FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended June 30, 1996 Commission File Number 1-3610
ALUMINUM COMPANY OF AMERICA
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 25-0317820
(State of incorporation) (I.R.S. Employer Identification No.)
425 Sixth Avenue - Alcoa Building, Pittsburgh, Pennsylvania 15219-1850
(Address of principal executive offices) (Zip Code)
Office of Investor Relations 412-553-3042
Office of the Secretary 412-553-4707
(Registrant's telephone number including area code)
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,
and (2) has been subject to such filing requirements for the past
90 days.
Yes X No
As of July 30, 1996, 174,130,721 shares of common stock, par
value $1.00, of the Registrant were outstanding.
1
PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Alcoa and subsidiaries
Condensed Consolidated Balance Sheet
(in millions)
(unaudited)
June 30 December 31
1996 1995
----------- -----------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents (includes cash of
$106.4 in 1996 and $120.5 in 1995) $ 666.8 $ 1,055.6
Short-term investments 39.2 6.8
Accounts receivable from customers, less
allowances: 1,853.2 1,546.3
1996-$43.4; 1995-$45.8
Other receivables 126.2 297.0
Inventories (b) 1,661.7 1,418.4
Deferred income taxes 167.9 244.8
Prepaid expenses and other current assets 192.8 172.8
Total current assets 4,707.8 4,741.7
Properties, plants and equipment, at cost 15,400.4 15,214.8
Less, accumulated depreciation, depletion and
amortization 8,481.7 8,285.1
Net properties, plants and equipment 6,918.7 6,929.7
Other assets 2,097.6 1,972.0
Total assets $13,724.1 $13,643.4
LIABILITIES
Current liabilities:
Short-term borrowings $ 461.2 $ 345.0
Accounts payable, trade 989.2 861.7
Accrued compensation and retirement costs 367.3 384.3
Taxes, including taxes on income 426.8 304.7
Other current liabilities 427.3 408.3
Long-term debt due within one year 159.8 348.2
Total current liabilities 2,831.6 2,652.2
Long-term debt, less amount due within one 1,230.7 1,215.5
year
Accrued postretirement benefits 1,809.4 1,827.3
Other noncurrent liabilities and deferred 1,456.0 1,585.7
credits
Deferred income taxes 320.2 308.6
Total liabilities 7,647.9 7,589.3
MINORITY INTERESTS 1,647.6 1,609.4
SHAREHOLDERS' EQUITY
Preferred stock 55.8 55.8
Common stock 178.9 178.9
Additional capital 605.8 637.1
Translation adjustment (88.5) (79.0)
Retained earnings 3,954.2 3,800.1
Unfunded pension obligation (4.6) (9.3)
Treasury stock, at cost (273.0) (138.9)
Total shareholders' equity 4,428.6 4,444.7
Total liabilities and shareholders' equity $13,724.1 $13,643.4
(see accompanying notes)
</TABLE>
2
<TABLE>
<CAPTION>
Alcoa and subsidiaries
Condensed Statement of Consolidated Income (unaudited)
(in millions, except per share amounts)
Second quarter Six months
ended ended
June 30 June 30
------- -------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES
Sales and operating revenues $3,413.1 $3,117.3 $6,562.7 $6,127.1
Other income (expense) (9.6) 37.9 18.6 57.6
------- ------- ------- -------
3,403.5 3,155.2 6,581.3 6,184.7
------- ------- ------- -------
COSTS AND EXPENSES
Cost of goods sold and operating
expenses 2,576.3 2,312.9 4,922.8 4,491.7
Selling, general administrative and
other expenses 182.1 169.5 351.4 337.3
Research and development expenses 38.0 32.1 77.9 64.1
Provision for depreciation,
depletion and amortization 190.5 172.9 373.8 343.6
Interest expense 33.4 26.0 65.7 50.9
Taxes other than payroll and
severance taxes 33.1 33.1 66.6 66.1
Special items (c) 65.4 - 65.4 -
------- ------- ------- -------
3,118.8 2,746.5 5,923.6 5,353.7
------- ------- ------- -------
EARNINGS
Income before taxes on income 284.7 408.7 657.7 831.0
Provision for taxes on income (d) 97.0 126.3 223.8 269.6
Income from operations 187.7 282.4 433.9 561.4
Less: Minority interests' share (55.5) (63.0) (123.5) (148.2)
------- ------- ------- -------
NET INCOME $ 132.2 $ 219.4 $ 310.4 $ 413.2
======= ======= ======= =======
Earnings per common share (e) $ .76 $ 1.23 $ 1.77 $ 2.31
======= ======= ======= =======
Dividends paid per common share $ .3325 $ .225 $ .665 $ .45
======= ======= ======= =======
(see accompanying notes)
</TABLE>
3
<TABLE>
<CAPTION>
Alcoa and subsidiaries
Condensed Statement of Consolidated Cash Flows (unaudited)
(in millions)
Six months ended
June 30
-------
1996 1995
---- ----
<S> <C> <C>
CASH FROM OPERATIONS
Net income $ 310.4 $ 413.4
Adjustments to reconcile net income to cash from
operations:
Depreciation, depletion and amortization 381.7 352.2
Reduction of assets to net realizable value 46.2 -
Increase (reduction) in deferred income taxes 56.9 (35.6)
Equity income before additional taxes, net of
dividends (3.8) (18.4)
Provision for special items 19.2 -
Gains from financing and investing activities - (1.5)
Book value of asset disposals 29.6 7.6
Minority interests 123.5 148.2
Other (1.3) 12.6
Increase in receivables (96.4) (188.5)
Increase in inventories (89.1) (376.6)
Increase in prepaid expenses and other current
assets (19.7) (33.1)
Reduction in accounts payable and accrued
expenses (116.9) (229.0)
Increase (reduction) in taxes, including taxes
on income 35.7 (28.9)
Increase (reduction) in deferred hedging gains (87.3) 416.2
Net change in noncurrent assets and
liabilities (69.4) 75.4
------- ------
CASH FROM OPERATIONS 519.3 514.0
------- ------
FINANCING ACTIVITIES
Net changes in short-term borrowings 113.8 44.0
Common stock issued and treasury stock sold 36.5 30.5
Repurchase of common stock (202.0) (74.0)
Dividends paid to shareholders (119.9) (81.4)
Dividends paid to minority interests (102.6) (55.2)
Additions to long-term debt 202.0 75.5
Payments on long-term debt (377.6) (95.5)
------- ------
CASH USED FOR FINANCING ACTIVITIES (449.8) (156.1)
------- ------
INVESTING ACTIVITIES
Capital expenditures (395.0) (340.3)
Acquisitions, net of cash acquired (171.5) -
Additions to investments (50.1) (7.1)
Net change in short-term investments (32.5) (1.0)
Changes in minority interests (10.0) (151.3)
Loan to WMC 121.8 (121.8)
Net proceeds from Alcoa/WMC transaction - 366.9
Proceeds from sale of Pt. Henry 82.8 -
Other - receipts - 3.9
- payments (8.3) (18.3)
------- ------
CASH USED FOR INVESTING ACTIVITIES (462.8) (269.0)
------- ------
EFFECT OF EXCHANGE RATE CHANGES ON CASH 4.5 (7.5)
------- ------
CHANGES IN CASH
Net change in cash and cash equivalents (388.8) 81.4
Cash and cash equivalents at beginning of year 1,055.6 619.2
------- ------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 666.8 $ 700.6
======= ======
(see accompanying notes)
</TABLE>
4
Notes to Consolidated Financial Statements
(in millions, except share amounts)
Notes:
(a) Summarized consolidated financial data for Alcoa
Aluminio S.A. (Aluminio) and Alcoa of Australia
Limited (AofA) begin on page 15.
(b) Inventories consisted of:
June 30 December 31
1996 1995
---- ----
Finished goods $ 487.5 $ 323.1
Work in process 507.3 483.9
Bauxite and alumina 287.3 241.4
Purchased raw materials 256.0 254.5
Operating supplies 123.6 115.5
------- -------
$1,661.7 $1,418.4
======= =======
Approximately 55% of total inventories at June 30,
1996 was valued on a LIFO basis. If valued on an
average cost basis, total inventories would have
been $820.6 and $802.1 higher at June 30, 1996 and
December 31, 1995, respectively.
(c) The special charge of $65.4 ($40.0 after tax) in
the current quarter was for the closing of Alcoa
Electronic Packaging (AEP), Alcoa's ceramic
packaging operations in San Diego, California.
Most of the charge was related to asset write-
offs.
(d) The income tax provision for the period is based on
the effective tax rate expected to be applicable
for the full year. The difference between the 1996
estimated effective tax rate of 34% and the U.S.
statutory rate of 35% is primarily due to lower
taxes on income earned outside the U.S.
(e) The following formula is used to compute primary
earnings per common share (EPS):
EPS = Net income - preferred dividend requirements
---------------------------------------------
Weighted average number of common shares
outstanding for the period
The average number of shares used to compute EPS
was 175,254,973 in 1996 and 178,424,528 in 1995.
Fully diluted earnings per share are not stated
since the dilution is not material.
5
(f) In May 1996, KAAL Australia (KAAL), a 50/50 joint
venture between Alcoa and Kobe Steel, Ltd. of
Japan, purchased AofA's Rolled Products Division at
Point Henry, Australia for $82.8. KAAL was formed
in late 1995 and subsequently purchased Comalco
Limited's rolling operations at Yennora in New
South Wales. The Point Henry rolling mill will
continue to produce rigid container sheet for
the Australian and Asian aluminum beverage
container markets.
(g) A class action complaint was filed in March 1996
against U.S. producers of primary aluminum, including
Alcoa, alleging the defendants colluded to raise
prices of aluminum products by reducing production. On
July 1, 1996, the U.S. District Court for the Central
District of California granted the defendants' motion
for summary judgment and the complaint was dismissed.
(h) Certain amounts in previously issued financial
statements were reclassified to conform to 1996
presentations.
6
--------------------------------
In the opinion of the Company, the financial statements
and summarized financial data in this Form 10-Q include
all adjustments, including those of a normal recurring
nature, necessary to fairly state the results for the
periods. This Form 10-Q should be read in conjunction
with the Company's annual report on Form 10-K for the
year ended December 31, 1995.
The financial information required in this Form 10-Q by
Rule 10-01 of Regulation S-X has been subject to review
by Coopers & Lybrand L.L.P., the Company's independent
certified public accountants, as described in their
report on page 8.
7
Independent Auditor's Review Report
To the Shareholders and Board of Directors
Aluminum Company of America (Alcoa)
We have reviewed the unaudited condensed consolidated
balance sheet of Alcoa and subsidiaries as of June 30,
1996, the unaudited condensed statements of consolidated
income for the three-month and six-month periods ended
June 30, 1996 and 1995, and condensed consolidated cash
flows for the six-month periods ended June 30, 1996 and
1995, which are included in Alcoa's Form 10-Q for the
period ended June 30, 1996. These financial statements
are the responsibility of Alcoa's management.
We conducted our review in accordance with standards
established by the American Institute of Certified Public
Accountants. A review of interim financial information
consists principally of applying analytical procedures to
financial data and making inquiries of persons
responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion
regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material
modifications that should be made to the condensed
consolidated financial statements referred to above for
them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with
generally accepted auditing standards, the consolidated
balance sheet of Alcoa and subsidiaries as of December
31, 1995, and the related statements of consolidated
income, shareholders' equity, and cash flows for the year
then ended (not presented herein). In our report dated
January 8, 1996, we expressed an unqualified opinion on
those consolidated financial statements. In our opinion,
the information set forth in the accompanying condensed
consolidated balance sheet as of December 31, 1995 is
fairly stated, in all material respects, in relation to
the consolidated balance sheet from which it has been
derived.
/s/ COOPERS & LYBRAND L.L.P.
COOPERS & LYBRAND L.L.P.
Pittsburgh, Pennsylvania
July 5, 1996
8
Management's Discussion and Analysis of the
Results of Operations and Financial Condition
(dollars in millions, except share amounts)
<TABLE>
<CAPTION>
Results of Operations
Principal income and operating data follow.
Second quarter Six months
ended ended
June 30 June 30
------- -------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Sales and operating revenues $3,413.1 $3,117.3 $6,562.7 $6,127.1
Net income 132.2 219.4 310.4 413.2
Earnings per common share .76 1.23 1.77 2.31
Shipments of aluminum
products (1) 721 627 1,377 1,281
Shipments of alumina (1) 1,656 1,539 3,161 2,992
<FN>
(1) in thousands of metric tons (mt)
</TABLE>
Overview
Alcoa earned $132.2, or 76 cents per common share, for the second
quarter of 1996. This included an after-tax charge of $40.0, or
23 cents per share, related to the shutdown of its ceramic
packaging operations in San Diego, California. Before the
charge, the Company had earnings of $172.2, or 99 cents per
share. For the comparable 1995 quarter, earnings were $219.4, or
$1.23 per share. For the first half of 1996, earnings were
$310.4, or $1.77 per share ($2.00 before the aforementioned
charge), compared with $413.2, or $2.31 per share in the 1995 six-
month period.
Also included are after-tax losses of $33.8, or 19 cents per
share, resulting from marking to market certain aluminum
commodity contracts. The Company enters into commodity contracts
to lock in conversion margins for fabricated product businesses,
and to have its primary metal units at market prices at all
times. Of these losses, $6.6, or four cents per share, is
attributable to fabricated product sales contracts that were
delivered during the second quarter, and $27.2, or 15 cents per
share, is related to fabricated product sales contracts that will
be shipped in future quarters. Current accounting convention
requires that these contracts be marked to market and not be
matched against the fabricated product sales contracts at the
time that they are shipped to customers.
AofA's pretax income from operations for the 1996 second quarter
and year-to-date periods increased $39.8 and $43.4, respectively,
from the comparable 1995 periods. The increases were primarily
due to higher shipments of alumina and ingot along with higher
alumina prices.
In Brazil, Aluminio's second quarter and year-to-date 1996 pretax
income from operations decreased $33.8 and $63.6, respectively,
from the comparable 1995 periods. Revenues grew 7% from the 1995
second quarter but were flat compared with the 1995 six-month
period. Aluminio's earnings decline is the result of higher
costs for raw materials and lower prices for aluminum and
packaging products, which more than offset higher shipment
levels.
9
Consolidated revenues and shipment information by segment
follows.
<TABLE>
<CAPTION>
Alumina and Chemicals Segment
Second quarter Six months ended
ended June 30 June 30
------------- -------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Alumina and chemicals
revenues $ 504 $ 410 $ 966 $ 809
Alumina shipments (000 mt) 1,656 1,539 3,161 2,992
</TABLE>
Total revenues for the Alumina and Chemicals segment in the 1996
second quarter were up 23% from the comparable 1995 quarter.
Year-to-date, revenues increased 19% from the 1995 period.
Alumina revenues for the 1996 second quarter and year-to-date
periods increased 35% and 28% from the comparable 1995 periods.
The increases were driven by alumina prices, which rose 26% and
21% over the respective 1995 periods. Alumina shipments for the
1996 second quarter and six-month periods were 8% and 6% higher
than those for the respective 1995 periods.
In late 1994, Alcoa and WMC Limited (WMC) of Melbourne, Australia
combined ownership of their respective worldwide bauxite, alumina
and inorganic chemicals businesses into a group of companies
known as Alcoa World Alumina and Chemicals (AWAC). During the
1996 second quarter, AWAC produced 2,527 mt of alumina. Of this
amount, 1,656 mt were shipped to third-party customers.
In June 1996, AWAC announced a 350 mt curtailment in its annual
production of smelter-grade alumina. The curtailment was
implemented immediately. AWAC also has 600 mt of idle alumina
capacity at its refinery at St. Croix in the Virgin Islands and
expansions currently underway at Sao Luis, Brazil, and Point
Comfort, Texas, will add another 500 mt of capacity in the fall
of this year.
<TABLE>
<CAPTION>
Aluminum Processing Segment
Second quarter Six months ended
ended June 30 June 30
------------- -------
Product classes 1996 1995 1996 1995
--------------- ---- ---- ---- ----
<S> <C> <C> <C> <C>
Shipments (000 mt)
Flat-rolled products 348 356 685 730
Aluminum ingot 223 142 424 282
Engineered products 132 111 234 236
Other aluminum products 18 18 34 33
----- ----- ----- -----
Total 721 627 1,377 1,281
Revenues
Flat-rolled products $1,011 $1,129 $2,017 $2,209
Aluminum ingot 380 245 704 502
Engineered products 619 585 1,138 1,183
Other aluminum products 84 101 162 181
----- ----- ----- -----
Total $2,094 $2,060 $4,021 $4,075
</TABLE>
10
Flat-rolled products - The majority of revenues and shipments for
flat-rolled products are derived from rigid container sheet
(RCS), which is used to produce aluminum beverage can bodies and
can ends. Shipments of RCS in the 1996 quarter fell 18% from the
1995 second quarter, as canmakers worked-off inventory acquired
as a hedge against a possible work stoppage at U.S. locations.
Year-to-date, shipments were down 13%. Revenues from RCS fell
23% and 17% from the respective 1995 periods, reflecting a 5%
decrease in prices along with the lower volume. Overall, flat-
rolled products revenues were down approximately 10% for both the
year-to-date and second quarter periods. The acquisition of
Alumix by Alcoa Italia in the first quarter of 1996 partially
offset the declines in RCS revenues and shipments noted above.
In May 1996, KAAL Australia (KAAL), a 50/50 joint venture between
Alcoa and Kobe Steel, Ltd. of Japan, purchased AofA's Rolled
Products Division at Point Henry, Australia for $82.8. KAAL was
formed in late 1995 and subsequently purchased Comalco Limited's
rolling operations at Yennora in New South Wales. The Point
Henry rolling mill will continue to produce RCS for the
Australian and Asian aluminum beverage container markets.
Sheet and plate shipments in the 1996 second quarter were down 5%
compared with the 1995 quarter, while year-to-date shipments
decreased 9%. Prices were up 2% and 11% from the 1995 quarter
and year-to-date periods, resulting in relatively flat revenues.
Aluminum ingot - Ingot shipments for the 1996 second quarter and
six-month periods rose 57% and 50%, respectively, from those in
the comparable 1995 periods. The increases reflect lower
shipments of fabricated products, which in turn result in higher
shipments of ingot. Additionally, AofA reported a 51% rise in
shipments from the 1995 six-month period, due to a tolling
agreement signed in the second-half of 1995 with Alusaf, the
South African aluminum producer. Realized prices in the 1996
year-to-date period fell 7%, as the 3-month LME price fell 17%
from 1995 levels. Alcoa continues to have 450 mt of idle
smelting capacity.
Engineered products - These products include extrusions used in
the transportation and construction markets; aluminum forgings
and wheels; wire, rod and bar; and automobile bumpers. Revenues
from the sale of engineered products increased 6% in the 1996
second quarter while shipments rose 19%. Average prices fell by
11% from the 1995 quarter. Year-to-date, revenues and shipments
were down 4% and 1%, respectively.
Revenues for extruded products were higher by 22% and 6% from the
1995 second quarter and six-month periods. Prices fell 11% and
5% over the same periods, while shipments were up 37% and 11%,
respectively. Extruded product revenues and shipments were
positively affected by the aformentioned Alumix acquisition,
which increased revenues by $45 in the 1996 second quarter.
Revenues from forged aluminum wheels fell 19% and 14% from the
strong 1995 quarter and six-month periods. The decreases were
driven by declines in shipments of 18% and 15% for the quarter
and six-month periods, as international shipments fell short of
expectations. Prices were relatively flat when compared with
those in the 1995 periods.
11
Other aluminum products - Revenues from sales of other aluminum
products for the 1996 quarter and year-to-date periods were 17%
and 10% lower than those in the respective 1995 periods. The
declines were primarily due to a 39% drop in aluminum closure
prices from the 1995 six-month period, partially offset by
improved shipments.
Nonaluminum Segment
Revenues for the Nonaluminum Segment were $815 in the 1996 second
quarter, up 26% from the 1995 quarter. The increase is partly due
to higher revenues at Alcoa Fujikura Ltd. (AFL), where sales
increased 63% aided by the acquisition of Electro-Wire Products
(EWP) in July 1995. Sales of building products also showed
strong growth as revenues increased 10% over the 1995 quarter.
Offsetting these gains was a decrease in sales by AEP of $24 as
the facility was closed. Year-to-date, revenues for this segment
were $1,576, a 26% increase from the 1995 period.
Cost of Goods Sold
Cost of goods sold increased $263.4, or 11%, from the 1995 second
quarter. Year-to-date, the increase was $431.1, or 10%. The
increases reflect the acquisitions of Alumix and EWP, higher
costs for raw materials and increased volume. These were partly
offset by improved cost performance and lower purchased metal
costs. Cost of goods sold as a percentage of revenues was 75.0%
or 1.7 points higher than in the 1995 year-to-date period. The
higher ratio is primarily due to lower aluminum selling prices
and higher raw material costs.
New labor agreements covering the majority of Alcoa's U.S.
production workers were ratified in June 1996. The agreements
are for a six-year period and provide wage increases of $1.15 per
hour over the first five years of the contract. Hourly wages
immediately increased 45 cents per hour with an increase of 10
cents per hour effective as of June 2, 1997. Enhanced pension
and group benefits were also part of the agreements.
Other Income & Expenses
Other income/(expense) totaled ($9.6) for the 1996 second quarter,
a decrease of $47.5 from the 1995 period. Losses from mark-to-
market metal trading activities increased $50.4 in the 1996
quarter, while equity income for the 1996 second quarter decreased
$5.4 from the 1995 period, primarily because of falling ingot
prices. Interest income decreased $3.9 from the 1995 second
quarter, while translation losses were reduced by $3.7. Other
income totaled $18.6 for the 1996 six-month period, a decrease of
$39.0 from the 1995 period.
Selling, general and administrative expenses increased $12.6 and
$14.1 from the year-ago quarter and six-month periods,
principally due to the Alumix acquisition. Otherwise, selling,
general and administrative expenses were virtually unchanged from
1995 levels.
As part of Alcoa's efforts to reduce selling, general and
administrative expenses, incentives have been offered to 3,600
U.S.-based employees to voluntarily leave the Company. At this
time, it is unclear how many employees will accept this offer.
It is anticipated that as a result of this offer, a significant
charge to earnings will be made in the 1996 second-half.
12
Research and development expenses increased $5.9 and $13.8 from
the year-ago quarter and six-month periods largely because of new
research related to caster technology.
Interest expense was up $7.4 from the 1995 second quarter and
$14.8 year-to-date, primarily due to borrowings related to the
EWP acquisition and higher borrowings by Aluminio.
The estimated effective tax rate for 1996 is 34.0%. The
difference between this rate and the U.S. statutory rate of 35%
is primarily due to taxes on income outside of the U.S.
Minority interests' share of income from operations fell 12% from
the 1995 second quarter and 17% year-to-date, primarily
reflecting lower earnings by Aluminio and Alcoa Kofem.
Commodity Risks
In the U.S., and for export, Alcoa enters into long-term sales
contracts with a number of its customers. At December 31, 1995,
such contracts totaled approximately 2,483,000 mt of aluminum
products over the next several years.
In order to minimize the economic risk of higher prices for
metal needs associated with these long-term contracts, Alcoa
entered into futures and options contracts. As of June 30,
1996, Alcoa had 1,416,000 mt of these contracts outstanding.
According to present accounting conventions, 1,008,000 mt
of these contracts qualify for hedge accounting treatment while
the remaining 408,000 mt of contracts are required to be
accounted for on a mark-to-market basis. This mark-to-market
valuation resulted in an after-tax charge of $33.8 for the 1996
second quarter. Of this amount, $6.6, or four cents per share,
was attributed to fabricated product sales contracts that were
delivered during the second quarter, and $27.2, or 15 cents per
share, relates to fabricated product sales contracts that
will be shipped in future quarters.
Alcoa purchases other commodities, such as natural gas and
copper, for its operations and enters into forward contracts to
eliminate volatility in the prices of such products. None of
these contracts are material.
13
Environmental Matters
Alcoa continues to participate in environmental assessments
and cleanups at a number of locations, including operating
facilities and their adjoining property; at previously owned
or operated facilities; and at Superfund and other waste
sites. Alcoa records a liability for environmental
remediation costs and/or damages when a cleanup program or
liability becomes probable and the costs/damages can be
reasonably estimated.
As assessments and cleanups proceed, these liabilities are
adjusted based on progress in determining the extent of
remedial actions and the related costs and damages. The
liability can change substantially due to factors such as the
nature or extent of contamination, changes in remedial
requirements and technological improvements. For example,
there are certain matters, including several related to
alleged natural resource damage or alleged off-site
contaminated sediments, where investigations are ongoing. It
is not possible to determine the outcomes or to estimate with
any degree of certainty the ranges of potential costs for
these matters.
Alcoa's remediation reserve balance at the end of the 1996
second quarter was $320 and reflects Alcoa's most probable
cost to remediate identified environmental conditions for
which costs can be reasonably estimated. About a third of
the reserve relates to Alcoa's Massena, N.Y. plant site.
Remediation expenditures charged to the reserve for the 1996
six-month period were $32. Expenditures include those
currently mandated as well as those not required by any
regulatory authority or third party.
Included in ongoing operating expenses are the recurring
costs of managing hazardous substances and pollution. Alcoa
estimates that these costs will be about 2% of cost of goods
sold in 1996, consistent with the level of expenditures
experienced in 1995.
Liquidity and Capital Resources
Cash from Operations
Cash from operations during the 1996 six-month period was $519.3,
comparable with the 1995 period. Lower working capital
requirements in the 1996 period were offset by decreases in
earnings and cash related to hedging activity.
Financing Activities
Financing activities used $449.8 of cash during the first six
months of 1996. This included $202 to repurchase 3,497,400
shares of the Company's common stock. Stock purchases were
partially offset by $36.5 of common stock representing shares
issued primarily for employee benefit plans. In May 1996, the
board of directors authorized the purchase of up to 20 million
shares of Alcoa common stock. This action replenished a similar
authorization approved by the board in July 1989. More than 15
million shares were purchased under the 1989 authorization.
14
Dividends paid to shareholders were $119.9 in the 1996 year-to-
date period, an increase of $38.5 from 1995. The increase was due
to Alcoa's variable dividend program, which paid out 10.75 cents
above the base dividend of 22.5 cents in the 1996 second quarter.
The additional dividend of 10.75 cents also will be paid in each
of the two remaining 1996 quarters to shareholders of record at
each quarterly distribution date.
Payments on long-term debt during the first six months of 1996
exceeded additions by $175.6. Alcoa repaid $175 of the 4.625%
Notes which matured during the period. Debt as a percentage of
invested capital was 16.8% at the end of the 1996 second quarter,
a slight increase over the 16.7% recorded at year-end 1995.
During the 1996 second quarter, Alcoa entered into a $1.3 billion
dollar five-year Revolving Credit Facility. The new facility
will be used to back Alcoa's and AofA's commercial paper programs
and/or for general corporate purposes.
Investing Activities
Investing activities used $462.8 during the 1996 six-month
period, compared with $269.0 in the 1995 period. Capital
expenditures totaled $395.0, while $171.5 was used for
acquisitions, principally related to the Alumix purchase. Alcoa
received $82.8 from KAAL as payment for the purchase of AofA's
Rolled Products Division. Alcoa also received $121.8 from WMC
which was originally loaned in January, 1995. The cash generated
in 1995 was related to the AWAC transaction.
15
Alcoa and subsidiaries
<TABLE>
<CAPTION>
Summarized unaudited consolidated financial data for Aluminio, a
Brazilian subsidiary effectively owned 59% by Alcoa, follow.
June 30 December 31
1996 1995
---- ----
<S> <C> <C>
Cash and short-term investments $ 224.4 $ 252.4
Other current assets 374.9 379.3
Properties, plants and equipment, net 889.2 857.2
Other assets 218.0 185.4
------- -------
Total assets 1,706.5 1,674.3
------- -------
Current liabilities 465.8 431.6
Long-term debt (1) 281.0 314.5
Other liabilities 60.4 56.1
------- -------
Total liabilities 807.2 802.2
------- -------
Net assets $ 899.3 $ 872.1
======= =======
Second quarter Six months
ended ended
June 30 June 30
------- -------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues (2) $ 299.8 $ 280.3 $ 591.0 $ 593.5
Costs and expenses (291.1) (238.2) (553.1) (494.6)
Translation and exchange .1 .5 .7 3.3
adjustments
Income tax (expense) benefit 3.0 (4.7) (1.2) (12.2)
------ ------ ------ ------
Net income $ 11.8 $ 37.9 $ 37.4 $ 90.0
====== ====== ====== ======
Alcoa's share of net income $ 7.0 $ 22.4 $ 22.1 $ 53.1
====== ====== ====== ======
<FN>
(1) Held by Alcoa Brazil Holdings Company - $22.5
(2) Revenues from Alcoa and its subsidiaries, the terms of which
were established by negotiations between the parties, follow.
Second quarter ended June 30: 1996 - $3.7, 1995 - $50.8
Six months ended June 30: 1996 - $6.3, 1995 -$102.4
</TABLE>
16
Alcoa and subsidiaries
<TABLE>
<CAPTION>
Summarized unaudited consolidated financial data for AofA, an
Australian subsidiary, 60% owned by Alcoa, follow.
June 30 December 31
1996 1995
---- ----
<S> <C> <C>
Cash and short-term investments $ 64.4 $ 61.6
Other current assets 567.3 551.6
Properties, plants and 1,654.5 1,615.7
equipment, net
Other assets 100.4 101.2
------- -------
Total assets 2,386.6 2,330.1
------- -------
Current liabilities 349.9 380.7
Long-term debt 199.4 127.0
Other liabilities 428.9 415.5
------- -------
Total liabilities 978.2 923.2
------- -------
Net assets $1,408.4 $1,406.9
======= =======
Second quarter Six months
ended ended
June 30 June 30
------- -------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues (1) $ 523.9 $ 403.7 $1,009.5 $ 832.5
Costs and expenses (404.5) (324.1) (766.5) (632.9)
Translation and exchange - - - -
adjustments
Income tax (expense) benefit (43.4) (25.5) (87.1) (63.9)
------ ------ ------- -------
Net income $ 76.0 $ 54.1 $ 155.9 $ 135.7
====== ====== ======= =======
Alcoa's share of net income $ 45.6 $ 32.5 $ 93.5 $ 81.4
====== ====== ======= =======
<FN>
(1) Revenues from Alcoa and its subsidiaries, the terms of which
were established by negotiations between the parties, follow.
Second quarter ended June 30: 1996 - $15.0, 1995 - $15.1
Six months ended June 30: 1996 - $31.5, 1995 - $24.7
</TABLE>
17
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
As previously reported, on March 5, 1996, a class action
complaint was filed in Los Angeles County (California) Superior
Court against U.S. producers of primary aluminum, including
Alcoa, claiming conspiracy and collusive action in violation of
state antitrust laws. The suit alleged that the defendants
colluded to raise prices of aluminum products by cutting
production. The defendants removed the case to federal court in
April 1996. On July 1, 1996, the U.S. District Court for the
Central District of California granted the defendants' motion for
summary judgment and the complaint was dismissed. Plaintiff has
filed a notice of appeal with the Ninth Circuit Court of Appeals.
As previously reported, on December 21, 1992, Alcoa was named as
a defendant in KML Leasing v. Rockwell Standard Corporation filed
in the District Court of Oklahoma County, Oklahoma on behalf of
7,317 Aero Commander, Rockwell Commander and Gulfstream Commander
aircraft owners. The complaint alleges defects in certain
wingspars manufactured by Alcoa. Alcoa's aircraft builders
products liability insurance carrier has assumed defense of the
matter, In May 1993, Alcoa received a reservation of rights
letter from its insurance carrier which purports to reserve its
rights with respect to a majority of the types of damages
claimed. In May 1995, the court granted Alcoa's motion for
summary judgment to dismiss the action. The summary judgment was
reversed, on plaintiff's appeal, in February 1996, and the case
was remanded to the trial court. The Company and co-defendants
filed a petition on March 4, 1996 for rehearing before the
Oklahoma intermediate appellate court. In April 1996, the
Oklahoma Court of Appeals denied Alcoa's petition for rehearing.
Alcoa filed a petition for writ of certiorari with the Oklahoma
Supreme Court, which was denied in June 1996.
Item 4. Submission of Matters to a Vote of Security Holders.
At the annual meeting of Alcoa shareholders held on May 10, 1996,
Joseph T. Gorman, Sir Ronald Hampel, John P. Mulroney and Marina
v.N. Whitman were reelected to serve for three-year terms as
directors of Alcoa. Votes cast for Joseph T. Gorman were
149,839,957 and votes withheld were 1,595,044; votes cast for Sir
Ronald Hampel were 149,813,851 and votes withheld were 1,621,150;
votes cast for John P. Mulroney were 149,850,270 and votes
withheld were 1,584,731; and votes cast for Marina v.N. Whitman
were 149,702,738 and votes withheld were 1,732,263.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
11. Computation of Earnings per Common Share
12. Computation of Ratio of Earnings to Fixed Charges
15. Independent Accountants' letter regarding unaudited
financial information
27. Financial Data Schedule
(b) No reports on Form 8-K were filed by Alcoa during the
quarter covered by this report.
18
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.
ALUMINUM COMPANY OF AMERICA
July 31, 1996 By /s/ JAN H. M. HOMMEN
Date Jan H. M. Hommen
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
July 31, 1996 By /s/ EARNEST J. EDWARDS
Date Earnest J. Edwards
Vice President and Controller
(Chief Accounting Officer)
19
EXHIBITS
Page
11. Computation of Earnings per Common Share 21
12. Computation of Ratio of Earnings to Fixed Charges 22
15. Independent Accountants' letter regarding unaudited 23
financial information
27. Financial Data Schedule
99. Forward-Looking Statements
20
Alcoa and subsidiaries EXHIBIT 11
<TABLE>
<CAPTION>
Computation of Earnings per Common Share
For the six months ended June 30
(in millions, except share amounts)
1996 1995
---- ----
<S> <C> <C>
1. Income applicable to common stock* $309.4 $412.2
2. Weighted average number of common
shares outstanding during the period 175,254,973 178,424,528
3. Primary earnings per common share
(1 divided by 2) $1.77 $2.31
4. Fully diluted earnings (1) $309.4 $412.2
5. Shares issuable under compensation 33,780 24,046
plans
6. Shares issuable upon exercise of
dilutive outstanding stock options 1,310,246 1,194,010
(treasury stock method)
7. Fully diluted shares (2 + 5 + 6) 176,598,999 179,642,584
8. Fully diluted earnings per common
share (4 divided by 7) $1.75 $2.29
<FN>
* After preferred dividend requirement
</TABLE>
21
Alcoa and subsidiaries EXHIBIT 12
<TABLE>
<CAPTION>
Computation of Ratio of Earnings to Fixed Charges
For the six months ended June 30, 1996
(in millions, except ratio)
1996
----
<S> <C>
Earnings:
Income before taxes on income $ 657.7
Minority interests' share of earnings of majority-
owned subsidiaries without fixed charges 1.8
Equity income (18.0)
Fixed charges 82.1
Proportionate share of income of 50%-owned persons 15.2
Distributed income of less than 50%-owned persons -
Amortization of capitalized interest 11.9
-------
Total earnings $ 750.7
Fixed Charges:
Interest expense:
Consolidated $ 65.7
Proportionate share of 50%-owned persons 2.5
-------
68.2
-------
Amount representative of the interest factor in rents:
Consolidated 13.7
Proportionate share of 50%-owned persons .2
-------
13.9
-------
Fixed charges added to earnings 82.1
-------
Interest capitalized:
Consolidated 1.8
Proportionate share of 50%-owned persons -
-------
1.8
-------
Preferred stock dividend requirements of
majority-owned subsidiaries -
-------
Total fixed charges $ 83.9
=======
Ratio of earnings to fixed charges 8.9
=======
</TABLE>
22
EXHIBIT 15
July 5, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Aluminum Company of America
1. Form S-8 (Registration No. 33-24846 and 33-00033)
Alcoa Savings Plan for Salaried Employees
2. Form S-8 (Registration No. 33-22346, 33-49109 and 33-60305)
Long Term Stock Incentive Plan
3. Form S-3 (Registration No. 33-877)
Aluminum Company of America
Debt Securities and Warrants to Purchase Debt
Securities
4. Form S-3 (Registration No. 33-49997) and
Form S-3 (Registration No. 33-60045) and
Form S-3 (Registration No. 33-64353)
Debt Securities and Warrants to Purchase Debt Securities,
Preferred Stock and Common Stock
Ladies and gentlemen:
We are aware that our report dated July 5, 1996,
accompanying interim financial information of Aluminum
Company of America (Alcoa) and subsidiaries for the three-
month period ended June 30, 1996, is incorporated by
reference in the registration statements referred to above.
Pursuant to Rule 436 (c) under the Securities Act of 1933,
this report should not be considered as part of a
registration statement prepared or certified by us within
the meaning of Sections 7 and 11 of that Act.
Very truly yours,
/s/ Coopers & Lybrand L.L.P.
COOPERS & LYBRAND L.L.P.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 666,800
<SECURITIES> 39,200
<RECEIVABLES> 1,853,200
<ALLOWANCES> 43,400
<INVENTORY> 1,661,700
<CURRENT-ASSETS> 4,707,800
<PP&E> 15,400,400
<DEPRECIATION> 8,481,700
<TOTAL-ASSETS> 13,724,100
<CURRENT-LIABILITIES> 2,831,600
<BONDS> 1,390,500
0
55,800
<COMMON> 178,900
<OTHER-SE> 4,193,900
<TOTAL-LIABILITY-AND-EQUITY> 13,724,100
<SALES> 6,562,700
<TOTAL-REVENUES> 6,581,300
<CGS> 4,922,800
<TOTAL-COSTS> 4,922,800
<OTHER-EXPENSES> 373,800
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 65,700
<INCOME-PRETAX> 657,700
<INCOME-TAX> 223,800
<INCOME-CONTINUING> 310,400
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 310,400
<EPS-PRIMARY> 1.77
<EPS-DILUTED> 1.75
</TABLE>
Alcoa and Subsidiaries EXHIBIT 99
Forward-looking Statements
Alcoa and its representatives may make oral or written
statements from time to time that are "forward-looking
statements" within the meaning of the federal securities
laws. These statements involve a number of risks and
uncertainties. The company cautions that forward-looking
statements are not guarantees and that actual results could
differ materially from those expressed or implied in the
forward-looking statements.
Important factors that could cause actual results to differ
include, but are not necessarily limited to, those discussed
under the heading "Commodity Risks" in Part I of this report
and under the heading "Risk Factors" in the Results of
Operations section of Alcoa's 1995 Annual Report to
Shareholders, incorporated by reference in Part II, Item 7
of, and filed as an exhibit to, the company's Annual Report
on Form 10-K for the fiscal year ended December 31, 1995.
The text under each of those headings is incorporated herein
by reference.
Other factors include: changes in raw material costs and
availability; cyclical demand and competitive pricing in
principal markets for the company's products; changes in
governmental regulation, particularly those affecting
environmental, health or safety compliance; changes in law
affecting investments or operations outside the United
States; the impact of unfavorable outcomes in litigation
proceedings; the outcome of labor agreement negotiations,
including those scheduled to begin in May 1996 covering a
majority of Alcoa's U.S. production workers; and other
factors which result in increased costs, reduced earnings or
otherwise negatively affect ongoing operations or the
company's financial condition. In addition, other factors
may be discussed from time to time in the company's filings
with the Securities and Exchange Commission.
-22-
