FIBERMARK ANNOUNCES SECOND-QUARTER RESULTS AND PLANS TO MOVE TO THE AMERICAN STOCK EXCHANGE


 
 
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): August 6, 2003
 
FiberMark, Inc.
(Exact name of registrant as specified in charter)
 
Delaware
001-12865
82-0429330
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

161 Wellington Road, P.O. Box 498,
Brattleboro, Vermont

05302
(Address of principal executive offices)
(Zip Code)

 
Registrant’s telephone number, including area code: 802.257.0365
 
(Former name or former address, if changed since last report)

 


 



Item 9. Regulation FD Disclosure (Information furnished pursuant to Item 12, "Disclosure of Results of Operations and Financial Condition").


    On August 6, 2003, FiberMark, Inc., announced its financial results for the quarter ended June 30, 2003. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

    In accordance with the procedural guidance in SEC Release No. 33-8216, the information in this Form 8-K and the Exhibit attached hereto is being furnished under "Item 12. Disclosure of Results of Operations and Financial Condition." The information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.


 

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 hereunto duly authorized.
 
     
  FiberMark, Inc.
 
 
 
 
 
 
Date: August 6, 2003 By:   /s/ Allan M. Kline
 
 
Senior Vice President and Chief Financial Officer

 

 


EXHIBIT INDEX

 
Exhibit No.
Description

 

 

99.1
Press release dated August 6, 2003


 

 
NEWS RELEASE
 
 
FIBERMARK ANNOUNCES SECOND-QUARTER 2003 RESULTS AND
PLANS TO MOVE TO THE AMERICAN STOCK EXCHANGE

 
BRATTLEBORO, VERMONT—August 6, 2003— FiberMark, Inc. (NYSE:FMK) today reported a net loss of $8.5 million, or $1.21 per share, for the second quarter ended June 30, 2003, compared with net income of $2.6 million, or $.36 per share, for the same quarter last year. Approximately $5.1 million of the second quarter loss, or $.73 per share, was due to tax expense differential related to the absence of tax benefits on U.S. net operating losses recorded in the quarter. However, the company recognized tax benefits on the U.S. pre-tax loss in the second quarter of 2002.

Net sales for the second quarter of 2003 were $104.2 million compared with $105.1 million in the same quarter in 2002, a decline of 0.9%. Sales from German operations were $48.5 million compared with $38.1 million, an increase of 27.3%. The translation effects of a stronger euro accounted for $8.7 million in sales for the second quarter compared with the prior year quarter. North American operations sales were $55.7 million compared with $67.0 million, a 16.9% decline.

For the first six months of 2003, the company reported a net loss of $13.9 million, or $1.97 per share, compared with net income of $3.0 million, or $.42 per share, for the prior-year period. The tax expense differential related to the absence of tax benefits totaled $9.5 million, or $1.35 per share. However, the company recognized tax benefits on the U.S. pre-tax loss in the first six months of 2002. Sales for the six-month 2003 period were $208.8 million compared with $202.3 million in 2002, a 3.2% increase. Sales for German operations were $96.2 million in 2003 compared with $74.7 million in 2002, an increase of 28.8%. The translation effects of a stronger euro accounted for $17.4 million in sales for the six-month period. North American operations sales in 2003 were $112.6 million compared with $127.6 million in 2002, an 11.8% decline.

Excluding the positive translation effects of a stronger euro, sales for German operations grew 2.7% for the second quarter 2003 compared with the prior year quarter. "German operations real sales growth was largely driven by share gains in automotive filter media and tape base and market growth in nonwoven wallcovering," said Alex Kwader, chairman and chief executive officer. "The decline in North American operations was primarily due to continued economic weakness, as well as discontinued business related to product line divestitures and facility closures."
 
"Substantially higher energy and pulp costs negatively impacted results," Kwader added, "as well as an increase in downtime in the face of weaker North American sales." Results were down on a sequential basis from the first quarter, he said, due to lower sales volume, a weaker product mix and higher product transfer costs related to the consolidation of the company’s Johnston, Rhode Island, and Lowville, New York, facilities. The company ceased operations at its Johnston, Rhode Island, facility at quarter end.

FiberMark also announced plans to begin trading of its common stock on the American Stock Exchange (AMEX), effective August 8, 2003, and to cease trading on the New York Stock Exchange effective August 7. The AMEX listing is contingent upon the company’s compliance with all applicable listing standards on the date it begins trading.

FiberMark, headquartered in Brattleboro, Vt., is a leading producer of specialty fiber-based materials meeting industrial and consumer needs worldwide. Products include filter media for transportation, vacuum bag and fast food applications; base materials for specialty tapes, electrical, electronics and graphic arts applications, wallpaper, building materials and sandpaper and cover/decorative materials for office and school supplies, publishing, printing and premium packaging. The company has 11 facilities in the eastern United States and Europe.

This press release contains forward-looking statements. Actual results may differ depending on the economy and other risk factors discussed in the company’s Form 10K filed with the SEC March 31, 2003, and accessible on the company’s Web site: www.fibermark.com .

(Tables to follow.)


 

FIBERMARK, INC.      
Consolidated Statements of Operations      
Three Months Ended June 30, 2003 and 2002      
 

 

 

 

 

 

 

 

(In thousands, except per share amounts)      
 

 

 

 

 

 

 

 

Unaudited      
 
   
 
   
 
 
 
   
 
   
 
 
 
   
2003
   
2002
 
   
 
 
 
   
 
   
 
 
Net sales
 
$
104,176
 
$
105,124
 
 
   
 
   
 
 
Cost of sales
   
89,423
   
81,317
 
   
 
 
Gross profit
   
14,753
   
23,807
 
 
   
 
   
 
 
Selling, general and administrative expenses
   
10,828
   
9,878
 
   
 
 
Income from operations
   
3,925
   
13,929
 
 
   
 
   
 
 
Other expense, net
   
304
   
332
 
 
   
 
   
 
 
Interest expense, net
   
8,774
   
8,953
 
   
 
 
Income (loss) before income taxes
   
(5,153
)
 
4,644
 
 
   
 
   
 
 
Income tax expense
   
3,363
   
2,088
 
   
 
 
Net income (loss)
 
$
(8,516
)
$
2,556
 
 
   
 
   
 
 
Basic earnings (loss) per share
 
$
(1.21
)
$
0.36
 
 
   
 
   
 
 
Diluted earnings (loss) per share
 
$
(1.21
)
$
0.36
 
 
   
 
   
 
 
Average Basic Shares Outstanding
   
7,066
   
7,052
 
Average Diluted Shares Outstanding
   
7,066
   
7,087
 

 

FIBERMARK, INC.      
Consolidated Statements of Operations      
Six Months Ended June 30, 2003 and 2002      
 

 

 

 

 

 

 

 

(In thousands, except per share amounts)      
 

 

 

 

 

 

 

 

Unaudited      
 
   
 
   
 
 
 
   
 
   
 
 
 
   
2003
   
2002
 
   
 
 
 
   
 
   
 
 
Net sales
 
$
208,842
 
$
202,282
 
 
   
 
   
 
 
Cost of sales
   
173,888
   
159,869
 
   
 
 
Gross profit
   
34,954
   
42,413
 
 
   
 
   
 
 
Selling, general and administrative expenses
   
23,066
   
18,795
 
   
 
 
Income from operations
   
11,888
   
23,618
 
 
   
 
   
 
 
Other expense, net
   
261
   
743
 
 
   
 
   
 
 
Interest expense, net
   
17,473
   
17,515
 
   
 
 
Income (loss) before income taxes
   
(5,846
)
 
5,360
 
 
   
 
   
 
 
Income tax expense
   
8,073
   
2,410
 
   
 
 
Net income (loss)
 
$
(13,919
)
$
2,950
 
 
   
 
   
 
 
Basic earnings (loss) per share
 
$
(1.97
)
$
0.42
 
 
   
 
   
 
 
Diluted earnings (loss) per share
 
$
(1.97
)
$
0.42
 
 
   
 
   
 
 
Average Basic Shares Outstanding
   
7,066
   
6,978
 
Average Diluted Shares Outstanding
   
7,066
   
7,021
 

 

FIBERMARK, INC.      
Consolidated Balance Sheets      
 

 

 

 

 

 

 

 

(In thousands, except share and per share amounts)      
 

 

 

 

 

 

 

 

Unaudited      
               
 
   
June 30, 
   
December 31,
 
ASSETS
   
2003
   
2002
 
   
 
 
Current assets:
   
 
   
 
 
Cash
 
$
14,926
 
$
35,567
 
Accounts receivable, net of allowances
   
56,915
   
50,386
 
Inventories
   
65,942
   
64,569
 
Prepaid expenses
   
1,253
   
1,591
 
   
 
 
Total current assets
   
139,036
   
152,113
 
 
   
 
   
 
 
Property, plant and equipment, net
   
239,067
   
225,506
 
Goodwill
   
99,020
   
98,460
 
Other intangible assets, net
   
10,628
   
11,478
 
Other long-term assets
   
1,477
   
1,347
 
Other pension assets
   
5,011
   
5,011
 
   
 
 
Total assets
 
$
494,239
 
$
493,915
 
 
   
 
   
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
   
 
   
 
 
 
   
 
   
 
 
Current liabilities:
   
 
   
 
 
Current portion of long-term debt
 
$
4,481
 
$
3,188
 
Accounts payable
   
23,430
   
27,344
 
Accrued liabilities
   
24,044
   
22,461
 
Accrued income taxes payable
   
7,118
   
4,330
 
Deferred income taxes
   
589
   
538
 
   
 
 
Total current liabilities
   
59,662
   
57,861
 
   
 
 
Long-term liabilities:
   
 
   
 
 
Revolving credit line
   
-
   
-
 
Long-term debt, less current portion
   
342,443
   
341,073
 
Deferred income taxes
   
16,476
   
14,952
 
Other long-term liabilities
   
45,144
   
43,800
 
   
 
 
Total long-term liabilities
   
404,063
   
399,825
 
   
 
 
Total liabilities
   
463,725
   
457,686
 
 
   
 
   
 
 
Stockholders' equity
   
 
   
 
 
Preferred stock, par value $.001 per share;
   
 
   
 
 
2,000,000 shares authorized, and none issued
   
-
   
-
 
Series A Junior participatory preferred stock, par value $.001;
   
 
   
 
 
7,066 shares authorized, and none issued
   
-
   
-
 
Common stock, par value $.001 per share; 20,000,000 shares authorized
   
 
   
 
 
7,070,026 and 7,066,226 shares issued and outstanding in 2003 and
   
 
   
 
 
6,911,058 and 6,907,258 shares issued and outstanding in 2002
   
7
   
7
 
Additional paid-in capital
   
65,496
   
65,496
 
Accumulated deficit
   
(43,850
)
 
(29,931
)
Accumulated other comprehensive income
   
8,896
   
692
 
Less treasury stock, 3,800 shares at cost in 2003 and 2002
   
(35
)
 
(35
)
   
 
 
Total stockholders' equity
   
30,514
   
36,229
 
   
 
 
Total liabilities and stockholders' equity
 
$
494,239
 
$
493,915
 



Contact:
Janice C. Warren
Director of Investor Relations and Corporate Communications
Tel 802 257 5981
E-mail: info@fibermark.com