $ 19.7 $ 10.7 $ 68.5 ====== ======== ======== EARNINGS PER COMMON SHARE $ .17 $ .09 $ .60 ====== ======== ========
[FN] * Pro forma 1994 results assume NL Industries (the Company's chemicals subsidiary) was consolidated during 1994. VALHI, INC. AND SUBSIDIARIES SUMMARY OF OPERATIONS (In millions, except earnings per share)
THREE MONTHS ENDED YEARS ENDED DECEMBER 31, DECEMBER 31, ------------------ ----------------- 1994* 1995 1994* 1995 ---- ---- ---- ---- Net sales $200.4 $485.2 $832.7 $1,960.8 ====== ====== ====== ======== Operating income $ 24.6 $ 61.9 $ 97.9 $ 257.9 General corporate items, net (1.7) (4.7) (8.4) (21.0) Interest expense (9.3) (30.2) (35.3) (126.2) Equity in Waste Control Specialists - (.5) - (.5) Equity in NL Industries prior to consolidation (*) (1.6) - (25.1) - ------ ------ ------ -------- Income before income taxes 12.0 26.5 29.1 110.2 Income taxes 3.8 1.2 9.4 41.1 Minority interest - .3 - .6 ------ ------ ------- -------- Income from continuing operations 8.2 25.0 19.7 68.5 Discontinued operations (3.5) - (8.1) - ------ ------ ------ -------- Net income $ 4.7 $ 25.0 $ 11.6 $ 68.5 ====== ====== ====== ======== Income per common share: Continuing operations $ .07 $ .22 $ .17 $ .60 Discontinued operations (.03) - (.07) - ------ ------ ------ -------- Net income $ .04 $ .22 $ .10 $ .60 ====== ====== ====== ======== Weighted average common shares outstanding 114.3 114.5 114.3 114.4 ===== ===== ===== =====
[FN] * NL Industries' chemicals operations, consolidated in 1995, were reported by the equity method in 1994. -----END PRIVACY-ENHANCED MESSAGE-----