ST LAURENT PAPERBOARD INC
6-K, 1999-07-22
PAPERBOARD MILLS
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                                    FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                        Report of Foreign Private Issuer
                      Pursuant to Rule 13a-16 or 15d-16 of
                       the Securities Exchange Act of 1934


July 22, 1999


                       ST. LAURENT PAPERBOARD INC.
               (Translation of registrant's name into English)


              630 Rene-Levesque  Boulevard,  West,  Suite  3000,
                         Montreal, Quebec H3B 5C7
                 (Address of principal executive offices)


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..


                     INFORMATION FILED WITH THIS REPORT


The following document is filed as an Exhibit to this Report:

Exhibit I -- Press Release, dated July 22, 1999, of St. Laurent Paperboard Inc.
              announcing its results for the Second Quarter of 1999.


<PAGE>

                  PRESENTATION OF OUR FINANCIAL INFORMATION

      Beginning  in 1997,  we began  reporting  our  financial  results  in U.S.
dollars.  In this Report (and the  Exhibit  attached  to this  Report),  unless
otherwise  specified or the context otherwise  requires,  all dollar amounts are
expressed in U.S.  dollars.  Amounts  reported by us in years prior to 1997 have
been converted into U.S.  dollars using a convenience  exchange rate of US $0.73
to CAN $1, the closing rate as at December 31, 1996.  The average  exchange rate
of the U.S.  dollar to the Canadian  dollar for 1994, 1995 and 1996 was $0.7300,
$0.7286 and $0.7332, respectively.  Beginning in 1997, we also started to report
production and sales figures in short tons instead of metric tons, the reporting
standard of the containerboard industry.

      Unless otherwise indicated,  our financial information in this Report (and
the  Exhibit  attached to  this  Report) has been  prepared in  accordance  with
generally accepted  accounting  principles in Canada. As described in Note 20 to
our Consolidated  Financial  Statements for the year-ended December 31, 1998, as
contained in our 1998 Annual Report, those principles differ in certain material
respects from those that we would have followed had our  Consolidated  Financial
Statements  been  prepared in  accordance  with  generally  accepted  accounting
principles in the United States. We filed our Consolidated  Financial Statements
for the  year-ended  December 31, 1998, as contained in our 1998 Annual  Report,
with the  Commission as Exhibit 43 to our Form 40-F/A filed with the  Commission
on June 8, 1999.

                  SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

      Certain  statements made in this Report  (and the Exhibit attached to this
Report) are not historical  facts and are  "forward-looking"  (as defined in the
Private  Securities  Litigation  Reform Act of 1995).  Words such as "believes,"
"expects,"  "estimates," "may," "intends," "will," "should" or "anticipates" and
similar  expressions or their  negatives  identify  forward-looking  statements.
Forward-looking  statements  contained in this Report (and the Exhibit  attached
to this Report)  regarding  matters that are not  historical  facts  reflect our
current  views about future events and are subject to risks,  uncertainties  and
assumptions. Such risks, uncertainties and assumptions include the following:

o     continued demand for our products,
o     industry cyclicality,
o     fluctuation in foreign currency exchange rates,
o     changes in environmental and other laws or regulations affecting our
          operations,
o     factors influencing competition in our industry and pricing, and
o     industry-wide market factors and other general economic and business
          conditions.

      Our actual results could differ materially from those indicated, expressed
or implied  in such  forward-looking  statements  as a result of these and other
factors, many of which are beyond our control.


<PAGE>

On July 22, 1999 St. Laurent Paperboard Inc. issued a press release announcing
its 2nd Quarter 1999 Financial Results.

Exhibit I -- Press Release, dated July 22, 1999, of St. Laurent Paperboard Inc.
              announcing its results for the Second Quarter of 1999.


                                 SIGNATURE

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.



Date:  July 22, 1999                ST. LAURENT PAPERBOARD INC.
                                     (Registrant)


                                     By: /s/  Richard Garneau
                                         -------------------------------
                                          Name: Richard Garneau
                                          Title: Senior Vice President and
                                                  Chief Financial Officer
                                                  St. Laurent Paperboard Inc.


<PAGE>

                                                                    EXHIBIT I


      P r e s s  R e l e a s e
      For immediate release


        Cost reduction and revenue enhancements programs are paying off
          ST LAURENT PAPERBOARD INC. REPORTS SIGNIFICANT IMPROVEMENT
              IN FINANCIAL RESULTS FOR THE SECOND QUARTER OF 1999


      MONTREAL,  July 22,  1999 - For the second  quarter of 1999,  St.  Laurent
      Paperboard  Inc.  generated  net  earnings of $6.8  million,  or $0.13 per
      share,  on  net  sales  of  $218.6  million,  compared  to a  net  loss of
      $0.3 million,  or $0.01 per share,  on net sales of $203.6 million for the
      same quarter  in 1998.

      For  the  first  six  months  ended  June 30, 1999, net earnings increased
      to $9.1  million  or $0.18 per  share,  on net  sales of  $417.0  million,
      compared  to $0.072  million on net sales of $409.9  million  for the same
      period  in  1998.  This  increase  in  profitability  in  1999  is  mainly
      attributable to cost reductions and revenue enhancement initiatives,   the
      lower value of the Canadian dollar and a higher volume of products sold.

      NET SALES

      Net sales in the  second  quarter  of 1999  increased  to  $218.6  million
      compared to $203.6 million for the same period in 1998.  This  improvement
      in net sales is attributable  to increased  shipments of all our products.
      Shipments  were up 10.3%  for  corrugated  products,  5.6% for  paperboard
      products and 27.2% for liquid and food products.  Net price  realizations,
      in the second  quarter of 1999,  were lower for  paperboard and liquid and
      food products by 1.5% and 1.4%  respectively  compared to 1998.  Net price
      realizations  for  corrugated  products were 1.5% higher,  compared to the
      same period in 1998.

      Shipments were higher for all paperboard products in  the second  quarter.
      White  top  linerboard  shipments  increased  by 19,200 tons,  corrugating
      medium and kraft linerboard shipments increased by 4,200  and 15,200  tons
      respectively, compared  to the 1998 corresponding period.  Liquid and food
      shipments also went up by 3,679 tons in  the second  quarter, compared  to
      1998.  No  shipments of  market  pulp  were  made  in the  second quarter,
      compared to 31,700 tons for the corresponding quarter in 1998.


     BUSINESS REVIEW

          o 8% reduction in primary mills' manufacturing cost
          o 8-day outage of the La Tuque bleached board machine for upgrade
          o Somewhat lower selling prices compared to the second quarter of 1998
          o Higher shipments for all products
          o Acquisition of Castle Rock Container increased the Company's
               integration level to 48%
<PAGE>



TABLE 1  - KEY FINANCIAL RESULTS
(In millions of US dollars, except per share amounts)

                                       1999            1998             1999
                                  Second Quarter  Second Quarter   First Quarter


Net sales .....................      218.6            203.6              198.4
EBITDA ........................       33.9             24.4               21.1
EBITDA margin - % .............       15.5%            12.0%              10.7%
Operating earnings ............       17.3              8.2                4.7
Net earnings (losses) .........        6.8             (0.3)               2.3
Per share .....................       0.13            (0.01)              0.05

Note:  EBITDA is Earnings Before Interest, Taxes, Depreciation and Amortization.
       EBITDA margin is the ratio of EBITDA divided by net sales.


TABLE 2 - NET EARNINGS (loss)
(In millions of US dollars)

                           1998       1998        1998         1999       1999
                          Qtr 2       Qtr 3      Qtr 4         Qtr 1     Qtr 2


Before West Point Mill     (0.3)       (4.5)      (10.6)       2.3         6.8
Restructuring

After West Point Mill      (0.3)      (12.8)      (10.6)       2.3         6.8
Restructing



 OPERATING EARNINGS

 1999 2nd QUARTER VS 1998 2nd QUARTER

For the second quarter of 1999,  operating  earnings were $17.3 million compared
to $8.2  million, an increase of $9.2  million  compared to 1998. The  operating
earnings  improvement is mainly  attributable to paperboard  cash  manufacturing
costs  which were 8% lower in the second  quarter of 1999,  compared to the same
quarter in 1998 due to lower fibre costs, the lower value of the Canadian dollar
and  lower  manufacturing  costs  at the West  Point  mill.  As a result  of the
decision to cease  production of bleached  hardwood market pulp; to close down a
chip mill and to downsize our marine operations, West Point manufacturing costs,
mostly labour,  fibre and other material costs, went down 9% during the quarter,
compared to corresponding 1998 period.

The Company  actively  manages its Canadian dollar  exposure.   Canadian  dollar
forward  contracts,  averaging  US$0.71  expired  during the quarter,  while the
actual rate during the quarter was US$0.68,  resulting in an opportunity loss of
$0.5 million  (including  Canadian dollar  denominated  inventory  translation),
compared to a loss of $3.1 million for the corresponding quarter in 1998.



<PAGE>


TABLE 3 - OPERATING EARNINGS VARIANCES
1999 2nd QUARTER VS 1998 2nd QUARTER
(In millions of US dollars)


VARIANCE   Positive (Negative)
                                     Mill     Converting      Other        Total
  Net price realization
   on all products                  (4.3)        1.9            --         (2.4)
  Cost reduction                    10.1        (1.1)         (0.7)         8.3
  Volume increase                    0.9         1.2            --          2.1
  Foreign exchange
    opportunity loss                 2.6         --             --          2.6
  Selling and administration        (1.1)       (1.9)          2.0         (1.0)
  Depreciation                      (0.3)       (0.1)           --         (0.4)
  Total                              7.9         --            1.3          9.2


1999 2nd QUARTER VS 1999 1st QUARTER

In the second  quarter of 1999,  operating  earnings  increased to $17.3 million
compared to $4.7  million in the first  quarter,  an increase of $12.6  million,
mainly resulting from higher net price realization for paperboard and converting
products totalling $12.0 million and $5.2 million  respectively as well as lower
foreign exchange  opportunity losses of $0.9 million (including  Canadian dollar
denominated  inventory  translation).  Selling and administrative  expenses were
$1.4 million higher in the second  quarter,  mainly  attributable  to the Castle
Rock Container acquisition.  Primary mill costs were down by $1.3 million in the
second quarter of 1999 when compared to the first quarter of 1999.

Table 4 - OPERATING EARNINGS VARIANCES
1999 2nd QUARTER VS 1999 1st QUARTER
(In millions of US dollars)


 VARIANCE   Positive (Negative)
                                  Mill         Converting      Other       Total
 Net price realization
  on all products                 12.0            5.2            --        17.2
 Cost reduction                    1.3           (6.0)          0.3        (4.4)
 Volume increase                  (0.5)           0.9            --         0.4
 Foreign exchange opportunity
   loss                            0.9             --            --         0.9
 Selling and administration       (0.6)          (0.8)           --        (1.4)
 Depreciation                       --           (0.1)           --        (0.1)
 Total                            13.1           (0.8)          0.3        12.6




LIQUIDITY AND CAPITAL EXPENDITURES

During  the  second  quarter,  cash  provided  by  operating  activities  was
$30.9  million  compared to $19.0 million for the corresponding quarter in 1998.
The $11.9 million increase is attributable to higher earnings and to a reduction
of 12,700 tons of paperboard finished goods inventory during the quarter compare
to  an  inventory increase of 4,600 tons for the same quarter of 1998 which also
contributed  to the  improvement  in  liquidity.     Capital  expenditures  were
$11.9 million  compared to $15.0 million for the second  quarter of 1998.
The  decrease  in  capital  expenditures  in  the  second quarter is part of the
Company's  program to  undertake  only  indispensable  projects to maintain  its
facilities  while maintaining  a  conservative  capital  structure.  The Company
closed its $25.5 million  acquisition  of  Castle Rock  Container increasing its
integration level by about 3%.

YEAR-2000 COMPLIANCE

Approach St. Laurent  Paperboard Inc. initiated its Year 2000 compliance program
("Y2K")  under  the  supervision  of  a  centralized   Y2K  Project   Management
Organization  (PMO) in February 1998 with a focus of achieving Y2K readiness for
all Information  Technology (IT) and computer  controlled  process  technologies
used in the  Company's  business.  The  Company's  Y2K  compliance  program also
includes  the  assessment  of the  Y2K  readiness  of its  major  suppliers  and
customers by contacting  them to evaluate their  strategies and action plans for
the Y2K  transition.  To minimize the Y2K risk,  contingency  plans and rollover
strategies will be deployed as part of the program.

Readiness

The  Company's  Y2K  compliance   process  involves  six steps:       inventory,
impact  assessment  and  plan  formulation,  communications  with  stakeholders,
remediation,  integration  testing and finally contingency  planning.  The first
three  phases  of this  process  are  completed.  The  remediation  phase is 95%
completed  and  the integration  testing  is almost completed  and will continue
until  year  end.   For  the  information  technology  used  by  the  Company to
control and optimize its manufacturing  processes,  critical systems were tested
or verified by their  manufacturers  under the Company's  supervision and, where
required,  corrective  action  has  been  completed.   The  remediation  of  the
remaining non-critical  items   is   progressing  as  planned,  is  fully funded
and is expected to be completed within the third quarter of 1999.

The Company  initiated action under its Y2K program in early 1998 to replace the
order fulfillment, order tracking and invoicing software programs in four of its
converting  plants. At this time the Company has successfully  replaced three of
the non-compliant  systems.  The fourth system is scheduled to be operational in
the third quarter of 1999. Order fulfillment and production  management  systems
at the  Company's  seven other  converting  plants and at the four primary mills
have been upgraded to compliant software versions.

<PAGE>

Risk to the Company
St. Laurent  Paperboard's  primary business  consists of manufacturing and
selling  paperboard   products,  and  most of our  systems  are  not  date
sensitive.  For systems where dates are  critical,  the Company could face
localized  interruptions if Y2K issues are not properly resolved. Our main
risk, therefore,  would arise if we were temporarily unable to produce and
deliver  our  products  due to  interruption  of a  production  unit,  the
malfunction  of a production  management  system,  or an  interruption  in
delivery of raw material or services from a critical supplier.

To minimize any possible  shutdown of production  units, the Company's Y2K
compliance  program will continue beyond the remedial phase of the program
with  integrated  system  testing.  In  addition,  critical  suppliers  of
transportation,  raw  materials,  utilities,  payment  systems  as well as
financial  services,   government  agencies  and  other  critical  service
providers, are currently being surveyed by the Company to assess their Y2K
readiness  status.  As the Company  assesses the replies of its suppliers,
contingency plans will be prepared,  as required,  to minimize the risk of
business interruption to the Company. We anticipate that the assessment of
these  suppliers will be completed by the end of the third quarter of 1999.
It  is not  possible  however,  to be  certain  that  all  aspects  of the
Y2K   issue  affecting  the  Company,   including  those  related  to  the
efforts  of  customers, suppliers,  or  other third parties, will be fully
resolved.

Contingency planning
Our  contingency  planning  will  focus on  critical  areas  of  potential
business  disruption.  Contingency  plans  are  being  developed  on three
levels:  marketplace  risk and  opportunities,  production unit and supply
chain risk, and finally on an item-by-item  level.  The plans will include
procedures  to minimize  disruption  of critical  supply  items as well as
procedures  to deal  with  possible  production  unit  failures.  Critical
suppliers  will be assessed  according  to the  anticipated  impact to the
Company should such a supply failure occur and plans will be developed, as
required,  to ensure  that  alternate  sources  of supply  will be readily
available.

Costs
The Company's  cost to achieve Y2K  compliance is estimated at $6 million.
Of that amount, approximately $3.5 million will be capitalized. At the end
of June, about $2.3  million  has been  capitalized  and $1.8  million has
been expensed.


OUTLOOK

Both the US and Canadian  economy continue to show strong growth and it is
expected  that they will  continue to perform  strongly  over the next two
quarters. A price increase for white top linerboard and corrugating medium
of  $40 and  $50 per ton respectively  is being implemented effective with
July 1 shipments.  Concurrently,  a  box  price  increase of 10% to 12% has
been announced and will be gradually implemented in the third quarter.


                    **************************************


<PAGE>


St. Laurent  Paperboard is a major North American  producer,  supplier and
converter of high-quality,  value-added paperboard and packaging products,
with more than 3,700  employees  serving a diverse  customer base in North
America and selected international markets.


St.  Laurent  Paperboard  owns four primary mills, located in La Tuque and
Matane,  Quebec;  in  Thunder  Bay,  Ontario;   as  well as  in West Point
Virginia,    with  an  aggregate  annual  paperboard  production  capacity
of  approximately  1.5 million short tons. It also owns twelve  converting
facilities  located  in Canada  and the  United  States  as  well  as
920,000 acres of forest land, the largest freehold in Quebec.

The Company's  common shares are listed on the Toronto and Montreal  stock
exchanges  under the trading symbol "SPI" as well as on the New York Stock
Exchange (NYSE) under "SLW".



FOR FURTHER INFORMATION:

Mr. Richard Garneau
Senior Vice President and Chief Financial Officer
ST. LAURENT PAPERBOARD INC.
Tel: (514) 864-5102
Website:  www.stlaurent.com



<PAGE>
<TABLE>
<CAPTION>

ST. LAURENT PAPERBOARD INC.
CONSOLIDATED STATEMENT OF EARNINGS AND RETAINED EARNINGS
(unaudited)
(in thousands of US dollars, except per share amounts)

                                    Second quarter ended          First quarter ended                  6 months ended
                                          June 30                       March 31                           June 30
                                     1999           1998                   1999                      1999             1998
                                 ---------------------------   --------------------------        ---------------------------


<S>                              <C>           <C>               <C>                             <C>             <C>
     Sales                       $  236,184    $  220,636        $        216,475                $  452,659      $   444,845
     Cost of delivery                17,565        17,073                  18,051                    35,616           34,931
                                 ----------------------------  --------------------------        ---------------------------

     Net sales                      218,619       203,563                 198,424                   417,043          409,914
                                 ----------------------------  --------------------------        ---------------------------
     Cost of sales                  170,584       166,038                 164,592                   335,176          334,804


     Selling and administrative      14,092        13,082                  12,687                    26,779           25,560
     expenses
     Amortization                    16,598        16,257                  16,435                    33,033           32,045
                                 ----------------------------  --------------------------        ---------------------------
                                    201,274       195,377                 193,714                   394,988          392,409
                                 ----------------------------  --------------------------        ---------------------------
     Operating earnings              17,345         8,186                   4,710                    22,055           17,505
     Interest expense, net            6,517         7,168                   7,057                    13,574           14,937
     Other expense (income)             630             3                  (4,816)                   (4,186)             (10)
                                 ----------------------------  --------------------------        ---------------------------
     Earnings before income taxes    10,198         1,015                   2,469                    12,667            2,578
     Provision for income taxes       3,550         1,294                     479                     4,029            2,506
                                 ----------------------------  --------------------------        ---------------------------
                                      6,648          (279)                  1,990                     8,638               72

     Earnings from equity investment    180             -                     285                       471                -
                                 ----------------------------  --------------------------        ---------------------------
     Net earnings (loss)              6,834          (279)                  2,275                     9,109               72
                                 ----------------------------  --------------------------        ---------------------------
     Net earnings (loss) per common
        share
          Basic                        0.13         (0.01)                   0.05                      0.18             0.00
                                 -----------------------------  --------------------------       ---------------------------
          Fully diluted          $     0.13      $   ( * )        $          0.05                 $    0.18         $   0.00
                                 -----------------------------  --------------------------       ---------------------------



     Retained earnings at
      beginning of period        $    4,044     $  25,383       $           1,769                     1,769           25,032
     Net earnings (loss)              6,834          (279)                  2,275                     9,109               72

                                 -----------------------------  --------------------------       ---------------------------

     Retained earnings
        at end of period         $   10,878     $  25,104       $           4,044                    10,878           25,104
                                 -----------------------------  --------------------------       ---------------------------

     Weighted average number of
     outstanding common shares
     (in thousands)                  49,310        49,081                  49,264                    49,287           49,056
                                 -----------------------------  --------------------------       ---------------------------
     * Anti-dilutive
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
     ST. LAURENT PAPERBOARD INC.
     CONSOLIDATED STATEMENT OF CHANGES IN CASH POSITION
     (unaudited)
     (in thousands of US dollars)
                                                             Second quarter ended     First quarter ended          6 months ended
                                                                   June 30                 March 31                  June 30
                                                               1999           1998          1999              1999              1998
    ------------------------------------------------------------------------------    -------------------   ------------------------

     Cash provided by (used in)
     Operating activities
<S>                                                         <C>         <C>           <C>                    <C>       <C>
          Net earnings (loss)                               $  6,834    $     (279)   $    2,275             9,109     $         72
          Items not involving cash
             Amortization of property, plant and equipment,
                deferred costs and goodwill                   16,598        16,257        16,435            33,033           32,045
             Amortization of debt issue costs                    311           379           399               710              605
             Future income taxes                               3,011         1,051           185             3,196            1,679
             Gain on sale of property, plant and equipment         -             -        (4,553)           (4,553)            (235)
             Other                                               (64)         (369)         (222)             (286)            (649)
          Start-up and other deferred costs incurred            (587)          888          (691)           (1,278)             841
          Post retirement expense, net of funding                665           421         1,041             1,706            1,195
          Earnings from equity investment                       (186)            -          (285)             (471)               -

                                                            ----------------------    -------------------   ------------------------
                                                              26,582        18,348        14,584            41,166           35,553
          Change in non-cash working capital
           relating to operations
             Accounts receivable                                (495)        5,299        (9,675)          (10,170)           6,235
             Inventory                                         2,419        (2,861)        8,346            10,765           (3,120)
             Prepaid expenses                                 (2,914)          806         1,465            (1,449)          (4,491)
             Accounts payable and accruals                     5,605        (3,679)       11,091            16,696              167
             Income and other taxes payable                     (306)        1,128           (42)             (348)             615

                                                            ----------------------    -------------------   ------------------------
                                                               4,309           693        11,185            15,494             (594)
                                                            ----------------------    -------------------   ------------------------
          Cash provided by operating activities               30,891        19,041        25,769            56,660           34,959
                                                            ----------------------    -------------------   ------------------------

    Investing activities
          Equity investment                                        -             -        (9,607)           (9,607)               -
          Business acquisitions                               25,483)            -             -           (25,483)               -
          Additions to property, plant and equipment          11,930)      (14,981)       (6,204)          (18,134)         (27,952)
          Proceeds from disposals of property, plant
             and equipment                                         -             -         5,655             5,655              235
                                                             ----------------------    -------------------  ------------------------
                                                              37,413)      (14,981)      (10,156)          (47,569)         (27,717)
                                                             ----------------------    -------------------  ------------------------

     Financing activities
          Issuance of common shares, net of expenses             390           789           333               723            1,269
          Redemption of common shares                              -             -             -                 -             (242)
          Issuance of long-term debt                              66           136            70               136          230,136
          Repayment of long-term debt                            (22)          (65)          (24)              (46)        (241,486)
          Debt issue costs                                      (583)         (763)         (127)             (710)          (4,581)
          Cash held in escrow                                      -             -             -                 -           11,000
                                                             ----------------------    -------------------  ------------------------
                                                                (149)           97           252               103           (3,904)
                                                             ----------------------    -------------------  ------------------------

     Increase (decrease) in cash                              (6,671)        4,157        15,865             9,194            3,338

     Cash and cash equivalents at beginning of period         12,346        12,621        (3,519)           (3,519)          13,440
                                                            ----------------------    -------------------   ------------------------

     Cash and cash equivalents at end of period             $  5,675    $   16,778   $    12,346     $       5,675   $       16,778
                                                            ----------------------    -------------------   ------------------------

     Cash and cash equivalents

         Cash on hand (indebtedness)                            (475)        8,955         6,713              (475)           8,955
         Temporary investments                                 6,150         7,823         5,633             6,150            7,823
                                                            -----------------------  --------------------   ------------------------
                                                             $ 5,675     $  16,778    $   12,346     $       5,675   $       16,778
                                                            -----------------------  --------------------   ------------------------
</TABLE>



<PAGE>
<TABLE>
<CAPTION>

     ST. LAURENT PAPERBOARD INC.
     CONSOLIDATED BALANCE SHEET
      (unaudited)
     (in thousands of US dollars)

                                                                         June 30
                                                               1999                 1998
     ------------------------------------------------------------------------------------
     ASSETS

     Current assets
<S>                                                     <C>                    <C>
        Cash and temporary investments                  $      5,675           $   16,778
        Accounts receivable                                  109,079              100,337
        Income and other taxes receivable                      5,218                4,378
        Inventories                                           93,088               99,720
        Prepaid expenses                                      15,281               10,170
                                                        ---------------------------------
                                                             228,341              231,383


     Property, plant and equipment                           780,894              784,542

     Future income taxes                                       7,890                1,632

     Deferred charges and other assets                        42,068               32,552

     Goodwill                                                 19,374               20,481
                                                        ---------------------------------
                                                        $  1,078,567           $1,070,590
                                                        ---------------------------------

     LIABILITIES

     Current liabilities
        Accounts payable and accrued liabilities              89,361               79,868
        Current portion of long-term debt                     17,427                  294
                                                       ---------------------------------
                                                             106,788               80,162

     Long-term debt                                          345,204              362,298

     Future income taxes                                       9,012                9,400

     Other liabilities                                        31,620               20,031


     SHAREHOLDERS' EQUITY

        Common shares                                        572,657              571,187
        Contributed surplus                                    2,408                2,408
        Retained earnings                                     10,878               25,104
                                                        ---------------------------------
                                                             585,943              598,699
                                                        ---------------------------------
                                                        $  1,078,567   $        1,070,590
                                                        ---------------------------------
</TABLE>






<PAGE>
<TABLE>
<CAPTION>

ST. LAURENT PAPERBOARD INC.
SEGMENTED INFORMATION
 (unaudited)
(in thousands of US dollars)                     Second quarter ended               6 months ended
                                                      June 30                           June 30
                                                 1999         1998                 1999          1998
                                              ------------------------          -------------------------

Net sales to third parties
  From Canada
<S>                                         <C>             <C>                 <C>             <C>
    Within Canada                           $    34,231     $  35,943           $   61,469      $ 66,026
    To the United States                         52,818        36,267               98,343        75,452
    Other                                         6,458        10,137               17,044        21,715
                                              ------------------------          -------------------------
                                            $    93,507     $  82,347           $  176,856      $163,193

  From the United States                        125,112       121,216              240,187       246,721
                                             ------------------------          -------------------------
                                            $   218,619     $ 203,563           $  417,043      $409,914

                                             ------------------------          -------------------------

Intercompany sales between geographic areas

  From Canada                                $    4,779     $   2,711           $    7,797      $  4,475
  From the United States                            266           712                  491           955
                                              ------------------------          -------------------------
                                             $    5,045     $   3,423           $    8,288      $  5,430

                                             -------------------------          -------------------------

Operating earnings (loss)

  Canada                                     $    9,844     $     986           $   12,493      $  5,137
  United States                                   7,501         7,200                9,562        12,368

                                              ------------------------          -------------------------
                                             $   17,345     $   8,186           $   22,055      $ 17,505

                                              ------------------------          -------------------------


Identifiable assets

  Canada                                                                        $  443,325      $441,110
  United States                                                                 $  635,242      $629,480

                                                                                -------------------------
                                                                                $1,078,567     $1,070,590
                                                                                -------------------------
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

ST. LAURENT PAPERBOARD INC.
SUMMARY OF OPERATIONS
 (unaudited)
(in thousands of US dollars, except for units)
                                                                                                  Woodlands,
                                                                                                  Solid Wood
                                                                   Primary                       and unallocated
 Second Quarter ended June 30, 1999                                 mills       Converting           amounts          Total
- ---------------------------------------------------------------------------------------------------------------------------

<S>                                                          <C>               <C>                <C>            <C>
   Net sales to third parties                                $     128,003     $  85,941          $  4,675       $   218,619

   Inter-segment sales                                              19,441             -                 -       $   19,441
                                                               -------------------------------------------------------------
   Total                                                     $     147,444     $  85,941          $  4,675       $  238,060

   EBITDA                                                           29,180         5,008              (245)          33,943

   Amortization                                                     14,035         2,162               401           16,598

   Operating earnings (loss)                                        15,145         2,846              (646)          17,345

   Identifiable assets                                             766,532       232,083            79,952        1,078,567

   Additions to property, plant and equipment                        7,278         4,644                 8           11,930

   Sales to third parties (short tons)                             337,229             -                 -
   Sales to third parties - corrugated containers (MMSF)                 -         1,304                 -
   Sales to third parties - liquid and food (short tons)                 -        17,183                 -
   Inter-segment sales (short tons)                                 49,822             -                 -

                                                                                                   Woodlands,
                                                                                                  Solid Wood
                                                                   Primary                       and unallocated
 Second Quarter ended June 30, 1998                                 mills     Converting              amounts         Total
- ----------------------------------------------------------------------------------------------------------------------------

   Net sales to third parties                                $     123,721     $  75,411          $  4,431       $  203,563
   Inter-segment sales                                              22,400             -                 -           22,400
                                                               -------------------------------------------------------------
   Total                                                     $     146,121     $  75,411  $          4,431       $  225,963

   EBITDA                                                           20,984         4,989            (1,530)          24,443

   Amortization                                                     13,715         2,100               442           16,257

   Operating earnings (loss)                                         7,269         2,889            (1,972)           8,186

   Identifiable assets                                             825,205       186,364            59,021        1,070,590

   Additions to property, plant and equipment                       11,498         2,681               802           14,981

   Sales to third parties (short tons)                             319,367             -                 -
   Sales to third parties - corrugated containers (MMSF)                 -         1,182                 -
   Sales to third parties - liquid and food (short tons)                 -        13,504                 -
   Inter-segment sales (short tons)                                 59,542             -                 -
</TABLE>



<PAGE>
<TABLE>
<CAPTION>


ST. LAURENT PAPERBOARD INC.
SUMMARY OF OPERATIONS - YEAR TO DATE
 (unaudited)
(in thousands of US dollars, except for units)
                                                                                                  Woodlands,
                                                                                                 Solid Wood
                                                                   Primary                      and unallocated
 Six months ended June 30, 1999                                     mills     Converting            amounts           Total
- ----------------------------------------------------------------------------------------------------------------------------

<S>                                                          <C>            <C>           <C>              <C>
   Net sales to third parties                                $     247,524  $    161,212  $          8,307 $        417,043

   Inter-segment sales                                              37,779        -               -                  37,779
                                                               -------------------------------------------------------------

   Total                                                     $     285,303  $    161,212  $          8,307 $        454,822

   EBITDA                                                           45,232        10,637              (781)          55,088

   Amortization                                                     28,029         4,196               808           33,033

   Operating earnings (loss)                                        17,203         6,441            (1,589)          22,055

   Identifiable assets                                             766,532       232,083            79,952        1,078,567

   Additions to property, plant and equipment                       11,061         6,890               183           18,134

   Sales to third parties (short tons)                             686,726             -                 -
   Sales to third parties - corrugated containers (MMSF)                 -         2,570                 -
   Sales to third parties - liquid and food (short tons)                 -        33,367                 -
   Inter-segment sales (short tons)                                101,176             -                 -
</TABLE>

<TABLE>
<CAPTION>


                                                                                                    Woodlands,
                                                                                                   Solid Wood
                                                                  Primary                        and unallocated
 Six months ended June 30, 1998                                    mills        Converting            amounts         Total
- ----------------------------------------------------------------------------------------------------------------------------

<S>                                                          <C>            <C>           <C>              <C>
   Net sales to third parties                                $     252,484  $    147,725  $          9,705 $        409,914

   Inter-segment sales                                              42,555             -                 -           42,555
                                                               -------------------------------------------------------------
   Total                                                     $     295,039  $    147,725  $          9,705 $        452,469


   EBITDA                                                           42,700         8,936            (2,086)          49,550

   Amortization                                                     27,261         3,905               879           32,045

   Operating earnings (loss)                                        15,439         5,031            (2,965)          17,505

   Identifiable assets                                             825,205       186,364            59,021        1,070,590

   Additions to property, plant and equipment                       19,171         7,848               933           27,952

   Sales to third parties (short tons)                             644,398             -                 -
   Sales to third parties - corrugated containers (MMSF)                 -         2,276                 -
   Sales to third parties - liquid and food (short tons)                 -        27,375                 -
   Inter-segment sales (short tons)                                110,618             -                 -
</TABLE>


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