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
Date of Report (Date of earliest event reported) January 25, 1994
JAMES RIVER CORPORATION OF VIRGINIA
(Exact name of registrant as specified in its charter)
Virginia
(State or other jurisdiction of incorporation)
1-7911 54-0848173
(Commission File Number) (IRS Employer Identification Number)
120 Tredegar Street, Richmond, Virginia 23219
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code (804) 644-5411
<PAGE>
Item 5. Other Events.
On January 25, 1994, James River Corporation of Virginia ("James
River" or the "Company") announced the Company's results for the fourth
quarter and year ended December 26, 1993. The Company published its
condensed consolidated balance sheets as of December 26, 1993 and
December 27, 1992, its consolidated statements of operations for the
quarters (13 weeks) and years (52 weeks) ended December 26, 1993 and
December 27, 1992, its condensed consolidated statements of cash flows
for the years (52 weeks) ended December 26, 1993 and December 27, 1992,
and certain segment information for the years then ended. A copy of the
consolidated financial statements is filed herewith as Exhibit 99.
Item 7.
(c) Exhibits
99. Consolidated condensed financial statements for the quarters
and years ended December 26, 1993 and December 27, 1992.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
JAMES RIVER CORPORATION of Virginia
By:/s/Michael J. Allan
Michael J. Allan
Vice President, Treasurer
Date: February 2, 1994
CONSOLIDATED STATEMENTS OF OPERATIONS
James River Corporation of Virginia and Subsidiaries
For the quarters (13 weeks) ended
December 26, 1993 and December 27, 1992
(in thousands, except per share amounts)
Fourth Quarter
1993 1992
Net sales $1,154,929 $1,141,678
Cost of goods sold (c) 968,276 1,012,955
Selling and administrative expenses 167,955 173,526
Restructuring charge (d) 111,720
Income (loss) from operations 18,698 (156,523)
Interest expense 33,332 36,592
Other income, net 6,629 7,219
Loss before income taxes and
extraordinary item (8,005) (185,896)
Income tax benefit (2,868) (64,498)
Net loss before extraordinary item (5,137) (121,398)
Extraordinary loss on early
extinguishment of debt, net of
income tax benefit of $19,227 (e) (31,423)
Net loss $ (5,137) $ (152,821)
Preferred dividend requirements (8,204) (8,048)
Net loss applicable to common
shares $ (13,341) $ (160,869)
Net loss per common share and
common share equivalent:
Before extraordinary item $(.16) $(1.59)
Extraordinary loss on early
extinguishment of debt, net
of income tax benefit (e) (.38)
Net loss per share $(.16) $(1.97)
Weighted average number of common
shares and common share
equivalents -- fully diluted 81,914 81,728
<PAGE>
CONSOLIDATED STATEMENTS OF OPERATIONS
James River Corporation of Virginia and Subsidiaries
For the years (52 weeks) ended
December 26, 1993 and December 27, 1992
(in thousands, except per share amounts)
Year
1993 1992
Net sales $4,650,195 $4,728,179
Cost of goods sold (c) 3,858,586 3,976,714
Selling and administrative expenses 677,586 702,145
Restructuring charge (d) 111,720
Income (loss) from operations 114,023 (62,400)
Interest expense 137,594 149,087
Other income, net (a) 42,133 24,691
Income (loss) before income taxes,
extraordinary item, and the
cumulative effect of changes in
accounting principles 18,562 (186,796)
Income tax expense (benefit):
Tax on current income 7,927 (64,721)
Effect of tax rate change (b) 10,981
Total income tax expense (benefit) 18,908 (64,721)
Net loss before extraordinary item
and the cumulative effect of
changes in accounting principles (346) (122,075)
Extraordinary loss on early
extinguishment of debt, net of
income tax benefit of $19,227 (e) (31,423)
Cumulative effect of changes in
accounting principles:
Change in accounting for income
taxes (f) 35,923
Change in accounting for
postretirement benefits other
than pensions, net of income
tax benefit of $189,534 (g) (309,765)
Net loss $ (346) $ (427,340)
Preferred dividend requirements (32,822) (26,494)
Net loss applicable to common shares $ (33,168) $ (453,834)
Net income (loss) per common share
and common share equivalent:
Before extraordinary item and the
cumulative effect of changes in
accounting principles $(.40) $(1.82)
Extraordinary loss on early
extinguishment of debt, net of
income tax benefit (e) (.38)
Cumulative effect of change in
accounting for income taxes (f) .44
Cumulative effect of change in
accounting for postretirement
benefits other than pensions,
net of income tax benefit (g) (3.79)
Net loss per share $(.40) $(5.55)
Weighted average number of common
shares and common share equivalents
-- fully diluted 81,915 81,756
<PAGE>
CONSOLIDATED STATEMENTS OF OPERATIONS (continued)
(a) Other income for 1993 includes $14.3 million of interest income on
refunds resulting from the favorable settlement of certain prior years'
income tax returns, partially offset by a $2.1 million charge for the
write-off of preferred stock received in a prior divestiture (on a
combined basis, $7.4 million after taxes, or $.09 per share).
(b) On August 10, 1993, the Omnibus Budget Reconciliation Act of 1993
(the "Budget Reconciliation Act") was enacted. The Budget
Reconciliation Act provided for an increase in the corporate income tax
rate from 34% to 35%, retroactive to January 1, 1993. Total income tax
expense for the year ended December 26, 1993 includes a charge of
approximately $11.0 million, or $.13 per share, to increase the deferred
tax liability as of the beginning of the year for the effect of this 1%
increase in tax rates.
(c) During the first quarter of 1992, James River accrued approximately
$13 million of pretax charges ($8.7 million net of tax benefits, or $.11
per share) for the refinement of estimates of final restructuring costs
and environmental and litigation costs. During the fourth quarter of
1992, the Company accrued approximately $18 million of pretax charges
($11 million net of tax benefits, or $.14 per share) including accruals
for landfill closure costs and certain environmental liabilities
associated with divested operations.
(d) During the fourth quarter of 1992, the Company recorded a pretax
charge of $111.7 million ($71.4 million net of tax benefits, or $.87 per
share) to cover costs associated with a productivity enhancement
program. This program includes the disposal and consolidation of
certain operations within each of the Company's three businesses,
organizational streamlining, and other cost reduction programs.
(e) During the fourth quarter of 1992, James River incurred an
extraordinary loss of $50.6 million ($31.4 million net of tax benefits,
or $.38 per share) on the early retirement of $566.8 million principal
amount of notes and debentures.
(f) During the first quarter of 1992, James River adopted Statement of
Financial Accounting Standards No. 109, "Accounting for Income Taxes"
("SFAS 109"), which requires the adoption of the liability method of
accounting for income taxes. In connection with the adoption of SFAS
109, the Company recorded a credit of $35.9 million, or $.44 per share.
(g) During the fourth quarter of 1992, James River adopted Statement of
Financial Accounting Standards No. 106, "Employers' Accounting for
Postretirement Benefits Other Than Pensions" ("SFAS 106"), retroactive
to the first day of 1992. SFAS 106 requires the accrual of the cost of
providing postretirement benefits during the years that employees render
service. The Company elected immediate recognition of the full amount
of the transition liability by recording a one-time, non-cash charge of
$499.3 million ($309.8 million net of tax benefits, or $3.79 per share).<PAGE>
<TABLE>
SEGMENT INFORMATION
James River Corporation of Virginia and Subsidiaries
(in thousands)
<CAPTION>
First Second Third Fourth Year-
Quarter Quarter Quarter Quarter To-Date
<S> <C> <C> <C> <C> <C>
1993 Net sales:
Consumer products $ 558,805 $ 615,932 $ 603,038 $ 580,361 $2,358,136
Food and consumer packaging 387,395 389,340 397,546 394,173 1,568,454
Communications papers 215,912 237,718 225,323 222,373 901,326
Intersegment elimination (48,487) (44,856) (42,400) (41,978) (177,721)
$1,113,625 $1,198,134 $1,183,507 $1,154,929 $4,650,195
1992 Net sales: (a)
Consumer products $ 550,352 $ 646,938 $ 621,132 $ 585,942 $2,404,364
Food and consumer packaging 394,614 401,149 392,401 376,890 1,565,054
Communications papers 229,127 232,204 239,835 216,808 917,974
Intersegment elimination (37,740) (43,666) (39,845) (37,962) (159,213)
$1,136,353 $1,236,625 $1,213,523 $1,141,678 $4,728,179
1993 Operating profit (loss):
Consumer products $23,190 $33,885 $33,572 $20,639 $111,286
Food and consumer packaging 23,309 29,676 22,335 28,507 103,827
Communications papers (20,281) (12,297) (6,389) (19,433) (58,400)
General corporate expenses (8,564) (9,076) (14,035) (11,015) (42,690)
$17,654 $42,188 $35,483 $18,698 $114,023
1992 Operating profit (loss):(a)
Consumer products $15,261 $30,842 $32,784 $ (7,839) $ 71,048
Food and consumer packaging 31,833 33,737 16,897 6,701 89,168
Communications papers (15,435) (6,352) (6,348) (26,893) (55,028)
Restructuring charge (6,131) (111,720) (117,851)
General corporate expenses (11,044) (10,666) (11,255) (16,772) (49,737)
$14,484 $47,561 $32,078 $(156,523) $(62,400)
<FN>
(a) 1992 information has been reclassified to conform with a reconfiguration of the Company's
segments as of the beginning of 1993. Certain amounts reported in the Food and Consumer Packaging
segment during 1992 now appear in the Consumer Products segment.<PAGE>
</TABLE>
CONSOLIDATED BALANCE SHEETS
James River Corporation of Virginia and Subsidiaries
(in thousands)
December 26, December 27,
1993 1992
Current assets:
Cash and short-term securities $ 23,620 $ 375,492
Accounts receivable 422,894 414,773
Inventories 666,464 686,704
Prepaid expenses and other
current assets 22,939 39,818
Deferred income taxes 83,538 101,529
Net assets held for sale (a) 62,868 78,850
Total current assets 1,282,323 1,697,166
Net property, plant, and equipment 3,571,492 3,502,809
Investments in affiliates 519,448 587,756
Other assets 324,724 390,576
Goodwill 153,315 158,029
$5,851,302 $6,336,336
Current liabilities:
Accounts payable and accrued
liabilities $ 616,192 $ 604,767
Income taxes payable 4,463 3,650
Long-term debt, current portion 97,287 212,734
Accrued restructuring liability 63,134 107,066
Total current liabilities 781,076 928,217
Long-term debt 1,942,836 2,153,868
Accrued postretirement benefits
other than pensions 541,823 514,016
Other long-term liabilities 186,965 191,371
Deferred income taxes 430,421 435,202
Redeemable and non-redeemable
preferred stock 454,108 454,348
Common stock, shares outstanding
1993--81,628 and 1992--81,578 8,163 8,158
Additional paid-in capital 1,219,043 1,217,859
Retained earnings 286,867 433,297
$5,851,302 $6,336,336
(a) Net assets held for sale include the net book value of assets to be
disposed pursuant to the Company's 1992 restructuring program.
<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
James River Corporation of Virginia and Subsidiaries
For the years (52 weeks) ended
December 26, 1993 and December 27, 1992
(in thousands)
1993 1992
Operating activities:
Net income (loss) $ (346) $(427,340)
Extraordinary loss on early
extinguishment of debt, net of
income tax benefit 31,423
Cumulative effect of change in
accounting for income taxes (35,923)
Cumulative effect of change in
accounting for postretirement
benefits other than pensions, net
of income tax benefit 309,765
Depreciation expense 358,431 356,448
Deferred income tax
provision (benefit) 11,856 (75,726)
Restructuring charge 111,720
Undistributed earnings of
unconsolidated affiliates (6,582) (9,872)
Change in current assets and
liabilities and other, net 77,217 52,469
Cash provided by operating
activities 440,576 312,964
Investing activities:
Expenditures for property, plant,
and equipment (331,065) (469,681)
Cash received from sale of
assets 130,650 21,844
Cash paid for acquisitions, net (192,736) (31,734)
Proceeds received from redemption
of SCI preferred stock 47,050
Other, net 12,116 4,723
Cash used for investing
activities (333,985) (474,848)
Financing activities:
Additions to long-term debt 456,220 948,830
Payments of long-term debt (808,848) (493,101)
Premiums paid on early
extinguishment of debt (24,200) (26,450)
Issuance of preferred stock 96,566
Dividends paid and other, net (81,635) (73,553)
Cash provided by (used for)
financing activities (458,463) 452,292
Increase (decrease) in cash and
short-term securities $(351,872) $ 290,408
