UNITED STATES 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
MARCH 21, 2003
Date of Report
(Date of earliest event reported)
P. H. GLATFELTER COMPANY
(Exact name of registrant as specified in its charter)
PENNSYLVANIA
(State or other jurisdiction of incorporation or organization)
1-3560 23-0628360
(Commission file number) (IRS Employer Identification
No.)
96 SOUTH GEORGE STREET, SUITE 500
YORK, PENNSYLVANIA 17401 (717) 225-4711
(Address of principal executive (Registrant's telephone
offices) number, including area code)
N/A
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
On March 21, 2003, the Company completed its previously announced agreement to
sell approximately 25,000 acres of its timberlands ("Timberland Sale") in
Maryland to a subsidiary of The Conservation Fund ("Buyer"). As consideration
for the timberlands, the Company received a 10-year note from the Buyer with a
face amount of $37.9 million ("Note"). The Note bears interest at 3.42% per
annum for the first five years with interest-only payments due in quarterly
installments. After five years the interest rate will be adjusted based on
the then existing bank prime rate. The full amount of the Note is secured
by a letter of credit issued by a financial institution.
The Company pledged the Note as collateral under a $34.0 million borrowing
agreement ("Note Payable"). The Note Payable bears a fixed rate of interest at
3.82% for five years at which time the Company can elect to renew the
obligation. The Company expects the pre-tax gain recognized from the Timberland
Sale will approximate $30.0 million.
In connection with the Timberland Sale, the Company entered in a Supply
Agreement ("Agreement") between the Company and the Buyer. Pursuant to the
Agreement, the Company agreed to purchase from the Buyer a minimum of 275,400
tons of pine pulpwood at market prices over the eight-year term of the
Agreement.
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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.
P. H. Glatfelter Company
(Registrant)
Date: March 25, 2003 By: /s/ Robert P. Newcomer
-----------------------------
Robert P. Newcomer
President, Chief Operating
Officer, and Acting Chief
Financial Officer
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