<PAGE> 1
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
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
------------- ------------
Commission file number 1-13574
JOHNS MANVILLE INTERNATIONAL GROUP, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 84-1196355
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
717 17th Street
Denver, Colorado 80202
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(303) 978-2000
--------------
(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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
Johns Manville International Group, Inc. is a wholly owned subsidiary
of Johns Manville Corporation and there is no market for the registrant's
common stock. As of November 7, 1997, there were 100 shares of the
registrant's sole class of common stock outstanding.
<PAGE> 2
(*)PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
(*) "Company" when used in this report refers to Johns Manville
International Group, Inc., incorporated in the State of Delaware in
1992, and includes, where applicable, its consolidated subsidiaries.
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JOHNS MANVILLE INTERNATIONAL GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(Thousands of dollars)
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
ASSETS 1997 1996
- ------ ------------- ------------
<S> <C> <C>
Current Assets
Cash and equivalents $ 110,100 $ 138,216
Marketable securities, at cost, which
approximates market 1,658 2,698
Receivables 290,799 229,585
Inventories 117,449 101,041
Receivable from parent 3,199 28,176
Prepaid expenses 11,063 6,590
Deferred tax assets 25,903 31,063
---------- ----------
Total Current Assets 560,171 537,369
Property, Plant and Equipment,
net of accumulated depreciation of
$631,685 and $628,482, respectively 797,586 769,968
Receivable from Parent 10,457 10,115
Goodwill 210,380 127,994
Other Assets 226,757 222,095
---------- ----------
$1,805,351 $1,667,541
========== ==========
LIABILITIES
- -----------
Current Liabilities
Short-term debt $ 2,340 $ 31,748
Accounts payable 118,671 121,099
Compensation and employee benefits 88,113 102,136
Income taxes 27,597 15,863
Other accrued liabilities 73,789 50,049
---------- ----------
Total Current Liabilities 310,510 320,895
Long-Term Debt, less current portion 456,596 410,658
Notes Payable to Parent 107,453 80,000
Postretirement Benefits Other Than Pensions 201,213 199,473
Deferred Income Taxes and Other Noncurrent
Liabilities 335,599 333,850
---------- ----------
1,411,371 1,344,876
---------- ----------
STOCKHOLDER'S EQUITY
- --------------------
Common Stock, $1 par value; 100 shares
authorized, issued and outstanding
Capital in Excess of Par Value 80,869 80,869
Retained Earnings 299,074 215,125
Cumulative Currency Translation Adjustment 14,037 26,671
---------- ----------
393,980 322,665
---------- ----------
$1,805,351 $1,667,541
========== ==========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
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<PAGE> 4
JOHNS MANVILLE INTERNATIONAL GROUP, INC.
CONDENSED CONSOLIDATED STATEMENT OF INCOME
(Thousands of dollars)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
------------------------- --------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net Sales $438,122 $422,978 $1,245,168 $1,130,490
Cost of Sales 325,251 301,539 913,702 806,990
Selling, General and
Administrative 39,628 37,314 118,506 103,932
Research, Development and
Engineering 7,804 8,550 22,692 24,133
Services Provided by Parent 3,465 10,251
Other Income (Expense), net (5,032) (1,797) (11,694) 1,361
----------- ----------- ----------- -----------
Income from Operations 60,407 70,313 178,574 186,545
Interest Income 1,951 1,503 5,220 5,499
Interest Expense 10,412 11,749 35,293 34,008
Interest Expense - Parent 3,513 980 6,217 1,982
----------- ----------- ----------- -----------
Income before Income Taxes 48,433 59,087 142,284 156,054
Income Tax Expense 18,444 25,537 58,335 67,230
----------- ----------- ----------- -----------
Net Income $ 29,989 $ 33,550 $ 83,949 $ 88,824
=========== =========== =========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
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<PAGE> 5
JOHNS MANVILLE INTERNATIONAL GROUP, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Thousands of dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months
Ended September 30,
----------------------
CASH FLOWS FROM OPERATING ACTIVITIES: 1997 1996
- ------------------------------------- --------- ---------
<S> <C> <C>
Net income $ 83,949 $ 88,824
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 60,208 51,542
Deferred taxes (11,959) 11,814
Other, net 23,883 39,641
(Increase) decrease in current assets:
Receivables (46,136) (28,332)
Inventories (8,507) (17,047)
Prepaid expenses (4,989) (2,309)
Receivable from parent 848 6,769
Increase (decrease) in current liabilities:
Accounts payable (1,695) (9,721)
Compensation and employee benefits (4,597) (10,512)
Income taxes 8,634 6,232
Other accrued liabilities 24,783 (9,903)
Changes in noncurrent liabilities (27,475) (22,301)
--------- ---------
Net cash provided by operating activities 96,947 104,697
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
- -------------------------------------
Purchases of property, plant and equipment (67,906) (76,840)
Acquisitions (136,521) (151,555)
Proceeds from sales of assets 9,331 1,567
Purchases of held-to-maturity securities (490) (8,580)
Purchases of available-for-sale securities (4,982)
Proceeds from maturities of held-to-maturity
securities 1,997 25,946
Proceeds from sales and maturities of
available-for-sale securities 6,082
Decrease in other assets 27,326 4,859
--------- ---------
Net cash used in investing activities (166,263) (203,503)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
- -------------------------------------
Issuance of debt - External 56,636 724
Issuance of debt - Parent 30,000 50,000
Payments on debt - External (40,475) (5,213)
Payments of debt - Parent (2,547)
--------- ---------
Net cash provided by financing activities 43,614 45,511
--------- ---------
Effect of Exchange Rate Changes on Cash (2,414) (1,336)
--------- ---------
Net Decrease in Cash and Equivalents (28,116) (54,631)
Cash and Equivalents at Beginning of Period 138,216 140,328
--------- ---------
Cash and Equivalents at End of Period $ 110,100 $ 85,697
========= =========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
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<PAGE> 6
JOHNS MANVILLE INTERNATIONAL GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Johns Manville International Group, Inc. (the "Company") is a wholly owned
subsidiary of Johns Manville Corporation. The condensed consolidated financial
statements as of September 30, 1997 and December 31, 1996 and for the three and
nine month periods ended September 30, 1997 and 1996 reflect all normal,
recurring adjustments which are, in the opinion of management, necessary for a
fair presentation of the financial condition and the results of operations for
the periods presented. The year-end condensed consolidated balance sheet was
derived from audited financial statements, and as presented does not include all
disclosures required by generally accepted accounting principles. The Company
has reclassified the presentation of certain prior period information to conform
with the current presentation format. Additional information regarding the
Company's accounting policies, operations and financial position is contained or
incorporated in the Company's Form 10-K for the year ended December 31, 1996
filed with the Securities and Exchange Commission.
Note 1 - Inventories
The major classes of inventories were as follows:
<TABLE>
<CAPTION>
(Thousands of dollars)
September 30, December 31,
1997 1996
------------ ----------
<S> <C> <C>
Finished goods $ 75,365 $ 60,456
Raw materials and supplies 31,293 32,113
Work-in-process 10,791 8,472
-------- --------
$117,449 $101,041
======== ========
</TABLE>
Note 2 - Acquisitions
During the third quarter of 1997, the Company completed the acquisition of the
roofing business of HPG International, Inc., a manufacturer of thermoplastic
membranes. During the second quarter of 1997, the Company acquired the Mitex
group of companies. Mitex manufactures fiber glass wall covering fabrics used
primarily in commercial and industrial buildings, and has manufacturing
facilities in Sweden and the United Kingdom. During the first quarter of 1997,
the Company acquired the assets of Ergon Nonwovens, Inc., a manufacturer of
synthetic meltblown nonwoven products. The Mitex and Ergon acquisitions are
associated with businesses of the Engineered Products segment.
The combined purchase price for these acquisitions, accounted for under the
purchase method, was $136.5 million, net of cash acquired, financed from
existing cash balances and borrowings of $45 million, net, from international
credit facilities. The excess of the combined purchase prices over the estimated
fair value of net assets acquired, or goodwill, amounted to approximately $88
million and is being amortized over 20 years using the straight-line method.
These allocations were based on estimates and may be revised in the future.
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Note 3 - New Accounting Pronouncements
During 1997, the Financial Accounting Standards Board issued Statements of
Financial Accounting Standards No. 130, "Reporting Comprehensive Income" ("SFAS
No. 130") and No. 131, "Disclosures about Segments of an Enterprise and Related
Information" ("SFAS No. 131"), both effective for years beginning after December
31, 1997. SFAS No. 130 establishes standards for reporting and display of
comprehensive income and its components. Comprehensive income generally includes
changes in separately reported components of equity along with net income. SFAS
No. 131 establishes standards for reporting information about operating
segments, along with related disclosures about products, services, geographic
areas and major customers, based on the Company's disaggregation of an entity
for internal operating decisions.
Note 4 - Business Segment Information
Beginning in 1997, the Company reorganized its business segments and will report
separately its operating results in the following three principal business
segments: Insulation, consisting of the residential, commercial and industrial
and original equipment manufacturer ("OEM") insulation businesses; Roofing
Systems, consisting of the commercial and industrial roofing businesses; and
Engineered Products, consisting of the mats and fibers and filtration
businesses. The 1996 results were reclassified to conform with the current
presentation format.
<TABLE>
<CAPTION>
(Thousands of dollars)
Three Months
Ended September 30,
NET SALES 1997 1996
- --------- --------- ---------
<S> <C> <C>
Insulation $ 176,538 $ 182,070
Roofing Systems 145,576 125,094
Engineered Products 124,786 124,730
Corporate and Eliminations (8,778) (8,916)
--------- ---------
Net Sales $ 438,122 $ 422,978
========= =========
INCOME FROM OPERATIONS
- ----------------------
Insulation $ 25,900 $ 34,341
Roofing Systems 21,007 14,092
Engineered Products 21,303 29,516
Corporate and Eliminations (7,803) (7,636)
--------- ---------
Income from Operations $ 60,407 $ 70,313
========= =========
</TABLE>
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<TABLE>
<CAPTION>
(Thousands of dollars)
Nine Months
Ended September 30,
NET SALES 1997 1996
- --------- ----------- -----------
<S> <C> <C>
Insulation $ 527,941 $ 504,931
Roofing Systems 381,181 287,886
Engineered Products 363,127 362,608
Corporate and Eliminations (27,081) (24,935)
----------- -----------
Net Sales $ 1,245,168 $ 1,130,490
=========== ===========
INCOME FROM OPERATIONS
- ----------------------
Insulation $ 79,966 $ 86,845
Roofing Systems 47,129 28,868
Engineered Products 72,396 85,238
Corporate and Eliminations (20,917) (14,406)
----------- -----------
Income from Operations $ 178,574 $ 186,545
=========== ===========
</TABLE>
Net sales included in Corporate and Eliminations relate principally to the
elimination of intersegment sales from the Engineered Products segment to the
Roofing Systems segment (at prices approximating market).
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<PAGE> 9
ITEM 2.
JOHNS MANVILLE INTERNATIONAL GROUP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company's net sales for the third quarter of 1997 increased $15.1 million,
or 3.6 percent, to $438.1 million from $423 million for the same period of 1996.
Gross profit of $112.9 million for the third quarter of 1997 decreased $8.6
million, or 7.1 percent, from $121.4 million compared with the third quarter of
1996. The gross profit percentage declined 2.9 percentage points to 25.8 percent
for the third quarter of 1997 due to lower selling prices, principally in
residential insulation. Certain management and financial services provided by
Johns Manville Corporation were reorganized and transferred to the Company at
the end of 1996. Therefore, services previously provided by parent are reflected
as selling, general and administrative for 1997. Selling, general,
administrative and research, development and engineering expenses and services
provided by parent, combined, decreased slightly and were lower as a percentage
of sales for 1997. Income from operations for the third quarter of 1997 was
$60.4 million, down 14.1 percent, compared with $70.3 million for the third
quarter of 1996.
The Company's net sales for the first nine months of 1997 increased $114.7
million, or 10.1 percent, to $1.25 billion from $1.13 billion for the same
period of 1996. While gross profit of $331.5 million increased $8 million, or
2.5 percent, for the first nine months of 1997, lower selling prices reduced the
1997 gross profit percentage to 26.6 percent from 28.6 percent in 1996. Selling,
general, administrative and research, development and engineering expenses and
services provided by parent, combined, increased $2.9 million, or 2.1 percent,
to $141.2 million, reflecting expenses of acquired companies. These expenses,
however, decreased as a percentage of sales in 1997 to 11.3 percent, compared
with 12.2 percent for 1996. Income from operations for the first nine months of
1997 decreased to $178.6 million from $186.5 million in 1996 which included
first quarter 1996 other income of $7.2 million from the settlement of certain
pension plans.
Insulation Segment
The Insulation segment's net sales decreased $5.5 million, or 3 percent, and
increased $23 million, or 4.6 percent, for the third quarter and first nine
months of 1997, respectively, compared with the same periods of 1996. Income
from operations for this segment decreased $8.4 million, or 24.6 percent, and
$6.9 million, or 7.9 percent, for the third quarter and the first nine months of
1997, respectively. During 1997, capacity-related selling price and other
competitive pressures reduced third quarter net sales and led to lower margins
and decreases in operating income for the residential insulation business
compared with both corresponding 1996 periods. These selling price decreases
were partially offset by volume increases experienced by the residential, and
commercial and industrial businesses. Despite lower 1997 net sales in
automotive primarily due to the disposition of the molded parts business,
operating income for OEM insulation increased for the three and nine months of
1997 compared with 1996, reflecting strength in aerospace and specialty
insulations.
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<PAGE> 10
Roofing Systems Segment
Net sales for the Roofing Systems segment increased $20.5 million, or 16.4
percent, and $93.3 million, or 32.4 percent, for the third quarter and first
nine months of 1997, respectively, compared with the same periods of 1996
primarily due to increased volumes from acquisitions, partially offset by
unfavorable product mix. Operating income, which increased $6.9 million and
$18.3 million for the 1997 periods, along with strong margins compared with
1996, reflected the integration of acquisitions, improved productivity and
favorable raw material costs.
Engineered Products Segment
The Engineered Products segment's net sales were essentially flat at $124.8
million, and $363.1 million, for the three and nine month periods ended
September 30, 1997, respectively. Income from operations of $21.3 million
decreased $8.2 million, or 27.8 percent, for the third quarter, and $12.8
million, or 15.1 percent, to $72.4 million for the first nine months of 1997.
Net sales and operating income for the U.S. mats and fibers business decreased
for the three and nine months of 1997 as reduced costs were more than offset by
declining volumes and selling prices due to competitive pressures. Moderate
improvements for the Company's European operations, which includes the Mitex
acquisition, on higher sales volumes were partially offset by the impacts of
unfavorable currency comparisons on reported results. Net sales for filtration
increased for both 1997 periods on higher volumes due to recent acquisitions in
the synthetic filtration media markets. These improvements in filtration were
offset by competitive pricing pressures and higher acquisition-related costs
which led to decreased operating income and margins for both periods of 1997.
Compared with the third quarter and first nine months of 1996, the Company's
interest expense increased $1.2 million and $5.5 million in 1997, respectively,
due primarily to increases in debt balances related to acquisitions.
Due to the factors discussed above, net income for the third quarter of 1997 was
$30 million, compared with net income for the third quarter of 1996 of $33.6
million. Year-to-date net income for 1997 was $83.9 million, compared with net
income for the same period of 1996 of $88.8 million.
LIQUIDITY AND CAPITAL RESOURCES
The Company's agreements with its lenders contain a number of financial and
general covenants. These include, among other things, restrictions on
borrowings, investments, stock issuances and repurchases, dividends and other
distributions, restrictions on intercompany transactions, including transfers of
cash and transactions with Johns Manville Corporation. As of September 30, 1997,
the maximum amount available for dividends to be paid to Johns Manville
Corporation under the debt covenants of the Senior Notes was approximately $260
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<PAGE> 11
million. Noncompliance with these or other covenants, or the occurrence of any
other event of default, could result in the termination of existing credit
agreements and the acceleration of debt owed by the Company and its
subsidiaries. At September 30, 1997, the Company was in compliance with these
covenants.
At September 30, 1997, the Company had net working capital of $249.7 million,
including cash and marketable securities totaling $111.8 million. Total cash and
marketable securities located outside the U.S. and Canada were approximately
$47.1 million. At December 31, 1996, the Company's cash and marketable
securities totaled $140.9 million. At September 30, 1997, the Company had $100
million available under a receivables sale facility for its domestic short-term
working capital requirements. In addition, the Company's international
subsidiaries had borrowing and working capital facilities totaling $85 million,
of which approximately $31 million was available at September 30, 1997. Under
these facilities, $45 million, net, was borrowed to partially finance
acquisitions.
The Company's net operating activities provided $96.9 million of cash during the
first nine months of 1997. Net operating activities provided $104.7 million for
the same period of 1996. The Company's cash flows from operating activities are
primarily influenced by sales volume and selling prices. As discussed in
"Results of Operations," sales volume increases during the first nine months of
1997 were offset by selling price declines. Operating activities also included
cash usages for net working capital builds for the construction season. For the
remainder of 1997, the Company's operating results are expected to benefit from
the integration of acquisitions, strong U.S. construction markets, and U.S.
housing starts which are comparable to 1996 levels. However, the Company's
operating results continue to be adversely affected by capacity-related selling
price and other competitive pressures which are expected to continue, at least
for the near term, for several of the Company's businesses, particularly
residential insulation.
The Company's investing activities for the first nine months of 1997 consisted
of $136.5 million for acquisitions, net of cash acquired. The Company's capital
expenditures totaled $67.9 million for the first nine months of 1997. The
Company estimates 1997 capital expenditures of approximately $90 million to $100
million, of which approximately $40 million relate to capacity expansion
projects principally to increase mats and fibers production. As of September 30,
1997, outstanding purchase commitments for capital projects totaled $20.4
million. During the first quarter of 1997, the Company received $23.8 million in
repayment of an advance made to Johns Manville Corporation in 1996 for an
acquisition which was subsequently contributed to the Company. Investing
activities for 1997 also included proceeds from the Company's June 30, 1997
disposition of its automotive molded parts business. Investing activities for
1996 included the combined purchase prices for acquisitions of $151.6 million
and capital expenditures totaling $76.8 million.
In addition to borrowings to partially finance 1997 acquisitions, the Company's
financing activities for 1997 included repayments of debt totaling $30 million
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<PAGE> 12
assumed in connection with 1996 acquisitions, which was refinanced with notes
payable to Johns Manville Corporation.
The Company believes that its current cash position, cash generated from
operations, and funds available under a receivables facility and foreign working
capital facilities will enable it to satisfy its debt service requirements, its
ongoing capital expansion program and its other ongoing operating costs.
However, the Company may need to access capital markets to pay the principal of
the $400 million Senior Notes, or in connection with possible significant future
acquisitions.
FORWARD-LOOKING STATEMENTS
This report contains "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Statements of the Company
contained in this report concerning matters that are not historical facts,
including, without limitation, statements concerning (i) expected benefits from
the continuing integration of acquisitions and capacity expansions, (ii) the
effect on operating results resulting from the strength of construction markets
and 1997 U.S. housing starts, (iii) adverse effect on operating earnings of
capacity-related and other competitive pressures in most of the Company's
businesses, particularly residential insulation and (iv) the Company's
expectations concerning levels of capital spending and funding of current
operations, debt service and future acquisitions, constitute such
forward-looking statements. See "Liquidity and Capital Resources."
Forward-looking statements of the Company are subject to risks and uncertainties
that could cause actual results to differ materially from those expressed in
such statements. Important factors relating to such risks and uncertainties are
set forth below.
Factors that could affect the forward-looking statements generally are related
to demand for the Company's products, overall capacity levels in the industry
and the overall competitive environment in which the Company operates. These
factors are discussed in detail in "Management's Discussion and Analysis of
Financial Condition and Results of Operations" incorporated in the Company's
Annual Report on Form 10-K for the year ended December 31, 1996.
Factors that could affect the Company's expected levels of capital spending and
funding of current operations, debt service and dividends, include, without
limitation, the general factors noted above, the level of cash flow generated by
the Company and the ability of the Company to otherwise fund such commitments,
which in turn could be affected by general U.S. and international economic
conditions as well as financial market conditions. Other factors include the
contingencies discussed in the notes to the Company's financial statements
incorporated in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.
The Company's ability to realize expected benefits from acquisitions depends on
a number of factors including, without limitation, successful integration of
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<PAGE> 13
newly acquired operations, technology, products, employees and the overall
economic factors referred to above. In addition, the Company's ability to make
future acquisitions depends upon the ability of the Company to identify and
reach agreement with viable acquisition candidates and the availability of
sources of financing for such acquisitions on terms which are acceptable to the
Company.
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<PAGE> 14
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Not applicable.
ITEM 2. CHANGES IN SECURITIES.
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
ITEM 5. OTHER INFORMATION.
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
Exhibit 27.1, Financial Statement Schedules.
(b) Form 8-K.
None.
II-1
<PAGE> 15
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.
JOHNS MANVILLE INTERNATIONAL
GROUP, INC.
--------------------------------------
(Registrant)
Date: November 11, 1997 By: R. B. Von Wald
----------------------------------
R. B. Von Wald
Executive Vice President,
General Counsel and Secretary
Date: November 11, 1997 By: K. L. Jensen
----------------------------------
K. L. Jensen
Senior Vice President and
Chief Financial Officer
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<PAGE> 16
EXHIBIT INDEX
Exhibit
Number Description Page
- ------- ----------- ----
27.1 Financial Statement Schedules.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
SEPTEMBER 30, 1997 FORM 10-Q OF JOHNS MANVILLE INTERNATIONAL GROUP, INC. AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 110,100
<SECURITIES> 1,658
<RECEIVABLES> 294,689
<ALLOWANCES> 8,324
<INVENTORY> 117,449
<CURRENT-ASSETS> 560,171
<PP&E> 1,429,271
<DEPRECIATION> 631,685
<TOTAL-ASSETS> 1,805,351
<CURRENT-LIABILITIES> 310,510
<BONDS> 456,596
0
0
<COMMON> 0
<OTHER-SE> 393,980
<TOTAL-LIABILITY-AND-EQUITY> 1,805,351
<SALES> 1,245,168
<TOTAL-REVENUES> 1,245,168
<CGS> 913,702
<TOTAL-COSTS> 913,702
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 706
<INTEREST-EXPENSE> 41,510
<INCOME-PRETAX> 142,284
<INCOME-TAX> 58,335
<INCOME-CONTINUING> 83,949
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 83,949
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>