UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Three Months Ended March 31, 2006
Commission File Number 1-5277
BEMIS COMPANY, INC.
(Exact name of registrant as specified in its charter)
Missouri | | 43-0178130 |
(State or other jurisdiction of | | (I.R.S. Employer |
incorporation or organization) | | Identification No.) |
| | |
One Neenah Center | | |
4th Floor, P.O. Box 669 | | |
Neenah, Wisconsin | | 54956-0669 |
(Address of principal executive offices) | | (Zip Code) |
| | |
Registrant’s telephone number, including area code: (920) 727-4100 |
| | |
222 South 9th Street, Suite 2300, Minneapolis, Minnesota 55402-4099, (612) 376-3000 |
(Former name, former address and former fiscal year, if changed since last report) |
Indicate by check mark whether the Registrant 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 and has been subject to such filing requirements for the past 90 days. YES ý NO o
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.
Large Accelerated Filer | ý | | Accelerated Filer | o | | Non-Accelerated Filer | o |
Indicate by check mark whether the Registrant is a shell company. YES o NO ý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of May 5, 2006, the Registrant had 104,833,730 shares of Common Stock, $.10 par value, issued and outstanding.
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The unaudited financial statements, enclosed as Exhibit 19 to this Form 10-Q, are incorporated by reference into this Item 1. In the opinion of management, the financial statements reflect all adjustments necessary for a fair presentation of the financial position and the results of operations as of and for the three months ended March 31, 2006.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Presentation of Non-GAAP Information
Some of the information presented below reflects adjustments to “As reported” results to exclude certain amounts related to the Company’s restructuring initiative. This adjusted information should not be construed as an alternative to the reported results determined in accordance with accounting principles generally accepted in the United States of America (GAAP). It is provided solely to assist in an investor’s understanding of the impact of the Company’s restructuring initiative on the comparability of the Company’s operations. A reconciliation of the GAAP amounts to the Non-GAAP amounts follows:
| | Three Months Ended March 31, | |
(dollars in millions except per share amounts) | | 2006 | | 2005 | |
| | | | | |
Reconciliation by Segment of GAAP to Non-GAAP Operating Profit and
Operating Profit as a Percentage of Net Sales | | | | | |
| | | | | |
Flexible Packaging | | | | | |
Net Sales | | $ | 740.2 | | $ | 688.1 | |
| | | | | |
Operating Profit as reported | | 70.8 | | 69.9 | |
| | | | | |
Non-GAAP adjustments: | | | | | |
Restructuring and related charges | | 11.0 | | | |
Operating Profit as adjusted | | $ | 81.8 | | $ | 69.9 | |
| | | | | |
Operating Profit as a percentage of Net Sales | | | | | |
As reported | | 9.6 | % | 10.2 | % |
As adjusted | | 11.1 | % | 10.2 | % |
| | | | | |
Pressure Sensitive Materials | | | | | |
Net Sales | | $ | 161.4 | | $ | 143.8 | |
| | | | | |
Operating Profit as reported | | $ | 14.7 | | $ | 7.6 | |
| | | | | |
Non-GAAP adjustments: | | | | | |
Restructuring and related charges | | 0.3 | | 0.1 | |
Operating Profit as adjusted | | $ | 15.0 | | $ | 7.7 | |
| | | | | |
Operating Profit as a percentage of Net Sales | | | | | |
As reported | | 9.1 | % | 5.3 | % |
As adjusted | | 9.3 | % | 5.4 | % |
| | | | | |
Reconciliation of GAAP to Non-GAAP Earnings per Share | | | | | |
Diluted earnings per share as reported | | $ | 0.354 | | $ | 0.297 | |
| | | | | |
Non-GAAP adjustments per share, net of taxes: | | | | | |
Restructuring and related charges | | 0.065 | | 0.001 | |
Diluted earnings per share as adjusted | | $ | 0.419 | | $ | 0.298 | |
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Overview
First quarter 2006 diluted earnings per share was $0.35, which included $0.07 per share of restructuring and related charges. Excluding the impact of restructuring and related charges, earnings per share would have been $0.42 per share for the first quarter of 2006 compared to $0.30 per share in the first quarter of 2005. An 8.4 percent increase in net sales, from $831.9 million in the first quarter of 2005
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to $901.6 million in the first quarter of 2006, primarily reflects the impact of higher selling prices and improved sales mix since the first quarter of 2005.
Market Conditions
The market for polymer resins and other polymer-based raw materials have been volatile during the past 18 months, at times experiencing record price increases and supply shortages. Bemis uses varying grades of many different polymer resins in our flexible packaging manufacturing operations, including nylon, polyester, polypropylene, EVOH (ethyl vinyl alcohol) and polyethylene. We have also experienced price volatility in other raw materials such as paper and adhesives used in both our flexible packaging and pressure sensitive materials business segments. We employ a business model that periodically adjusts product selling prices to reflect changes in raw material costs. During the first quarter of 2006, in accordance with our pricing policy and subject to customer contract provisions, our selling prices were adjusted to reflect certain changes in the cost of various raw materials that occurred in late 2005 and in early 2006. The time lag between raw material cost changes and selling price changes resulted in reduced operating margins in the first quarter of 2005. This negative pressure has been reduced with the moderation of certain raw material costs in early 2006.
Since selling prices are ultimately adjusted to reflect these changes in raw material costs, the impact of the time lag on our operating margins is expected to be short-term. We continue to experience increasing market demand for our high value-added products in both business segments. In the long run, we expect these market trends and our recent cost control efforts to have a more significant long-term impact on our profitability than raw material cost fluctuations.
Restructuring and Related Charges
In January 2006, we announced a facility consolidation project intended to reduce fixed costs and shift production to more modern and lower cost facilities. The current estimate of total restructuring and related charges is $35 million, of which $27 million is expected to be incurred during 2006. Charges include the estimated cost of plant shutdowns, corporate headquarters relocation, employee severance, equipment relocation and other related activities. We expect that once fully implemented, these actions will reduce annual operating costs by approximately $17 million. During the first quarter of 2006, we announced the planned closure of five flexible packaging facilities and one pressure sensitive materials facility. Manufacturing operations at these plants will cease at various times within the first nine months of 2006, and we expect to begin to realize the benefits of related expense reductions during the second half of 2006. We recorded $11.3 million of restructuring and related charges, before taxes, during the first quarter of 2006. Of this total charge, $6.8 million primarily reflects accelerated depreciation and is recorded in cost of products sold. The remaining $4.5 million primarily relates to employee costs and is recorded in other costs (income).
Results of Operations – First Quarter 2006
Consolidated Overview
Net sales for the first quarter ended March 31, 2006, were $901.6 million compared to $831.9 million in the first quarter of 2005, an increase of 8.4 percent. Currency effects increased net sales by about one percent compared to the same quarter of 2005.
Net income totaled $37.8 million for the first quarter of 2006, compared to $32.2 million for the same period of 2005. Diluted earnings per share were $0.35 for the first quarter compared to $0.30 in the first quarter of 2005. First quarter 2006 net income and earnings per share included the impact of a pre-tax restructuring charge of $11.3 million, $6.9 million net of tax or $0.07 per share.
Flexible Packaging Business Segment
Net sales for the flexible packaging business segment increased to $740.2 million compared to $688.1 million in the first quarter of 2005, a 7.6 percent increase. Currency effects accounted for 2.2 percent net sales growth during the current quarter, reflecting the impact of the strengthened Brazilian Real currency, partially offset by the weaker Euro currency. The remaining 5.4 percent sales increase reflects an increase in price and mix, which impacted all markets and reflects the impact of higher selling prices. Total unit volume for flexible packaging decreased by almost 2.0 percent compared to the first quarter of 2005. Unit volume in certain markets like meat, cheese, dry foods, medical and multipack products, representing about 45 percent of flexible packaging sales, increased by a healthy percentage compared to the first quarter of 2005. This positive volume impact was offset by decreases in unit volume for markets such as confectionery and snack foods, dairy and liquid products, bakery, industrial and pet products.
Operating profit from the flexible packaging business segment was $70.8 million, compared to $69.9 million during the first quarter of 2005. Restructuring and related charges totaling $11.0 million reduced operating profit during the first quarter of 2006. Excluding the impact of restructuring and related charges, operating profit as a percent of net sales would have increased to 11.1 percent in 2006 from 10.2 percent in 2005. Improved cost management in addition to reduced volatility in raw material costs in 2006 contributed to the improvement in operating profit compared to the first quarter of 2005.
Pressure Sensitive Materials Business Segment
First quarter net sales for the pressure sensitive materials business segment increased 12.2 percent to $161.4 million in 2006 compared to $143.8 million in 2005. Currency effects lowered net sales by about 4.3 percent compared to the first quarter of 2005, reflecting the weakening of the Euro currency. The increase in net sales is a result of double-digit unit sales volume increases in both label and graphic products. Unit sales volume of technical products was up about 2.0 percent compared to the first quarter of 2005. In total, the positive impact of the total increase of 13.5 percent in unit volume for pressure sensitive materials was further boosted by a 3.0 percent increase in price and mix. Sales mix improvements reflect the increased sales of higher priced graphic products.
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Operating profit from the pressure sensitive materials business in the first quarter of 2006 was $14.7 million, or 9.1 percent of net sales, compared to $7.6 million, or 5.3 percent of net sales, in the first quarter of 2005. Operating profit for the first quarter of 2006 included restructuring and related charges of $0.3 million, while operating profit in the first quarter of 2005 included restructuring and related charges of $0.1 million. Excluding the impact of the restructuring related activities, operating profit as a percentage of net sales would have been 9.3 percent in the first quarter of 2006 compared to 5.4 percent in the same period of 2005. The improved operating margins are due to the change in sales mix reflecting a increased proportion of higher margin graphic and technical products.
Consolidated Selling, General and Administrative Expenses
Selling, general and administrative expenses decreased to $83.7 million in the first quarter of 2006 compared to $86.2 million for the first quarter of 2005. Lower selling, general and administrative expenses reflect our focused efforts to control costs. As a percentage of sales, this category of expenses decreased in the first quarter of 2006 to 9.3 percent compared to 10.4 percent in the same period of 2005. We expect selling, general and administrative expenses as a percentage of net sales for the total year 2006 to be in the range of 9.0 to 10.0 percent.
Interest Expense
Interest expense was $12.8 million for the first quarter of 2006, an increase of $4.4 million from the first quarter of 2005 primarily due to higher interest rates. For the quarter ended March 31, 2006, about 64 percent of our outstanding debt was subject to variable interest rates for which the effective interest rate was 5.6 percent. For the same period of 2005, substantially all of our debt was subject to variable interest rates for which the effective interest rate was 3.6 percent.
Other Costs (Income), Net
During the first quarter of 2006, other costs and income included $4.5 million of employee related costs resulting from the 2006 restructuring activities. These charges were partially offset by $2.0 million of interest income.
Income Taxes
Our effective tax rate was 39.0 percent in the first quarter of 2006, approximately equal to our rate for the same period of 2005 of 39.1 percent. The difference between our overall tax rate and the U.S. statutory tax rate of 35 percent in each period principally relates to state and local income taxes net of federal income tax benefits.
Liquidity and Capital Resources
Debt to Total Capitalization
Debt to total capitalization (which includes total debt, long-term deferred tax liabilities and equity) was 36.4 percent at March 31, 2006, compared to 35.8 percent at December 31, 2005. Total debt as of March 31, 2006 was $889.7 million, an increase of $45.6 million from December 31, 2005. Increased borrowing reflects seasonally higher levels of working capital at the end of the first quarter as the business prepares for the typically stronger second quarter, in addition to the funding of share repurchases during the first quarter of 2006.
Sources of Liquidity
Under the terms of a revolving credit agreement, we have the capacity to borrow up to $500.0 million through September 2, 2009, including a $100 million multicurrency limit to support the financing needs of our international subsidiaries. This facility is primarily used to support our issuance of commercial paper. On March 31, 2006, total commercial paper outstanding was $162.8 million, and multicurrency loans outstanding totaled $68.5 million. Excluding outstanding commercial paper and multicurrency loans, we had the capacity to borrow an additional $268.7 million under the credit facility as of March 31, 2006. In addition to the funds available under this credit facility, we also have the capability of issuing up to $100 million of Extendable Commercial Notes (ECNs), which are short-term instruments whose maturity can be extended to 390 days from the date of issuance.
Uses of Liquidity
Net cash provided by operating activities increased to $49.0 million in the first quarter of 2006 compared to $30.1 million in the same period of 2005. This improvement reflects a smaller increase in working capital during the first quarter of 2006 compared to the same period of 2005.
Capital expenditures were $36.8 million for the quarter ended March 31, 2006, compared to $43.8 million for the same period of 2005. Capital expenditures for 2006 are expected to be in the range of $175 to $185 million, which is slightly lower than total capital expenditures of $187 million for the year ended December 31, 2005.
During the quarter ended March 31, 2006, we repurchased 600,000 shares of common stock in the open market for $17.8 million. The purchases were made under a 10b5-1 plan established to offset the dilutive impact of stock awards on an annual basis. As of March 31, 2006, the remaining balance of Board authorization for common stock repurchases was 2.2 million shares.
Interest Rate Swaps
The fair value of interest rate swap agreements recorded on the balance sheet decreased from $5.0 million at December 31, 2005, to $2.2 million at March 31, 2006. The impact of this change was a $2.8 million decrease in the recorded value of long-term debt with a corresponding decrease in other assets.
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Forward-Looking Statements
This Quarterly Report on Form 10-Q contains certain estimates, predictions, and other “forward-looking statements” (as defined in the Private Securities Litigation Reform Act of 1995, and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). Forward-looking statements are generally identified with the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “target,” “may,” “will,” “plan,” “project,” “should,” “continue,” or the negative thereof or other similar expressions, or discussion of future goals or aspirations, which are predictions of or indicate future events and trends and which do not relate to historical matters. Such statements are based on information available to management as of the time of such statements and relate to, among other things, expectations of the business environment in which we operate, projections of future performance (financial and otherwise), including those of acquired companies, perceived opportunities in the market and statements regarding our mission and vision. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Factors that could cause actual results to differ from those expected include, but are not limited to, general economic conditions caused by inflation, interest rates, consumer confidence, rates of unemployment and foreign currency exchange rates; investment performance of assets in our pension plans; competitive conditions within our markets, including the acceptance of our new and existing products; threats or challenges to our patented or proprietary technologies; raw material costs, availability, and terms, particularly for polymer resins and adhesives; price changes for raw materials and our ability to pass these price changes on to our customers or otherwise manage commodity price fluctuation risks; broad changes in customer order patterns; our ability to estimate costs associated with restructuring activities and related gains and losses on disposal of restructured assets; the presence of adequate cash available for investment in our business in order to maintain desired debt levels; changes in governmental regulation, especially in the areas of environmental, health and safety matters, and foreign investment; unexpected outcomes in our current and future litigation proceedings, including the U.S. Department of Justice criminal investigation into competitive practices in the label stock industry, any related proceedings or civil lawsuits, and the investigation by European Anticompetitive Authorities into the competitive practices in the paper and forestry products industries; unexpected outcomes in our current and future tax proceedings; changes in our labor relations; and the impact of changes in the world political environment including threatened or actual armed conflict. These and other risks, uncertainties, and assumptions identified from time to time in our filings with the Securities and Exchange Commission, including without limitation, under the heading “Risk Factors” and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2005 and our quarterly reports on Form 10-Q, could cause actual future results to differ materially from those projected in the forward-looking statements. In addition, actual future results could differ materially from those projected in the forward-looking statement as a result of changes in the assumptions used in making such forward-looking statement.
Explanation of Terms Describing the Company’s Products
Barrier laminate – A multilayer plastic film made by laminating two or more films together with the use of glue or a molten plastic to achieve a barrier for the planned package contents.
Barrier products – Products that provide protection and extend the shelf life of the contents of the package. These products provide this protection by combining different types of plastics and chemicals into a multilayered plastic package. These products protect the contents from such things as moisture, sunlight, odor, or other elements.
Blown film – A plastic film that is extruded through a round die in the form of a tube and then expanded by a column of air in the manufacturing process.
Cast film – A plastic film that is extruded through a straight slot die as a flat sheet during its manufacturing process.
Coextruded film – A multiple layer extruded plastic film.
Controlled atmosphere packaging – A package which limits the flow of elements, such as oxygen or moisture, into or out of the package.
Graphic products – Pressure sensitive materials used for decorative signage, promotional items, displays, advertisements and visual communication applications.
Flexible polymer film – A non-rigid plastic film.
Flexographic printing – The most common flexible packaging printing process in North America using a raised rubber or alternative material image mounted on a printing cylinder.
In-line overlaminating capability – The ability to add a protective coating to a printed material during the printing process.
Labelstock – Base material for pressure sensitive labels.
Modified atmosphere packaging – A package in which the atmosphere inside the package has been modified by a gas such as nitrogen.
Monolayer film – A single layer extruded plastic film.
Multiwall paper bag – A package made from two or more layers of paper.
Polyolefin shrink film – A packaging film consisting of polyethylene and/or polypropylene resins extruded via the blown process. The film can be irradiated in a second process to cross link the molecules for added strength, durability, and toughness. The product is characterized by thin gauge, high gloss, sparkle, transparency, and good sealing properties.
Pressure sensitive material – A material with adhesive such that upon contact with another material it will stick.
Label products – Pressure sensitive materials sold in roll and/or sheet form and used by label converters for product labeling and promotional applications.
Rotogravure printing – A high quality, long run printing process utilizing a metal cylinder.
Stretch film – A plastic film used to wrap pallets in the shipping process, which has significant ability to stretch.
Technical products – Technically engineered pressure sensitive materials used primarily for fastening and mounting functions.
Thermoformed plastic packaging – A package formed by applying heat to a film to shape it into a tray or cavity and then placing a flat film on top of the package after it has been filled.
UV inhibitors – Chemicals which protect against ultraviolet rays.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in the Company’s market risk during the three-month period ended March 31, 2006. For additional information, refer to Item 7A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2005.
ITEM 4. CONTROLS AND PROCEDURES
The Company’s management, under the direction, supervision, and involvement of the Chief Executive Officer and the Chief Financial Officer, has carried out an evaluation, as of the end of the period covered by this report, of the effectiveness of the design and operation of the disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) of the Company. Based on this evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that disclosure controls and procedures in place at the Company are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms and is accumulated and communicated to our management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. There has been no change in the Company’s internal control over financial reporting during the most recent fiscal quarter that has materially affected, or is likely to materially affect, the Company’s internal control over financial reporting.
PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The material set forth in Note 10 of the Notes to Consolidated Financial Statements included in Exhibit 19 to this Form 10-Q is incorporated herein by reference.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
| | (a) | | (b) | | (c) | | (d) | |
| | Total Number | | Average | | Total Number of Shares Purchased | | Maximum Number of Shares | |
| | of Shares | | Price Paid | | as Part of Publicly Announced | | That May Yet Be Purchased | |
Period | | Purchased | | per Share | | Plans or Programs | | Under the Plans or Programs | |
January 1-31, 2006 | | 400,000 | | $ | 29.30 | | 400,000 | | | |
February 1-28, 2006 | | 200,000 | | $ | 30.42 | | 200,000 | | | |
| | | | | | | | | |
Total | | | | $ | 29.67 | | 600,000 | | 2,224,896 | |
On November 17, 2005, the Company adopted a plan under Rule 10b5-1 of the Securities Exchange Act of 1934 to facilitate the repurchase, during the first quarter of 2006, of up to 600,000 shares of its common stock in order to offset the dilutive effect of the Company’s stock used in annual incentive plans. This plan was completed with the repurchase of 600,000 shares of common stock during the first quarter of 2006. As of March 31, 2006, under authority granted by the Board of Directors in 2000, the Company may repurchase an additional 2,224,896 shares of its common stock.
ITEM 5. OTHER INFORMATION
On November 2, 2005, the Company announced that its Board of Directors had approved the move of the Bemis Company corporate headquarters from Minneapolis, Minnesota to Neenah, Wisconsin. With the completion of the Company’s Annual Meeting on May 4, 2006, the address of the new corporate headquarters will be One Neenah Center, 4th Floor, P.O. Box 669, Neenah, Wisconsin 54956-0669, and the new phone number will be (920) 727-4100.
At the Bemis Company, Inc. annual meeting of stockholders on May 4, 2006, the stockholders approved the Bemis Company, Inc. 2007 Stock Incentive Plan. A description of the Plan and a copy of the Plan document can be found in the Company’s proxy statement filed with the Securities and Exchange Commission of March 21, 2006.
ITEM 6. EXHIBITS
The Exhibit Index is incorporated herein by reference.
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SIGNATURES
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.
| | BEMIS COMPANY, INC. |
| | |
| | |
Date | May 5, 2006 | | /s/Gene C. Wulf | |
| | Gene C. Wulf, Senior Vice President and
Chief Financial Officer |
| | |
| | |
Date | May 5, 2006 | | /s/ Stanley A. Jaffy | |
| | Stanley A. Jaffy, Vice President
and Controller |
| | | | | |
EXHIBIT INDEX
Exhibit | | Description | | Form of Filing |
2(a) | | Dixie Toga S.A. Stock Purchase Agreement between Bemis Company, Inc. as buyer and the therein listed sellers. (1) | | Incorporated by Reference |
3(a) | | Restated Articles of Incorporation of the Registrant, as amended. (2) | | Incorporated by Reference |
3(b) | | By-Laws of the Registrant, as amended through May 6, 2004. (2) | | Incorporated by Reference |
4(a) | | Form of Indenture dated as of June 15, 1995, between the Registrant and U.S. Bank Trust National Association (formerly known as First Trust National Association), as Trustee. (3) | | Incorporated by Reference |
4(b) | | Certificate of Bemis Company, Inc. regarding Rights Agreement. (4) | | Incorporated by Reference |
4(c) | | Rights Agreement, dated as of July 29, 1999, between the Registrant and Wells Fargo Bank Minnesota, National Association (formerly known as Norwest Bank Minnesota, National Association). (5) | | Incorporated by Reference |
10(m) | | Bemis Company, Inc. 2007 Stock Incentive Plan. (6) | | Incorporated by Reference |
19 | | Reports Furnished to Security Holders. | | Filed Electronically |
31.1 | | Rule 13a-14(a)/15d-14(a) Certification of CEO. | | Filed Electronically |
31.2 | | Rule 13a-14(a)/15d-14(a) Certification of CFO. | | Filed Electronically |
32 | | Section 1350 Certification of CEO and CFO. | | Filed Electronically |
(1) Incorporated by reference to the Registrant’s Current Report on Form 8-K dated January 11, 2005 (File No. 1-5277).
(2) Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2004 (File No. 1-5277).
(3) Incorporated by reference to the Registrant’s Current Report on Form 8-K dated June 30, 1995 (File No. 1-5277).
(4) Incorporated by reference to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2003 (File No. 1-5277).
(5) Incorporated by reference to Exhibit 1 to the Registrant’s Registration Statement on Form 8-A filed on August 4, 1999 (File No. 1-5277).
(6) Incorporated by reference to Exhibit B to the Registrant’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 21, 2006 (File No. 1-5277).
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