<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of APRIL 2000
QUEBECOR PRINTING INC.
(Translation of Registrant's Name into English)
612 SAINT-JACQUES STREET, MONTREAL, QUEBEC, H3C 4M8
(Address of Principal Executive Office)
(Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F)
Form 20-F Form 40-F X
(Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes No X
PAGE 1 OF 11
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Press Releases
and
Consolidated Financial Statements
of
QUEBECOR PRINTING INC.
Filed in this Form 6-K
Documents index
1. Press Release dated April 25, 2000 (#10/00);
2. Consolidated Financial Statements for the three months period ended
March 31, 2000.
PAGE 2 OF 11
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[LOGO]
APRIL 25, 2000 10/00
FOR IMMEDIATE RELEASE Page 1 of 3
QUEBECOR WORLD HOLDS ANNUAL GENERAL MEETING
FIRST QUARTER REVENUES UP 75%; OPERATING INCOME MORE THAN DOUBLE
MONTREAL, CANADA - Quebecor World held its 1999 Annual General Meeting today,
during which management described the Company's growth strategy and announced
first quarter results. In addition, shareholders approved a change of its
name from Quebecor Printing Inc. to Quebecor World Inc.
"1999 was a historic year for us. Our merger with World Color has turned us
into the largest print media services company in the world," stated Charles
G. Cavell, President and Chief Executive Officer of Quebecor World. "More
importantly, we are successfully leveraging our size and restructuring our
manufacturing platform in the United States to take full advantage of the
synergies."
During first quarter 2000, Quebecor World made significant progress in its
integration of World Color operations. Six facilities are being closed and
three mega-facilities are being created in the United States, specializing in
Books, Retail and Direct Response products. Non-core assets were divested and
a new company, Que-Net Media, was formed to focus on pre-media related
activities. Que-Net Media, through which we are creating a global network of
digital content centers, will also enable us to further focus on the growing
market for pre-media services for both print and World Wide Web applications.
"The development of the World Wide Web as a new medium of communication has
increased the demand for both print products and digital content services.
For the most recent six months, our Company has experienced unprecedented
organic growth, in part due to the increased advertising push by Internet/New
Media companies," said Charles G. Cavell.
For the first quarter ended March 31, 2000, revenues increased more than 75%
to reach US$1.6 billion, compared with US$911 million for the corresponding
quarter last year. Operating income more than doubled to total US$138
million, from US$57 million in 1999. Net income amounted to US$38 million or
US$0.24 per share, compared with US$23 million or US$0.18 per share in 1999,
as restated to reflect the adoption of new accounting guidelines in Canada
regarding income taxes and employee future benefits. Net income on a cash
basis (net income before goodwill amortization) increased by 67% from US$0.21
to US$0.35 per share.
Plants in the United States of both World Color and Quebecor Printing have
shown strong margin improvements to achieve record levels of operating
income. Expanded sales coverage and improved efficiency from retooling,
combined with significant organic growth in most of the Company's core print
media lines of business in the United States ( for example Book services +13%
and Retail inserts +7%) were significant to the bottom line improvement
during the quarter.
612 Saint-Jacques Street, Montreal, Qc, Canada H3C 4M8 Tel.: (514) 954-0101
FAX: (514) 954-1426
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[LOGO]
FOR IMMEDIATE RELEASE Page 2 of 3
Free cash flow from operations for the quarter reached US$43 million, and was
used to pay down the increased debt arising from the World Color transaction.
As the Company realizes increased synergies and focuses its free cash flow on
debt reduction, management expects to return to a debt-to-equity level of
one-to-one as early as the end of fiscal 2000. This ratio improved to 54:46
at the end of the first quarter.
During the quarter, the Company announced a Normal Course Issuer Bid for the
period from April 6, 2000 to April 5, 2001, for a maximum of 8 million
Subordinate Voting Shares, or 9.5% of its public float as at March 27, 2000.
The issuer bid will be funded with cash proceeds from the sale of non-core
assets as well as those made redundant as a result of restructuring. Shares
purchased under the bid will be cancelled. The Company has concluded that the
purchase of subordinate shares under the issuer bid represents an attractive
investment at current trading prices.
The Company also announced an increase of 14% in dividends to US$0.32 per
share on an annualized basis. Dividends of US$0.08 per share on the Multiple
Voting Shares and Subordinate Voting Shares and CDN$0.3125 per share on the
Series 2 Preferred Shares will be paid on June 1, 2000 to shareholders of
record at the close of business on May 17, 2000.
Quebecor World (Quebecor Printing Inc. - NYSE: PRW, TSE: IQI - both to be
changed to IQW on April 28) is a diversified global commercial printing
company. Following its merger with World Color Press completed October 8,
1999, it is now the largest commercial printer in the world. The Company is a
leader in most of its major product categories, which include magazines,
retail inserts, books, catalogs, specialty printing and direct mail,
directories, pre-media and other value added services. The Company has more
than 40,000 employees working in more than 160 printing and related
facilities in the United States, Canada, France, the United Kingdom, Spain,
Germany, Austria, Sweden, Finland, Chile, Argentina, Peru, Columbia, Mexico
and India.
EXCEPT FOR HISTORICAL INFORMATION CONTAINED HEREIN, THE STATEMENTS IN THIS
RELEASE ARE FORWARD-LOOKING AND MADE PURSUANT TO THE SAFE HARBOR PROVISIONS
OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. FORWARD-LOOKING
STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS AND UNCERTAINTIES THAT MAY CAUSE
THE COMPANY'S ACTUAL RESULTS IN FUTURE PERIODS TO DIFFER MATERIALLY FROM
FORECASTED RESULTS. THOSE RISKS INCLUDE, AMONG OTHERS, CHANGES IN CUSTOMERS'
DEMAND FOR THE COMPANY'S PRODUCTS, CHANGES IN RAW MATERIAL AND EQUIPMENT
COSTS AND AVAILABILITY, SEASONAL CHANGES IN CUSTOMER ORDERS, PRICING ACTIONS
BY THE COMPANY'S COMPETITORS, AND GENERAL CHANGES IN ECONOMIC CONDITIONS.
THOSE AND OTHER RISKS ARE MORE FULLY DESCRIBED IN THE COMPANY'S FILINGS WITH
THE SECURITIES AND EXCHANGE COMMISSION.
- 30 -
FOR FURTHER INFORMATION, PLEASE CONTACT:
Charles G. Cavell Christian M. Paupe
President & Chief Executive Officer Executive Vice President
Quebecor World Quebecor World
(514) 877-5185 (514) 954-0101
(800) 567-7070 (800) 567-7070
612 Saint-Jacques Street, Montreal, Qc, Canada H3C 4M8 Tel.: (514) 954-0101
FAX: (514) 954-1426
<PAGE>
QUEBECOR WORLD INC.
FIRST QUARTER 2000
PERIODS ENDED MARCH, 31
(In millions of US dollars, except per share data)
<TABLE>
<CAPTION>
3 M O N T H S
2000 1999 CHANGE
-----------------------------------------------
<S> <C> <C> <C>
SEGMENTED INFORMATION
REVENUES
United States ............ 1,132.1 466.3 143%
Canada ................... 247.5 220.5 12%
Europe ................... 227.3 203.1 12%
Latin America ............ 25.5 21.6 18%
OPERATING INCOME
United States ............ 99.5 24.0 315%
Canada ................... 20.1 16.5 21%
Europe ................... 13.4 11.5 16%
Latin America ............ 1.7 2.9 (41%)
OPERATING MARGINS
United States ................... 8.8% 5.1%
Canada........................... 8.1% 7.5%
Europe ..................................................... 5.9% 5.7%
Latin America................... 6.7% 13.4%
CONSOLIDATED RESULTS
Revenues ........................................ 1,630.4 910.5 79%
Operating income before amortization ............ 231.7 113.8 103%
Operating income ................................ 138.2 56.5 145%
Net Income ...................................... 37.6 23.2 62%
Net Income available for holders of equity shares 35.0 20.7 69%
Cash provided from operating activities ......... 72.6 69.0 5%
Free cash flow from operations * ................ 42.9 38.1 13%
Operating margin before amortization ............ 14.2% 12.5%
Operating margin...... 8.5% 6.2%
PER SHARE DATA
Cash earnings ** ............ $0.35 $0.21 67%
Net Income .................. $0.24 $0.18 33%
Dividends ................... $0.07 $0.07
FINANCIAL POSITION
Working Capital ..................... 147.5 300.5
Long-term debt ...................... 2,799.2 1,224.4
Shareholders' Equity ................ 2,329.1 1,556.0
Total assets ........................ 6,687.8 3,815.2
Book value per Equity Share ......... $14.33 $11.59
Debt-to-equity ratio ................ 54 : 46 44 : 56
</TABLE>
* Cash provided from operating activities less capital expenditures net of
proceeds from disposals, and preferred share dividends.
** Net income before goodwill amortization, less net income available to
holders of preferred shares.
Page 5 of 11
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QUEBECOR WORLD INC. AND ITS SUBSIDIARIES
Consolidated Statements of Income
Periods ended March 31
(In thousands of US dollars, except for earnings per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
2000 1999
- -------------------------------------------------------------------------------------------------------------------
(restated)
(note 1)
<S> <C> <C>
REVENUES $ 1,630,439 $ 910,515
Operating expenses:
Cost of sales 1,272,881 721,574
Selling, general and administrative 125,903 75,093
Amortization of fixed assets and deferred charges 93,409 57,324
- -------------------------------------------------------------------------------------------------------------------
1,492,193 853,991
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OPERATING INCOME 138,246 56,524
Financial expenses 61,094 17,784
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Income before income taxes 77,152 38,740
Income taxes :
Current 10,398 6,173
Future 12,484 4,829
- -------------------------------------------------------------------------------------------------------------------
22,882 11,002
- -------------------------------------------------------------------------------------------------------------------
Income before non-controlling interest 54,270 27,738
Non-controlling interest 442 422
- -------------------------------------------------------------------------------------------------------------------
NET INCOME BEFORE GOODWILL AMORTIZATION 53,828 27,316
Goodwill amortization 16,219 4,131
- -------------------------------------------------------------------------------------------------------------------
NET INCOME $ 37,609 $ 23,185
Net income available to holders of preferred shares 2,582 2,477
- -------------------------------------------------------------------------------------------------------------------
Net income available to holders of equity shares $ 35,027 $ 20,708
- -------------------------------------------------------------------------------------------------------------------
EARNINGS PER SHARE $ 0.24 $ 0.18
EARNINGS PER SHARE BEFORE GOODWILL AMORTIZATION $ 0.35 $ 0.21
- -------------------------------------------------------------------------------------------------------------------
Average number of equity shares outstanding
(in thousands) 147,700 115,856
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
Page 6 of 11
<PAGE>
QUEBECOR WORLD INC. AND ITS SUBSIDIARIES
Consolidated Statements of Cash Flows
Periods ended March 31
(In thousands of US dollars)
(Unaudited)
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
2000 1999
- -------------------------------------------------------------------------------------------------------------------
(restated)
(note 1)
OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 37,609 $ 23,185
Non-cash items in net income:
Amortization of fixed assets 86,615 54,801
Amortization of goodwill and deferred charges 23,013 6,654
Amortization of deferred financing costs 2,888 211
Future income taxes 12,484 4,829
Other 1,116 157
Changes in non-cash balances related to operations:
Trade receivables 80,597 48,488
Inventories (40) 3,128
Trade payables and accrued liabilities (156,706) (65,602)
Other current assets and liabilities 1,007 (8,430)
Other non-current assets and liabilities (16,004) 1,612
- -------------------------------------------------------------------------------------------------------------------
Cash provided from operating activities 72,579 69,033
FINANCING ACTIVITIES:
Net change in bank indebtedness 104 1,733
Net proceeds from issuance of capital stock 1,030 2,034
Repayments of long-term debt (40,322) (37,946)
Dividends on equity shares (10,339) (8,107)
Dividends on preferred shares (2,589) (2,515)
- -------------------------------------------------------------------------------------------------------------------
Cash used by financing activities (52,116) (44,801)
INVESTING ACTIVITIES:
Business acquisitions, net of cash and
cash equivalents - (2,389)
Sale of business - 33
Additions to fixed assets (42,794) (36,182)
Net proceeds from disposal of assets 15,682 7,731
- -------------------------------------------------------------------------------------------------------------------
Cash used by investing activities (27,112) (30,807)
Effect of exchange rate changes on cash and cash equivalents 6,374 6,659
- -------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents (275) 84
Cash and cash equivalents, beginning of period 3,613 309
- -------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period $ 3,338 $ 393
- -------------------------------------------------------------------------------------------------------------------
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</TABLE>
<PAGE>
QUEBECOR WORLD INC. AND ITS SUBSIDIARIES
Consolidated Balance Sheets
(In thousands of US dollars)
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
March 31, 2000 December 31,1999 March 31, 1999
- -------------------------------------------------------------------------------------------------------------------
(unaudited) (audited) (unaudited)
(restated) (restated)
(note 1) (note 1)
Assets
Current assets:
<S> <C> <C> <C>
Cash and cash equivalents $ 3,338 $ 3,613 $ 393
Trade receivables 653,224 743,305 634,079
Inventories 483,950 486,228 227,958
Future income taxes 36,385 36,385 35,385
Prepaid expenses 30,055 27,831 29,919
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1,206,952 1,297,362 927,734
Fixed assets, net of accumulated amortization
of $1,249,459, $1,180,316 and $1,046,878 respectively 2,833,069 2,895,307 2,168,367
Goodwill 2,500,488 2,526,707 629,301
Other assets 147,299 153,752 89,771
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- -------------------------------------------------------------------------------------------------------------------
$ 6,687,808 $ 6,873,128 $ 3,815,173
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- -------------------------------------------------------------------------------------------------------------------
Liabilities and Shareholders' Equity
Current liabilities:
Bank indebtedness $ 3,996 $ 5,646 $ 17,733
Trade payables and accrued liabilities 940,949 1,103,171 531,725
Income and other taxes 41,607 38,751 38,588
Current portion of long-term debt 72,859 77,260 39,190
- -------------------------------------------------------------------------------------------------------------------
1,059,411 1,224,828 627,236
Long-term debt 2,555,623 2,582,911 1,113,249
Other liabilities 288,879 290,203 159,870
Future income taxes 266,082 255,000 286,688
Convertible debentures 166,695 179,752 54,215
Non-controlling interest 22,058 22,002 17,874
Shareholders' equity:
Capital stock 1,654,786 1,653,846 900,171
Contributed surplus 88,737 88,737 88,737
Other paid-in capital 17,976 20,831 -
Retained earnings 674,927 650,155 641,150
Translation adjustment (107,366) (95,137) (74,017)
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2,329,060 2,318,432 1,556,041
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$ 6,687,808 $ 6,873,128 $ 3,815,173
- -------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
PAGE 8 OF 11
<PAGE>
QUEBECOR WORLD INC. AND ITS SUBSIDIARIES
Note to consolidated financial statements
(In thousands of US dollars, except per share data)
(Unaudited)
1. ACCOUNTING CHANGE:
Effective January 1, 2000, the Canadian Institute of Chartered Accountants
("CICA") changed the accounting standards relating to the acccounting for
income taxes and the accounting for future employee benefits, including
pension and non-pension post-retirement benefits.
a) INCOME TAXES
In December 1997, the Accounting Standards Board issued Section 3465 of
the CICA Handbook, Income Taxes. Under the asset and liability method
of Section 3465, future income tax assets and liabilities are
recognized for the estimated future tax consequences attributable to
differences between the financial statements carrying amounts of
existing assets and liabilities and their respective tax bases. Future
income tax assets and liabilities are measured using enacted tax rates
in effect for the year in which those temporary differences are
expected to be recovered or settled. The effect on future income tax
assets and liabilities of a change in tax rates is recognized in income
in the period that includes the enactment date. Future income tax
assets are recognized and if realization is not considered "more likely
than not," a valuation allowance is provided.
The Company has adopted in 2000 the new recommendations of the CICA and
has applied the provisions of Section 3465 retroactively to January
1989 when the Company was created. The cumulative effect of this change
in accounting for income taxes is reported as a restatement to increase
the opening balance of retained earnings as of January 1, 2000 by
$7,119 (an increase of $8,690 as of January 1, 1999).
Accordingly, the financial statements for the three months ended March
31, 1999 have been restated to comply with the provisions of Section
3465. In addition to restating the future income tax accounts, an
allocation between short- and long-term portions is now presented in
the consolidated balance sheets.
b) EMPLOYEE FUTURE BENEFITS
In March 1999, the Accounting Standards Board issued Section 3461 of
the CICA Handbook, Employee future benefits. Under the Section 3461,
the Company is required to accrue, during employees' active service
period, the estimated cost of pension, retiree benefit payment other
than pensions and workers' compensation. The Company previously
expensed the cost of post-retirement benefits other than pension, which
are principally health care, as claims were incurred by the employees
and paid by the Company. In addition, the Company will now use the
corridor method to amortize actuarial gains or losses (such as changes
in actuarial assumptions and experience gains or losses). Under the
corridor method, amortization is recorded only if the accumulated net
actuarial gains or losses exceed 10% of the greater of accrued pension
benefit obligation and the value of the plan assets. Previously,
actuarial gains and losses were amortized on a straight-line basis over
the average remaining service life of the employees.
The Company has elected to recognize this change in accounting on the
immediate recognition basis retroactively to January 1, 1992. The
cumulative effect of this change in accounting for pension and other
post-retirement benefits is reported as a restatement to decrease of
the opening balance of retained earnings as of January 1, 2000 by
$10,715 (a decrease of $9,694 as of January 1, 1999).
Page 9 of 11
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QUEBECOR WORLD INC. AND ITS SUBSIDIARIES
Note to consolidated financial statements
(In thousands of US dollars, except per share data)
(Unaudited)
c) SUMMARY EFFECT
The following summarizes the impact of applying Sections 3465 and 3461
on net income, retained earnings, and earnings per share for the three
months ended March 31, 1999. The presentation of fixed assets,
goodwill, future income taxes and other liabilities are also affected
by these changes.
<TABLE>
<CAPTION>
RETAINED EARNINGS
NET INCOME EARNINGS PER SHARE
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
As previously reported $ 24,223 $ 643,192 $ 0.19
Effect of Section 3465 (630) 8,060 (0.01)
Effect of Section 3461, net of taxes (408) (10,102) -
- ------------------------------------------------------------------------------------------------------------------
As restated $ 23,185 $ 641,150 $ 0.18
- ------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------
</TABLE>
Page 10 of 11
<PAGE>
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, thereunto duly authorized.
QUEBECOR PRINTING INC.
By: (s) CLAUDINE TREMBLAY
_____________________________________
Name: Claudine Tremblay
Title: Assistant Secretary
Date: April 25, 2000
PAGE 11 OF 11
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April 25, 2000 VIA FEDEX
SECURITIES AND EXCHANGE COMMISSION
Attention: Filing Desk
Stop 1-4
450 Fifth Street, N.W.
Washington, D.C. 20549-1004
SUBJECT: QUEBECOR PRINTING INC. (THE "COMPANY")
REPORT ON FORM 6-K
Ladies and Gentlemen:
We are pleased to enclose herewith for filing one manually signed and seven
conformed copies of a Report of Foreign Private Issuer on Form 6-K.
By copy of this letter, the Company will file with The New York Stock Exchange,
Inc., one manually executed copy of the enclosed Report on Form 6-K.
Kindly acknowledge receipt of this letter and the enclosed documents by
date-stamping the enclosed copy of this letter and returning it to the
undersigned.
Very truly yours,
Claudine Tremblay
Assistant Secretary
CT/cp
Encls.
CC: THE NEW YORK STOCK EXCHANGE, INC. (ENCLS.)
JOHN WILLETT - ARNOLD & PORTER (ENCLS.)
