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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported) APRIL 13, 1999
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S.D. WARREN COMPANY
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(Exact name of registrant as specified in its charter)
Pennsylvania 033-88496 23-2366983
(State or other (Commission File Number) (IRS Employer Identification No.)
jurisdiction of
incorporation)
225 Franklin Street, Boston, Massachusetts, 02110, (617) 423-7300
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(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
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The Company wishes to caution readers that this Form 8-K contains certain
"forward-looking statements" as that term is defined under the Private
Securities Litigation Reform Act of 1995. The words "believe," "anticipate,"
"intend," "estimate," "plan," "assume" and other similar expressions which are
predictions of or indicate future events and future trends which do not relate
to historical matters identify forward-looking statements. Reliance should not
be placed on forward-looking statements because they involve known and unknown
risks, uncertainties and other factors which are in some cases beyond the
control of the Company and may cause the actual results, performance or
achievements of the Company to differ materially from anticipated future
results, performance or achievements expressed or implied by such
forward-looking statements. Certain factors that may cause such differences
include but are not limited to the following: global economic and market
conditions; production and capacity in the United States, Europe and the Far
East; production and pricing levels of pulp and paper; any major disruption in
production at the Company's key facilities; alterations in trade conditions in
and between the United States and other countries where the Company does
business; unanticipated expenses or delays in resolving Year 2000 issues by
either the Company or its significant business partners and changes in
environmental, tax and other laws and regulations.
ITEM 5. OTHER EVENTS
On April 13, 1999, Sappi Fine Paper North America announced
the closure of the pulp mill and a machine that makes coated
base paper at its facility in Westbrook, ME. The Company will
record a pre-tax charge of approximately $39 million during
the third fiscal quarter of 1999 with respect to the
restructuring costs associated with the closure. The charge
includes $22 million of non-cash expenses relating to fixed
asset write-offs and $17 million of accruals of one-time cash
costs. The closure is expected to improve future operating
income.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
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Exhibit No. Description
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99.1 Press Release dated April 13, 1999
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has caused this report to be signed on its behalf by the
undersigned duly authorized person.
DATE: April 13, 1999 S.D. WARREN COMPANY
BY: /s/ Trevor L. Larkan
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Trevor L. Larkan
Vice President and
Chief Financial
Officer
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EXHIBIT INDEX
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Exhibit No. Description
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99.1 Press Release dated April 13, 1999
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[SAPPI LEETERHEAD]
Press Release
FOR IMMEDIATE RELEASE CONTACT: Melanie Otero: 617.368.6318
April 13, 1999 or 207-856-4828
SAPPI FINE PAPER ANNOUNCES CLOSURE OF
PULP MILL AND PAPER MACHINE IN WESTBROOK, ME
BOSTON, MA Sappi Fine Paper North America today announced the closure of its
pulp mill and a machine that makes coated base paper at its facility in
Westbrook, Maine. The closures will take effect in late June 1999.
In making the decision to close the pulp mill, company officials cited a pending
requirement to spend approximately $50 million to bring the aging facility into
compliance with the new federal "Cluster Rule" and other state environmental
regulations. EPA's "Cluster Rule" alone is expected to cost the U.S. pulp and
paper industry about $2.8 billion over the next three years.
"This was an extremely difficult decision, primarily because of its impact on
our employees" said Monte R. Haymon, President and CEO of Sappi Fine Paper North
America. "Unfortunately it had to be made in that there was no way to justify
spending $50 million to put the Westbrook mill into future environmental
compliance. The mill would continue to be unable to compete against more modern
mills due, in large part, to its size and high cost structure."
The Westbrook pulp mill produced about 400 tons/day, less than a third of the
output of many modern pulp mills.
In addition to the pulp mill, a paper machine that produces a product for which
there is low demand will also be shut down. Certain grades from this machine
will be transferred to Westbrook's two remaining paper machines. Approximately
315 employees, both salaried and hourly, will be affected by the closures.
"This is obviously a difficult decision that will have significant impacts on
employees and on the community", said Westbrook Mill Manager John Donahue. "We
will minimize the impacts by offering fair separation benefits that recognize
both the long service and the considerable contributions that the affected
employees have provided to Westbrook. In addition, we will support their efforts
to find new employment."
Sappi will continue to operate its fine paper and its specialty paper machines
in Westbrook with pulp purchased from the open market.
Sappi Fine Paper North America is a division of Sappi Limited, the largest
producer of coated free sheet papers in the world. The company produces fine
papers in South Africa, the United Kingdom, Germany, Austria, Belgium, the
Netherlands, and in the United States at mills in Muskegon, MI; Mobile, AL; and
in Skowhegan and Westbrook, ME.
-Sappi-
