-----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, Vlec/uAi1O2ICcgTBOzCHaKUIrVz6S+Ch4NHhrk4BQ3ZmK68VscjaOrTxqguVOw8 AODZg1EZyd7wuMc95FDO/Q== 0000950130-96-003192.txt : 19960816 0000950130-96-003192.hdr.sgml : 19960816 ACCESSION NUMBER: 0000950130-96-003192 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960814 SROS: NASD SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BORDEN CHEMICALS & PLASTICS LIMITED PARTNERSHIP /DE/ CENTRAL INDEX KEY: 0000821202 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 311269627 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09699 FILM NUMBER: 96612338 BUSINESS ADDRESS: STREET 1: HIGHWAY 73 CITY: GEISMAR STATE: LA ZIP: 70734 BUSINESS PHONE: 5046736121 MAIL ADDRESS: STREET 1: PO BOX 427 CITY: GERSMAR STATE: LA ZIP: 70734 FORMER COMPANY: FORMER CONFORMED NAME: BORDEN CHEMICALS & PLASTICS LIMITED PARTNERSHIP DATE OF NAME CHANGE: 19920703 10-Q 1 FORM 10-Q ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 COMMISSION FILE NO. 1-9699 BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP DELAWARE 31-1269627 (STATE OF ORGANIZATION) (I.R.S. EMPLOYER IDENTIFICATION NO.) HIGHWAY 73, GEISMAR, LOUISIANA 70734 614-225-4482 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (REGISTRANT'S TELEPHONE NUMBER) ------------ 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 ___. --- ------------- Number of Common Units outstanding as of the close of business on August 9, 1996: 36,750,000. ================================================================================ BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT PER UNIT DATA)
THREE MONTHS ENDED --------------------- JUNE 30, JUNE 30, 1996 1995 -------- -------- REVENUES Net trade sales...................................... $152,675 $157,043 Net affiliated sales................................. 26,552 30,620 -------- -------- Total revenues............................. 179,227 187,663 -------- -------- EXPENSES Cost of goods sold Trade.......................................... 140,023 106,867 Affiliated..................................... 25,202 22,612 Marketing, general & administrative expense.......... 6,370 5,588 Interest expense..................................... 5,556 4,716 General Partner incentive............................ 0 9,818 Other expense, including minority interest......................................... 571 1,308 -------- -------- Total expenses........................... 177,722 150,909 -------- -------- Income before extraordinary item..................... 1,505 36,754 Extraordinary loss on early extinguishment of debt 0 (6,912) -------- -------- Net income........................................... 1,505 29,842 Less 1% General Partner interest................. (15) (298) Net income applicable to Limited Partners' -------- -------- interest......................................... $ 1,490 $ 29,544 ======== ======== PER UNIT DATA, NET OF 1% GENERAL PARTNER INTEREST: Income per Unit before extraordinary item............ $0.04 $ 0.99 Extraordinary loss per Unit.......................... 0 (0.19) -------- -------- Net income per Unit.................................. $0.04 $ 0.80 ======== ======== Average number of Units outstanding during the year.. 36,750 36,750 ======== ======== Cash distribution declared per Unit.................. $0.00 $ 1.42 ======== ========
2 BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT PER UNIT DATA)
SIX MONTHS ENDED ---------------------- JUNE 30, JUNE 30, 1996 1995 ---------- ---------- REVENUES Net trade sales...................................... $297,648 $319,531 Net affiliated sales................................. 52,164 82,938 -------- -------- Total revenues............................. 349,812 402,469 -------- -------- EXPENSES Cost of goods sold Trade.......................................... 279,603 189,035 Affiliated..................................... 50,441 48,935 Marketing, general & administrative expense.......... 12,005 11,119 Interest expense..................................... 10,906 8,801 General Partner incentive............................ 0 22,893 Other expense, including minority interest......................................... 1,449 1,445 -------- -------- Total expenses........................... 354,404 282,228 -------- -------- Income before extraordinary item..................... (4,592) 120,241 Extraordinary loss on early extinguishment of debt 0 (6,912) -------- -------- Net (loss) income.................................... (4,592) 113,329 Less 1% General Partner interest................. 46 (1,133) Net (loss) income applicable to Limited Partners' -------- -------- interest......................................... $( 4,546) $112,196 ======== ======== PER UNIT DATA, NET OF 1% GENERAL PARTNER INTEREST: Income per Unit before extraordinary item............ $( 0.12) $ 3.24 Extraordinary loss per Unit.......................... 0 (0.19) -------- -------- Net (loss) income per Unit........................... $( 0.12) $ 3.05 ======== ======== Average number of Units outstanding during the year.. 36,750 36,750 ======== ======== Cash distribution declared per Unit.................. $0.10 $ 3.19 ======== ========
3 BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) (IN THOUSANDS)
SIX MONTHS --------------------------- JUNE 30, JUNE 30, 1996 1995 --------- --------- CASH FLOWS FROM OPERATIONS Net (loss) income.............................................. ($4,592) $ 113,329 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Extraordinary loss on early extinguishment of debt....................................................... 0 6,912 Depreciation................................................ 24,415 23,447 (Increase) decrease in receivables.......................... (10,404) 10,660 Decrease (increase) in inventories, net of effect from acquired business.................................... 7,343 (14,406) Increase in payables........................................ 4,397 1,125 (Decrease) in incentive distribution payable................ (1,910) (2,047) (Decrease) increase in accrued interest..................... ( 55) 1,322 Other, net.................................................. (8,561) 1,708 --------- --------- 10,633 142,050 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Cash paid for acquisition................................... 0 (100,376) Capital expenditures........................................ (6,852) (5,822) --------- --------- (6,852) (106,198) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES Net proceeds from issuance of long-term debt.............. 0 200,000 Proceeds from short-term borrowings, (net)................ 10,000 65,000 Payment of debt issuance costs............................ 0 (8,296) Repayment of long-term debt, including prepay- ment penalty............................................. 0 (156,912) Cash distributions paid................................... (24,891) (126,835) --------- --------- (14,891) (27,043) --------- --------- (Decrease) increase in cash and equivalents.................... (11,110) 8,809 Cash and equivalents at beginning of period.................... 32,421 74,126 --------- --------- Cash and equivalents at end of period.......................... $ 21,311 $ 82,935 ========= ========= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Interest paid during the period................................ $ 10,961 $ 7,479 ========= =========
4 BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) (IN THOUSANDS)
ASSETS JUNE 30, 1996 DECEMBER 31, 1995 ------ ------------- ----------------- Cash and equivalents........................................... $ 21,311 $ 32,421 Accounts receivable (less allowance for doubtful accounts of $510 and $457 respectively) Trade.................................................... 82,552 75,788 Affiliated............................................... 18,842 15,202 Inventories Finished and in process goods............................ 27,891 33,418 Raw materials and supplies............................... 7,838 9,654 Other current assets........................................... 1,654 3,541 Total current assets.................................. --------- --------- 160,088 170,024 --------- --------- Investments in and advances to affiliated companies............ 4,465 4,437 Other assets................................................... 48,177 39,415 --------- --------- 52,642 43,852 --------- --------- Plant, property and equipment Land...................................................... 14,865 14,106 Buildings................................................. 44,468 44,216 Machinery and equipment................................... 638,336 633,484 --------- --------- 697,669 691,806 Less accumulated depreciation.................................. (360,901) (337,175) --------- --------- Net plant, property and equipment........................ 336,768 354,631 --------- --------- Total assets $ 549,498 $ 568,507 ========= ========= Accounts and drafts payable.................................... $ 69,289 $ 64,892 Cash distributions payable..................................... 0 21,179 Short-term borrowing........................................... 50,000 40,000 Incentive distribution payable to General Partner.............. 0 1,910 Accrued interest............................................... 3,207 3,262 Other accrued liabilities...................................... 11,390 13,468 --------- --------- Total current liabilities............................. 133,886 144,711 --------- --------- Long-term debt................................................. 200,000 200,000 Other liabilities.............................................. 5,882 5,677 Minority interest in consolidated subsidiary................... 1,570 1,655 --------- --------- Total liabilities 341,338 352,043 --------- --------- Partners' capital Limited Partners.......................................... 207,541 215,762 General Partner........................................... 619 702 --------- --------- Total Partners' capital................................... 208,160 216,464 --------- --------- Total liabilities and Partners Capital..... $ 549,498 $ 568,507 ========= =========
5 BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED) (IN THOUSANDS)
LIMITED GENERAL PARTNERS PARTNER TOTAL --------- ------- --------- Balance at December 31, 1994.. $ 244,443 $ 1,292 $ 245,735 Net income.................... 112,196 1,133 113,329 Cash distributions declared... (117,232) (1,415) (118,647) --------- ------- --------- Balances at June 30, 1995..... $ 239,407 $ 1,010 $ 240,417 ========= ======= ========= Balance at December 31, 1995.. $ 215,762 $ 702 $ 216,464 Net (loss).................... (4,546) (46) (4,592) Cash distributions declared... (3,675) (37) (3,712) --------- ------- --------- Balances at June 30, 1996..... $ 207,541 $ 619 $ 208,160 ========= ======= =========
6 BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) (IN THOUSANDS EXCEPT UNIT AND PER UNIT DATA) 1. INTERIM FINANCIAL STATEMENTS The accompanying unaudited interim consolidated condensed financial statements contain all adjustments, consisting only of normal recurring adjustments, which in the opinion of BCP Management, Inc. (the "General Partner") are necessary for a fair statement of the results for the interim periods. Results for the interim periods are not necessarily indicative of the results for the full year. Per Unit data in the accompanying financial statements is derived by subtracting the General Partner 1% interest from the income captions, and dividing the results by the Average Units Outstanding. 2. ACQUISITION AND FINANCING On May 2, 1995, the Partnership, through its subsidiary operating partnership ("the Operating Partnership"), completed the purchase of Occidental Chemical Corporation's ("OxyChem") Addis, Louisiana PVC manufacturing facility and related assets. The cash purchase price for the Addis assets was $100,400. On May 1, 1995 the Operating Partnership issued $200,000 aggregate principal amount of 9 1/2% senior unsecured notes (the"Senior Notes"). The proceeds from this offering, net of $9,815 of debt issuance costs, were used to prepay $150,000 aggregate principal amount of outstanding notes plus related $6,912 prepayment premium and accrued interest. The remaining proceeds were used to fund a portion of the purchase price of the Addis Facility. A $100,000 revolving credit facility was obtained during the second quarter of 1995. Borrowings under this facility were $50,000 at June 30, 1996. 3. ENVIRONMENTAL AND LEGAL PROCEEDINGS On October 27, 1994, the U.S. Department of Justice ("DOJ"), at the request of the U.S. Environmental Protection Agency (the "EPA"), filed an action against the Partnership and the General Partner in the U.S. District Court for the Middle District of Louisiana. The complaint seeks facility-wide corrective action and civil penalties for alleged violations of the federal Resource, Conservation and Recovery Act ("RCRA"), the federal Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), and the Clean Air Act at the Geismar complex. If the Partnership is unsuccessful in this proceeding, or otherwise subject to RCRA permit requirements, it may be subject to three types of costs: (i) corrective action; (ii) penalties; and (iii) costs needed to obtain a RCRA permit, portions of each which could be subject to the Environmental Indemnity Agreement ("EIA") discussed below. As to penalties, although the maximum statutory penalties that would apply in a successful enforcement action by the United States would be in excess of $150,000, management believes that, assuming the Partnership is unsuccessful, based on information currently available, and an analysis of relevant case law and administrative decisions, the more likely amount of any liability for civil penalties would not exceed several million dollars. The Partnership is subject to extensive federal, state and local environmental laws and regulations which impose limitations on the discharge of pollutants into the air and water, establish standards for the treatment, storage, transportation and disposal of solid and hazardous wastes, and impose obligations to investigate and remediate contamination in certain circumstances. The Partnership has expended substantial resources, both financial and managerial, and it anticipates that it will continue to do so in the future. Failure to comply with the extensive federal, state and local environmental laws and regulations could result in significant civil or criminal penalties, and remedation costs. Under the EIA, Borden, Inc. ("Borden") has agreed, subject to certain specified limitations, to indemnify the Partnership in respect of environmental liabilities arising from facts or circumstances that existed and requirements in effect prior to 7 November 30, 1987, the date of the initial sale of the Geismar and Illiopolis plants to the Partnership. The Partnership is responsible for environmental liabilities arising from facts or circumstances that existed and requirements that become effective on or after such date. With respect to certain environmental liabilities that may arise from facts or circumstances that existed and requirements in effect both prior to and after such date, Borden and the Partnership will share liabilities on an equitable basis considering all of the facts and circumstances including, but not limited to, the relative contribution of each to the matter and the amount of time each has operated the assets in question (to the extent relevant). No claims can be made under the EIA after November 30, 2002, and no claim can, with certain exceptions, be made with respect to the first $500 of liabilities which Borden would otherwise be responsible for thereunder in any year, but such excluded amounts shall not exceed $3,500 in the aggregate. Excluded amounts under the EIA have aggregated approximately $3,500 through June 30, 1996. In connection with potential environmental matters, a $4,000 provision was included in the Partnership's third quarter 1994 operating results. Because of various factors (including the nature of any settlement with appropriate regulatory authorities or the outcome of any proceeding, actual environmental conditions, the scope of the application of the EIA and the timing of actions, if any, required to be taken by the Partnership), the Partnership cannot reasonably estimate the full range of costs it might incur with respect to the environmental matters discussed herein. The costs incurred in any quarter or year could be material to the Partnership's results of operations for such quarter or year, although, on the basis of the relevant facts and circumstances, management believes this to be unlikely. However, management believes that such costs should not have a material adverse effect on the Partnership's financial position. The Partnership is subject to legal proceedings and claims which arise in the ordinary course of business. In the opinion of the management of the Partnership, the amount of the ultimate liability, taking into account its risk retention program and EIA with Borden, would not materially affect the financial position or results of operations of the Partnership. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS - ------------------------------------------------------------------------------- OF OPERATIONS ------------- RESULTS OF OPERATIONS QUARTER ENDED JUNE 30, 1996 COMPARED TO QUARTER ENDED JUNE 30, 1995 Revenues Total revenues during the second quarter of 1996 decreased $8.4 million or 4% to $179.2 million from $187.7 million in the second quarter of 1995. This decrease was the result of a $5.3 million decrease in PVC Polymers Products revenues and a $4.8 million decrease in Methanol and Derivatives revenues, partially offset by a $1.7 million increase in Nitrogen Products revenues. Total revenues for PVC Polymers Products decreased $5.3 million as a result of a 19% decrease in selling prices, partially offset by an 22% increase in sales volumes. The increase in sales volumes was largely attributable to the additional production from the Addis acquisition. Pricing for PVC continues to be well below the year-ago period, but showed slightly more than a 10% improvement from the first quarter of 1996. Total revenues for Methanol and Derivatives decreased $4.8 million as a result of a 16% decrease in selling prices, partially offset by a 5% increase in sales volumes. Total revenues for Nitrogen Products increased $1.7 million as a result of a 39% increase in sales volumes, partially offset by a 23% decrease in selling prices. Pricing for ammonia and urea decreased during the quarter, due to drought in the western wheat belt and continued cold during the early part of the quarter in the Midwest, which slowed plantings. Cost of Goods Sold Total cost of goods sold increased 28% to $165.2 million in the current period from $129.5 million in the year-ago period. The increase was primarily a result of increased raw material costs due to natural gas price increases, partially offset by decreased ethylene costs. Expressed as a percentage of total revenues, cost of goods sold increased to 92% of total revenues in 1996 from 69% in 1995, resulting in greatly reduced gross margins and net income for the Partnership. Gross margins for PVC Polymers Products decreased 79% as a result of the reduced selling prices discussed above. Gross margins for Methanol and Derivatives decreased 80% as a result of the decreased selling prices combined with the increased natural gas costs discussed above. Gross margins for Nitrogen Products decreased 64% as a result of the decreased selling prices along with an increase in natural gas costs. Incentive Distribution to General Partner There was no incentive distribution to the General Partner generated in the second quarter of 1996 as there was no cash distribution declared to the unitholders. An incentive distribution to the General Partner of $9.8 million was generated in the second quarter of 1995 a result of cash distributions to Unitholders of $1.42 per unit, exceeding $0.3647 (the "Target Distribution"). Interest Expense The increase in interest expense during the second quarter of 1996 compared to the year-ago period was predominantly due to debt incurred associated with the Addis acquisition. Net Income Net income was $1.5 million compared to $29.8 million in 1995. As discussed above, the primary reasons for the 9 decrease in operating performance were significant selling price decreases in PVC and methanol along with a significant natural gas cost increase. RESULTS OF OPERATIONS SIX MONTHS ENDED JUNE 30, 1996 COMPARED TO SIX MONTHS ENDED JUNE 30, 1995 Revenues Total revenues for the first six months of 1996 decreased $52.7 million or 13% to $349.8 million from $402.5 million for the comparable period a year ago. This decrease was primarily the result of a $52.8 million decrease in Methanol and Derivatives revenues. Total revenues for PVC Polymers Products increased $0.4 million as a result of a 34% increase in sales volumes, almost entirely offset by a 24% decrease in selling prices. The increase in sales volumes was due to the additional production from the Addis acquisition. Total revenues for Methanol and Derivatives decreased $52.8 million as a result of 46% decrease in selling prices, partially offset by a 6% increase in sales volumes. Total revenues for Nitrogen Products decreased $0.3 million as a result of a 15% decrease in selling prices, partially offset by a 17% increase in sales volumes. Cost of Goods Sold Total cost of goods sold increased 39% to $330.0 million for the first six months of 1996 from $238.0 million in the year-ago period. The increase was primarily the result of increased raw material cost due to natural gas price increases, partially offset by decreased ethylene cost. The increase was also due to increased sales volumes for all of the Partnership's products. Expressed as a percentage of total revenues, cost of goods sold increased to 94% of total revenues for the first half of 1996 from 59%in the first half of 1995, resulting in greatly reduced gross margins and net income for the Partnership. Gross margins for PVC Products decreased 90% as a result of the reduced selling prices discussed above. Gross margins for Methanol and Derivatives decreased 97% as a result of the decreased selling prices combined with the increased natural gas costs discussed above. Gross margins for Nitrogen Products decreased 55% as a result of decreased selling prices combined with the increase in natural gas costs. Incentive Distribution to General Partner There was no incentive distribution to the General Partner generated during either the first or second quarter of 1996. An incentive distribution to the General Partner of $22.9 million was generated during the first two quarters of 1995 as a result of cash distributions to Unitholders exceeding the Target Distribution. Interest Expense The increase in interest expense during the first half of 1996 compared to the year-ago period was predominantly due to debt associated with the Addis acquisition. Net (Loss) Income Net (loss) income was a loss of $4.6 million compared to income of $113.3 million in 1995. As discussed above, the primary reason for the decrease in operating performance was significantly lower selling prices for all of the Partnership's 10 products along with a significant natural gas cost increase. LIQUIDITY AND CAPITAL RESOURCES Cash Flows from Operations. Cash flows from operations decreased $131.4 million for the first two quarters of 1996 from the comparable period a year ago. The decrease was primarily attributable to the decrease in net income during this period compared to 1995. Cash flow provided by operations were also negatively affected by an approximate $10.4 million prepayment for a long-term raw material supply contract made during the first half of 1996. Cash Flows from Investing Activities. Capital expenditures for the first two quarters of 1996 totalled $6.9 compared to $5.8 million during the year ago period. Cash Flows from Financing Activities. The Partnership makes quarterly distributions to Unitholders and the General Partner of 100% of its Available Cash. Available Cash means generally, with respect to any quarter, the sum of all cash receipts of the Partnership plus net reductions to reserves established in prior quarters, less all of its cash disbursements and net additions to reserves in such quarter. The General Partner may establish reserves to provide for the proper conduct of the Partnership's business, to stabilize distributions of cash to Unitholders and the General Partner and as necessary to comply with the terms of any agreement or obligation of the Partnership. Cash distributions of $24.9 million were made during the first half of 1996 compared to $126.8 million in the year-ago period. These amounts reflect the payment of cash distributions declared for the immediately proceeding quarters. Cash distributions with respect to interim periods are not necessarily indicative of cash distributions with respect to a full year. Moreover, due to the cyclical nature of the Partnership's business, past cash distributions are not necessarily indicative of future cash distributions. There are various seasonality factors affecting results of operations and, therefore, cash distributions. In addition, the amount of Available Cash constituting Cash from Operations for any period does not necessarily correlate directly with net income for such period because various items and transactions affect net income and Available Cash constituting Cash from Operations differently. For example, depreciation reduces net income but does not affect Available Cash constituting Cash from Operations, while changes in working capital items (including receivables, inventories, accounts payable and other items) generally do not affect net income but do affect such Available Cash. Moreover, as provided for in the Partnership Agreements with respect to the Partnership and the Operating Partnership, certain reserves may be established which affect Available Cash constituting Cash from Operations but do not affect cash balances in financial statements. Such reserves have generally been used to set cash aside for debt service, capital expenditures and other accrued items. Liquidity The Partnership expects to satisfy its cash requirements through internally generated cash and borrowings. During 1995, the Partnership entered into a Revolving Credit Facility which provided a $100.0 million line of credit for capital expenditures, working capital and general partnership purposes. The amount available under the facility reduced to $75.0 million on January 1, 1996, reduces to $50.0 million on January 1, 1997 and terminates December 31, 1997. The facility may be extended for one year with the consent of the lenders. Borrowing under this facility was $50 million at June 30, 1996. The $10.0 million increase in the amount outstanding under the Revolving Credit Facility during the first half of 1996 was principally for the $10.4 million raw material contract prepayment discussed above. There was no cash distribution during the second quarter of 1996 due to the absence of Available Cash at June 30, 1996. The entire cash balance at the end of the quarter was reserved for future debt service payments and other significant payments required shortly after the end of the second quarter. The cash distribution will continue to fluctuate from quarter to quarter based primarily on each period's cash flow generated from operations, and also will vary based on the timing of payments for such items as interest, debt principal repayments and capital expenditures. The Board of Directors will continue to consider future quarter's distributions at the end of each period. 11 PART II. OTHER INFORMATION Item 1. Legal Proceedings - ------------------------- There is incorporated by reference herein the information regarding legal proceedings in Item 3 of Part I of the Partnership's 1995 Annual Report on Form 10-K and Note 3 to the consolidated condensed financial statements in Part I hereof. 12 SIGNATURE Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BORDEN CHEMICALS AND PLASTICS LIMITED PARTNERSHIP By BCP Management, Inc., General Partner By /s/ JOHN R. BEAVER ------------------------------- JOHN R. BEAVER Controller and Principal Accounting Officer August 13, 1996 13 EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 6-MOS DEC-31-1996 JUN-30-1996 21311 0 83062 510 35729 160088 697669 360901 549498 133886 0 0 0 0 208160 549498 349812 349812 330044 330044 13454 0 10906 (4592) 0 (4592) 0 0 0 (4592) (0.12) (0.12)
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