<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
TO THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
Commission file number 1-3560
P. H. GLATFELTER COMPANY
STOCK PURCHASE PLAN FOR HOURLY EMPLOYEES
----------------------------------------
(Full title of the plan)
P. H. GLATFELTER COMPANY
228 South Main Street
Spring Grove, PA 17362
---------------------------------------
(Name of the issuer of the securities
held pursuant to the plan and the
address of its principal executive office)
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INDEPENDENT AUDITORS' REPORT
P. H. Glatfelter Company Stock Purchase Plan for Hourly Employees:
We have audited the accompanying statements of assets available for plan
benefits of the P. H. Glatfelter Company Stock Purchase Plan for Hourly
Employees (the "Plan") as of December 31, 1993 and 1992, and the related
statements of changes in assets available for plan benefits for each of the
three years in the period ended December 31, 1993. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the assets available for plan benefits as of December 31, 1993 and
1992, and the changes in assets available for plan benefits for each of the
three years in the period ended December 31, 1993 in conformity with generally
accepted accounting principles.
/s/ DELOITTE & TOUCHE
Philadelphia, Pennsylvania
February 18, 1994
1
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P. H. GLATFELTER COMPANY STOCK PURCHASE PLAN
FOR HOURLY EMPLOYEES
STATEMENTS OF ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1993 AND 1992
<TABLE>
<CAPTION>
ASSETS 1993 1992
------ -------- -------
<S> <C> <C>
Contributions receivable $ 1,953 $ 1,800
Investments at fair value:
P. H. Glatfelter common stock -
1993, 29,000 shares at a cost of
$611,875; 1992, 16,845 shares at
a cost of $410,086 (Note 1) 545,563 302,157
-------- --------
TOTAL ASSETS $547,516 $303,957
======== ========
</TABLE>
See notes to financial statements.
2
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P. H. GLATFELTER COMPANY STOCK PURCHASE PLAN
FOR HOURLY EMPLOYEES
STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS
YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991
<TABLE>
<CAPTION>
1993 1992 1991
-------- -------- --------
<S> <C> <C> <C>
ADDITIONS (Note 2):
Employee contributions $262,927 $239,738 $210,168
Dividend income 15,698 10,784 1,879
-------- -------- --------
Total additions 278,625 250,522 212,047
-------- -------- --------
DEDUCTIONS:
P. H. Glatfelter Company common
stock at fair market value at
distribution date (Note 1) 47,307 33,231 2,692
Dividends paid to participants
(Note 2) 15,698 10,784 1,879
Cash paid for fractional shares 87 110 426
-------- -------- --------
Total deductions 63,092 44,125 4,997
-------- -------- --------
215,533 206,397 207,050
INCREASE (DECREASE) IN UNREALIZED
APPRECIATION (DEPRECIATION) IN
MARKET VALUE OF INVESTMENTS
(Notes 1 and 3) 41,898 (106,826) (1,103)
DEFICIENCY OF MARKET VALUE TO
COST OF DISTRIBUTED STOCK
(Notes 1 and 3) (13,872) (1,536) (25)
-------- -------- --------
NET INCREASE IN ASSETS AVAILABLE
FOR PLAN BENEFITS 243,559 98,035 205,922
PLAN ASSETS, BEGINNING OF YEAR 303,957 205,922
-------- -------- --------
ASSETS AVAILABLE FOR PLAN
BENEFITS, END OF YEAR $547,516 $303,957 $205,922
======== ======== ========
</TABLE>
See notes to financial statements.
3
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P. H. GLATFELTER COMPANY STOCK PURCHASE PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991
1. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION - The accounting records of the P.H. Glatfelter
Company Stock Purchase Plan for Hourly Employees (the "Plan") are maintained
on the accrual basis. Employee contributions are accrued monthly wages when
withheld from the employee's pay and recognized quarterly when such accrual
is invested in the common stock of the Company.
INVESTMENTS - The fair market value of the investments is determined by the
use of the average of the high and low sales price on the last business day
of the year for the Company's common stock on the American Stock Exchange.
Distributions of stock to participants who have withdrawn shares or have
terminated from the Plan are recorded at market value at distribution date
for financial statement purposes. The difference between December 31 market
value and the cost of Glatfelter common stock purchased is reflected in the
statements of changes in assets available for plan benefits as unrealized
appreciation (depreciation) in the aggregate market value of investments.
2. DESCRIPTION OF PLAN
The P. H. Glatfelter Company Stock Purchase Plan for Hourly Employees
(effective January 1, 1991) is an employee benefit plan that offers eligible
employees the opportunity to purchase shares of the Company's common stock
through regular payroll deductions. Participation in the Plan is limited to
permanent hourly employees of the Spring Grove Mill of P. H. Glatfelter
Company (excluding employees in the Spring Grove Hourly Conference Group, or
permanent hourly employees of the Glatfelter Pulp Wood Company) who have
successfully completed the 45-day probationary work period. Participation
in the Plan is entirely voluntary.
Participants may elect to contribute an amount which is not less than 1% nor
more than 10% of annual plan compensation.
As of December 31, 1993, 1992 and 1991, there were 205, 195 and 176
employees, respectively, participating in the Plan.
Contributions are invested in P. H. Glatfelter Company common stock and are
purchased from either unissued shares or treasury shares effective on the
last day of each calendar quarter at a purchase price equal to the average
of the high and low prices on the American Stock Exchange on the last
business day of the calendar quarter.
The Company has the right to amend or terminate the Plan at any time.
All dividends paid in respect to the shares held by the Plan are distributed
currently to the participants.
4
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3. TRANSACTIONS WITH PARTIES IN INTEREST
During 1993, 1992 and 1991, the Plan purchased from P.H. Glatfelter Company
15,049, 10,611 and 7,642 shares of its common stock, respectively, at a cost
of $262,969, $242,290 and $205,280, respectively. The price paid for these
shares was the average of the high and low prices per share, as listed on
the American Stock Exchange, for the last business day of the quarter of
purchase.
Administrative costs of the Plan are paid by the Company.
4. TAX STATUS, ETC.
The Plan is not subject to any provision of the Employee Retirement Income
Security Act of 1974 and is not qualified under Section 401(a) of the
Internal Revenue Code.
Dividends paid and gain (loss) on sale of stock are treated as taxable to
the participant.
*****
5
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Board
of Directors has duly caused this Annual Report to be signed by the undersigned
hereunto duly authorized.
P. H. GLATFELTER COMPANY
STOCK PURCHASE PLAN FOR HOURLY
EMPLOYEES
March 31, 1994 By: /s/ ROBERT S. WOOD
------------------
Robert S. Wood
Plan Administrator
6
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EXHIBIT INDEX
Consent of Independent Certified Public Accountants.
<PAGE>
EXHIBIT
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
P. H. Glatfelter Company:
We hereby consent to the incorporation by reference in the Registration
Statement of P. H. Glatfelter Company on Form S-8 (Registration No. 33-37198) of
our report dated February 18, 1994 on the financial statements of the P. H.
Glatfelter Company Stock Purchase Plan for Hourly Employees (the "Plan"),
appearing in the Annual Report of the Plan on Form 11-K for the year ended
December 31, 1993.
Philadelphia, Pennsylvania
February 18, 1994
