<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
April 11, 2000
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Date of Report (Date of Earliest Event Reported)
INTERNATIONAL PAPER COMPANY
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(Exact name of Registrant as specified in its charter)
NEW YORK 1-3157 13-0872805
- -------------- ----------- ----------------------
(State of (Commission (IRS Employer
Incorporation) File) Identification Number)
TWO MANHATTANVILLE ROAD, PURCHASE, NY 10577
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(Address of Principal executive offices)
914-397-1500
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(Telephone No.)
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
N/A
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
N/A
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
N/A
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
N/A
ITEM 5. OTHER EVENTS
The Company announced 2000 first-quarter earnings of $249 million
($0.60 per share) before special and extraordinary items, an
increase of nine percent or $22 million ($0.05 per share) compared
to fourth-quarter 1999 net earnings. All previous periods have been
restated to include Union Camp Corporation.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
N/A
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements:
N/A
(b) Pro Forma Financial Information:
N/A
(c) Exhibits
(99) Press release dated April 11, 2000 announcing earnings for the
first quarter of 2000.
ITEM 8. CHANGES IN FISCAL YEAR
N/A
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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.
INTERNATIONAL PAPER COMPANY
(Registrant)
Date: April 11, 2000 /s/ Carol M. Samalin
Purchase, NY ------------------------------
Carol M. Samalin
Assistant Secretary
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Exhibit 99
2 MANHATTANVILLE ROAD
PURCHASE, NY 10577-2196
NEWS RELEASE
MEDIA CONTACT: Jack Cox, 914-397-1952
ANALYST CONTACTS: Carol Tutundgy, 914-397-1632
Rochelle Weitzner, 914-397-1623
PROFITABILITY PROGRAMS AND MERGER BENEFITS HELP BOOST INTERNATIONAL
PAPER EARNINGS
April 11, 2000
Purchase, N.Y. -- International Paper today reported improved first-quarter 2000
earnings of $249 million ($.60 per share) before special and extraordinary
items. Primarily due to the company's profit improvement programs and benefits
from last year's merger with Union Camp, the results represent an increase of
nine percent or $22 million ($.05 per share) compared to fourth-quarter 1999 net
earnings of $227 million ($.55 per share) before special and extraordinary
items. First quarter 2000 earnings represent nearly eight times the earnings per
share ($32 million, or .08 per share) reported in the comparable quarter a year
earlier.
"We had a good first quarter. Given the strength of the current markets for our
products and our continued ability to bring the Union Camp merger benefits and
profit improvement programs to the bottom line, we expect the second quarter to
be significantly better," said John Dillon, chairman and chief executive
officer. "We are committed to achieving further reductions in our cost
structure. Our inventories have been reduced since year end and we are managing
our capacity to market demand."
"We continue to build stronger core businesses and divest or close operations
and businesses which do not perform to our expectations. We acquired Shorewood
Packaging to expand our product offerings in the fast growth, premium packaging
market. We also announced the closure of U.S. packaging converting operations in
Pennsylvania, Indiana and Illinois and Canadian operations in Alberta. And, we
realized gains from selling our investment in Scitex and Carter Holt Harvey's
sale of its share of COPEC," added Dillon.
Also during the first quarter, International Paper announced plans to develop an
electronic marketplace with Georgia Pacific and Weyerhaeuser and a sales
agreement with PaperExchange.com. The e-ventures are part of the company's
strategy to take a leadership position in electronic commerce as a means of
growing revenue, reducing transaction costs and serving customers more
efficiently.
First-quarter 2000 net sales were $6.4 billion, up from $6.3 in the previous
quarter. International Paper reported net earnings of $378 million ($.91 per
share) in the first quarter of 2000, after
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special and extraordinary items, compared to net earnings of $80 million ($.19
per share) in the fourth quarter of 1999 after special items. All previous
periods have been restated to include Union Camp Corporation, with which
International Paper merged in April of last year.
Extraordinary items in the first quarter represented a gain of $134 million
($.32 per share) after tax and minority interest resulting from the sales of the
company's investment in Scitex and COPEC. Special items included Union Camp
integration costs and negatively impacted earnings by $5 million ($.01 per
share) after tax. Special items in the fourth quarter of 1999 amounted to $147
million ($.36 per share) after tax and minority interest, which included
restructuring costs primarily in packaging, chemicals and xpedx, and integration
costs associated with the Union Camp merger.
U.S. Printing and Communication Papers earnings were up due to strong volume and
price improvements. European Papers had a strong quarter, with shipments up for
both coated and uncoated products. Imports from Asia have clearly subsided,
enhancing European producer demand growth. Eastern European operations remain
strong.
Earnings for Consumer Packaging were 32 percent better than the same period last
year. The improvement resulted from better bleached board pricing and
substantially improved performance from Beverage Packaging. Industrial
Packaging's first quarter performance continued the positive trends established
during the last half of 1999. The favorable results reflected continued
realization of synergies from the Union Camp merger, as well as ongoing profit
improvement plans.
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Forest Resources'operating earnings were about the same as the comparable period
last year. This is despite the fact that stumpage prices for both pine pulpwood
and sawtimber averaged well below 1999 first quarter prices. Building Materials
Group first quarter earnings were down compared to first-quarter 1999. The
decline was driven by weaker pricing for wood products and molded door facings
and lower volumes.
In the Chemicals and Petroleum segment, earnings for Arizona Chemical were 75
percent better than last year. Petroleum and Minerals' earnings were up compared
with the same period last year due in part to higher prices for oil and gas.
International Paper (www.internationalpaper.com) is the world's largest forest
products company. Businesses include printing paper, packaging, building
materials, chemical products and distribution. As the largest private landowner
in the U.S., the company manages its forests under the principles of the
Sustainable Forestry Initiative (SFIsm) program, a system that ensures the
perpetual growing and harvesting of trees while protecting wildlife, plants,
soil, air and water quality. Headquartered in the United States at Purchase,
N.Y., IP has operations in nearly 50 countries, employs nearly 100,000 people
and exports its products to more than 130 nations.
# # # #
This news release contains certain forward looking statements on certain
financial and market conditions. Future results may differ from these
expectations due to pricing levels, the continued strength of markets and
whether cost-cutting initiatives are achieved.
All numbers stated are preliminary and unaudited.
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International Paper
Sales by Industry Segment
Preliminary and Unaudited
(In millions)
<TABLE>
<CAPTION>
Three Months Ended
MARCH 31,
2000 1999
---- ----
<S> <C> <C>
Printing & Communications Papers $ 1,650 $ 1,450
Industrial & Consumer Packaging 1,805 1,675
Distribution 1,750 1,700
Chemicals & Petroleum 345 350
Forest Products 780 785
Carter Holt Harvey 410 365
Less: Intersegment Sales (369) (293)
------- -------
$ 6,371 $ 6,032
======= =======
</TABLE>
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International Paper
Summary of Consolidated Earnings
Preliminary and Unaudited
(In millions except for net sales and per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
MARCH 31,
2000 1999 (b)
---- ----
<S> <C> <C>
Net Sales (In billions) $6.4 $6.0
---- ----
Earnings Before Interest, Income Taxes,
Minority Interest and
Extraordinary Items 566 (a) 237
Interest expense, net 131 143
--- ---
Earnings Before Income Taxes,
Minority Interest and Extraordinary Items 435 (a) 94
Income tax provision 136 (a) 28
Minority interest expense, net of taxes 55 34
-- --
Earnings Before Extraordinary
Items 244 (a) 32
Gains on Sales of Investments, net of taxes 134 (c)
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Net Earnings $378 (a, c) $32
==== ===
Earnings Per Common Share
Before Extraordinary Items $0.59 (a) $0.08
Earnings Per Common Share -
Extraordinary Items $0.32
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Earnings Per Common Share $0.91 $0.08
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Earnings Per Common Share -
Assuming Dilution $0.91 $0.08
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Average Shares of Common Stock Outstanding 413.5 412.1
===== =====
</TABLE>
(a) Includes an $8 million pretax charge ($5 million after taxes) for
merger integration costs.
(b) Amounts have been restated to reflect the merger with Union Camp.
(c) Includes a gain of $385 million before taxes and minority interest
expense ($134 million after taxes and minority interest expense) on the
sale of our investment in Scitex and Carter Holt Harvey's sale of its
share of COPEC.
