SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: (Date of earliest event reported) April 15, 1996
CORNING INCORPORATED
(Exact name of registrant as specified in its charter)
New York 1-3247 16-0393470
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
One Riverfront Plaza, Corning, New York 14831
(Address of principal executive offices) (Zip Code)
(607) 974-9000
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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Item 5. Other Events.
Attached for filing as an exhibit hereto is the item listed in "Item 7 --
Financial Statements,
Pro Forma Financial Information and Exhibits" below. Such item is being
filed in connection with the offering by Corning Incorporated of $500,000,000
aggregate principal amount of its Medium-Term Notes due from 9 months to 30
years from Date of Issue.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibits:
The Registrant's press release of April 15, 1996.
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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.
CORNING INCORPORATED
Registrant
Date: April 15, 1996 By /s/ M. ANN GOSNELL
M. Ann Gosnell
Assistant Secretary
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Kathryn C. Littleton
(607) 974-8206
Paul A. Rogoski
(607) 974-8832
IMMEDIATE RELEASE
April 15, 1996
CORNING INCORPORATED REPORTS FIRST QUARTER RESULTS
CORNING, N.Y., April 15 - Corning Incorporated (NYSE:GLW) said today
that its first quarter net income totaled $71.8 million, or $0.31 per share.
This compares with adjusted first quarter 1995 earnings of $82.9 million or
$0.36 per share. Adjustments to the 1995 results include the previously
announced change to Corning's accounting calendar, effective January 1, 1996,
and the elimination of equity earnings from Dow Corning Corporation following
its Chapter 11 filing in the second quarter of 1995. Reported earnings for
the first quarter of 1995 were $79.4 million, or $0.35 per share.
The trend in first quarter net income was similar to the fourth quarter
of 1995. Strong growth in the Opto-electronics businesses and Corning
Pharmaceutical Services was more than offset by lower earnings at Corning
Clinical Laboratories.
First quarter sales totaled $1.35 billion, an increase of 6 percent over
adjusted 1995 levels.
Equity earnings declined from adjusted 1995 levels primarily due to
scheduled glass furnace repairs at Samsung Corning Corporation.
Board Chairman James R. Houghton said, "In spite of the earnings
decline, our first quarter was quite encouraging. As we look ahead, we
expect continued strength in our growth businesses as well as improving
earnings comparisons at Corning Clinical Laboratories."
Corning Incorporated is a Fortune 500 company whose businesses are at
the leading edge of the technologies that comprise three of the fastest
growing segments of the global economy -- Communications, Environment and
Life Sciences. Its 1995 sales totaled $5.3 billion.
Investor Relations Contact: Richard B. Klein (607) 974-8313
Katherine M. Dietz (607) 974-8217
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CORNING INCORPORATED AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per-share amounts)
Quarter Ended Twelve Weeks Ended
March 31, 1996 March 26, 1995
------------- -------------
(Unaudited)
REVENUES
Net sales $1,352.6 $1,116.1
Royalty, interest and
dividend income 8.8 6.9
-------------------- --------------
1,361.4 1,123.0
DEDUCTIONS
Cost of sales 873.2 713.6
Selling, general and administrative
expenses 283.3 221.5
Research and development expenses 46.1 38.6
Interest expense 29.8 26.0
Other, net 8.1 15.4
------- ------
Income before taxes on income 120.9 107.9
Income tax expense 44.8 39.9
------- ------
Income before minority interest
and equity earnings 76.1 68.0
Minority interest in earnings of
subsidiaries (12.5) (11.3)
Dividends on convertible preferred
securities of subsidiary (3.4) (3.2)
Equity in earnings of associated companies:
Other than Dow Corning Corporation 11.6 8.4
Dow Corning Corporation 17.5
------- ------
NET INCOME $ 71.8 $ 79.4
======= ======
EARNINGS PER COMMON SHARE:
NET INCOME $ 0.31 $ 0.35
======== ======
DIVIDENDS DECLARED $ 0.18 $ 0.18
======== ======
WEIGHTED AVERAGE SHARES OUTSTANDING 227.2 225.4
====== =========
The accompanying notes are an integral part of these statements.
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CORNING INCORPORATED AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
March 31, 1996 Dec. 31, 1995
------------- ------------
(Unaudited)
ASSETS
CURRENT ASSETS
Cash and short-term investments $ 164.3 $ 214.9
Receivables, net 971.4 932.4
Inventories 515.0 467.8
Deferred taxes on income and
other current assets 216.1 219.2
------ ------
Total current assets 1,866.8 1,834.3
INVESTMENTS 349.2 376.1
PLANT AND EQUIPMENT, NET 2,115.7 2,031.6
GOODWILL AND OTHER INTANGIBLE
ASSETS, NET 1,420.9 1,416.1
OTHER ASSETS 304.5 329.0
------ ------
$6,057.1 $5,987.1
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Loans payable $ 271.3 $ 146.0
Accounts payable 189.4 255.2
Other accrued liabilities 725.2 763.9
------ -------
Total current liabilities 1,185.9 1,165.1
OTHER LIABILITIES 671.7 664.9
LOANS PAYABLE BEYOND ONE YEAR 1,385.8 1,393.0
MINORITY INTEREST IN SUBSIDIARY
COMPANIES 290.9 272.5
CONVERTIBLE PREFERRED SECURITIES
OF SUBSIDIARY 364.8 364.7
CONVERTIBLE PREFERRED STOCK 23.6 23.9
COMMON STOCKHOLDERS' EQUITY 2,134.4 2,103.0
------ ------
$6,057.1 $5,987.1
======= =======
The accompanying notes are an integral part of these statements.
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CORNING INCORPORATED AND SUBSIDIARY COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
QUARTER 1, 1996
(1) Effective January 1, 1996 Corning made several changes to its accounting
calendar to make Corning's results more comparable with other companies
and to enable Corning to report results of certain subsidiaries on a
more current basis.
First, Corning adopted an annual reporting calendar. Previous years
operated on a fiscal year ending on the Sunday nearest December 31.
As a result, Corning's 1996 quarters will include results for three
calendar months while Corning's quarters previously included results
for 12 weeks (16 weeks in the third quarter).
Second, Corning's 1996 quarters will include three months of
operations for all significant subsidiaries and affiliates.
Previously, certain subsidiaries reported two months of results in
the first quarter and four months of results in the third quarter.
Third, Corning Life Sciences, Inc. and certain other consolidated
subsidiaries that previously reported on a fiscal year ending
November 30 adopted a calendar year end. The December 1995 results
of these subsidiaries were recorded in retained earnings during the
first quarter of 1996.
First quarter 1995 financial statements were not restated. The
following table presents unaudited pro forma results for the first
quarter 1995 as if this change had occurred at the beginning of 1995 (in
millions):
Total Excluding Dow
CompanyCorning Corporation
------ ------------------
Sales $1,279.0 $1,279.0
Net Income $100.4 $ 82.9
Net Income Per Common
Share $ 0.44 $ 0.36
(2) Earnings per common share are computed by dividing net income less
dividends on Series B convertible preferred stock by the weighted
average number of common shares outstanding during the period. The
weighted average shares outstanding for the first quarter were 227.2
million and 225.4 million for 1996 and 1995, respectively. Preferred
dividends of $0.5 million were declared in the first quarters of 1996
and 1995.
(3) Depreciation and amortization charged to operations during the first
quarters of 1996 and 1995 totaled $109.1 million and $88.1 million,
respectively.
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