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): February 16, 1995
Stone Container Corporation
_______________________________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 1-3439 36-2041256
___________________ _____________ ___________________
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
150 North Michigan Avenue, Chicago, Illinois 60601
_______________________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (312) 346-6600
_____________________________________________
N/A
_______________________________________________________________________
(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events
On February 6, 1995, Stone Container Corporation issued a press
release, which is attached as Exhibit 20 hereto and is incorporated by
reference herein.
Item 7. Financial Statements and Exhibits
(c) Exhibits
The exhibits accompanying this report are listed in the
accompanying Exhibit Index.
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
STONE CONTAINER CORPORATION
By: /s/ Leslie T. Lederer
_______________________
Leslie T. Lederer
Vice President, Secretary
and Counsel
Date: February 16, 1995
<PAGE>
EXHIBIT INDEX
The following exhibit is filed herewith as noted below.
Exhibit No. Exhibit
___________ ________
20 Press release issued by Stone Container
Corporation dated February 6, 1995.
EXHIBIT 20
FOR MORE INFORMATION CONTACT:
____________________________
Arnold F. Brookstone Ira N. Stone
Executive Vice President - Senior Vice President -
Chief Financial & Planning Officer Chief Marketing &
Communications Officer
(312) 580-4637 (312) 580-4608
For Immediate Release:
STONE CONTAINER RETURNS TO PROFITABILITY ON RECORD QUARTERLY SALES
CHICAGO, Feb. 6, 1995 -- Stone Container Corporation returned to
profitability on record quarterly sales. For the year, the Company's
loss was narrowed on near-record sales.
"Stone Container is at the beginning of a strong and continuing
recovery. The vigorous turnaround in the pulp and paper industry has
restored prices for our core products, and has led us back to
profitability," said Roger W. Stone, Chairman, President and Chief
Executive Officer.
The Company earned $29.8 million, or $.31 per primary share and
$.28 per fully diluted share, in the fourth quarter of 1994, compared
to a net loss of $85.8 million, or $1.23 per share, for the comparable
period of 1993.
For the year, Stone Container reported a loss, before the
cumulative effect of accounting changes and extraordinary charges
related to the early extinguishment of debt, of $128.8 million, or
$1.60 per share, compared to a loss of $319.2 million, or $4.59 per
share, in 1993.
After the effects of accounting changes and extraordinary charges,
the Company reported a net loss of $204.6 million, or $2.46 per share,
for the full year 1994, as compared to a net loss of $358.7 million, or
$5.15 per share, for 1993.
Sales for the fourth quarter of 1994 were a record $1.62 billion,
compared to $1.24 billion for the fourth quarter of 1993. For the full
year 1994, sales were $5.75 billion, compared to sales of $5.06 billion
for 1993.
<PAGE>
SFAS 112, relating to changes in accounting for postemployment
benefits other than pensions, resulted in a non-cash charge of $14.2
million net of income taxes, or $.16 per share, in 1994. Additionally,
the Company recorded extraordinary charges pertaining to early
extinguishments of debt of $61.6 million net of income taxes, or $.70
per share, in 1994.
SFAS 106, relating to changes in accounting for post-retirement
benefits other than pensions, resulted in a non-cash charge of $39.5
million net of income taxes, or $.56 per share, in 1993.
The fourth-quarter results were adversely affected by several
items:
. Higher costs for recycled fibre continued to impact the
company's performance. Recycled fibre costs were
approximately $52 million higher in the fourth quarter of
1994 than in the comparable quarter of 1993.
. The Company experienced a pre-tax, predominantly non-cash
loss in the quarter of approximately $12.1 million
attributable to foreign currency adjustments.
. A strike at the pulp and paper mill in Bathurst, New
Brunswick began on November 15 and had a pre-tax impact of
approximately (U.S.) $6.2 million in the fourth quarter.
The strike was ended in January, and production of
corrugating medium at the mill has resumed. Production of
market pulp is scheduled to resume in mid-February.
. Fourth-quarter results were affected by a high effective tax
rate, primarily due to the non-deductibility, for tax
purposes, of certain depreciation and amortization. The tax
provision in the fourth quarter of 1994 was 48.9 percent,
compared to a 28.8 percent credit on the year-ago quarter's
pretax loss.
During the fourth quarter, the Company increased its equity
interest from 50 percent to 90 percent in Stone Venepal Celgar Pulp
Inc. (SVCPI), a company jointly owned with Venepal, a Venezuelan pulp
and paper company. SVCPI owns a 50 percent interest in a market pulp
mill in Castlegar, British Columbia. As a result of the purchase,
SVCPI's indebtedness, which is non-recourse to the Company, will be
consolidated on Stone Container's balance sheet effective December 31,
1994. SVCPI's operations will be consolidated in the Company's
financial statements effective January 1, 1995.
During the fourth quarter, Stone made an investment in River House
Packaging Pty. Ltd., a small, publicly traded Australian company with
corrugated container plants in Melbourne and Sydney.
<PAGE>
"Earnings before interest, taxes, depreciation and amortization
(EBITDA) is used internally by the Company as a proxy for operating
cash flow. In the fourth quarter of 1994, the Company's consolidated
EBITDA was $270.4 million, equal to an annualized running rate
approaching $1.1 billion," said Stone.
"Conditions throughout the industry remain extremely positive.
Demand in domestic and international markets is strong and inventories
are very low. The demand/supply relationships in our core products are
favorably tight, and no significant new capacity is scheduled to come
on line in the near future. As a result, Stone's mills are running
flat out," said Stone.
"The Company's core products continue to experience price
improvements," Stone said. "We implemented price increases for
containerboard and corrugated containers in January. A price increase
for newsprint is scheduled for March, and another has been scheduled
for May. Also, we implemented an increase for market pulp in January,
with another scheduled for March."
"In light of the outlook for the economy and for our industry, the
current industry upturn should be both stronger and longer than those
of the recent past. I believe
that the recovery will last at least into 1997," Stone concluded.
Stone Container Corporation is a multinational pulp, paper and
paper packaging company. Its product line includes containerboard,
corrugated containers, kraft paper, paper bags and sacks, market pulp,
wood products and, through Stone-Consolidated Corporation, newsprint
and groundwood papers.
Headquartered in Chicago, the Company has manufacturing facilities
and sales offices in North America, Europe, the United Kingdom, Central
and South America, Australia and the Far East.
(see tabulars attached)
<PAGE>
<PAGE>
<TABLE>
STONE CONTAINER CORPORATION (NYSE)
SUMMARY
<CAPTION>
For the three
months ended For the year ended
(dollars in millions December 31, December 31,
except per share amounts) 1994 1993 1994 1993
<S> <C> <C> <C> <C>
Net sales................ $ 1,621.4 $ 1,243.1 $ 5,748.7 $ 5,059.6
__________ __________ __________ __________
Income (loss) before
interest and taxes...... 179.1 (3.8) 292.9 (36.6)
Interest expense......... (117.9) (115.4) (456.0) (426.7)
__________ __________ __________ __________
Income (loss) before
income taxes and
minority interest....... 61.2 (119.2) (163.1) (463.3)
(Provision) credit for
income taxes............ (29.9) 34.3 35.5 147.7
Minority interest........ (1.5) (.9) (1.2) (3.6)
__________ __________ __________ __________
Income (loss) before
extraordinary charges
and cumulative effects
of accounting changes... 29.8 (85.8) (128.8) (319.2)
Extraordinary charges
(net of income tax
benefit)................ -- -- (61.6) --
Cumulative effects of
accounting changes
(net of income tax
benefit)................ -- -- (14.2) (39.5)
__________ __________ __________ __________
Net income (loss)........ $ 29.8 $ (85.8) $ (204.6) $ (358.7)
Net income (loss)
applicable to common
shares.................. $ 27.7 $ (87.8) $ (216.7) $ (366.8)
========== ========== ========== ==========
Per share of common stock:
Income (loss) before
extraordinary charges
and cumulative effects
of accounting changes... $ .31 $ (1.23) $ (1.60) $ (4.59)
Extraordinary charges
(net of income tax
benefit)................ -- -- (.70) --
Cumulative effects of
accounting changes
(net of income tax
benefit)................ -- -- (.16) (.56)
Net income (loss):
Primary................ $ .31 $ (1.23) $ (2.46) $ (5.15)
========== ========== ========== ==========
Fully diluted.......... $ .28 $ -- $ -- $ --
========== ========== ========== ==========
Average common shares
outstanding (in millions):
Primary................ 90.5 71.2 88.2 71.2
========== ========== ========== ==========
Fully diluted.......... 112.2 -- -- --
========== ========== ========== ==========
Mill tonnage produced (in
thousands of short tons):
Containerboard and kraft
paper(a)(c)............. 1,334 1,306 5,211 4,888
Newsprint(d)............. 329 314 1,279 1,257
Market pulp(a)(b)........ 236 215 800 733
Groundwood paper(d)...... 133 122 536 516
Other(c)................. 30 20 102 81
__________ __________ __________ __________
Total mill tonnage
produced................ 2,062 1,977 7,928 7,475
========== ========== ========== ==========
Containerboard and kraft
paper converted
(in thousands of short
tons)(c)................ 1,128 1,063 4,477 4,354
Corrugated shipments
(in billions of square
feet)(c)................ 13.7 12.7 54.1 52.5
Paper bag and sack
shipments (in thousands
of short tons).......... 168 154 654 613
<FN>
Notes: (a) Includes 100 percent of the Stone Savannah River and/or Seminole
Kraft mills.
(b) Includes 25 percent of the Celgar mill. Effective December 31,
1994, the Company indirectly acquired an additional 20 percent of
the Celgar mill, thereby increasing its ownership interest from
25 percent to 45 percent.
(c) Includes 49 percent of Titan for 1993.
(d) Includes 100 percent of Stone-Consolidated Corporation.
/TABLE
<PAGE>
<TABLE>
Page 1 of 2
SEGMENT INFORMATION
Financial information by business segment is summarized as follows:
<CAPTION>
Three months ended
December 31, 1994 December 31, 1993
Income (loss) Income (loss)
before income before income
taxes and taxes and
Total minority Total minority
(in millions) sales interest sales interest(a)
<S> <C> <C> <C> <C>
Paperboard and paper
packaging.............. $1,195.3 $ 166.5 $ 932.9 $ 66.2
White paper and other... 442.0 37.3 323.3 (51.7)
Intersegment............ (15.9) -- (13.1) --
_________ __________ __________ ____________
1,621.4 203.8 1,243.1 14.5
Interest expense........ (117.9) (115.4)
Foreign currency
adjustments............ (12.1) 1.0
General corporate and
miscellaneous (net).... (12.6) (19.3)
_________ __________ __________ ____________
Total................... $1,621.4 $ 61.2 $ 1,243.1 $ (119.2)
========= ========== ========== ============
Year ended
December 31, 1994 December 31, 1993
Income (loss)
before income
taxes, minority Income (loss)
interest, before income
extraordinary taxes, minority
losses and interest and
cumulative cumulative
effect of an effect of an
Total accounting Total accounting
(in millions) sales change sales change(a)
<S> <C> <C> <C> <C>
Paperboard and paper
packaging.............. $4,241.5 $ 354.2 $ 3,810.1 $ 207.4
White paper and other... 1,549.6 25.4 1,295.6 (158.8)
Intersegment............ (42.4) -- (46.1) --
_________ __________ __________ ____________
5,748.7 379.6 5,059.6 48.6
Interest expense........ (456.0) (426.7)
Foreign currency
adjustments............ (15.8) (11.8)
General corporate and
miscellaneous (net).... (70.9) (73.4)
_________ __________ __________ ____________
Total................... $5,748.7 $ (163.1) $ 5,059.6 $ (463.3)
========= ========== ========== ============
<FN>
(a) Adjusted to conform with current financial statement presentation.
</TABLE>
<PAGE>
<TABLE>
Page 2 of 2
Financial information by geographic region is summarized as follows:
<CAPTION>
Three months ended
December 31, 1994 December 31, 1993
Income (loss) Income (loss)
before income before income
taxes and taxes and
Total minority Total minority
(in millions) sales interest sales interest(a)
<S> <C> <C> <C> <C>
United States........... $1,191.1 $ 168.8 $ 916.1 $ 35.3
Canada.................. 270.2 25.7 199.4 (21.8)
Europe.................. 173.2 9.3 133.9 1.0
_________ __________ __________ ____________
1,634.5 203.8 1,249.4 14.5
Interest expense........ (117.9) (115.4)
Foreign currency
adjustments............ (12.1) 1.0
General corporate and
miscellaneous (net).... (12.6) (19.3)
Inter-area eliminations. (13.1) -- (6.3) --
_________ __________ __________ ____________
Total................... $1,621.4 $ 61.2 $ 1,243.1 $ (119.2)
========= ========== ========== ============
Year ended
December 31, 1994 December 31, 1993
Income (loss)
before income
taxes, minority Income (loss)
interest, before income
extraordinary taxes, minority
losses and interest and
cumulative cumulative
effect of an effect of an
Total accounting Total accounting
(in millions) sales change sales change(a)
<S> <C> <C> <C> <C>
United States........... $4,211.6 $ 344.0 $ 3,694.6 $ 107.1
Canada.................. 978.0 20.3 773.1 (62.3)
Europe.................. 619.0 15.3 626.9 3.8
_________ __________ __________ ____________
5,808.6 379.6 5,094.6 48.6
Interest expense........ (456.0) (426.7)
Foreign currency
adjustments............ (15.8) (11.8)
General corporate and
miscellaneous (net).... (70.9) (73.4)
Inter-area eliminations. (59.9) -- (35.0) --
_________ __________ __________ ____________
Total................... $5,748.7 $ (163.1) $ 5,059.6 $ (463.3)
========= ========== ========== ============
<FN>
(a) Adjusted to conform with current financial statement presentation.
</TABLE>
