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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
SECURITIES EXCHANGE ACT OF 1934
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DATE OF EARLIEST EVENT REPORTED: DECEMBER 18, 1997
U.S. TIMBERLANDS KLAMATH FALLS, L.L.C.
U.S. TIMBERLANDS FINANCE CORP.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 1-13573-01 93-1217136
1-13573 91-1851612
(STATE OR OTHER JURISDICTION OF (COMMISSION FILE (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) NUMBER) IDENTIFICATION NO.)
P.O. BOX 10
6400 HIGHWAY 66
KLAMATH FALLS, OREGON 97601
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(541) 884-2240
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5 - OTHER ITEMS
The (i) press release dated December 18, 1997, announcing the election
of Messrs. Spencer R. Stuart and Allen E. Symington to the Board of Directors of
the General Partner of U.S. Timberlands Klamath Falls, L.L.C. (the "Company");
(ii) press release dated January 5, 1998, announcing the election of Mr. Thomas
C. Theobald to the Board of Directors of the Company's General Partner and
naming him Chairman of the Finance Committee; and (iii) press release dated
January 6, 1998, announcing certain changes to the Board of Directors and senior
management of the Company's General Partner are each attached as an exhibit to
this Form 8-K and incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrants have duly caused this report to be signed on their
behalf by the undersigned hereunto duly authorized.
U.S. TIMBERLANDS KLAMATH FALLS, L.L.C.
By: U.S. Timberlands Services Company, L.L.C.
as Manager
Date: January 6, 1998 By: /s/ John M. Rudey
-----------------------------------------
John M. Rudey
Chairman
U.S. TIMBERLANDS FINANCE CORP.
Date: January 6, 1998 By: /s/ John M. Rudey
-----------------------------------------
John M. Rudey
Chairman
2
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
- -------------- -----------
99.1 Press Release, dated December 18, 1997
99.2 Press Release, dated January 5, 1998
99.3 Press Release, dated January 6, 1998
3
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contacts: John M. Rudey Stefanie King
U.S. Timberlands Company, L.P Edelman Financial
(212) 755-1100 (212) 704-8291
U.S. TIMBERLANDS NAMES STUART AND SYMINGTON
TO BOARD OF DIRECTORS
KLAMATH FALLS, Ore., December 18, 1997 -- U.S. Timberlands Company, L.P.
(Nasdaq: TIMBZ) announced today that Spencer R. Stuart and Allen E. Symington
have been named to the Board of Directors of the Company's General Partner.
Spencer R. Stuart, 75, is the Founder and honorary Chairman of Spencer Stuart &
Associates/Management Consultants-Executive Searches, known today as
SpencerStuart, one of the world's leading executive search and management
consulting firms. Following his tenure with SpencerStuart, Mr. Stuart was
chairman of Dean Witter Council of Management Advisors, a division of Dean
Witter Investment Banking. Mr. Stuart has served on the Board of Directors of
several public companies, including UST, Inc., Keystone Custodian Funds, Western
Airlines, Allegheny International, as well as a number of non-publc companies,
including Ingersoll Milling Machine.
Allen E. Symington, 58, is Vice President, Finance of Simpson Timber Investment
Company, a privately owned, Seattle based holding company which owns
timberlands, lumber, plywood and door operations, and pulp and paper operations
in the United States, as well as fast growth forests and a joint venture mill in
Latin America. Since joining Simpson in 1962, Mr. Symington has held various
positions, including Vice President & Treasurer, Vice President - Investments,
Manager Pension Trusts and Financial Analysis, Director of Business Planning,
Interim General Manager of Simpson Building Supply Company, Marketing
Controller, Industrial Engineer -Plywood, and Process Development Engineer. Mr.
Symington has been instrumental in expanding Simpson's land base over 40% since
the late 1980's. In addition, he developed log testing methods, log allocation
methods, and a log appraisal system which resulted in increases in dollar
returns to standing timber. Mr. Symington is currently Vice Chairman of the
Washington State Employees Retirement Board, Treasurer of the Washington State
Republican Party and a board member of Enterprises International, a company
which owns companies which produce manufacturing equipment for the pulp and
paper industry throughout the world.
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John M. Rudey, chairman of U.S. Timberlands, stated, "Spencer and Al bring to
our Board a wealth of experience in various operating and management roles.
Their expertise will be invaluable to us as we evolve as a public company."
U.S. Timberlands Company, L.P. owns approximately 630,000 fee acres of
timberland and cutting rights on approximately 3,000 acres of timberland
containing total merchantable timber volume estimated to be approximately 2.2
billion board feet in Oregon east of the Cascade Range. U.S. Timberlands
specializes in the growing of trees and the sale of logs and standing timber.
Logs harvested from the timberlands are sold to unaffiliated domestic conversion
facilities. These logs are processed for sale as lumber, plywood and other wood
products, primarily for the use in new residential home construction, home
remodeling and repair, and general industrial applications. The Company also
owns and operates its own seed orchard and produces approximately five million
conifer seedlings annually from its nursery, approximately half of which are
used for its own internal reforestation programs, with the balance sold to other
forest products companies.
# # #
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EXHIBIT 99.2
FOR IMMEDIATE RELEASE
Contacts: John M. Rudey Stefanie King
U.S. Timberlands Company, L.P Edelman Financial
(212) 755-1100 (212) 704-8291
U.S. TIMBERLANDS NAMES THOMAS C. THEOBALD
TO BOARD OF DIRECTORS
KLAMATH FALLS, Ore., January 5, 1998 -- U.S. Timberlands Company, L.P. (Nasdaq:
TIMBZ) announced today that Thomas C. Theobald has been elected to the Board of
Directors of the Company's General Partner and named Chairman of the Finance
Committee.
Theobald, 60, is currently Managing Director, William Blair Capital Partners,
L.L.C. Prior to joining William Blair, Mr. Theobald was Chairman and Chief
Executive Officer of Continental Bank Corporation, which was acquired by
BankAmerica in 1994. Before joining Continental Bank in 1987, Mr. Theobald was
Vice Chairman of Citicorp and Citibank N.A. Throughout his 27 year tenure with
Citicorp, he successively headed consumer banking in Australia, investment and
management worldwide, corporate banking globally, and investment banking
worldwide.
Mr. Theobald is a 1958 magna cum laude graduate of Holy Cross College and earned
his MBA from Harvard Graduate School of Business where he was a Baker Scholar.
John M. Rudey, chairman of U.S. Timberlands, stated, "We are pleased to have
attracted to U.S. Timberlands an executive whose extensive experience will be
integral to the growth and development of our business. As we enter our first
full year as a public company, Tom's counsel as a member of our Board will be
invaluable."
Thomas C. Theobald, commented, "I look forward to working with the other members
of the Board and participating in the future of this exciting company."
U.S. Timberlands Company, L.P. owns approximately 630,000 fee acres of
timberland and cutting rights on approximately 3,000 acres of timberland
containing total merchantable timber volume estimated to be approximately 2.2
billion board feet in Oregon east of the Cascade Range. U.S. Timberlands
specializes in the growing of trees and the sale of logs and standing
- more -
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timber. Logs harvested from the timberlands are sold to unaffiliated domestic
conversion facilities. These logs are processed for sale as lumber, plywood and
other wood products, primarily for the use in new residential home construction,
home remodeling and repair and general industrial applications. The Company
also owns and operates its own seed orchard and produces approximately five
million conifer seedlings annually from its nursery, approximately half of which
are used for its own internal reforestation programs, with the balance sold to
other forest products companies.
# # #
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EXHIBIT 99.3
FOR IMMEDIATE RELEASE
Contacts: John M. Rudey Stefanie King
U.S. Timberlands Company, L.P. Edelman Financial
(212) 755-1100 (212) 704-8291
U.S. TIMBERLANDS ANNOUNCES SENIOR MANAGEMENT APPOINTMENTS
- SYMINGTON TO BECOME PRESIDENT AND CHIEF FINANCIAL OFFICER -
- MICHIE TO BECOME VICE PRESIDENT - OPERATIONS -
- MCDOWELL TO BECOME VICE PRESIDENT - FINANCE AND CONTROLLER -
KLAMATH FALLS, Ore., January 6, 1998 -- U.S. Timberlands Company, L.P. (Nasdaq:
TIMBZ) today announced the appointments of three executives to the Company's
senior management team.
Allen E. Symington, 58, was named President and Chief Financial Officer. This
appointment follows Mr. Symington's election to the Board of Directors of the
Company's General Partner on December 17, 1997. Mr. Symington was most recently
Vice President, Finance of Simpson Investment Company, a privately owned,
Seattle based holding company which owns timberlands, lumber, plywood and door
operations, and pulp and paper operations in the United States, as well as fast
growth forests in Latin America. Since joining Simpson in 1962, Mr. Symington
has held various positions, including Vice President & Treasurer, Vice President
- -Investments, Manager Pension Trusts and Financial Analysis, Director of
Business Planning, Interim General Manager of Simpson Building Supply Company,
Marketing Controller, Industrial Engineer - Plywood, and Process Development
Engineer. Mr. Symington has been instrumental in expanding Simpson's land base
over 40% since the late 1980's. In addition, he developed log testing methods,
log allocation methods, and a log appraisal system which resulted in increases
in dollar returns to standing timber. Mr. Symington is currently Vice Chairman
of the Washington State Employees Retirement Board and Treasurer of the
Washington State Republican Party. He received a B.S. in Forest Products from
the University of Washington.
Robert E.L. Michie, Jr., 49, has been named Vice President-Operations. Mr.
Michie joins U.S. Timberlands from Simpson Timber Company where he has been
Timberlands Manager since 1989, responsible for the management of 410,000 acres
of forestland as well as procurement responsibility for log supply to two
sawmills and a plywood plant. Prior to joining Simpson, Mr.
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Michie spent three years with Cavenham Forest Industries (spun off from Crown
Zellerbach Corporation) where he managed over 300,000 acres of forestland and
his responsibilities included Manager, Clatsop Managed Forest and Cathlamet
Managed Forests. Earlier in his career, Mr. Michie spent 11 years with Crown
Zellerbach in various capacities including, Production Manager Clatsop Managed
Forest, Production Manager, N.W. Washington Managed Forest and Industrial
Engineer for Wauna Pulp and Paper Mill. Mr. Michie received a B.S. in Industrial
Engineering from Texas Tech University and an M.B.A. in Management from the
University of Alaska and has studied at the Forest Engineering Institute of
Oregon State University.
John C. McDowell, 47, has been named Vice President - Finance and Controller, a
new position at the Company. Mr. McDowell has spent the last 11 years with the
Simpson Investment Company. From 1989 through 1997, Mr. McDowell was Vice
President-Controller where he was responsible for management of accounting,
consolidations, external and internal reporting, credit, taxes and information
services. Prior to joining Simpson in 1986, Mr. McDowell held various financial
management positions with Simlog Leasing Company, Farmer Construction Company
and as Audit Manager for Ernst & Young, a Certified Public Accountant, Mr.
McDowell received a B.A. in Business Administration from the University of
Washington.
John M. Rudey, Chairman of U.S. Timberlands, stated, "Al, John and Rob each has
a distinguished track record in our industry and brings expertise to U.S.
Timberlands that should prove beneficial to our strategic growth and
development. We welcome them to our team."
As previously announced, John J. Stephens will step down from active management.
The Company has invited Mr. Stephens, as well as Edward J. Kobacker and Michael
J. Morgan, to continue as consultants to the Company.
The Board of Directors of the Company's General Partner now consists of the
following seven members: Mr. Rudey, Chairman, Mr. Symington, Robert F. Wright,
Aubrey L. Cole, George R. Hornig, Spencer R. Stuart and Thomas C. Theobald and
the General Partner's officers are Mr. Rudey, Chairman; Mr. Symington, President
and Chief Financial Officer; Mr. Michie, Vice President - Operations; and Mr.
McDowell, Vice President - Finance and Controller.
U.S. Timberlands Company, L.P. owns approximately 630,000 fee acres of
timberland and cutting rights on approximately 3,000 acres of timberland
containing total merchantable timber volume estimated to be approximately 2.2
billion board feet in Oregon east of the Cascade Range. U.S. Timberlands
specializes in the growing of trees and the sale of logs and standing
timber. Logs harvested from the timberlands are sold to unaffiliated domestic
conversion facilities. These logs are processed for sale as lumber, plywood and
other wood products, primarily for the use in new residential home construction,
home remodeling and repair and general industrial applications. The Company
also owns and operates its own seed orchard and produces approximately five
million conifer seedlings annually from its nursery, approximately half of which
are used for its own internal reforestation programs, with the balance sold to
other forest products companies.
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