VULCAN MATERIALS CO
10-Q, 2000-08-02
MINING & QUARRYING OF NONMETALLIC MINERALS (NO FUELS)
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.    20549

FORM 10-Q

(Mark One)

x     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended             June 30, 2000           


OR

o     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
           SECURITIES EXCHANGE ACT OF 1934


For the transition period from  _________  to  _________


Commission file number   1-4033 



VULCAN MATERIALS COMPANY
(Exact name of registrant as specified in its charter)


            New Jersey            
State or other jurisdiction of
incorporation or organization)

 


     63-0366371     
(I.R.S. Employer
Identification No.)


1200 Urban Center Drive, Birmingham, Alabama    35242

(Address of principal executive offices)    (Zip Code)


Registrant's telephone number including area code   (205) 298-3000

      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      


APPLICABLE ONLY TO CORPORATE ISSUERS:

      Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:


               Class               
Common Stock, $1 Par Value

 

Shares outstanding
     at June 30, 2000     
100,934,149

 

 

VULCAN MATERIALS COMPANY

FORM 10-Q
QUARTER ENDED JUNE 30, 2000

Contents





     

Page No.


PART I


FINANCIAL INFORMATION

 
 

Item 1.

Financial Statements
Condensed Consolidated Balance Sheets
Condensed Consolidated Statements of Earnings
Condensed Consolidated Statements of Cash Flows
Notes to Condensed Consolidated Financial Statements


1
2
3
4

 

Item 2.

Management's Discussion and Analysis of Results
   of Operations and Financial Condition


6

 

Item 3.

Quantitative and Qualitative Disclosures About
   Market Risk


12


PART II


OTHER INFORMATION

 
 

Item 6.

Exhibits and Reports on Form 8-K

13


SIGNATURES

 


14

PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements

Vulcan Materials Company
and Subsidiary Companies



(Thousands of Dollars)

Consolidated Balance Sheets
(Condensed and unaudited)                     

June 30
        2000        

December 31
        1999        

June 30
        1999        

Assets
Cash and cash equivalents
Accounts and notes receivable:
    Accounts and notes receivable, gross
    Less: Allowance for doubtful accounts
      Accounts and notes receivable, net
Inventories
    Finished products
    Raw materials
    Products in process
    Operating supplies and other
      Inventories
Deferred income taxes
Prepaid expenses
      Total current assets
Investments and long-term receivables
Property, plant and equipment:
    Property, plant and equipment, cost
    Less: Reserve for depr., depl., & amort.
      Property, plant and equipment, net
Goodwill
Deferred charges and other assets
      Total

Liabilities and Shareholders' Equity
Current maturities of long-term debt
Notes payable
Trade payables and accruals
Other current liabilities
      Total current liabilities
Long-term debt
Deferred income taxes
Minority interest
Other noncurrent liabilities
Shareholders' equity
      Total

Current ratio


$       31,503 

420,201 
       (8,332)
411,869 

147,638 
14,512 
1,195 
        30,782 
194,127 
45,382 
        11,495 
694,376 
74,919 

3,319,167 
  (1,581,107)
1,738,060 
445,895 
         50,617 
 $ 3,003,867 


$        7,837 
150,335 
147,205 
      136,623 
442,000 
682,106 
262,992 
108,997 
117,816 
    1,389,956 
 $ 3,003,867 

1.6 


$       52,834 

339,413 
       (9,722)
329,691 

131,032 
13,735 
933 
        33,034 
178,734 
52,931 
        10,534 
624,724 
77,064 

3,149,897 
  (1,510,182)
1,639,715 
454,783 
         43,207 
 $ 2,839,493 


$        6,175 
101,695 
136,056 
      142,717 
386,643 
698,862 
250,833 
67,979 
111,523 
    1,323,653 
 $ 2,839,493 

1.6 


$       77,455 

370,764 
      (11,931)
358,833 

135,763 
14,424 
858 
        37,867 
188,912 
37,528 
        11,492 
674,220 
74,022 

3,191,608 
  (1,759,910)
1,431,698 
544,261 
         58,075 
 $ 2,782,276 


$       10,886 
251,447 
139,621 
      142,020 
543,974 
688,737 
171,197 
44,019 
110,981 
    1,223,368 
 $ 2,782,276 

1.2 


See accompanying Notes to Financial Statements

 

Vulcan Materials Company
and Subsidiary Companies

 

      (Thousands of Dollars)


Consolidated Statements of Earnings

   Three Months Ended
             June 30          

      Six Months Ended
            June 30          

(Condensed and unaudited)                 

    2000    

    1999    

    2000    

    1999    


Net sales
Cost of goods sold
Gross profit on sales
Selling, administrative and
    general expenses
Other operating costs
Minority interest in (earnings) losses
    of a consolidated subsidiary
Other income, net
Earnings before interest
    and income taxes
Interest income
Interest expense
Earnings before income taxes
Provision for income taxes


$  665,151 
   491,046 
174,105 

57,068 
6,394 

2,060 
      8,954 

121,657 
1,125 
     11,059 
111,723 
     35,662 


$  611,530 
   453,093 
158,437 

52,262 
4,866 

(55)
      5,643 

106,897 
938 
     13,689 
94,146 
     31,420 


$ 1,180,131 
   906,845 
273,286 

112,016 
12,372 

2,472 
     14,965 

166,335 
2,405 
     22,247 
146,493 
     47,171 


$ 1,093,752 
   837,105 
256,647 

106,457 
8,896 

(105)
     16,158 

157,347 
1,920 
     25,294 
133,973 
     44,881 

Net earnings

 $  76,061 

 $  62,726 

 $  99,322 

 $  89,092 


Basic net earnings per share
Diluted net earnings per share


$  0.75 
$  0.75 


$  0.62 
$  0.61 


$  0.99 
$  0.97 


$  0.88 
$  0.87 


Average common shares outstanding
     (thousands)



100,932 



100,962 



100,833 



100,863 

Average common shares outstanding,
    assuming dilution (thousands)


102,000 


102,331 


101,942 


102,293 

Cash dividends per share
    of common stock


$ 0.210 


$ 0.195 


$ 0.420 


$ 0.390 

Depreciation, depletion and
    amortization deducted above


$ 54,832 


$ 51,092 


$ 107,951 


$ 100,059 


Effective tax rate


31.9% 


33.4% 


32.2% 


33.5% 



See accompanying Notes to Financial Statements

 

Vulcan Materials Company
and Subsidiary Companies




Consolidated Statements of Cash Flows

   (Thousands of Dollars)

    Six Months Ended
            June 30          

(Condensed and unaudited)                                         

     2000     

     1999     


Operating Activities
Net earnings
Adjustments to reconcile net earnings to
  net cash provided by operating activities:
     Depreciation, depletion and amortization
     Increase in assets before
        effects of business acquisitions
     Increase (decrease) in liabilities before
        effects of business acquisitions
     Other, net
        Net cash provided by operating activities



$   99,322 


107,951 

(105,557)

21,148 
     (8,068)
   114,796 



$   89,092 


100,059 

(74,740)

(2,250)
     (1,303)
   110,858 


Investing Activities

Purchases of property, plant and equipment
Payment for business acquisitions, net of acquired cash
Proceeds from sale of property, plant and equipment
Investment in nonconsolidated subsidiaries
Withdrawal of earnings from nonconsolidated companies
        Net cash used for investing activities



(202,187)
(36)
17,695 
(3)
      7,040 
 (177,491)



(170,057)
(741,768)
59,840 
-0- 
      1,500 
 (850,485)


Financing Activities
Net borrowings - commercial paper and
  bank lines of credit
Payment of short-term debt
Payment of long-term debt
Proceeds from issuance of long-term debt
Purchases of common stock
Dividends paid
Contributions from minority interest of consolidated subsidiary
Other, net
        Net cash provided by financing activities




48,639 
(5,768)
(8,000)
-0- 
-0- 
(42,350)
41,019 
      7,824 
     41,364 




249,094 
(90,933)
(350)
496,875 
(49)
(39,369)
12,105 
      9,149 
   636,522 


Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period


(21,331)
     52,834 
$    31,503 


(103,105)
    180,560 
$    77,455 



See accompanying Notes to Financial Statements

VULCAN MATERIALS COMPANY AND SUBSIDIARY COMPANIES


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.   Basis of Presentation


The accompanying condensed financial statements have been prepared in compliance with Form 10-Q instructions and thus do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the results of the reported interim periods. The statements should be read in conjunction with the summary of accounting policies and notes to financial statements included in the Company's latest annual report on Form 10-K.


2.   Effective Tax Rate


In accordance with generally accepted accounting principles, it is the Company's practice at the end of each interim reporting period to make a best estimate of the effective tax rate expected to be applicable for the full fiscal year. The rate so determined is used in providing for income taxes on a current year-to-date basis.


3.   New Accounting Standards


In June 1998, the FASB issued SFAS No. 133 "Accounting for Derivative Instruments and Hedging Activities" (FAS 133). In May 1999, the FASB amended SFAS No. 133 deferring the effective date to all fiscal quarters of all fiscal years beginning after June 15, 2000. In June 2000, the FASB further amended SFAS No. 133 addressing a limited number of implementation issues. The Company is currently evaluating SFAS 133 and its amendments and has not yet determined its impact on the Company's consolidated financial statements.


4.   Segment Data


The Company's reportable segments are Construction Materials and Chemicals and are organized around their products and services. The accounting policies of the segments are the same as those described in the summary of significant accounting polices in Form 10-K. The Company's determination of segment earnings (a) recognizes equity in the income or losses of nonconsolidated affiliates as part of segment earnings; (b) reflects allocations of general corporate expenses to the segments; (c) does not reflect interest revenue or expense; and (d) is before income taxes.


Because the majority of the Company's activities are domestic, sales and assets outside the United States are not material.


Following is the comparative segment financial disclosure (amounts in millions):

SEGMENT FINANCIAL DISCLOSURE

 

  Three Months Ended
         June 30         

  Six Months Ended
         June 30        

 

  2000  

  1999  

  2000  

  1999  

NET SALES
  Construction Materials
  Chemicals
     Total


$ 514.1
  151.1
$ 665.2


$ 479.8
  131.7
$ 611.5


$ 880.3
    299.8
$ 1,180.1


$ 826.5
    267.3
$ 1,093.8


EARNINGS BEFORE INTEREST
AND INCOME TAXES
  Construction Materials
  Chemicals
     Total




$ 119.7 
   1.9 
$ 121.6 




$ 107.1 
   (.2)
$ 106.9 




$ 157.4
   8.9
$ 166.3




$ 146.7
   10.6
$ 157.3

 

June 30, 2000

June 30, 1999

IDENTIFIABLE ASSETS
  Construction Materials
  Chemicals
     Identifiable Assets
  Investment in nonconsolidated affiliates
  General corporate assets
  Cash items
       Total


$ 2,224.0
     618.1
2,842.1
61.9
68.4
       31.5
$ 3,003.9


$ 2,080.3
     483.2
2,563.5
73.9
67.4
       77.5
$ 2,782.3


5.   Supplemental Cash Flow Information


Supplemental information referable to the Consolidated Statements of Cash Flows for the six months ended June 30 is summarized below (amounts in thousands).

 

  2000  

  1999  

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
 INFORMATION
  Cash paid during the period for:
      Interest, net of amount capitalized
      Income taxes




$ 19,459
17,582




$ 17,435
10,197


SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES:
  Liabilities and long-term debt assumed in business
     acquisitions
  Fair value of stock issued in business acquisitions
  Debt issued in purchase of assets, net of assumed liabilities





$  -0- 
-0- 
-0- 





$ 386,292
10,580
645

 

 

Item 2.   Management's Discussion and Analysis of Results
                   of Operations and Financial Condition


GENERAL COMMENTS



Seasonality of the Company's Business


Results of any individual quarter are not necessarily indicative of results to be expected for the year due principally to the effect that weather can have on the sales and production volume of the Construction Materials segment. Normally, the highest sales and earnings of the Construction Materials segment are attained in the third quarter and the lowest are realized in the first quarter when sales and earnings are substantially below the levels realized in all subsequent quarters of the year.



Segment Sales and Earnings


Segment earnings are earnings before interest and income taxes and after allocation of corporate expenses and income, and after assignment of equity income to the segments with which it is related in terms of products and services. Allocations are based on average capital employed and customer sales.



Forward Looking Statements


Certain matters discussed in this report contain forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These include general business conditions, competitive factors, pricing, energy costs and other risks and uncertainties detailed in the Company's periodic reports.



RESULTS OF OPERATIONS


Second Quarter 2000 as Compared with Second Quarter 1999

The Company's sales, pretax earnings and net earnings were at record levels for the second quarter. Sales of $665.2 million and pretax earnings of $111.7 million increased 9% and 19%, respectively, from the $611.5 million and $94.1 million realized in the second quarter of 1999. Net earnings of $76.1 million and $0.75 per share (diluted) were 21% and 23% higher than the $62.7 million and $.61 per share achieved in the second quarter of 1999.

Construction Materials reported record second quarter sales of $514.1 million, up 7% from the 1999 second quarter of $479.8 million. For aggregates, our principal product, pricing improved almost 4% while volumes increased nearly 2%, the majority of which was from recent acquisitions. Chemicals' second quarter sales of $151.1 million were up nearly 15% from the prior year's $131.7 million.

Earnings before interest and income taxes were $121.6 million as compared to $106.9 million in the same period last year. The Construction Materials segment reported record second quarter earnings of $119.7 million, up 12% from second quarter 1999's $107.1 million. Aggregates operating costs were improved through efficiencies, nearly offsetting a $0.04 per share negative impact of higher costs for oil-based products. The Chemicals segment reported second quarter earnings of $1.9 million, up $2.1 million from the second quarter 1999 loss. Chemicals continued to experience difficult market conditions and increased costs associated with energy, raw materials and start-up of the new joint venture facility. Improved pricing for chlorinated products offset the impact of the higher costs. However, the strong demand for chlorine impacted the global supply/demand balance for the chloralkali co-product, caustic soda. This imbalance put pricing pressure on caustic, preventing a significant improvement in earnings for the quarter.

Selling, administrative and general expenses of $57.1 million were up 9% from second quarter 1999, due mainly to higher provisions for charitable contributions and increased costs within the Chemicals segment.

Other operating costs of $6.4 million increased $1.5 million from the prior year. This increase reflects increased amortization of goodwill.

Minority interest income of $2.1 million reflected the minority partner's share of the Chloralkali joint venture's pretax loss.

Other income, net of other charges, was $9.0 million as compared with $5.6 million for the second quarter of 1999. This increase was principally due to greater gains from asset sales referable to the Construction Materials segment.

Interest expense of $11.1 million for the second quarter of 2000 decreased $2.6 million from the second quarter of 1999 due to a significant reduction in debt, $111 million, and capitalized interest credit associated with the Chloralkali joint venture.
The effective tax rate for the quarter was 31.9%, down slightly from last year's second quarter rate of 33.4%. The decrease resulted from the settlement of prior year tax audits and adjustments.


Year-to-Date Comparisons as of June 30, 2000 and June 30, 1999

Year-to-date, the Company's sales were a record while net earnings and earnings per share were both up 11% from the first half of 1999. Net earnings were $99.3 million, or $.97 per share (diluted), as compared with 1999 earnings and earnings per share of $89.1 million and $.87 per share.

Sales of $1.2 billion for the first six months of 2000 increased 8% from the first half 1999 total of $1.1 billion. Construction Materials sales of $880.3 million were up nearly 7% from 1999's $826.5 million. Aggregates pricing increased almost 4% while volumes increased nearly 3%, with new facilities accounting for slightly more than one-half of the volume increase. Chemicals' first half sales of $299.8 million were up 12% from 1999's $267.3 million.

Earnings before interest and income taxes were $166.3 million as compared to $157.3 million in the same period last year. At $157.4, earnings in the Construction Materials segment increased 7% from the prior year's $146.7 million. However, excluding the impact of a positive legal settlement in the prior year, earnings were up almost 11% as lower operating costs neutralized the impact of higher costs for oil products. Year-to-date the Chemicals segment reported earnings of $8.9 million, down $1.7 million from last year's earnings of $10.6 million. This decline from the 1999 level resulted from the global supply/demand imbalance for caustic soda, higher costs associated with energy, raw materials and start-up of the new joint venture facility.

Selling, administrative and general expenses reflected a 5% increase when compared to the first half of 1999. This increase resulted primarily from higher provisions for charitable contributions and increased costs within the Chemicals segment.

Other operating costs of $12.4 million increased $3.5 million from the prior year. This increase reflects increased amortization of goodwill.

Minority interest income of $2.5 million reflected the minority partner's share of the Chloralkali joint venture's pretax loss.

Other income, net of other charges, was $15.0 million as compared with $16.2 million for 1999. Results for 1999 included a positive legal settlement with no counterpart in 2000, while the 2000 results included greater gains from asset sales.

Interest expense of $22.2 million declined $3 million from 1999 due primarily to the capitalized interest credit associated with the Chloralkali joint venture.

The effective tax rate for the period was 32.2%, down slightly from last year's rate of 33.5%.

On July 20, 2000, Donald M. James, Chairman and Chief Executive Officer, made certain statements concerning the Company's earnings outlook. Excerpts of the relevant press release quoting Mr. James are as follows:


"Our Construction Materials segment delivered another quarter of excellent results. Sales increased 7 percent and earnings were up 12 percent from the 1999 level. For aggregates, our principal product, pricing improved almost 4 percent. Volumes increased nearly 2 percent, the majority of which was from recent acquisitions. Moreover, we reduced aggregates operating costs through improved efficiencies. These cost improvements nearly offset a $0.04 per share negative impact of higher costs for oil-based products. For the quarter, Construction Materials recorded sales and earnings of $514 and $120 million, respectively, versus comparable 1999 results of $480 and $107 million.

"Our Chemicals segment continued to experience difficult market conditions and increased costs associated with energy, raw materials and start-up of our new joint venture facility. Improved pricing for chlorinated products offset the impact of the higher costs. However, the strong demand for chlorine impacted the global supply/demand balance for the chloralkali co-product, caustic soda. This imbalance put pricing pressure on caustic and thus prevented a significant improvement in earnings for the quarter. Chemicals reported second quarter sales and earnings of $151 and $2 million, respectively, versus prior year sales of $132 million and a loss of $186,000.

"With respect to our outlook for Chemicals, the caustic soda supply/demand balance appears to be improving and industry experts are predicting higher pricing in the latter part of the year. Chemicals' earnings for the second half of 2000 will depend on the magnitude and timing of the increase in caustic soda pricing. In addition, our new joint venture chloralkali facility is near completion, and should be on line in the third quarter. Although start-up expenses for this venture penalized first half earnings, we anticipate a modest contribution to earnings over the remainder of the year. We currently expect Chemicals' earnings for 2000 to approximate 1999 results.

"The outlook for our Construction Materials business remains favorable. While higher interest rates may slow private sector demand for aggregates, we believe that any reduction will be more than offset by growing public sector demand due to TEA-21. For the year, we expect aggregates shipments to be 2 to 3 percent higher than the record achieved in 1999. Construction Materials remains on track to attain its seventh consecutive year of record earnings.

"Overall, we remain highly confident that earnings in 2000 will be at record levels."

LIQUIDITY AND CAPITAL RESOURCES



Working Capital

Working capital, exclusive of debt and cash items, totaled $392.2 million at June 30, 2000, $88.7 million over the 1999 year-end amount of $303.5 million. Working capital at June 30, 2000 increased $68.3 million from the same date last year. Both of these increases resulted primarily from increases in receivables attributable to the increased revenues.

The Company's current ratio, which is based on all components of working capital, including cash and debt items, was 1.6 as of June 30, 2000. This compares to the 1.6 ratio at year-end 1999 and the 1.2 ratio at June 30, 1999. The increase in the current ratio from the prior year resulted primarily from the $109.1 million reduction in commercial paper.

Cash Flows

Net cash provided by operating activities totaled $114.8 million in the first half of 2000, slightly up from the $110.9 million generated in the same period last year. Cash used for investing activities was $177.5 million as compared with the year-to-date 1999 total of $850.5 million. This amount for 1999 reflects the acquisition of CalMat. Net cash provided by financing activities totaled $41.4 million, down significantly from the 1999 amount of $636.5 million. The 1999 cash provided by financing resulted from the financing of the CalMat acquisition.

Cash and cash equivalents, which totaled $31.5 million at June 30, 2000, were down $46 million from a year ago.

Short-term Borrowings

Short-term borrowings of $150.3 million as of June 30, 2000 consisted of notes payable to banks totaling $10.5 million and commercial paper of $139.8 million. The prior year amount, $251.4 million, consisted of notes payable to banks of $2.3 million, other notes payable of $.2 million and commercial paper of $248.9 million.

Long-term Obligations

As of June 30, 2000, long-term obligations were 26.6% of long-term capital and 49.1% of shareholders' equity. The corresponding 1999 percentages were 30.8% and 56.3%.

Common Stock Transactions

For a number of years, the Company has regularly purchased its own shares in the open market under its long-standing share purchase program. Factors considered in such purchases include cash flow generation, alternative investment opportunities, debt levels, and share price. The Company purchased no shares of common stock in 2000. Purchases of common stock in the first quarter of 1999 totaled 1,200 shares previously owned by CalMat and purchased as part of the acquisition at a total cost of $49.4 thousand, equal to an average price of $41.19 per share. No shares were purchased in the second quarter of 1999. The amount, if any, of future share purchases will be determined by management from time to time based upon various factors, including those listed above.

Item 3.   Quantitative and Qualitative Disclosure
                  About Market Risk


The Company is exposed to certain market risks arising from transactions that are entered into in the normal course of business. In order to manage or reduce this market risk, the Company occasionally utilizes derivative financial instruments.

To date, the Company has used commodity swap and option contracts to reduce its exposure to fluctuations in prices for natural gas. The fair value of these contracts as of June 30, 2000 and 1999 was not material. As a result of a 10% reduction in the price of natural gas, the Company would experience a potential loss in the fair value of the underlying commodity swap and option contracts based on the fair value at June 30, 2000 of approximately $1.5 million.

The Company is exposed to interest rate risk due to its various long-term debt instruments. As substantially all of this debt is at fixed rates, a decline in market interest rates would potentially result in a subsequent increase in the fair value of the liability. At June 30, 2000, the estimated fair value of these debt instruments was $660.6 million. The effect of a hypothetical decline in the market interest rate of 1% would increase the fair value of the liability by approximately $35.1 million.


PART II.    OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K



(a)  Exhibits


Exhibit 27 - Financial Data Schedule (EDGAR filing only)


(b)  Reports on Form 8-K


There were no reports on Form 8-K filed for the six months ended June 30, 2000.

 


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.




VULCAN MATERIALS COMPANY




Date        August 2, 2000     




                                  
E. A. Khan
Vice President, Controller and Chief Information Officer




                                   
P. J. Clemens, III
Executive Vice President - Finance and Administration
and Treasurer

 



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