"2001 is the year Moore gets back to basics. We will aggressively control our
costs, intensify our focus on our customers and increase our accountability to
our shareholders. Most of all we will deliver on our commitments, quarter after
quarter. No excuses."
-Robert G. Burton,
President & CEO
M o o r e 2001
O u r
c o m m i t m e n t
[PHOTO -- Robert G. Burton
President and Chief Executive Officer]
"WE WILL MAKE SURPASSING THE EXPECTATIONS, OF BOTH OUR CUSTOMERS AND OUR
SHAREHOLDERS THE NORM, NOT THE EXCEPTION."
Dear Fellow Shareholders,
As many of you know, I joined the company on December 22, 2000 as President
and Chief Executive Officer. Beyond my role as the senior manager of the
company, I am also a significant investor in the company as I made an initial
investment of $2,000,000 through Chancery Lane/GSC Investors, L.P.*
I mention this investment for two reasons. First, the investment
underscores my confidence in the future ability of the company to deliver
results for our customers and shareholders. Second, I truly believe that
managers of a company need to be fully aligned with the interests of its
shareholders. I cannot think of any better way to align myself and all of our
managers than by having us all be investors in the company.
Looking back at 2000, it is clear that the results of the company were
unacceptable.
Under my watch we will not accept similar results. 2001 will be a year of
positive change at the company. Our new management team is accountable for
results. Excuses are unacceptable. We are committed to delivering on our
promises and providing our investors with the level of results they expect.
Our game plan is clear. We will aggressively eliminate waste, control costs
going forward, partner with suppliers to leverage our total purchasing dollars
and offer opportunities to our customers through the introduction of a "one-stop
shopping" platform across our business lines. Through all of this, we will
intensify our focus on our customers and consistently deliver a return on
investment to our shareholders.
This focus has been clearly lacking in recent years as financial
performance at Moore has consistently fallen short of expectations and the
return on your investment in the company has deteriorated. Turning this trend
around, and doing so quickly, is the number one reason the board of directors
appointed me President and CEO.
1 2000 Annual Report MOORE CORPORATION LIMITED
My mandate is clear. It is to deliver improved financial results to our
shareholders, quarter after quarter. And, in the process, restore Moore's image
as the industry leader, where our performance and the value we deliver to our
customers and shareholders will once again be the standard to which others are
measured.
This is a big challenge, but make no mistake, I am 100% committed to making
it happen. And, as you will see in the coming months, when I make a commitment,
I deliver. No excuses. The days of over-promising and under-delivering at Moore
are over. Mediocre performance will not be tolerated. Instead, we will make
surpassing expectations of our customers and shareholders the norm, not the
exception. That's my promise and that's the mindset I will instill at Moore.
Those that know my history recognize how seriously I take my promises. I
will run Moore similar to how a coach runs a professional football team; where
winning is the only thing that counts. And, in this game, winning means at the
end of the game, delivering on our commitments and generating a consistent
return on investment for our shareholders. That is our scoreboard and that will
be the measure of our success.
I am confident that we will achieve success at Moore because I have
consistently delivered results throughout my business career. I have surrounded
myself with a team that is experienced in turning companies around and through
our leadership and personal commitment I believe we will reposition Moore as an
organization that can consistently win in the marketplace.
Turnarounds are neither instantaneous nor easy. We need to focus on the
basics-blocking and tackling. By working together, motivating the talented and
dedicated employees that we have selected to be on our team, we can drive the
ball up the field and ultimately declare victory by focusing on the business
fundamentals that are so crucial to success.
The process of transforming Moore to deliver success is already well
underway. We are aggressively addressing the underlying factors that have
hampered Moore's financial performance in the past. While these factors are many
and span all levels of the organization, it is glaringly apparent that our cost
structure was completely out of line with our revenue.
In January, I set a clear course of action to address this misalignment,
highlighted by a plan to reduce our expenses by $100,000,000 during the next 12
to 18 months. Our immediate focus is to get our costs aligned by eliminating
unnecessary and duplicative costs or business activities that do not add value
to our customers and that are not core to our future.
We immediately initiated a number of key actions in support of our
aggressive cost reduction program.
"MY MANDATE
IS CLEAR.IT'S
TO DELIVER IMPROVED FINANCIAL RESULTS
TO OUR SHAREHOLDERS, QUARTER AFTER
QUARTER."
I n c r e a s e d a c c o u n t a b i l i t y
2000 Annual Report MOORE CORPORATION LIMITED 2
O u r
c o m m i t m e n t
First, we announced plans in January to close our stand-alone research and
development facility in Grand Island, New York. Immediate savings from this
action were approximately $12,000,000 to $15,000,000. All future research
efforts will be re-channeled into our various businesses and closer to our
customers, where they belong.
Second, we initiated a 10% reduction in our workforce in January and
February with emphasis on eliminating administrative and corporate-related
positions at our headquarters facility.
This action will result in significantly lower operating costs, improved
cost of goods sold, improved operational efficiency, swifter decision making,
better communications and create an effective way to manage our business. At the
same time, I have called on all managers to wear multiple hats and add value in
various roles within the company in the future. By increasing their
accountability, I have ensured that they will act as owners of the business,
managing business decisions and resources as they would their own, and then be
measured and rewarded for their performance.
Third, we streamlined our forms and labels business in North America, which
included the integration of our Canadian and U.S. operations. The savings from
this action totalled approximately $30,000,000 through the elimination of
duplicative activities and redundant management and administrative
positions. Equally important, by effectively integrating and refocusing our
North American operations, I believe we are better positioned to leverage our
size as the largest North American company in our industry.
Fourth, we launched in February a new business called Integrated Business
Solutions Group that will aggressively focus on helping customers acquire,
retain and build loyalty with their clients.
The Integrated Business Solutions Group combines two of Moore's existing
businesses -- Business Communication Services and Response Marketing Services
- -- and will provide customers with multiple business communications and
direct marketing offerings that deliver results through speed, precision and
impact.
In addition, by combining two businesses into one, we took yet another step
to significantly reduce our operating expenses. Immediate savings from this
action are expected to be several million dollars. This action supports my
commitment to manage our business more aggressively by eliminating non-essential
activities and then re-deploying resources in areas that can best deliver
increased value for our customers and a greater return to our shareholders.
Fifth, I initiated an employee stock purchase program and am requiring all
managers of Moore to actively participate. I am taking the lead in this program
by purchasing additional Moore shares each pay
3 2000 Annual Report MOORE CORPORATION LIMITED
period through payroll deductions. As I mentioned earlier, it is important that
our team be aligned with the interests of our shareholders. Stock ownership
creates this alignment.
The company bears a small administrative cost for the program. The stock is
bought at market prices, without a discount or a match, and placed in an
employee's account. I want our employees to be aware of how their actions and
decisions, 24 hours a day, 7 days a week, impact our results.
Lastly, I initiated a review of all of our businesses; productivity goals;
capital spending and return on investment; training initiatives; financial
controls; business processes; procurement; logistics; energy utilization;
organizational structure; MIS/IT structure, spending and future direction;
disposition of non-essential assets (including real estate) as well as a review
of all facility locations including the location of the headquarters, various
business units and our geographically dispersed back office operations.
This analysis is progressing rapidly and will help determine our strategic
direction moving forward, our core areas of business and the objectives we need
to achieve to secure our future. Specific actions resulting from this review
will become clear in the future.
While there is a lot that needs to be accomplished at Moore, I am confident
our game plan for turning the organization around is sound. While getting back
to basics may seem simple, I assure you it will be effective.
I remain confident that Moore has all of the components for future success:
a wide range of services and solutions, a strong sales team, a dedicated
employee population, creative manufacturing talent and a loyal customer base
that is the envy of the industry.
With an aggressive approach to managing the business, a renewed focus on
our customers and a commitment to providing a return to our shareholders, I
believe we are positioned to translate Moore's vast potential into improved
financial results. And, we are committed to delivering on our promises, quarter
after quarter. You have my word.
/s/ Robert G. Burton
Robert G. Burton
President & Chief Executive Officer
Moore Corporation Limited
* CHANCERY LANE/GSC INVESTORS, L.P., A PRIVATE EQUITY VEHICLE, IS
COMPRISED OF AFFILIATES OF CHANCERY LANE CAPITAL, L.L.C., GREENWICH
STREET CAPITAL PARTNERS II, L.P., AND IS LED BY THEODORE AMMON AND
OTHER INVESTORS INCLUDING SEVERAL INDIVIDUALS WHO ARE ACTIVELY
INVOLVED IN THE DAY-TO-DAY OPERATIONS OF THE COMPANY.
KEY FOCUS
1) FOCUS ON CORE
BUSINESSES
2) AGGRESSIVELY
CONTROL COSTS
3) INTENSIFY
FOCUS ON
CUSTOMERS
4) DELIVER ON
FINANCIAL
COMMITMENTS
I m p r o v e d p e r f o r m a n c e
2000 Annual Report MOORE CORPORATION LIMITED 4
Our f o c u s MEASURED BY THE
Moore's portfolio of businesses deliver the widest range of products and
solutions in the industry-from paper-based forms and labels, to personalized
direct marketing and critical business communications to a host of leading-edge
digital and Internet solutions. We will reposition these businesses by
aggressively sharpening our focus on our customers and the value we provide by
better anticipating their rapidly changing needs. Growth in these businesses
will come both organically and from strategic acquisitions in key core business
areas.
[GRAPHIC] The Forms and
Labels Business
The entire forms and labels industry is going through dramatic change and
consolidation, creating plenty of opportunities for profitable growth for
companies that can fight for market share by being the lowest-cost producer in
the market. Today, our forms and labels business accounts for 69% of our
consolidated revenue. While there has been a deterioration in our sales the last
few years, our aggressive approach to managing our costs combined with our
long-standing relationships with key Fortune 1000 customers, will provide the
foundation and the momentum for greater levels of performance, beginning in
2001.
To direct this critical part of our business-I have appointed a new management
team headed up by industry veteran Tom Oliva. Tom is a strong and proven leader
who will, without question, deliver the quarter-over-quarter business
improvement that has been so sorely lacking in the past. His no-nonsense,
"no-excuse" approach will immediately raise the performance level of those
around him.
Our focus within our forms and labels operation in the U.S. and Canada will be
to reorganize the business in alignment with our goal to be the lowest-cost
producer.
This will include eliminating non-core activities that don't provide incremental
value to our customers; eliminating front-end administrative costs; scaling back
our office support functions; streamlining our manufacturing capabilities and
refocusing our sales organization to deliver the products, services and
solutions that our customers value.
[GRAPHIC] Integrated Business
Solutions Group
Earlier this year, we launched the Integrated Business Solutions Group to
aggressively focus on helping our customers acquire, retain and build loyalty
with their clients. Integrated Business Solutions Group combines two of
Moore's existing businesses -- Business Communication Services and Response
Marketing Services -- into one organization that is intensely focused on
delivering print, digital and electronic communication solutions that help
customers develop long-standing relationships with their customers.
Today's customers are looking for creative and high-return personalized and
customized communication solutions that will allow them to directly connect with
their customers.
By combining the best of Business Communication Services and Response Marketing
Services, Integrated Business Solutions Group will provide customers with
multiple business communications and direct marketing offerings that deliver
results through speed, precision and impact.
Our goal in combining these businesses is clearly to unleash the vast growth
potential of the new organization by making the investment necessary to
accelerate growth, both organically and through strategic decisions. At the same
time, eliminating unnecessary overhead across the company, through our
aggressive cost containment program, will lead to better bottom-line performance
in the months to come.
5 2000 Annual Report MOORE CORPORATION LIMITED
VALUE WE DELIVER OUR CUSTOMERS
Our focus in 2001 will be to solidify our role as a market-leading provider of
traditional print and electronic delivery of critical customer communications.
Our personalized print and digital solutions are among the most sophisticated in
the industry and provide tremendous opportunities for growth in the future. We
will aggressively expand our response marketing product line of customizable
solutions that help our customers build, retain and maintain relationships with
their customers.
At the same time, with our in-depth understanding of the telecommunications,
financial, healthcare and insurance sectors, we provide our customers with
industry leading business communication solutions, including billing
statements; regulatory compliance, (financial, billing and tax statements)
benefits and coverage documents; and stored value cards like pre-paid phone
cards. Additionally, we will provide extensive project management and design
consultation, ensuring our customers' complex business information is
converted into effective communications -- be it print, digital or Internet
- -- that enhance long-term relationships and build customer loyalty.
To lead this new team, I have appointed Bruce D'Angelo as President of the
Integrated Business Solutions Group. Bruce most recently headed up our Business
Communication Services operation where he has consistently proven an ability to
deliver results.
[GRAPHIC] Latin America
and CCS Europe
Our Latin American business is bringing the traditional forms market in this
region to a new level, by introducing advanced technology that enables our
clients to better communicate with their customers. Examples of these
communications include customer billing statements, savings certificates and
promotional mailings.
Our European business is also focused on customer communications. Through the
use of proprietary technology and cutting-edge digital print equipment, our
European operations enable our clients to reach their customers in a highly
personal, one-to-one manner.
Both our Latin American and European businesses are poised for growth. As the
customer relationship management market in each of these regions takes hold and
growth accelerates, our Latin American and European operations are well
positioned to capitalize on these favorable market dynamics.
[GRAPHIC] Phoenix Group and
Peak Technologies
Phoenix Group and Peak Technologies are excellent niche businesses in strong
growth markets.
Phoenix Group is a full-service, relationship marketing firm that specializes in
database marketing and management tools, marketing fulfillment,
business-to-business Internet and intranet development, program management,
creative services and research.
Peak Technologies is the largest integrator of supply chain execution and
automatic identification and data collection solutions in North America.
Both Phoenix Group's and Peak Technologies' strategy going forward is to
aggressively grow their business by bringing their proven solutions to new
vertical markets and customers, while at the same time continuing to exercise
cost discipline with a view toward enhancing bottom-line growth.
C u s t o m e r d r i v e n
2000 Annual Report MOORE CORPORATION LIMITED 6
O u r
t e a m ACCOUNTABLE FOR
To turn Moore around and deliver increased value quarter after quarter, I have
enlisted a dynamic group of leaders, some of whom I have worked with in the
past, others who have a history of strong performance at Moore. Every member of
our team has a proven track record of performing to the fullest extent of their
capabilities and expect the same level of commitment and dedication from those
they work with. I know that our investors and customers expect top performance
from us. As we make every business decision, now and going forward, we
acknowledge your expectations and are committed to meeting and exceeding them.
Let me introduce you to the team that will drive us to win and inspire our team
to achieve our goals:
ROBERT B. LEWIS, Executive Vice
President, Chief Financial Officer.
[PHOTO OF ROBERT B. LEWIS]
Mr. Lewis will be accountable for getting our costs in line with our revenue and
preparing the organization for growth. The CFO role will be vital to our future
success and I have absolutely no doubt, given Bob's experience and proven track
record, that he has the ability to go the distance and do whatever is necessary
to ensure our future success. I have worked along side Bob in the past and found
him to be an excellent strategic thinker who has a strong history of
consistently delivering improved results. Bob will assume a hands-on role in
reducing capital spending and increasing our return on investment.
JAMES E. LILLIE, Executive Vice
President of Operations.
[PHOTO OF JAMES E. LILLIE]
Mr. Lillie is a proven leader who has the ability to make the difficult, but
necessary, decisions required to achieve our goal of $100,000,000 in cost
savings and create an organizational structure that will consistently deliver
improved financial performance. In the more than eight years I have worked with
Jim he has consistently proven himself to be a committed and very disciplined
leader who does not shy away from doing whatever is necessary to control costs
and improve value for customers and shareholders. He is a "no excuses" manager
who will immediately raise the performance level of those around him and align
the organization and our resources to the interests of our stakeholders.
THOMAS J. QUINLAN III, Executive Vice
President and Treasurer.
[PHOTO OF THOMAS J. QUINLAN III]
Mr. Quinlan will be a key player on my team as we dig deeper into our cost
cutting and streamlining initiative at Moore. I have been to battle with Tom at
my side in the past and I am absolutely confident that his interaction and
professionalism in working with the investment community and financial
7 2000 Annual Report MOORE CORPORATION LIMITED
MAKING IT HAPPEN
institutions is a paramount asset. Tom's track record as an experienced treasury
executive reflects his abilities as a strong and focused leader. I am calling
upon him to deliver improved results in our overall treasury operations from
real estate holdings to cash management.
THOMAS W. OLIVA, President,
Forms and Labels Business.
[PHOTO OF THOMAS W. OLIVA]
Mr. Oliva has an energy and an unwavering focus on the needs of customers that
will translate into a winning mindset at Moore. He will set the tone for
improved performance in our core business through a very hands-on approach that
will enable him to get in-tune with our customers' needs rapidly. Tom will bring
directed results through rapid and decisive management. His goal is to build
momentum and gain market share by consistently meeting his commitments. Tom has
delivered for me in the past and I expect him to do so again with our largest
revenue base.
DEAN E. CHERRY, Executive Vice President
International and Subsidiary Operations.
[PHOTO OF DEAN E. CHERRY]
Mr. Cherry is an experienced operations leader who I have worked with for more
than 10 years. His strength is in leveraging underperforming assets by
eliminating waste and utilizing core competencies. Dean will interject new life
into our European and Latin American operations by focusing on the overall
picture and setting the foundation for success. I will draw upon his knowledge
and drive to deliver better bottom-line performance, accelerate growth and
exceed customer expectations.
BRUCE D'ANGELO, President,
Integrated Business Solutions Group.
[PHOTO OF BRUCE D'ANGELO]
Mr. D'Angelo is a proven leader with a good track record at Moore in driving
results in this growth business. He leads our newly formed Integrated Business
Solutions Group with a distinctive methodology of questioning every business
decision to create a sense of urgency. He is challenging his team to rethink
what has been done in the past and to make changes that will improve performance
in the future. He promotes business synergies and expects his team to fully
understand the business. He openly challenges his team into action to better
serve the needs of our customers.
R e s u l t s o r i e n t e d
2000 Annual Report MOORE CORPORATION LIMITED 8
O u r
e x p e c t a t i o n
[PHOTO -- Thomas E. Kierans
Chairman of the Board]
"WE HAVE TAKEN DECISIVE ACTION TO SECURE MOORE'S FUTURE AND INCREASE THE RETURN
ON INVESTMENT WE DELIVER OUR SHAREHOLDERS."
Dear Fellow Shareholders,
2000 was the year the Board of Directors took decisive action to turn
Moore's performance around.
First, the board secured a $70,500,000 strategic investment in Moore by
Chancery Lane/GSC Investors, L.P., a private investment equity vehicle led by
Theodore Ammon. This investment will be used to pay down debt and fund Moore's
future growth initiatives.
Second, the board appointed Robert G. Burton President and Chief Executive
Officer of Moore on December 22, 2000.
Bob is a proven turnaround specialist with a track record of significantly
and consistently delivering improved financial results.
Bob's immediate focus at Moore is to get back to basics -- to instill
the business fundamentals that were the foundation of Moore's success in the
past and will be again in the future. Since assuming his position, Bob has
moved swiftly and decisively. He has appointed a senior management team that
has a history of delivering against their commitments.
Bob and his management team have also begun eliminating activities that do
not deliver value to our customers and do not provide a return on investment to
our shareholders. This includes an aggressive plan to reduce costs by
$100,000,000 over the next 12 to 18 months by eliminating non-core activities
and duplicative functions.
These actions are being carried out with the best interests of our
customers and our shareholders in mind. At the same time, getting our costs
right and building an organization that is streamlined and able to effectively
compete in the marketplace is in the best interests of our employees.
While there is much to do to improve the value Moore delivers to our
shareholders, by reducing costs, intensifying the company's focus on customers,
and committing to improved financial performance, the Board is confident that
Bob is taking the actions necessary to secure Moore's future.
The Board wishes Bob and his team the best in 2001 and also wishes to thank
Derek Burney, Barton Faber, Richard Lehmann, Brian Levitt, Leon Courville and
Jeanette Lerman for their contributions during their tenure as Directors.
/s/ T.E. Kierans
Thomas E. Kierans
Chairman of the Board
Moore Corporation Limited
9 2000 Annual Report MOORE CORPORATION LIMITED
2000 BOARD OF DIRECTORS
(STANDING FOR RE-ELECTION IN 2001)
R. THEODORE AMMON ALFRED C. ECKERT, III J. ROBERT S. PRICHARD, O.C.
Director since December 2000 Director since December 2000 Director since 1996
Chairman Chancery Lane Chairman and Chief Executive Officer Professor at Law and
Capital, LLC GSC Partners President Emeritus
University of Toronto
ROBERT G. BURTON DAVID R. MCCAMUS
Director since December 2000 Director since 1997 JOHN W. STEVENS
President and Chief Executive Officer Corporate Director Director since December 2000
Moore Corporation Limited Executive Vice President
ARVA Limited
NEWTON N. MINOW
SHIRLEY A. DAWE Director since December 2000
Director since 1989 Counsel Sidley and Austin LLP
President Shirley Dawe
Associates Inc.
2001 CORPORATE
MANAGEMENT
ROBERT G. BURTON THOMAS J. QUINLAN, III THOMAS W. OLIVA
President and Chief Executive Vice President President
Executive Officer Treasurer Moore North America
MARK S. HILTWEIN 2001 OPERATING 2001 CORPORATE
Senior Vice President MANAGEMENT SECRETARY
Controller
ROBERT B. LEWIS DEAN E. CHERRY JOAN M. WILSON
Executive Vice President Executive Vice President Vice President
Chief Financial Officer International and Subsidiary Corporate Secretary
Operations
JAMES E. LILLIE BRUCE D'ANGELO
Executive Vice President President
Operations Integrated Business
Solutions Group
S h a r e h o l d e r v a l u e
2000 Annual Report MOORE CORPORATION LIMITED 10
BACK TO BASICS
FINANCIAL HIGHLIGHTS
EXPRESSED IN UNITED STATES CURRENCY AND,
EXCEPT PER SHARE AMOUNTS, IN MILLIONS OF DOLLARS 2 0 0 0 1 9 9 9 1 9 9 8
- ---------------------------------------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF EARNINGS
Sales $2,258 $2,425 $2,718
Income (loss) from operations, before restructuring (70) 73 (16)
Income (loss) from operations (46) 142 (631)
Per dollar of sales (2.0)CENTS 5.8CENTS (23.2)CENTS
Income tax expense (recovery) (17) 35 (94)
Percentage of pre-tax earnings 21% 27% 15%
Net earnings (loss), before restructuring (88) 44 (17)
Net earnings (loss) (66) 93 (548)
Per dollar of sales (2.9)CENTS 3.8CENTS (20.2)CENTS
- ---------------------------------------------------------------------------------------------------------------
CONSOLIDATED BALANCE SHEET
Working capital $ 231 $ 128 $ (47)
Ratio of current assets to current liabilities 1.5:1 1.2:1 1.0:1
Capital employed in business 1,120 1,046 1,033
Return on capital employed (6.4%) 8.9% (42.7%)
Shareholders' equity 625 673 610
Return on shareholders' equity (10.2%) 14.4% (61.0%)
Total assets 1,868 1,630 1,726
Expenditure for property, plant and equipment 76 101 75
- ---------------------------------------------------------------------------------------------------------------
PER COMMON SHARE
Net earnings (loss), before restructuring $(0.99) $ 0.50 $(0.19)
Net earnings (loss) (0.75) 1.05 (6.19)
Dividends declared 0.20 0.20 0.385
Shareholders' equity 7.06 7.60 6.90
Average shares outstanding (in thousands) 88,457 88,457 88,456
- ---------------------------------------------------------------------------------------------------------------
SALES
(millions of dollars)
2000 1999 1998
- -----------------------
2,258 2,425 2,718
NET EARNINGS (LOSS)
(millions of dollars)
2000 1999 1998
- -----------------------
(66) 93 (548)
INCOME (LOSS) FROM OPERATIONS
(millions of dollars)
2000 1999 1998
- -----------------------
(46) 142 (631)
RETURN ON SHAREHOLDERS' EQUITY
(%)
2000 1999 1998
- -----------------------
(10.2%) 14.4% (61%)
11 2000 Annual Report MOORE CORPORATION LIMITED
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
OPERATIONS AND FINANCIAL CONDITION
- --------------------------------------------------------------------------------
THIS SECTION PROVIDES A REVIEW OF THE FINANCIAL PERFORMANCE OF MOORE CORPORATION
LIMITED DURING THE THREE YEARS ENDED DECEMBER 31, 2000. THE ANALYSIS IS BASED ON
THE CONSOLIDATED FINANCIAL STATEMENTS THAT ARE PRESENTED STARTING ON PAGE 29,
PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) IN
CANADA. DIFFERENCES FROM GAAP IN THE UNITED STATES ARE DISCLOSED IN NOTE 25 ON
PAGE 51. WHERE APPROPRIATE COMPARATIVE FIGURES HAVE BEEN CHANGED TO CONFORM TO
THE CURRENT PRESENTATION.
- --------------------------------------------------------------------------------
Results of Operations
The Corporation operates in one industry - the printing industry, and has four
distinct operating segments in which management assesses information on a
regular basis for decision-making purposes. The four segments are Moore North
America, CCS United States, Latin America and CCS Europe. These segments market
products and services of both Forms & Labels (Forms) and Customer Communication
Services (CCS) to a geographically diverse customer base. The Asia Pacific
operating segment and the European Forms operations were eliminated through
divestitures and liquidations as part of the 1998 restructuring plan.
The following discussions include information on a corporate wide basis and on
an operating segment basis.
2000 Versus 1999
Highlights of the consolidated results reported for 2000 and 1999 are:
- - Sales in 2000 of $2,258 million decreased by $167 million or 7% compared
to 1999 sales of $2,425 million. The sales decrease comprises:
divestitures, net volume decreases, the impact of currency devaluation
on foreign currency translation, partly offset by the full consolidation
of the operations of Quality Color Press Inc. The volume decrease is the
result of an increasingly competitive, technologically evolving
environment, in a flat market.
- Forms sales in 2000 of $1,555 million decreased by $107 million or 6%
compared to Forms sales in 1999 of $1,662 million. Included in
Forms sales are Labels and Label Systems sales of $458 million
(1999 - $477 million), a $19 million (4%) decrease from 1999
levels. Forms sales represent 69% of the Corporation's total sales
(1999 - 69%).
- CCS sales in 2000 of $703 million decreased by $60 million from
1999 sales of $763 million mainly due to divestitures. CCS sales
represent 31% of total sales (1999 - 31%).
- - Cost of sales was 69.8% of consolidated sales in 2000 compared to 67.7%
in 1999.
2000 Annual Report MOORE CORPORATION LIMITED 12
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION Continued
- Selling, general and administrative costs (SG&A) in 2000 decreased
to $579 million from $585 million in 1999. The ratio of SG&A costs
to sales in 2000 increased to 25.6% compared to 24.1% in 1999.
- A net restructuring reversal of $24 million was recorded in 2000
compared to a reversal of $68 million in 1999. The restructuring
program is described in a separate section of the Management's
Discussion and Analysis.
- Capital asset amortization of $152 million in 2000 increased by $51
million over 1999. This increase is mainly due to the partial
write-down of goodwill relating to a European subsidiary, the
commencement in 2000 of amortization of the Enterprise Resource
Planning (ERP) asset, and the write-off of a component of the ERP
asset.
- Research and development costs in 2000 were $21 million, a decrease
of $2 million from 1999.
- Loss from operations in 2000 was $46 million compared to income from
operations in 1999 of $142 million.
- Forms operating loss in 2000 was $54 million compared to
operating income in 1999 of $85 million. The Labels component
generated operating income of $9 million in 2000 and $30
million in 1999.
- CCS operating income in 2000 was $6 million compared to 1999
operating income of $52 million.
- Investment and other income decreased by $21 million in 2000
resulting in an expense of $10 million compared to income of $11
million in 1999.
- The 2000 effective tax rate of 21% represents a recovery of income
taxes compared to the 1999 provision for income taxes of 27%.
- The net loss for 2000 was $66 million, a loss per share of $0.75
compared with 1999 net income of $93 million and earnings per share
of $1.05.
2000 Versus 1999 Excluding Unusual Items
In order to provide a more meaningful comparison of 2000 results to 1999
results, the Corporation has identified transactions that affect the two years
in a disproportionate manner. These items are detailed below and, for discussion
purposes, have been excluded from the operating results of the affected year.
- The 1999 operating results of the Data Management Services business
unit sold in December 1999 with sales of $62 million and loss from
operations of $3.7 million.
- Year 2000 costs for the year ended 1999 of $17.4 million.
- The restructuring reversal of $68.4 million in 1999 and the net
reversal of $24 million in 2000 that are explained in greater
detail in a separate section of the Management's Discussion and
Analysis.
- The $7.3 million gain relating to the December 1999 sale of Data
Management Services.
13 2000 Annual Report MOORE CORPORATION LIMITED
- The amortization charge in 2000 of $34.7 million relating to the
write-off of a component of the ERP asset and the partial
write-down of goodwill relating to a European subsidiary.
- Other one-time costs in 2000 of $12.8 million.
- Losses recorded in investment and other income in 2000 of $12
million, arising from the sale of the Corporation's holding in
JetForm Corporation, and the write-down of the investment in Vista
Information Solutions Inc. to reflect the decline in the value of
the underlying securities.
All further discussions, including the operating segment discussions, are based
on the Corporation's operating results net of the above mentioned items.
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31. EXPRESSED IN UNITED STATES CURRENCY
AND, EXCEPT EARNINGS (LOSS) PER SHARE, IN MILLIONS OF DOLLARS 2000 1999
- -------------------------------------------------------------------------------------------------------------------------
Sales $2,258.4 $2,363.1
- -------------------------------------------------------------------------------------------------------------------------
Income/(loss) from operations (22.8) 94.5
Net earnings/(loss) (37.7) 49.0
Net earnings/(loss) per common share $ (0.43) $ 0.55
- -------------------------------------------------------------------------------------------------------------------------
Average shares outstanding (in thousands) 88,457 88,457
- -------------------------------------------------------------------------------------------------------------------------
- - Sales in 2000 decreased by $105 million or 4% over 1999 sales. This
decrease includes an adverse foreign currency translation impact arising
from the devaluation of foreign currencies against the U.S. dollar.
- Forms sales declined 6% from $1,662 million in 1999 to $1,555
million in 2000. Forms sales represent 69% of the Corporation's
total sales compared to 70% in 1999. The Labels component
decreased by 4% from $477 million in 1999 to $458 million in 2000.
Label sales represent 20% of the Corporation's total sales, the
same percentage as 1999.
- CCS sales increased by $2 million to $703 million in 2000. CCS
sales in 2000 represent 31% of the Corporation's total sales
compared to 30% in 1999.
- - Loss from operations in 2000 was $23 million compared to income from
operations in 1999 of $95 million.
- Forms operating loss in 2000 was $55 million compared to operating
income in 1999 of $47 million. The Labels component generated
operating income of $11 million in 2000 and $30 million in 1999.
- CCS operating income in 2000 was $32 million compared to 1999
operating income of $50 million.
2000 Annual Report MOORE CORPORATION LIMITED 14
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION Continued
Moore North America
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- -------------------------------------------------------------------------------------------------------------------------
Sales $1,441.2 $1,563.7
- -------------------------------------------------------------------------------------------------------------------------
Income/(loss) from operations (59.1) 49.9
- -------------------------------------------------------------------------------------------------------------------------
Sales in this business segment in 2000 decreased by $123 million
from 1999, due to the decision to exit low margin customer
contracts, and the drop in volume from financial sector customers
as well as the impact of increased Year 2000 purchases by customers
in 1999. These effects were partly offset by the full consolidation
of the operations of Quality Color Press Inc.
Various channel expansion and digital initiatives were launched in
2000 and these are expected to contribute to sales growth in the
future.
Operating income decreased by $109 million compared to 1999. In the
United States, in an environment of significantly reduced volumes,
the fixed cost element of the business remained relatively
consistent with 1999, adversely affecting margins. In Canada, a
shift in product mix to outsourced product contributed to lower
margins. Earnings were also negatively impacted by the investments
required to launch various digital and Internet strategies for the
forms business, and the continued incremental costs related to
maintaining redundant computer systems as the Corporation
implemented its enterprise-wide information (ERP) system.
CCS United States
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- -------------------------------------------------------------------------------------------------------------------------
Sales $503.0 $464.5
- -------------------------------------------------------------------------------------------------------------------------
Income from operations 32.0 41.7
- -------------------------------------------------------------------------------------------------------------------------
Sales in 2000 increased by $39 million or 8% compared to 1999,
primarily due to volume increases in the Business Communication
Services (BCS) unit, the Response Marketing Services (RMS) unit and
the Phoenix Group. New product and service offerings continued to
drive growth in BCS volumes. The RMS unit was impacted by the loss
of sweepstakes mailing volumes following the enactment of the
Deceptive Mail Prevention and Enforcement Act, a U.S. Federal
Legislation bill, which was effective April 13, 2000 and regulates
sweepstake disclosures. However the RMS unit was able to obtain
other monthly mail programs with volume increases that offset the
loss of the sweepstakes business. The Phoenix Group achieved volume
growth by obtaining new customer business and expanding services
and solutions to the existing customer base.
Operating income of $32 million decreased by $10 million from 1999.
Despite the revenue increase in 2000, operating income has been
impacted by the investments required to create new product line
ventures and to reposition existing product and service offerings.
The incremental costs associated with maintaining redundant
information systems and pricing pressures in the RMS business have
also adversely affected operating income.
15 2000 Annual Report MOORE CORPORATION LIMITED
Latin America
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- -------------------------------------------------------------------------------------------------------------------------
Sales $181.1 $160.8
- -------------------------------------------------------------------------------------------------------------------------
Income from operations 6.8 1.4
- -------------------------------------------------------------------------------------------------------------------------
Sales have increased by $20 million or 13% in 2000. The increase in sales was
derived primarily from higher volumes in Brazil and to a lesser extent from
increased volumes in Central America and Venezuela.
Income from operations increased by $5 million over 1999. The increase is the
result of the higher sales volumes and control on SG&A expenditures.
Europe
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- -------------------------------------------------------------------------------------------------------------------------
Sales $133.1 $174.1
- -------------------------------------------------------------------------------------------------------------------------
Income/(loss) from operations (3.2) 3.9
- -------------------------------------------------------------------------------------------------------------------------
Sales in 2000 decreased by $41 million over 1999 resulting from foreign currency
translation impacts arising from the devaluation of European currencies against
the US Dollar and lower volumes in the United Kingdom Colleagues business unit,
caused by the loss of some major accounts.
Operating loss for 2000 was $3 million compared to operating income for 1999
of $4 million. The decrease in operating income is a consequence of the
lower sales volume and the severance and termination costs incurred to
downsize the infrastructure, following the decline in sales.
1999 Versus 1998
Highlights of the consolidated results reported for 1999 and 1998 are:
- Sales in 1999 of $2,425 million decreased by $293 million or 11%
compared to 1998 sales of $2,718 million. The decrease is mainly
the result of divestitures and liquidations and the foreign
currency translation impact arising from the devaluation of
currencies associated with International operations.
- Forms sales in 1999 of $1,662 million decreased by $297
million or 15% compared to Forms sales in 1998 of $1,959
million. Included in Forms sales are Labels and Label Systems
sales of $477 million (1998 -$471 million), an increase of $6
million from 1998 levels. Forms sales represent 69% of the
Corporation's total sales compared to 72% in 1998.
- CCS sales in 1999 of $763 million increased 1% from $759
million in 1998. CCS sales represent 31% of total sales
compared to 28% in 1998.
- Cost of sales in 1999 was 67.7% of consolidated sales compared to
69.6% in 1998.
2000 Annual Report MOORE CORPORATION LIMITED 16
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION Continued
- Selling, general and administrative costs in 1999 decreased to $585
million from $697 million in 1998. The ratio of SG&A costs to sales
in 1999 decreased to 24.1% compared to 25.7% in 1998.
- A restructuring reversal of $68 million was recorded in 1999
compared to a $615 million provision in 1998. The restructuring
program is described in a separate section of the Management's
Discussion and Analysis.
- Capital asset amortization of $101 million in 1999 decreased by $17
million from $118 million in 1998.
- Research and development costs for 1999 of $23 million were $4
million below the $27 million incurred in 1998.
- Income from operations in 1999 was $142 million compared to loss
from operations in 1998 of $631 million.
- Forms operating income in 1999 was $85 million compared with
an operating loss in 1998 of $624 million. The Labels
component represented $30 million of the operating income in
1999 and $168 million of the 1998 operating loss.
- CCS operating income in 1999 of $52 million increased $57
million from the 1998 operating loss of $5 million.
- Investment and other income of $11 million in 1999 increased from
$7 million in 1998.
- The 1999 effective tax rate of 27% represents a provision for
income taxes compared to the 1998 recovery of income taxes of 15%.
- The net income for 1999 was $93 million or earnings per share of
$1.05, compared with a loss of $548 million and a loss per share of
$6.19 in 1998.
1999 Versus 1998 Excluding Unusual Items
In order to provide a more meaningful comparison of 1999 results to 1998
results, the Corporation has identified transactions that affect the two years
in a disproportionate manner. These items are detailed below and, for discussion
purposes, have been excluded from the operating results of the affected year.
- The 1998 restructuring provision of $615 million and the 1999
restructuring reversal of $68.4 million that are explained in
greater detail in a separate section of the Management's Discussion
and Analysis.
- The comparative results of businesses divested or liquidated in 1998:
- European Forms business with sales of $109.4 million and
operating losses of $6.6 million;
- Australian and New Zealand businesses with sales of $105.2
million and operating losses of $6.9 million;
- Asia Pacific joint ventures with sales of $2.8 million and
operating losses of $2.5 million;
- Rediform business with sales of $12.8 million and operating
income of $1.1 million.
- The $25.3 million and $17.4 million of Year 2000 costs spent in
1998 and 1999 respectively.
17 2000 Annual Report MOORE CORPORATION LIMITED
- The $7.3 million gain relating to the December 1999 sale of Data
Management Services.
- The 1998 operational charge and other one-time items of $20.8 million.
- The 1998 investment and other income of $5.0 million relating to:
- the gain on sale of the Cordant Holdings Corporation investment;
- the gain on sale of the Rediform business;
- the gain on sale of the Albany, Georgia manufacturing facility;
- partially offset by:
- the decoupling accrual required to separate the CCS
Europe business from the European Forms business and
- the write off of certain capitalized software costs and
other one-time items.
All further discussions, including the operating segment discussions, are based
on the Corporation's operating results net of the above mentioned items.
(DUE TO THE DIFFERENT UNUSUAL ITEM EXCLUSIONS, THE 1999 RESULTS DISCUSSED
BELOW DIFFER FROM THE 1999 RESULTS DISCUSSED IN THE 2000 VERSUS 1999
EXCLUDING UNUSUAL ITEMS SECTION)
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31. EXPRESSED IN UNITED STATES CURRENCY
AND, EXCEPT EARNINGS (LOSS) PER SHARE, IN MILLIONS OF DOLLARS 1999 1998
- -------------------------------------------------------------------------------------------------------------------------
Sales $2,425.1 $2,487.5
- -------------------------------------------------------------------------------------------------------------------------
Income from operations 90.7 45.5
Net earnings 47.0 29.3
Net earnings per common share $ 0.53 $ 0.33
- -------------------------------------------------------------------------------------------------------------------------
Average shares outstanding (in thousands) 88,457 88,456
- -------------------------------------------------------------------------------------------------------------------------
- - Sales in 1999 of $2,425 million decreased by $62 million or 2% over 1998
sales. This decrease includes an adverse foreign currency translation
impact relating to the devaluation of foreign currencies against the
U.S. dollar.
- - Forms sales declined 4% from $1,738 million in 1998 to $1,662 million in
1999. Forms sales represent 69% of total sales compared to 70% in
1998. The Labels component increased by 8% from $440 million in 1998
to $477 million in 1999 and represents 20% of total sales compared to
18% in 1998.
- - CCS sales increased by 2% from $750 million in 1998 to $763 million in
1999. CCS sales represent 31% of total sales compared to 30% in 1998.
2000 Annual Report MOORE CORPORATION LIMITED 18
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION Continued
Moore North America
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 1999 1998
- -------------------------------------------------------------------------------------------------------------------------
Sales $1,563.6 $1,608.4
- -------------------------------------------------------------------------------------------------------------------------
Income from operations 49.9 7.8
- -------------------------------------------------------------------------------------------------------------------------
North American sales decreased by $45 million from 1998 to 1999.
The decrease is attributable to lower volumes in the forms and core
print activities. Arising from the restructuring plan implemented
in 1998, Moore North America reviewed manufacturing capacity,
product lines and customer contracts to eliminate low margin items.
The review resulted in the cancellation of some customer contracts
and the elimination of certain product lines. The volume decrease
was partially offset by modest price increases and by an increase
in labels volume, especially in the Peak Technologies (Peak) units.
Operating income increased by $42 million from 1998. The increase
is a result of modest pricing increases, a reduction in research
costs, increased volumes of higher margin products and cost
controls instituted as part of the restructuring program. Operating
income was also favorably impacted by the incremental volume in
Peak operations. These increases were partially offset by large
paper price increases and increased LIFO inventory costs.
CCS United States
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 1999 1998
- -------------------------------------------------------------------------------------------------------------------------
Sales $526.5 $519.6
- -------------------------------------------------------------------------------------------------------------------------
Income from operations 37.9 34.8
- -------------------------------------------------------------------------------------------------------------------------
CCS sales in 1999 of $527 million increased by $7 million or 1%
over 1998 sales of $520 million, due to volume increases in the
Business Communication Services (BCS) and Phoenix Group units. In
BCS, the volume increase was partially offset by the decision to
exit low margin contracts. Phoenix Group volume increases were
obtained through new customer business and increased volumes from
the existing customer base. This increase was partially offset by a
decline in sweepstakes mailing volumes within the RMS unit. The
decline in sweepstakes volume was partially offset within RMS by
aggressively seeking new revenue opportunities to replace otherwise
idle press time.
Operating income of $38 million increased by $3 million over 1998.
This increase was partly due to the manufacturing and SG&A cost
controls resulting from the 1998 restructuring program. Increased
costs were incurred in the Phoenix Group as a result of new
business set up costs arising from the sales volume increase during
the year. Although the total costs as a percentage of sales
increased, the overall revenue growth within Phoenix Group and BCS
contributed to the growth in operating income.
19 2000 Annual Report MOORE CORPORATION LIMITED
LATIN AMERICA
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 1999 1998
- -------------------------------------------------------------------------------------------------------
Sales $ 160.8 $ 193.8
- -------------------------------------------------------------------------------------------------------
Income from operations 1.4 1.8
- -------------------------------------------------------------------------------------------------------
Sales decreased by $33 million or 17% from 1998 to 1999. This decrease was a
direct result of the devaluation of the Brazilian Real, partially offset by
continued high inflation within the Venezuelan economy. Paper prices increased
significantly and these pricing increases were recovered under the terms of
customer sales agreements. Overall volumes in Latin America increased from 1998
levels.
Operating income decreased by $0.4 million compared to 1998 and was
negatively impacted by the devaluation of the Brazilian Real. This decrease
was partially offset by the implementation of the 1998 restructuring
program that shifted the Latin American product mix to higher margin business.
EUROPE
PRESENTED NET OF ABOVE NOTED ITEMS
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 1999 1998
- -------------------------------------------------------------------------------------------------------
Sales $ 174.1 $ 165.7
- -------------------------------------------------------------------------------------------------------
Income from operations 3.9 2.4
- -------------------------------------------------------------------------------------------------------
Following the sale of the Forms businesses in 1998, Europe results include only
the operations of the CCS segment. Sales in 1999 increased by $8 million over
1998 sales. The sales increase occurred despite foreign currency fluctuations
that adversely affected sales. New significant contracts in the United Kingdom
and new high margin fee work in the database and creative design areas accounted
for the increase in sales volumes. Operating income for 1999 was $1.5 million
higher than 1998. The results were negatively impacted by the devaluation of the
European currencies against the US dollar. SG&A costs in 1999 were monitored
through cost control measures arising from the 1998 restructuring program, and
the operating income increase in 1999 was also influenced by the implementation
of the 1998 European de-coupling actions.
RESTRUCTURING CHARGES
In the third quarter of 1998, the Board of Directors approved a restructuring
program as part of the Corporation's continuing initiative to enhance Moore's
competitive position in its Forms business and to strengthen its long-term
prospects for profitable growth. Accordingly, a pre-tax restructuring charge of
$630 million was recorded in the third quarter of 1998. During the fourth
quarters of 1998, 1999 and 2000, the restructuring provision was reduced by $15
million, $68 million and $29 million respectively. Included in the net charge
were costs related to the following actions and activities:
2000 Annual Report MOORE CORPORATION LIMITED 20
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION Continued
ORGANIZATIONAL INTEGRATION ($111 MILLION):
This action covers the integration of the sales and marketing, and
logistics and manufacturing operations in North America. Included in the
restructuring charge are costs associated with upgrading administrative
and transaction processing systems to improve efficiency and
responsiveness in the order-to-delivery cycle, and the creation of a
shared services organization involving finance, procurement, human
resources, communications, information technology and research and
development resulting in workforce reductions.
NON-STRATEGIC ASSET ELIMINATION ($309 MILLION):
The restructuring includes the sale of certain international and North
American businesses and a revaluation of goodwill related to certain
acquisitions.
MANUFACTURING RATIONALIZATION ($98 MILLION):
The Corporation is consolidating Forms manufacturing operations across
North America and internationally, and ceasing production of certain
unprofitable products which resulted in the closure of 10 manufacturing
facilities, primarily in North America. In addition, the print centers in
the United States and Canada will be integrated into the North American
manufacturing and logistics organization.
Costs associated with the restructuring plan included non-cash costs of
$344 million, and cash costs of $174 million, which were funded through
normal operations and borrowings. Included in the restructuring program
are charges associated with the divestiture of certain international and
North American businesses, and the write-down of goodwill and property,
plant and equipment. The asset write-downs of $221 million for goodwill
and other assets and $137 million for property, plant and equipment
represent mainly a revaluation made for selective acquisitions and
property, plant and equipment, primarily to be abandoned, under the
Moore North America operating segment.
The restructuring charge includes amounts to be paid in cash of $174
million. Cash costs include mainly severance and termination benefits of
$107 million to be paid to employees. Other cash costs of $67 million
include costs for lease terminations, service contract buyouts and other
obligations. Future payments for severance and termination benefits are
expected to be funded through normal operations and borrowings.
Actions under the restructuring program commenced in the third quarter
of 1998 and are expected to be completed in the year 2001. The majority
of the restructuring actions were executed in 1999.
21 2000 Annual Report MOORE CORPORATION LIMITED
RESTRUCTURING ACTIONS COMPLETED THROUGH
DECEMBER 31, 1998
The Corporation was successful in completing certain actions during 1998,
especially in relation to the European and Australasia Forms businesses which
were exited on more favorable terms than initially anticipated, and actual and
planned workforce reductions at a lower cost. On August 1, 1998, the Corporation
disposed of its European Forms business resulting in a pre-tax loss of $85
million, of which $44 million was provided for in the 1998 restructuring charge,
and $41 million was provided for in 1997. The Australian and New Zealand
businesses were divested on December 30, 1998 resulting in a pre-tax loss of $42
million which was fully provided for in the restructuring provision. In the
fourth quarter of 1998, the Corporation initiated steps to liquidate its joint
ventures in China at an estimated loss of $8 million as provided for in the
restructuring provision.
In the last six months of 1998, the Corporation undertook substantial steps to
complete the integration of its sales and marketing, and logistics and
manufacturing operations in North America, resulting in the consolidation of 10
operating units into one business. The creation of the North American shared
services functions began, including the process of streamlining administrative
functions. The Corporation closed two plants in North America, eliminated
numerous management positions in its North America Forms and Labels operations,
and commenced other workforce delayering actions.
RESTRUCTURING ACTIONS COMPLETED THROUGH
DECEMBER 31, 1999
The Corporation completed a number of restructuring actions in 1999 including
the closure of five manufacturing facilities, bringing the total number of plant
closures in North America to seven. In July 1999, the Corporation started the
process of closing and integrating its warehouses and U.S. print centers into a
new manufacturing organization. Other actions in North America during 1999
included the consolidation of the Canadian and U.S. sales and administrative
offices, the implementation of a shared services organization, and the
continuation of workforce delayering actions. In Europe, the Corporation
substantially completed the consolidation of its manufacturing facilities in
France and finalized the liquidation of a joint venture investment.
2000 Annual Report MOORE CORPORATION LIMITED 22
RESTRUCTURING ACTIONS COMPLETED THROUGH
DECEMBER 31, 2000
The Corporation completed a number of restructuring actions in 2000
including the process of closing and integrating its warehouses and U.S.
print centers into a new manufacturing organization. Other actions in
North America during 2000 included the continuation of workforce
delayering actions. Since the restructuring program began, the employee
base has been reduced by approximately 4,100 people by December 2000 due
to divestitures contemplated by the restructuring plan (2,600
employees), plant closures and other workforce reduction actions.
The successful completion of several restructuring actions within all
three action areas at lower than anticipated costs, and the current
forecast for outstanding actions, have resulted in the Corporation
reversing charges of $15 million, $68 million and $29 million under the
restructuring program during the fourth quarters of 1998, 1999 and 2000
respectively. These activities included the sale of certain North
American businesses, the favorable settlement of claims related to the
disposition of the European and Australasia Forms businesses and the
negotiation of costs to exit customer contracts and lease agreements at
more favorable terms than originally planned. These reversals also
reflect decisions made by management, during the period, to maintain
some businesses that were originally earmarked for disposal. Gains on
disposals have been credited to the restructuring provision to the
extent that an impairment loss was classified as restructuring in the
original provision.
The carrying value of remaining assets held for disposal as at December
31, 2000 is nil. Results of operations related to assets held for
disposal at December 31, 2000 are sales of $4 million ($39 million in
1999 and $46 million in 1998) and losses from operations of $1 million
in 2000 ($1 million in 1999 and $2 million in 1998). During 2000,
approximately $10 million of severance and termination benefits were
paid out to employees ($17 million in 1999 and $13 million in 1998).
RESTRUCTURING INITIATIVE IN 2001
With a view to streamlining its processes and significantly reducing the
cost structure, the Corporation has announced a number of restructuring
actions in 2001.
The charge for these actions and for the program that continues to be
developed is anticipated to be between $75 and $150 million. Actions to
date comprise primarily severance and termination benefit costs.
Restructuring expenditures will be funded through normal operations and
borrowings from the Corporation's unutilized lines of credit.
RECENTLY ISSUED ACCOUNTING STANDARDS
NOT YET IMPLEMENTED
Management's discussion and analysis of the impact of Canadian and
United States accounting standards issued, but not yet implemented, is
contained in Note 26 to the Consolidated Financial Statements.
23 2000 Annual Report MOORE CORPORATION LIMITED
LIQUIDITY AND CAPITAL RESOURCES
The Corporation's primary source of liquidity is its $168 million committed
revolving credit facility. At December 31, 2000 no amount was drawn under the
facility. This compared favorably to the $37 million drawn down under the same
facility at the end of 1999. This improvement in liquid cash resources was
primarily the result of the issuance of a $70.5 million subordinated convertible
debenture on December 21, 2000. The $168 million facility, which is subject to a
number of financial covenants, matures on August 5, 2002. The Corporation met
the financial covenants at December 31, 2000 and believes it will continue to
meet these covenants in the future.
The Company also maintains uncommitted bank operating lines in the majority of
domestic markets in which it carries on business. These facilities are
maintained to meet any day to day cash needs which may temporarily exceed
locally available cash resources. These facilities amounted for approximately
$49 million at December 31, 2000 of which less than $5 million was drawn.
An additional source of liquidity at December 31, 2000 was the Corporation's
short-term investments in the amount of $11 million. These investments are
highly liquid and with financial institutions of sound credit rating.
In conclusion, while the Corporation's net cash resources declined modestly from
$25 million to $7 million during the 2000 fiscal period, the Corporation
believes it continues to have sufficient bank provided liquidity to effectively
and efficiently manage the foreseeable internal financial needs of its business.
In addition, the Corporation anticipates proceeds from the termination of the
pension plan in the United States of $100 to $150 million before taxes.
CASH FLOW
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- ----------------------------------------------------------------------------------------------
Operating Activities $ 37.3 $ 87.2
Investing Activities (58.8) (148.7)
Financing Activities 2.1 (42.4)
- ----------------------------------------------------------------------------------------------
Decrease in net cash (19.4) (103.9)
Unrealized exchange adjustments 1.4 (2.0)
Cash resources at beginning of year 25.1 131.0
- ----------------------------------------------------------------------------------------------
Cash resources at end of year 7.1 25.1
- ----------------------------------------------------------------------------------------------
Net cash resources (cash and short-term securities less bank loans) of $7
million at December 31, 2000 were $18 million below the $25 million at December
31, 1999. Cash flow from operating activities declined from an inflow of $87
million in 1999 to an inflow of $37 million in 2000. Investing activities
consumed only $59 million of cash in 2000 compared to $149 million in 1999.
Financing activities consumed $42 million of cash in 1999 and provided $2
million of cash in 2000.
2000 Annual Report MOORE CORPORATION LIMITED 24
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION Continued
OPERATING ACTIVITIES
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- ----------------------------------------------------------------------------------------------
Net earnings/(loss) $ (66.4) $ 92.6
Items not affecting cash resources 128.2 32.9
Net change in working capital (24.5) (38.3)
- ----------------------------------------------------------------------------------------------
Cash provided in operating activities 37.3 87.2
- ----------------------------------------------------------------------------------------------
Operating activities provided $37 million of cash in 2000 compared to
$87 million in 1999. This $50 million deterioration resulted mainly from
the operating performance, primarily of Moore North America, discussed
under results of operations. Items not affecting cash resources
increased to $128 million mainly due to the higher depreciation and
amortization of $153 million in 2000 (1999 - $103 million) and the lower
reversal of $29 million in 2000 of restructuring charges (1999 - $68
million). Despite a decline in sales, working capital increased both in
1999 and in 2000. Receivables and inventories declined more than trade
accounts payable but this was insufficient to offset the reduction in
restructuring and other accruals.
INVESTING ACTIVITIES
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- ----------------------------------------------------------------------------------------------
Property, plant and equipment expenditures $ (75.8) $ (100.8)
Software expenditures (28.8) (57.0)
Sale of property, plant and equipment 36.2 14.3
Disposal of businesses 4.4 18.1
Sale of investments 8.8 --
Other investing activities (3.6) (23.3)
- ----------------------------------------------------------------------------------------------
Cash used in investing activities (58.8) (148.7)
- ----------------------------------------------------------------------------------------------
The Corporation made a net investment in its business of $59 million in
2000. Compared to 1999, investing activities used $90 million less cash
in 2000. The property plant and equipment investment program was reduced
to $76 million from $101 million in 1999, primarily due to the operating
performance of 2000. To conserve cash only those projects already
underway, essential projects and those with high expected rates of
return were allowed to proceed. Software expenditures declined by $28
million, from $57 million in 1999 to $29 million in 2000, mainly because
the majority of expenditures related to the Corporation's ERP system was
incurred in 1998 and 1999.
Net capital expenditures for 2001 are expected to be in the range of
4.5% of revenue.
In 2000, the Corporation generated $25 million of cash by selling its
executive office in Illinois and moving into a leased facility. In
addition the Corporation sold its equity investment in JetForm for net
proceeds of $9 million. The Corporation also received $40 million in
cash related to the sale of its carbonless paper operations and the
associated long-term supply contract.
25 2000 Annual Report MOORE CORPORATION LIMITED
FINANCING ACTIVITIES
FOR THE YEAR ENDED DECEMBER 31.
EXPRESSED IN UNITED STATES CURRENCY IN MILLIONS OF DOLLARS 2000 1999
- ----------------------------------------------------------------------------------------------
Dividends $ (17.6) $ (17.7)
Decrease in senior debt (33.2) (19.4)
Convertible debenture issue 58.7 --
Other (5.8) (5.3)
- ----------------------------------------------------------------------------------------------
Cash provided (used) in financing activities 2.1 (42.4)
- ----------------------------------------------------------------------------------------------
In December 2000, the Corporation issued a $70.5 million convertible debenture
maturing June 30, 2009 (see Note 9 for further details). The net proceeds from
the offering were used primarily to repay $58 million of indebtedness under its
committed bank facility. As a result of the convertible debt issue, and after
the payment of $18 million of dividends and a net $33 million decrease in senior
debt, financing activities provided $2 million of cash.
MARKET RISK DISCLOSURE
The risks inherent in the Corporation's market risk sensitive instruments and
positions is summarized as: the potential loss arising from adverse changes in
interest rates, credit worthiness, foreign currency exchange rates, marketable
equity security prices and certain commodity prices.
INTEREST RATES
The Corporation is exposed to interest rate risk arising from fluctuations in
interest rates on its drawings under its committed syndicated and other bank
lines. This exposure at year-end was nominal, as floating rate debt was less
than 5% of total debt outstanding. The Corporation is also exposed to price risk
in respect of its fixed rate debt instruments. (See Note 9 to the consolidated
financial statements) The Chief Financial Officer of the Corporation, is
authorized to enter into interest rate conversion agreements ("Swaps") with
notional amounts of up to $200 million to manage the interest rate and pricing
risk associated with its debt. The use of swaps is subject to a policy which
requires that no derivative transaction be effected for the purpose of
establishing a speculative or a leveraged position and sets criteria for the
credit worthiness of the transaction counterparties.
CREDIT RISK
The Corporation is exposed to credit risk with respect to its short-term
deposits and bond portfolio. The credit risk is minimized substantially by
ensuring that these financial assets are placed with highly rated
governments and financial institutions.
The Corporation is exposed to credit risk with respect to its accounts
receivable. This is minimized by the Corporation's large, diverse customer base,
dispersed over various geographic regions and industrial sectors. The
Corporation follows a program of credit evaluations of customers and limits the
amount of credit extended when deemed necessary. The Corporation maintains
provisions for potential credit losses, and any such losses to date have been
within management's expectations.
2000 Annual Report MOORE CORPORATION LIMITED 26
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION Continued
FOREIGN CURRENCY
To date the Corporation has used derivative financial instruments
primarily to reduce its limited transactional risk to foreign currency
movements. The Corporation's exposure to foreign currency movements is
limited because the operational input and output of its various
subsidiaries and business units are substantially in the domestic
currency of the country in which they carry on business. To the extent
an input or output is not in the functional currency of the operating
unit, the Corporation enters into a foreign currency forward contract to
hedge the currency risk. The Corporation does not use foreign currency
forward contracts for trading purposes. At December 31, 2000 the
following unrecognized currency forwards were outstanding:
EXPRESSED IN CURRENCY UNITS
FOREIGN CURRENCY CURRENCY AMOUNT US$ EQUIVALENT US$ MARKET VALUE, DEC 31, 2000 US$ NOTIONAL GAIN (LOSS)
- -----------------------------------------------------------------------------------------------------------------------
Euro 9,696,638 8,912,086 9,028,592 (116,506)
British Pounds 6,000,000 8,824,500 9,001,200 (176,700)
Swiss Francs 965,000 585,523 600,722 (15,199)
- -----------------------------------------------------------------------------------------------------------------------
Total 18,322,109 18,630,514 (308,405)
- -----------------------------------------------------------------------------------------------------------------------
In addition, the Corporation invests surplus cash in U.S. dollars or
hedges foreign currency investments into U.S. dollars. At December 31,
2000 the Corporation's Brazilian subsidiary had swapped investments
totalling 2 million Brazilian Reals into U.S. dollars. On maturity of
the swap contracts the Brazilian subsidiary will receive or make a
payment such that the Brazilian Real investments will have a U.S. dollar
value of $1,029,501 at their maturity. At December 31, 2000 the market
value of the swap contracts was 4,602 Brazilian Reals or $2,354 at the
spot exchange rate of 1.955 Reals per U.S. dollar.
MARKETABLE EQUITY SECURITIES
Marketable equity securities have exposure to price risk. At December
31, 2000 they are recorded at a written down value of nil and have a
fair value of approximately $802,000.
COMMODITIES
Paper continues to be the most significant item of raw material. The
price of paper is subject to fluctuations. To reduce price risk caused
by market fluctuations, the Corporation has incorporated price
adjustment clauses in certain sales contracts. An independent index is
used and adjustments are triggered based on certain criteria. The
Corporation makes modest purchases of spot paper tonnage in order to
gauge the market price of paper without jeopardizing supply to its
plants.
27 2000 Annual Report MOORE CORPORATION LIMITED
YEAR 2000
The Corporation established a plan to address the impact of Year 2000 on its
information technology systems and processes, including those involved in
providing services to its customers, and treated the Year 2000 issue as a
business priority.
The cost for the entire Year 2000 program was forecasted at approximately
$42 million, which was funded through normal operations. Expenditures
totalled $42.7 million with $17.4 million charged to the 1999 earnings and
$25.3 million in 1998.
The change in date occurred with no adverse impact on the Corporation and
management considers that the risk related to future exposure to Year 2000
issues is minimal.
FORWARD-LOOKING STATEMENTS
This Annual Report (including Management's Discussion and Analysis) as well
as other reports, presentations to analysts and others, and in filings with
Securities Regulators, contain statements relating to future results of the
Corporation (including certain anticipated, planned, forecasted, expected,
targeted and estimated results) that are "forward-looking statements" as
defined in the U.S. Private Securities Litigation Reform Act of 1995. Readers
are cautioned not to place undue reliance on these forward-looking statements
and any such forward-looking statements are qualified in their entirety by
reference to the following cautionary statements. All forward-looking
statements speak only as of the date hereof and are based on current
expectations and involve a number of assumptions, risks and uncertainties
that could cause the actual results to differ materially from such
forward-looking statements. Factors that could cause such material
differences include, without limitation, the following: the effects of paper
price fluctuations, successful execution of key strategies, the rate of
migration from paper-based forms to digital formats, future growth rates in
the Corporation's Customer Communications Services businesses, the impact of
currency fluctuations in the countries in which the Corporation operates,
general economic and other factors beyond the Corporation's control, and
other assumptions, risks and uncertainties described in this Annual Report
and from time to time in the Corporation's periodic filings with Securities
Regulators.
2000 Annual Report MOORE CORPORATION LIMITED 28
CONSOLIDATED BALANCE SHEET
- --------------------------------------------------------------------------------------
AS AT DECEMBER 31
EXPRESSED IN UNITED STATES CURRENCY IN THOUSANDS OF DOLLARS 2000 1999
- --------------------------------------------------------------------------------------
ASSETS
Current assets:
Cash and short-term securities $ 36,538 $ 38,179
Accounts receivable, less allowance for
doubtful accounts of $15,274 (1999 - $13,924) 407,304 477,083
Inventories (Note 3) 154,484 178,666
Prepaid expenses 22,683 23,930
Deferred income taxes 78,632 33,002
- --------------------------------------------------------------------------------------
Total current assets 699,641 750,860
- --------------------------------------------------------------------------------------
Property, plant and equipment - net (Note 4) 409,099 458,808
Investments (Note 5) 33,650 69,262
Prepaid pension cost (Note 13) 312,180 38,435
Goodwill - net (Note 6) 130,530 156,867
Deferred income taxes 125,035 --
Other assets (Note 7) 158,291 156,061
- --------------------------------------------------------------------------------------
Total assets $1,868,426 $1,630,293
- --------------------------------------------------------------------------------------
LIABILITIES
Current liabilities:
Bank loans $ 29,428 $ 13,086
Accounts payable and accruals (Note 8) 400,057 533,010
Short-term debt (Note 9) 2,709 40,140
Dividends payable 4,423 4,423
Income taxes 31,168 31,805
Deferred income taxes 462 --
- --------------------------------------------------------------------------------------
Total current liabilities 468,247 622,464
- --------------------------------------------------------------------------------------
Long-term debt (Note 9) 272,465 201,686
Post-retirement benefits (Note 14) 243,374 --
Deferred income taxes 191,121 24,439
Other liabilities (Note 10) 57,289 94,449
Equity of minority shareholders in subsidiary corporations 11,245 14,581
- --------------------------------------------------------------------------------------
Total liabilities 1,243,742 957,619
- --------------------------------------------------------------------------------------
SHAREHOLDERS' EQUITY
Share capital (Note 11) 310,881 310,881
Equity portion of subordinated convertible debentures 8,343 --
Unrealized foreign currency translation adjustments (Note 12) (126,360) (118,256)
Retained earnings 431,821 480,049
- --------------------------------------------------------------------------------------
624,685 672,674
- --------------------------------------------------------------------------------------
Total liabilities and shareholders' equity $ 1,868,426 $1,630,293
- --------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------
Approved by the Board of Directors:
/S/ THOMAS E. KIERANS /S/ ROBERT G. BURTON
Chairman of the Board President and Chief Executive Officer
29 2000 Annual Report MOORE CORPORATION LIMITED
CONSOLIDATED STATEMENT OF EARNINGS
- ---------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31 EXPRESSED IN UNITED STATES
CURRENCY AND, EXCEPT EARNINGS (LOSS) PER SHARE, IN
THOUSANDS OF DOLLARS 2000 1999 1998
- ---------------------------------------------------------------------------------------------------
Sales $2,258,418 2,425,116 $2,717,702
- ---------------------------------------------------------------------------------------------------
Cost of sales 1,577,362 1,641,976 1,891,249
Selling, general and administrative expenses 578,642 585,316 697,325
Provision for (recovery of) restructuring costs (Note 17) (24,033) (68,410) 615,000
Depreciation and amortization 151,518 101,335 117,808
Research and development expense 21,163 23,218 26,820
- ---------------------------------------------------------------------------------------------------
2,304,652 2,283,435 3,348,202
- ---------------------------------------------------------------------------------------------------
Income (loss) from operations (46,234) 141,681 (630,500)
Investment and other income (loss) (Notes 5 and 15) (9,797) 11,113 6,636
Interest expense (Note 15) 25,561 24,184 19,054
- ---------------------------------------------------------------------------------------------------
Earnings (loss) before income taxes and minority interests (81,592) 128,610 (642,918)
Income tax expense (recovery) (Note 18) (17,377) 35,286 (94,330)
Minority interests 2,157 725 (722)
- ---------------------------------------------------------------------------------------------------
Net earnings (loss) $ (66,372) $ 92,599 $ (547,866)
- ---------------------------------------------------------------------------------------------------
Net earnings (loss) per common share (Note 19) $ (0.75) $ 1.05 $(6.19)
- ---------------------------------------------------------------------------------------------------
Average shares outstanding (in thousands) 88,457 88,457 88,456
- ---------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF RETAINED EARNINGS
- -------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31
EXPRESSED IN UNITED STATES CURRENCY IN THOUSANDS OF DOLLARS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------------------
Balance at beginning of year, as reported $480,049 $ 405,142 $ 987,065
Change in accounting policy:
Income taxes (Note 2) 2,443 -- --
Employee future benefits (Note2) 33,295 -- --
- -------------------------------------------------------------------------------------------------------------------
Balance at beginning of year, as restated 515,787 405,142 987,065
Net earnings (loss) (66,372) 92,599 (547,866)
- -------------------------------------------------------------------------------------------------------------------
449,415 497,741 439,199
Dividends 20CENTS per share (20CENTS in 1999 and 38.5CENTS in 1998) 17,594 17,692 34,057
- -------------------------------------------------------------------------------------------------------------------
Balance at end of year $431,821 $ 480,049 $ 405,142
- -------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------------
2000 ANNUAL REPORT MOORE CORPORATION LIMITED 30
CONSOLIDATED STATEMENT OF CASH FLOWS
- ----------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31
EXPRESSED IN UNITED STATES CURRENCY IN THOUSANDS OF DOLLARS 2000 1999 1998
- ----------------------------------------------------------------------------------------------------------------------
OPERATING ACTIVITIES
Net earnings (loss) $ (66,372) $ 92,599 $(547,866)
- ----------------------------------------------------------------------------------------------------------------------
Items not affecting cash resources:
Capital asset amortization (a) 152,546 102,943 119,934
Loss (gain) on sale of property, plant and equipment 2,630 2,082 (4,671)
Equity in (earnings) loss of associated corporations (240) (105) 775
Loss (gain) on sale of investments 11,974 -- (14,973)
Gain on sale of businesses -- (7,269) (4,698)
Provision for restructuring costs, net of cash (29,028) (68,410) 596,719
Deferred income taxes (22,267) 16,552 (73,410)
Other 12,607 (12,882) 15,234
- ----------------------------------------------------------------------------------------------------------------------
128,222 32,911 634,910
- ----------------------------------------------------------------------------------------------------------------------
Decrease (increase) in working capital other than cash resources:
Accounts receivable 69,780 2,003 (3,027)
Inventories 24,181 (2,016) 18,613
Accounts payable and accruals (129,994) (45,549) (82,340)
Income taxes (639) 844 22,515
Deferred income taxes 9,240 8,928 7,676
Other 2,902 (2,521) (11,958)
- ----------------------------------------------------------------------------------------------------------------------
(24,530) (38,311) (48,521)
- ----------------------------------------------------------------------------------------------------------------------
Total $ 37,320 $ 87,199 $38,523
- ----------------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditure for property, plant and equipment $ (75,786) $ (100,837) $(75,449)
Sale of property, plant and equipment 36,243 14,319 22,346
Decrease (increase) in long-term receivables 527 (1,538) 4,903
Acquisition of businesses (3,351) (8,077) (31,267)
Disposal of businesses 4,361 18,143 13,167
Proceeds from sale of investments 8,817 -- 21,629
Taxes on sale of an investment -- -- (16,519)
Software expenditures (28,795) (57,035) (60,717)
Other (842) (13,628) (9,857)
- ----------------------------------------------------------------------------------------------------------------------
Total $ (58,826) $ (148,653) $(131,764)
- ----------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Dividends $ (17,594) $ (17,692) $(50,420)
Addition to debt 251,942 239,734 141,695
Reduction in debt (285,146) (259,106) (61,871)
Issue of subordinated convertible debentures 58,660 -- --
Other (5,753) (5,313) (835)
- ----------------------------------------------------------------------------------------------------------------------
Total $ 2,109 $ (42,377) $28,569
- ----------------------------------------------------------------------------------------------------------------------
Decrease in cash resources before unrealized exchange adjustments $ (19,397) $ (103,831) $(64,672)
Unrealized exchange adjustments 1,414 (2,047) (336)
- ----------------------------------------------------------------------------------------------------------------------
Decrease in cash resources (17,983) (105,878) (65,008)
Cash resources at beginning of year (b) 25,093 130,971 195,979
- ----------------------------------------------------------------------------------------------------------------------
Cash resources at end of year (b) $ 7,110 $ 25,093 $130,971
- ----------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------
(a) Includes depreciation that has been classified in research and
development expense.
(b) Cash resources are defined as cash and short-term securities less
bank loans.
31 2000 ANNUAL REPORT MOORE CORPORATION LIMITED
YEAR ENDED DECEMBER 31
EXPRESSED IN UNITED STATES CURRENCY
1. SUMMARY OF ACCOUNTING POLICIES
ACCOUNTING PRINCIPLES:
Moore Corporation Limited is incorporated under the laws of the Province of
Ontario, Canada. Moore designs and manufactures forms, print management and
related products which includes label systems and integrated business
solutions including personalized direct marketing, statement printing and
database management.
The consolidated financial statements are prepared in accordance with
accounting principles generally accepted in Canada.
PRINCIPLES OF CONSOLIDATION:
The financial statements of entities which are controlled by the Corporation,
referred to as subsidiaries, are consolidated; entities which are jointly
controlled are proportionately consolidated; entities which are not
controlled and which the Corporation has the ability to exercise influence
over are accounted for using the equity method; and investments in other
entities are accounted for using the cost method.
REVENUE RECOGNITION:
The Corporation recognizes product and related services revenue at the time
of shipment to the customer. Under some contracts with certain customers,
custom forms may be stored for future delivery. In these cases, delivery and
billing schedules are outlined in the contracts and revenue is recognized
when manufacturing is complete and the order invoiced.
TRANSLATION OF FOREIGN CURRENCIES:
The consolidated financial statements are expressed in United States currency
because a significant part of the net assets and earnings are located or
originate in the United States. Except for the foreign currency financial
statements of subsidiaries in countries with highly inflationary economies,
Canadian and other foreign currency financial statements have been translated
into United States currency on the following bases: all assets and
liabilities at the year-end rates of exchange; income and expenses at average
exchange rates during the year.
Net unrealized exchange adjustments arising on translation of foreign
currency financial statements are charged or credited directly to
shareholders' equity and shown as unrealized foreign currency translation
adjustments.
Realized exchange losses or gains are included in earnings. Unrealized
exchange losses or gains related to monetary items with a fixed or
ascertainable life extending beyond the end of the following fiscal year are
deferred and amortized over the remaining life of the asset or liability.
The foreign currency financial statements of subsidiaries in countries with
highly inflationary economies are translated into United States currency
using the temporal method whereby monetary items are translated at current
rates of exchange, and non-monetary items are translated at historical rates
of exchange. The only highly inflationary economy in which the Corporation
operates is Venezuela.
FINANCIAL INSTRUMENTS:
The Corporation enters into forward exchange contracts to manage exposures
resulting from foreign exchange fluctuations in the ordinary course of
business. The contracts are normally for terms up to six months and are used
as hedges of foreign denominated revenue streams, costs and loans. The
unrealized gains and losses on outstanding contracts are offset against the
gains and losses of the hedged item.
Short-term securities consist of investment grade, highly liquid instruments
of highly rated governments, financial institutions and corporations.
Unless disclosed otherwise in the notes to the consolidated financial
statements, the estimate fair value of financial assets and liabilities
approximates carrying value.
2000 ANNUAL REPORT MOORE CORPORATION LIMITED 32
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Inventories:
Inventories of raw materials and work in process are valued at the lower of
cost and replacement cost and inventories of finished goods at the lower of
cost and net realizable value. In the United States the cost of the principal
raw material inventories and the raw material content of work in process and
finished goods inventories is determined on the last-in, first-out basis. The
cost of all other inventories is determined on the first-in, first-out basis.
Property, Plant and Equipment and Depreciation:
Property, plant and equipment are stated at historical cost after deducting
investment tax credits and other grants on eligible capital assets.
Depreciation is provided on a basis that will amortize the cost of
depreciable assets over their estimated useful lives using the straight-line
method. All costs for repairs and maintenance are expensed as incurred.
The estimated useful lives of buildings range from 20 to 50 years and of
machinery and equipment from 3 to 17 years.
Gains or losses on the disposal of property, plant and equipment are included
in investment and other income, and the cost and accumulated depreciation
related to these assets are removed from the accounts.
Goodwill:
The estimated useful life of goodwill arising from acquisitions is determined
based on the particular circumstances of each investment. Goodwill is
amortized on a straight-line basis over its estimated useful life, not
exceeding 40 years. On a regular basis, the Corporation reviews the valuation
and amortization of goodwill, including any events and circumstances, which
may have impaired the carrying value. The evaluation for impairment of
goodwill is determined by assessing recoverability based on undiscounted
future earnings and cashflows of the related business. Any permanent
impairment in the value of goodwill is written off against earnings.
Amortization of Deferred Charges:
Deferred charges include certain costs to acquire and develop internal use
computer software, which is amortized over its estimated useful life using
the straight-line method, up to a maximum of seven years.
Deferred debt issue costs are amortized over the term of the related debt
using the effective interest rate method.
Income Taxes:
The Corporation applies the liability method of tax allocation for accounting
for income taxes. Under the liability method, deferred tax assets and
liabilities are determined based on differences between the financial
reporting and tax bases of assets and liabilities and are measured using the
substantially enacted tax rates and laws that will be in effect when the
differences are expected to reverse. The effect of a change in income tax
rates on deferred income tax liabilities and assets is recognized in income
in the period that the change occurs.
No provision has been made for taxes on undistributed earnings of
subsidiaries not currently available for paying dividends as such earnings
have been reinvested in the business.
Stock-based Compensation:
The Corporation has stock-based compensation plans as described in Note 11.
The amount granted is expensed when earned by the relevant participants of
the plans.
Use of Estimates:
The consolidated financial statements have been prepared in conformity with
generally accepted accounting principles and, as such, include estimates
and assumptions of management that affect the amounts reported in the
consolidated financial statements. Actual results could differ from these
estimates.
33 2000 Annual Report MOORE CORPORATION LIMITED
2. CHANGES IN ACCOUNTING POLICIES
CICA Section 3461 Employee Future Benefits
Effective January 1, 2000, the Corporation adopted the recommendations of the
Canadian Institute of Chartered Accountants' (CICA) Handbook Section 3461
Employee Future Benefits. Under past Canadian standards, the Corporation
recognized the cost of post employment benefits other than pensions as an
expense when paid. The new standard requires that the expected costs of the
employees' post retirement benefits be expensed during the years that the
employees render services to the Corporation. In addition, the new standard
changes the accounting for recognition of involuntary termination benefits.
For accrual purposes, the new standard requires that benefit arrangements be
communicated to employees in sufficient detail to enable them to determine
the type and the amount of benefits they will receive when their employment
is terminated. Past Canadian standards did not require this condition and
included in the Corporation's 1998 restructuring charge were special
termination benefits not yet communicated to employees.
The new standard was applied retroactively without restatement of prior year
financial statements. The cumulative effect of this change, as of January 1,
2000, resulted in the following increases:
- ------------------------------------------------------------------------------
IN THOUSANDS
- ------------------------------------------------------------------------------
Assets $231,946
Liabilities 198,651
- ------------------------------------------------------------------------------
Opening retained earnings $ 33,295
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
CICA Section 3465 Accounting for Income Taxes
Effective January 1, 2000, the Corporation adopted the new recommendations of
the CICA with respect to accounting for income taxes. This represented a
change from the deferral method of tax allocation to the liability method of
tax allocation.
The new standard was applied retroactively without restatement of prior year
financial statements. The cumulative effect of the change as of January 1,
2000 resulted in the following increases:
- ------------------------------------------------------------------------------
IN THOUSANDS
- ------------------------------------------------------------------------------
Current deferred tax assets $ 7,704
Long-term deferred tax assets 62,138
Current deferred tax liabilities 672
Long-term deferred tax liabilities 66,727
- ------------------------------------------------------------------------------
Opening retained earnings $ 2,443
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
3. INVENTORIES
- ------------------------------------------------------------------------------
IN THOUSANDS 2000 1999
- ------------------------------------------------------------------------------
Raw materials $ 43,010 $42,653
Work in process 14,612 15,918
Finished goods 93,441 115,555
Other 3,421 4,540
- ------------------------------------------------------------------------------
$154,484 $178,666
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
The current cost of these inventories exceeds the last in first out cost by
approximately $16,593,000 at December 31, 2000 (1999 - $17,757,000).
2000 Annual Report MOORE CORPORATION LIMITED 34
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
4. PROPERTY, PLANT AND EQUIPMENT
- -------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------
Land $ 13,521 $ 23,595
Buildings 185,518 204,754
Machinery and equipment 932,879 971,473
----------------------------
1,131,918 1,199,822
Less: Accumulated depreciation 722,819 741,014
- -------------------------------------------------------------------
$ 409,099 $ 458,808
- -------------------------------------------------------------------
5. INVESTMENTS
- -------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------
Investments:
Accounted for on the equity basis $ 2,412 $ 5,521
Accounted for on the cost basis -- 19,909
Long term bonds 22,256 33,968
Other investments 8,982 9,864
- -------------------------------------------------------------------
$ 33,650 $ 69,262
- -------------------------------------------------------------------
In 1999, the Corporation purchased a 40% equity interest in Quality Color
Press Inc. In 2000, this investment was increased and consequently, the
Corporation changed its accounting for the investment in Quality Color Press
from equity method to full consolidation.
In 2000, the Corporation took an impairment charge on the cost basis
investment in JetForm Corporation Inc. and subsequently divested its entire
holdings of 2.4 million shares resulting in a recorded loss of $8,474,000.
The Corporation also recorded a $3,500,000 charge for impairment against its
investment in common shares and secured convertible note receivable of Vista
Information Solutions Inc. based on a decline in the fair value of the
underlying securities.
The fair value of investments accounted for on the cost basis is
approximately $802,000 as at December 31, 2000 (1999 - $15,656,000). Fair
value is calculated by reference to quoted market prices.
6. GOODWILL
- -------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------
Goodwill $ 411,821 $ 407,635
Less: Accumulated amortization 281,291 250,768
- -------------------------------------------------------------------
$ 130,530 $ 156,867
- -------------------------------------------------------------------
During 2000, the Corporation recorded a charge of $20,965,000, included in
depreciation and amortization, to reflect a permanent impairment in the
recoverability of goodwill related to Colleagues Group plc. The impairment
resulted from a significant sales decline, customer turnover, and management
changes.
35 2000 Annual Report MOORE CORPORATION LIMITED
7. OTHER ASSETS
- -------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------
Computer software, net of accumulated
amortization of $73,310
(1999 - $33,482) $ 127,999 $ 139,032
Deposits and other receivables 3,801 5,057
Deferred debt issue costs 11,848 --
Other 14,643 11,972
- -------------------------------------------------------------------
$ 158,291 $ 156,061
- -------------------------------------------------------------------
During 2000, the Corporation conducted an internal review of its Enterprise
Resource Planning (ERP) system with the objective of maximizing benefit
realization in the most timely manner possible. As part of this process, the
Corporation recorded a charge of $13,752,000, included in depreciation and
amortization, for the write-off of certain computer software costs, primarily
related to a component of its ERP system, which will not be deployed. Further
decisions may be made in 2001 to change other deployment plans or processes,
which could result in additional impairments in the carrying value of the ERP
asset.
8. ACCOUNTS PAYABLE AND ACCRUALS
- -------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------
Trade accounts payable $ 115,030 $ 148,901
Other payables 73,073 95,451
- -------------------------------------------------------------------
188,103 244,352
- -------------------------------------------------------------------
Accrued payroll costs 38,323 54,097
Accrued employee benefit costs 20,863 27,203
Provision for restructuring costs 45,961 92,791
Other accruals 106,807 114,567
- -------------------------------------------------------------------
211,954 288,658
- -------------------------------------------------------------------
$ 400,057 $ 533,010
- -------------------------------------------------------------------
9. DEBT
- ----------------------------------------------------------------------------
IN THOUSANDS 2000 1999
- ----------------------------------------------------------------------------
Senior guaranteed notes:
Series A, 7.84%, maturing March 25, 2006 $ 85,500 $ 85,500
Series B, 8.05%, maturing March 25, 2009 114,500 114,500
Senior revolving term credit facility -- 37,000
Subordinated convertible debentures, 8.7%,
maturing June 30, 2009 62,157 --
Other long-term debt, including capitalized
leases 13,017 4,826
-----------------------------
275,174 241,826
Current portion of debt 2,709 40,140
- ----------------------------------------------------------------------------
Long-term portion of debt $ 272,465 $ 201,686
- ----------------------------------------------------------------------------
On March 25, 1999, the Corporation placed $200,000,000 senior guaranteed
notes in the United States private placement market that pay interest
semi-annually.
On August 5, 1999, the Corporation entered into a committed revolving term
facility with a group of nine banks. The facility of $168,000,000, matures
on August 5, 2002 and bears interest at a variable rate based on the
utilization and the leverage ratio of the Corporation. The weighted average
interest rate during 2000 was 7.9% (1999 - 5.9%).
2000 Annual Report MOORE CORPORATION LIMITED 36
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
On December 21, 2000, the Corporation issued subordinated convertible
debentures in the amount of $70,500,000. The debentures are convertible at
the holder's option into common shares at a conversion price of $3.25 per
share. The debentures are redeemable at the Corporation's option at any time
on or after the fifth anniversary date as follows: 105.8% of the principal
amount during the period up to and including the sixth anniversary date;
102.9% of the principal amount during the period from the sixth anniversary
up to and including the seventh anniversary date; thereafter at 100.0% of the
principal amount.
For financial reporting purposes, the debentures have a liability and equity
component. The liability component of $62,157,000, classified as long-term
debt, represents the present value of interest and principal payments
discounted at a rate of interest applicable to a debt only instrument of
comparable term and risk. The equity component of $8,343,000, representing
the value of the conversion option, was calculated as the difference between
the proceeds and liability component. Over the life of this instrument, the
$62,157,000 will accrete to $70,500,000 to provide an annual interest expense
equal to the market interest rate of similar debt instruments.
Other long-term debt, including capital leases of $2,549,000 (1999 -
$1,686,000), bears interest at rates ranging from 2.54% to 14.21% and matures
on various dates to 2006. The weighted average interest rate on other
long-term debt is 6.97% (1999 - 9.78%). Loans of other subsidiaries amounting
to $8,580,000 (1999 - $790,000) are payable in currencies other than United
States dollars.
The fair value of the senior guaranteed notes, based on borrowing rates
currently available to the Corporation for debt issues with similar terms and
maturities, is approximately $175,000,000.
The senior guaranteed notes and revolving term credit facility agreements
include certain debt covenants calculated on a quarterly basis including, but
not limited to, tests of net worth, leverage and interest coverage.
The net book value of assets subject to lien approximates $23,200,000 (1999 -
$5,200,000). The liens are primarily mortgages against property, plant and
equipment and pledges of accounts receivable, inventory, and other current
assets.
For the years 2001 through 2005, payments required on long-term debt are as
follows: 2001 - $2,709,000; 2002 - $2,618,000; 2003 - $2,288,000; 2004 -
$1,440,000, and 2005 - $3,115,000.
10. OTHER LIABILITIES
- -------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------
Unfunded pension obligations $ 25,820 $ 16,112
Provision for restructuring costs -- 65,300
Long-term supply agreement 24,028 --
Other 7,441 13,037
- -------------------------------------------------------------------
$ 57,289 $ 94,449
- -------------------------------------------------------------------
During 2000, the Corporation entered into a long-term supply agreement
for the purchase of certain materials. Proceeds received on the agreement
have been deferred and are being amortized over a period of five years.
Included in accounts payable and accruals is $7,200,000 representing the
current portion.
11. SHARE CAPITAL
The Corporation's articles of incorporation provide that its authorized share
capital be divided into an unlimited number of common shares without par
value and an unlimited number of preference shares without par value,
issuable in one or more series. The preference shares are non-voting except
on arrears of dividends.
Changes in the issued common share capital
- ----------------------------------------------------------------------------
AMOUNT
SHARES ISSUED (in thousands)
- ----------------------------------------------------------------------------
Balance, December 31, 1997 88,449,140 $ 310,765
Exercise of executive stock options 4,700 69
Employee awards 3,100 47
- ----------------------------------------------------------------------------
Balance, December 31, 1998, 1999 and 2000 88,456,940 $ 310,881
- ----------------------------------------------------------------------------
37 2000 Annual Report MOORE CORPORATION LIMITED
The Corporation has a long-term incentive program under which stock options
and restricted stock awards may be granted to certain key employees. As at
December 31, 2000, 171,700 common shares were available for grants (1999 -
880,400; 1998 - nil). The exercise price under all options is the fair market
value of the shares covered by the option on the day prior to the date of
grant. Prior to July, 1998, options granted vest at 20% per annum from the
date of grant. Options granted subsequent to June, 1998 vest in four years
or, on the attainment of targeted performance measures, at 25% per annum.
Upon retirement, all options become vested. Options granted prior to 1999 are
eligible for exercise for five years after the date of retirement. Options
granted in 1999 and 2000 are eligible for exercise for one year after the
date of retirement. The options expire not more than 10 years from the date
granted. There are no restricted stock awards outstanding.
Certain senior executives participate in a long-term incentive performance
plan to help focus executive management on the long-term profitable growth of
the Corporation. Annual grants, contingent on financial performance, are
denominated in the Corporation's common shares and are earned over a
three-year period. At December 31, 2000, 116,658 contingent share units are
outstanding at a cost base of nil (1999 - $3,056,000).
During the year, the Corporation issued share units as employee stock based
compensation equivalent to 23,608 (1999 - 8,415; 1998 - 407,629) common
shares. Share units are exercisable for either cash or common shares. At
December 31, 2000, there were no share units outstanding. In 2000, the total
cost of stock based employee compensation awards was nil (1999 - $3,095,000;
1998 - $4,502,000).
During 1998, the Corporation purchased for cancellation a total of 1,182,940
options, all with the consent of the stock exchanges on which the
Corporation's common shares are listed.
As at December 31, 2000, there were no issued preference shares. On December
11, 2000 the Board of Directors approved the creation of Series 1 Preference
Shares. Each Series 1 Preference Share will be non-voting and will entitle
the holder to a non-cumulative preferential annual dividend of CDN $.001 and
to receive any dividend paid on a common share. In the event of liquidation,
dissolution or winding-up of the Corporation, a holder of a Series 1
Preference Share will be entitled to receive a preferential amount of CDN
$0.001, together with all dividends declared and unpaid thereon. Thereafter,
the Series 1 Preference Shares and common shares rank equally with each other
on a share-for-share basis. Stock options to acquire 1,580,000 Series 1
Preference Shares were issued on December 11, 2000 and vest at 25% per annum.
A summary of the Corporation's stock option activity for the three years
ended December 31, 2000 is presented below (in Canadian currency):
2000 1999 1998
- ---------------------------------------------------------------------------------------------------------
WEIGHTED- WEIGHTED- WEIGHTED-
AVERAGE AVERAGE AVERAGE
EXERCISE EXERCISE EXERCISE
SHARES PRICE SHARES PRICE SHARES PRICE
- ---------------------------------------------------------------------------------------------------------
COMMON SHARES
Options outstanding at
beginning of year 6,352,486 $ 18.73 5,281,686 $ 27.88 5,083,800 $ 26.97
Options granted 1,068,000 4.10 1,789,500 11.47 3,173,906 18.38
Options lapsed (910,800) 17.81 (364,700) 22.53 (1,636,080) 24.27
Options exercised -- -- -- -- (4,700) 20.94
Options cancelled -- -- (241,800) 25.41 (1,184,140) 26.62
Options expired -- -- (112,200) 34.88 (151,100) 28.56
- ---------------------------------------------------------------------------------------------------------
Options outstanding at year-end 6,509,686 $ 16.46 6,352,486 $ 18.73 5,281,686 $ 27.88
- ---------------------------------------------------------------------------------------------------------
Options exercisable at year-end 3,383,646 $ 19.84 1,600,093 $ 23.82 1,338,492 $ 25.51
- ---------------------------------------------------------------------------------------------------------
SERIES 1
PREFERENCE SHARES
Options outstanding at
beginning of year -- $ --
Options granted 1,580,000 3.65
- ---------------------------------------------------------------------------------------------------------
Options outstanding at year-end 1,580,000 $ 3.65
- ---------------------------------------------------------------------------------------------------------
Options exercisable at year-end -- $ --
- ---------------------------------------------------------------------------------------------------------
2000 Annual Report MOORE CORPORATION LIMITED 38
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
The following tables summarize information about stock options outstanding at
December 31, 2000 (in Canadian currency):
OPTIONS OUTSTANDING OPTIONS EXERCISABLE
- ----------------------------------------------------------------------------------------------------------------------
Number Weighted-Average Number
Range of Outstanding at Remaining Contractual Weighted-Average Exercisable at Weighted-Average
Exercise Prices December 31, 2000 Life (Years) Exercise Price December 31, 2000 Exercise Price
- ----------------------------------------------------------------------------------------------------------------------
Common shares:
$3 to 8 954,000 9.9 $ 3.94 -- $ --
$9 to 15 1,803,806 8.5 11.87 708,506 11.81
$16 to 23 2,359,000 7.3 18.83 1,572,100 18.61
$24 to 30 1,392,880 5.1 26.96 1,103,040 26.75
- ----------------------------------------------------------------------------------------------------------------------
$3 to 30 6,509,686 6.5 $ 16.46 3,383,646 $ 19.84
- ----------------------------------------------------------------------------------------------------------------------
Series 1
Preference Shares:
$0 to 4 1,580,000 10.0 $ 3.65 -- $ --
- ----------------------------------------------------------------------------------------------------------------------
$0 to 4 1,580,000 10.0 $ 3.65 -- $ --
- ----------------------------------------------------------------------------------------------------------------------
12. UNREALIZED FOREIGN CURRENCY TRANSLATION ADJUSTMENTS
- -------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- -------------------------------------------------------------------------------------------
Balance at beginning of year $ (118,256) $ (105,878) $ (112,218)
Translation adjustments related to net assets
of foreign operations (8,104) (12,378) (6,402)
Amounts transferred to income on sale or
liquidation of foreign operations -- -- 12,742
- -------------------------------------------------------------------------------------------
Balance at end of year $ (126,360) $ (118,256) $ (105,878)
- -------------------------------------------------------------------------------------------
The translation adjustments for each year result from the variation from year
to year in rates of exchange at which foreign currency net assets are
translated to United States currency.
During 1998, foreign currency translation losses relate to the dispositions
of the European and Australasian forms and labels businesses.
13. RETIREMENT PROGRAMS
Defined Benefit Pension Plans
The Corporation and its subsidiaries have several programs covering
substantially all of the employees in Canada, the United States, Puerto Rico
and the United Kingdom.
In 2000, the Corporation changed its measurement date from December 31 to
November 30. The effect of this change was not significant. The following
data is based upon reports from independent consulting actuaries as at
November 30 for 2000, and December 31 for 1999 and 1998:
39 2000 Annual Report MOORE CORPORATION LIMITED
UNITED STATES CANADA INTERNATIONAL
- ---------------------------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998 2000 1999 1998 2000 1999 1998
- ---------------------------------------------------------------------------------------------------------------------------
FUNDED STATUS
Actuarial present value of:
Projected benefit obligation
at beginning of year $685,753 $636,409 $569,944 $ 79,889 $ 68,085 $ 67,513 $124,175 $121,380 $ 69,208
Service cost 13,287 11,965 12,095 3,076 2,331 2,279 133 220 3,229
Interest cost 52,658 50,343 48,579 5,761 5,644 5,269 9,277 9,484 5,541
Amendments 16,000 1,765 10,393 -- -- (1,472) -- -- 18,563
Actuarial loss (gain) (35,740) 1,169 34,504 2,467 780 4,583 (7,162) 4,567 2,330
Effect of curtailment (30,011) -- -- -- -- -- -- -- --
Effect of settlement -- -- -- -- -- -- -- -- 48,766
Effect of dispositions -- -- -- -- -- -- -- -- (16,006)
Foreign currency
exchange rate changes -- -- -- (3,474) 4,215 (4,638) (12,783) (3,474) 468
Benefits paid (44,269) (39,915) (39,106) (5,517) (5,270) (5,449) (13,234) (6,472) (10,719)
------------------------------------------------------------------------------------------
Projected benefit obligation
at end of year $657,678 $661,736 $636,409 $ 82,202 $ 75,785 $ 68,085 $100,406 $125,705 $121,380
- ---------------------------------------------------------------------------------------------------------------------------
Plan assets at fair value
at beginning of year $936,450 $845,898 $784,281 $ 99,316 $ 95,325 $106,747 $143,186 $140,685 $150,466
Actual return on assets 43,548 127,142 100,723 7,006 5,085 956 3,959 14,762 15,206
Foreign currency
exchange rate changes -- -- -- (4,115) 5,755 (6,929) (14,979) (4,025) 798
Effect of dispositions -- -- -- -- -- -- -- -- (15,986)
Employer contribution -- -- -- -- -- -- -- -- 920
Benefits paid (44,269) (39,915) (39,106) (5,517) (5,270) (5,449) (13,234) (6,472) (10,719)
------------------------------------------------------------------------------------------
Plan assets at fair value
at end of year $935,729 $933,125 $845,898 $ 96,690 $100,895 $ 95,325 $118,932 $144,950 $140,685
- ---------------------------------------------------------------------------------------------------------------------------
Excess of plan assets over
projected benefit obligation $278,051 $271,389 $209,489 $ 14,488 $ 25,110 $ 27,240 $ 18,526 $ 19,245 $ 19,305
Unrecognized net gain (loss) 119 (252,692) (210,090) 3,053 (10,292) (13,891) (2,057) (2,197) (3,472)
Unrecognized net asset -- (3,058) (6,106) -- (935) (1,763) -- -- --
Unrecognized prior service
cost (credit) -- (8,247) (5,251) -- 485 623 -- -- 236
- ---------------------------------------------------------------------------------------------------------------------------
Prepaid (accrued)
pension cost included in
consolidated balance sheet $278,170 $ 7,392 $(11,958) $ 17,541 $ 14,368 $ 12,209 $ 16,469 $ 17,048 $ 16,069
- ---------------------------------------------------------------------------------------------------------------------------
2000 Annual Report MOORE CORPORATION LIMITED 40
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
UNITED STATES CANADA INTERNATIONAL
- ---------------------------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998 2000 1999 1998 2000 1999 1998
- ---------------------------------------------------------------------------------------------------------------------------
PENSION EXPENSE
Service cost $ 13,287 $ 11,965 $ 12,095 $ 3,076 $ 2,331 $ 2,279 $ 133 $ 220 $ 3,229
Interest cost 52,658 50,343 48,579 5,761 5,644 5,269 9,277 9,484 5,541
Expected return on assets (82,523) (70,626) (63,114) (7,691) (7,742) (7,205) (10,780) (11,034) (11,420)
Settlement loss -- -- -- -- -- -- -- -- 48,766
Curtailment gain (6,630) -- -- -- -- -- -- -- --
Amortization of net
loss (gain) (128) (12,746) (8,804) -- (876) (562) (208) (338) (31,693)
Amortization of net asset -- (3,048) (3,048) -- (908) (910) -- -- (1,139)
Amortization of prior
service cost 832 2,997 2,997 -- 170 171 -- 230 21,265
Amendments -- 1,765 -- -- -- -- -- -- --
- ---------------------------------------------------------------------------------------------------------------------------
Net pension
expense (credit) $(22,504) $(19,350) $(11,295) $ 1,146 $ (1,381) $ (958) $ (1,578) $ (1,438) $ 34,549
- ---------------------------------------------------------------------------------------------------------------------------
OTHER
INFORMATION
Assumptions:
Discount rates
January 1 7.8% 8.0% 8.0% 7.5% 8.0% 8.0% 8.3% 8.3% 8.3%
December 31 7.8% 8.0% 8.0% 7.0% 8.0% 8.0% 8.3% 8.3% 8.3%
Rate of return
on plan assets 9.0% 9.0% 9.0% 8.0% 8.0% 8.0% 8.3% 8.3% 8.3%
Rate of
compensation increase 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0%
Amortization period 13 years 13 years 13 years 15 years 15 years 15 years 10 years 10 years 10 years
- ---------------------------------------------------------------------------------------------------------------------------
As a result of the disposition of the Australasia forms and labels business
on December 30, 1998, the Corporation eliminated its obligation with respect
to the Australia and New Zealand plans. In addition, a contingent loss of
$31,000,000 was recognized in 1998 as a result of the Corporation's intention
to partially settle the obligation of the United Kingdom plan. Included in
the 1998 net pension expense in the above table is $31,000,000 classified as
provision for restructuring costs in the statement of earnings.
During 2000, the Corporation announced an amendment to the United States
pension plan to cease all benefit accruals effective December 31, 2000. The
announcement also informed plan participants of the Corporation's intention
to terminate and wind-up the plan in 2001. Included in the 2000 net pension
expense in the above table is a curtailment gain of $6,630,000 relating to
the plan amendment. In the process of this transaction, which is expected to
occur in 2001, the Corporation will incur a settlement loss representing the
difference between the prepaid pension cost on the balance sheet and the
surplus funds received from the plan wind-up. The Corporation expects to
receive funds in excess of the plan obligations of between $100,000,000 to
$150,000,000 before taxes.
In some subsidiaries, where either state or funded retirement plans exist,
there are certain small supplementary unfunded plans. Pensionable service
prior to establishing funded contributory retirement plans in other
subsidiaries, covered by former discretionary non-contributory retirement
plans, was assumed as a prior service obligation. In addition, the
Corporation has entered into retiring allowance and supplemental retirement
agreements with certain senior executives. The deferred liability for
pensions at December 31, 2000 referred to in Note 10, includes the unfunded
portion of this prior service obligation and the supplementary unfunded plans.
All of the retirement plans are non-contributory. Retirement benefits are
generally based on years of service and employees' compensation during the
last years of employment. At December 31, 2000, none of the United States'
plan's assets, about 59% of the Canadian plan's assets and approximately 54%
of the international plan's assets were held in equity securities with the
remaining portion of the asset funds being mainly fixed income securities.
41 2000 Annual Report MOORE CORPORATION LIMITED
Defined Contribution Pension Plans
Savings plans are maintained in Canada, the United States and the United
Kingdom. Only the savings plan in the United Kingdom requires Corporation
contributions for all employees who are eligible to participate in the
retirement plans. These annual contributions consist of a retirement savings
benefit contribution ranging from 1% to 3% of each year's compensation depending
upon age. For all savings plans, if an employee contribution is made, a portion
of such contribution may be eligible for a contribution match by the
Corporation. In the aggregate, the defined contribution pension plan expenses
were $4,667,000 (1999 - $4,868,000; 1998 - $6,681,000).
14 . POSTRETIREMENT HEALTH CARE AND
LIFE INSURANCE BENEFITS
The Corporation provides employees with post-retirement health care and life
insurance benefits. The following data is based upon reports from independent
consulting actuaries as at November 30, 2000:
- ---------------------------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000
- ---------------------------------------------------------------------------------------------------------------------------
ACCRUED POSTRETIREMENT BENEFIT COST
Projected postretirement benefit obligation at beginning of year $179,046
Service cost 1,450
Interest cost 13,430
Actuarial loss 266
Foreign currency exchange rate changes (387)
Benefits paid (12,720)
- ---------------------------------------------------------------------------------------------------------------------------
Projected postretirement benefit obligation at end of year $181,085
Contributions paid in December (1,072)
Unrecognized net gain 15,765
Unrecognized prior service credit 47,596
- ---------------------------------------------------------------------------------------------------------------------------
Accrued postretirement benefit cost liability $243,374
- ---------------------------------------------------------------------------------------------------------------------------
POSTRETIREMENT BENEFIT EXPENSE
Service cost $ 1,450
Interest cost 13,430
Amortization of unrecognized service (6,282)
- ---------------------------------------------------------------------------------------------------------------------------
Net postretirement benefit expense $ 8,598
- ---------------------------------------------------------------------------------------------------------------------------
ASSUMPTIONS AND OTHER INFORMATION
Weighted average discount rate 7.7%
Weighted average health care cost trend rate
Before age 65 6.8%
After age 65 5.4%
The general trend in the rate thereafter is a reduction of 0.7% per year.
Weighted average ultimate health care cost trend rate 5.2%
Year in which ultimate health care cost trend rate will be achieved
Canada 2004
United States 2002
The following is the effect of a 1% increase in the assumed health care cost trend rates for each future year on:
(a) Accumulated postretirement benefit obligation $ 10,914
(b) Aggregate of the service and interest cost components of net postretirement benefit cost 1,023
The following is the effect of a 1% decrease in the assumed health care cost trend rates for each future year on:
(a) Accumulated postretirement benefit obligation $ 10,793
(b) Aggregate of the service and interest cost components of net postretirement benefit cost 1,008
- ---------------------------------------------------------------------------------------------------------------------------
2000 Annual Report MOORE CORPORATION LIMITED 42
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
15. CONSOLIDATED STATEMENTS OF EARNINGS INFORMATION
- ---------------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- ---------------------------------------------------------------------------------------------------------------
INTEREST EXPENSE
Interest on long-term debt $16,950 $12,924 $ 2,219
Other interest 8,611 11,260 16,835
- ---------------------------------------------------------------------------------------------------------------
$25,561 $24,184 $19,054
-------------------------------------
INVESTMENT AND OTHER INCOME
Interest on short-term investments $ 4,555 $ 6,123 $ 8,368
Equity in income (loss) of associated corporations 240 105 (775)
Gain on sale of equity interest in Cordant Holdings Corporation -- -- 14,973
Gain on sale of the Rediform business -- -- 4,698
Write-off of warehouse software investment -- -- (7,697)
European decoupling provision -- -- (8,000)
Sale of investment in JetForm (8,474) -- --
Vista impairment write down (3,500) -- --
Gain on sale of Data Management Services -- 7,269 --
Gain (loss) on sale of property, plant and equipment (2,630) (2,082) 4,671
Unrealized exchange adjustments -- (233) (325)
Miscellaneous 12 (69) (9,277)
- ---------------------------------------------------------------------------------------------------------------
$(9,797) $11,113 $ 6,636
-------------------------------------
OTHER EXPENSE (INCOME)
Rent 69,897 63,344 57,084
Retirement programs (7,607) (10,535) 33,237
- ---------------------------------------------------------------------------------------------------------------
16. DISPOSITIONS
- ----------------------------------------------------------------------------------------------------------------------------------
COMPANY NATURE OF BUSINESS DISPOSITION DATE
- ----------------------------------------------------------------------------------------------------------------------------------
Copynomie Outsourcing of facilities management services in the Netherlands April 1998
European Forms and Labels Manufacturer of forms and labels for customers located in the United August 1998
Kingdom and Continental Europe
Rediform Manufacturer and distributor of stock business forms and supplies September 1998
Australasia Forms and Labels Manufacturer of forms and labels located in Australia, December 1998
New Zealand and Papua New Guinea.
Data Management Services Property information products and services provider. December 1999
- ----------------------------------------------------------------------------------------------------------------------------------
Included in the Corporation's results of operations for 1999 are sales of $62
million (1998 - $297 million) and losses from operations of $4 million (1998 -
$17 million) from the divested businesses. The loss before taxes of $85 million
on the sale of the European and Australasia forms and labels business was fully
provided for in the provision for restructuring costs in 1998. The $5 million
before-tax gain in 1998 on sale of the Rediform business is recorded in
investment and other income. The Data Management Services business unit was
sold to Vista Information Solutions Inc. (Vista) for proceeds valued at
approximately $40 million. The sale price included cash of $20 million, a
working capital note from Vista, secured convertible notes from Vista and
non-registered common shares of Vista. The gain before taxes of $7 million in
1999 on sale of the Data Management Services is recorded in investment and
other income.
43 2000 Annual Report MOORE CORPORATION LIMITED
17. PROVISION FOR RESTRUCTURING COSTS
In 1998, the Corporation incurred a pre-tax charge of $615 million, $531 million
after tax, related to a restructuring plan directed at reducing costs and
restoring profitability to the Forms business, and increasing profitability of
the Customer Communication Services businesses. The key restructuring actions
included the integration of North American operations, the disposal of
non-strategic assets, and exiting of certain unprofitable products.
The following table summarizes the activity in the restructuring reserve during
1998, 1999 and 2000:
SELLING, GENERAL
& ADMINISTRATIVE MANUFACTURING
- ------------------------------------------------------------------------------------------------------------------------
TERMINATION OTHER CASH TERMINATION OTHER CASH TOTAL CASH NON-CASH TOTAL
IN MILLIONS BENEFITS COSTS BENEFITS COSTS COSTS COSTS PROVISION
- ------------------------------------------------------------------------------------------------------------------------
Restructuring provision $ 105 $ 60 $ 42 $ 55 $ 262 $ 368 $ 630
Adjustments (9) (3) (3) (14) (29) 14 (15)
Reductions (4) (2) (9) (3) (18) (333) (351)
- ------------------------------------------------------------------------------------------------------------------------
Reserve balance
December 31, 1998 $ 92 $ 55 $ 30 $ 38 $ 215 $ 49 $ 264
Adjustments (23) (5) (5) (11) (44) (24) (68)
Reductions (7) (14) (8) (9) (38) -- (38)
- ------------------------------------------------------------------------------------------------------------------------
Reserve balance
December 31, 1999 $ 62 $ 36 $ 17 $ 18 $ 133 $ 25 $ 158
Adjustments (50) (14) (12) (3) (79) (14) (93)
Reductions (6) (5) (4) (5) (20) -- (20)
- ------------------------------------------------------------------------------------------------------------------------
Reserve balance
December 31, 2000 $ 6 $ 17 $ 1 $ 10 $ 34 $ 11 $ 45
- ------------------------------------------------------------------------------------------------------------------------
The Corporation was successful in completing certain restructuring actions
during 1998, predominantly in relation to the European and Australasia Forms
businesses which were exited on more favorable terms than initially anticipated
and from actual and planned workforce reductions at lower costs. This resulted
in an adjustment to the restructuring provision during the fourth quarter of
1998.
In 1999, the Corporation completed actions resulting in the closure of five
manufacturing facilities in North America and began the process of integrating
its warehouses and U.S. print centers into the new manufacturing organization.
Actions concerning the integration of sales and marketing activities in North
America and the consolidation of U.S. and Canadian sales and administrative
offices were also initiated during the year. In Europe, the Corporation
finalized the liquidation of a joint venture investment and substantially
completed the consolidation of manufacturing facilities in France.
In 2000, further actions were completed including the process of closing and
integrating its warehouses and U.S. print centers into a new manufacturing
organization. Other actions in North America during 2000 included the
continuation of the consolidation of the Canadian and U.S. sales and
administrative offices and the continuation of workforce delayering actions.
In the fourth quarters of 1999 and 2000, the Corporation reversed $68 million
and $29 million of charges respectively, under the 1998 restructuring plan.
These reversals were primarily the result of: the favorable settlement of
liabilities for obligations and future payments related to the disposition of
the European and Australasia Forms businesses; negotiated costs to exit customer
contracts and lease agreements under several actions were lower than originally
estimated, the decision to sell rather than restructure the Data Management
Services business; and the decision to not fully implement certain restructuring
actions under the plan, including the sale of certain businesses.
Net of adjustments, non-cash costs included impairment losses of $270 million
related to assets held for disposal. The losses comprise $172 million related to
goodwill and other assets and $98 million related to property, plant and
equipment. A significant portion of the assets associated with these impairment
losses were disposed of in 1998 as part
2000 Annual Report MOORE CORPORATION LIMITED 44
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
of the sale of the Australasia and European Forms operations. The carrying value
of remaining assets held for disposal as at December 31, 2000 is nil (1999 - $9
million). Results of operations for businesses sold are disclosed in Note 15.
Results of operations related to assets held for disposal at December 31, 2000
are sales in 2000 of $4 million (1999 -$39 million; 1998 - $46 million) and
losses from operations of $1 million (1999 - $1 million; 1998 - $2 million).
Also included in non-cash costs were impairment losses of $26 million related to
assets held for use. The losses comprise $17 million related to goodwill and
other assets and $9 million related to property, plant and equipment. The
impairment losses were required based on an assessment of net recoverable
amounts and fair values of the assets.
Non-cash costs also included $31 million related to a contingent loss on
settlement of the United Kingdom pension plan and realization of recorded
pension assets.
The restructuring plan included actions to exit products and facilities. The
cash cost associated with these activities have been included in the provision
and include; $21 million related to minimum lease commitments extending to year
2004, $11 million to exit certain service contracts, and $34 million for
obligations and future payments related to businesses exited or divested.
As at December 31, 2000, approximately 4,100 employees have left the
Corporation, representing 2,600 due to divestitures and 1,500 from other
restructuring actions.
Provisions for restructuring costs include management's best estimates of the
amounts expected to be realized on the sale of businesses and amounts to be
incurred in the completion of remaining actions. The amounts the Corporation
will ultimately realize or incur may differ in the near term from the amounts
estimated in determining the provision.
18. INCOME TAXES
The components of earnings (loss) before income taxes and minority interest for
the three years ended December 31 were as follows:
- ------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- ------------------------------------------------------------------------------------------------------
Earnings (loss) before income taxes and minority interest:
Canada $(40,787) $ 2,485 $ (52,170)
United States (78,991) 67,329 (431,024)
Other countries 38,186 58,796 (159,724)
- ------------------------------------------------------------------------------------------------------
$(81,592) $128,610 $(642,918)
- ------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
LIABILITY METHOD DEFERRAL METHOD
- ---------------------------------------------------------------------------------------------------------
2000 1999 1998
IN THOUSANDS CURRENT DEFERRED CURRENT DEFERRED CURRENT DEFERRED
- ---------------------------------------------------------------------------------------------------------
Provision (recovery)
for income taxes
Canada $ 73 $ 364 $ 561 $ 815 $ (2,317) $ (4,161)
United States (158) (21,706) 2,011 25,940 (23,304) (69,869)
Other countries 5,631 (2,352) 8,074 (2,251) 5,105 140
Withholding taxes 771 -- 136 -- 76 --
- ---------------------------------------------------------------------------------------------------------
$6,317 $(23,694) $10,782 $24,504 $(20,440) $(73,890)
- ---------------------------------------------------------------------------------------------------------
45 2000 Annual Report MOORE CORPORATION LIMITED
Deferred income taxes in the past three years arose from a number of
differences of a temporary and timing nature in the jurisdictions in which
the Corporation and its subsidiaries operate. The sources of major
temporary and timing differences and the tax effect of each were as follows:
LIABILITY DEFERRAL DEFERRAL
METHOD METHOD METHOD
- -----------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- -----------------------------------------------------------------------------------------------------
DEFERRED INCOME TAXES
Depreciation $ 319 $ 2,968 $ 6,840
Pensions 6,151 7,436 4,424
Unearned revenue (10,847) -- --
Postretirement benefits other than pensions 1,869 -- --
Restructuring and realignment costs 16,548 30,917 (73,916)
Tax benefit of loss carryforward (38,244) (16,746) (8,542)
Other 510 (71) (2,696)
- -----------------------------------------------------------------------------------------------------
$(23,694) $ 24,504 $(73,890)
- -----------------------------------------------------------------------------------------------------
Temporary differences and tax loss carryforwards, which give rise to deferred
income tax assets and liabilities, are as follows:
- ------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000
- ------------------------------------------------------------------------------------------------------
DEFERRED INCOME TAX ASSETS:
Postretirement benefits other than pensions $ 96,499
Tax benefit of loss carryforwards 118,593
Pensions 1,387
Restructuring costs 10,377
Other 52,533
- ------------------------------------------------------------------------------------------------------
279,389
Valuation allowance (63,942)
- ------------------------------------------------------------------------------------------------------
215,447
- ------------------------------------------------------------------------------------------------------
DEFERRED INCOME TAX LIABILITIES:
Depreciation 71,929
Pensions 118,234
Other 13,200
- ------------------------------------------------------------------------------------------------------
203,363
- ------------------------------------------------------------------------------------------------------
Net deferred income tax asset $ 12,084
- ------------------------------------------------------------------------------------------------------
Distributed as follows:
Current deferred income tax asset $ 78,632
Current deferred income tax liability 462
Long-term deferred income tax asset 125,035
Long-term deferred income tax liability 191,121
- ------------------------------------------------------------------------------------------------------
Prior year comparatives have not been restated to reflect the change in method
of tax allocation from the deferral method to the liability method.
2000 Annual Report MOORE CORPORATION LIMITED 46
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
The effective rates of tax for each year compared with the statutory Canadian
rates were as follows:
2000 1999 1998
- ----------------------------------------------------------------------------------------------------
EFFECTIVE TAX EXPENSE (RECOVERY) RATE
Canada
Combined federal and provincial statutory rate (43.2)% 43.8% (43.8)%
Corporate surtax (1.1) 1.1 (1.1)
Manufacturing and processing rate reduction 6.0 (6.3) 6.3
--------------------------------------
Expected income tax expense (recovery) rate (38.3) 38.6 (38.6)
Tax rate differences in other jurisdictions (18.1) (10.6) (2.3)
Losses for which a valuation allowance has been provided 17.8 1.8 1.8
Reduction in valuation allowance for prior year losses (2.7) (1.2) (0.3)
Restructuring costs (1.6) (5.0) 23.8
International divestiture provisions -- -- 0.5
Withholding taxes 0.1 0.1 --
Non-deductible goodwill amortization and write downs 17.1 1.4 0.4
Other 4.4 2.3 --
- ----------------------------------------------------------------------------------------------------
Total consolidated effective tax expense (recovery) rate (21.3)% 27.4% (14.7)%
- ----------------------------------------------------------------------------------------------------
At December 31, 2000, loss carryforwards of approximately $135 million have
not been recognized in the consolidated financial statements. Of that amount,
$91 million expires between 2001 and 2010 and $44 million has no expiry date.
In addition, the Corporation has unrecognized temporary differences of
approximately $26 million available for utilization in future years.
19. EARNINGS AND FULLY DILUTED EARNINGS PER COMMON SHARE
The earnings per share calculations are based on the weighted average number
of common shares outstanding during the year. In the calculation of fully
diluted earnings per share, consideration is given to potentially dilutive
share options outstanding. This calculation produces no dilutive effect for
2000 and 1998. The 1999 fully diluted earnings per share was $1.04. Imputed
earnings on the proceeds from the exercise of the options are calculated
using a 6.6% after-tax rate of return.
20. SEGMENTED INFORMATION
The Corporation operates four (1999 - four; 1998 - five) segments in two
areas of the printing industry. These two main areas include Forms, Print
Management and Related Products (Forms) and Customer Communication Services
(CCS).
The Corporation's reportable segments are strategic business units that
operate in specific geographic locations or offer different products or
services. The segments are managed separately because each unit requires
unique marketing and manufacturing strategies or are exposed to different
economic environments.
The Corporation's reportable segments are:
Moore North America
In this segment, the Corporation derives its revenue from Forms
operations in the United States and Canada. This segment designs and
manufactures business forms and related products, systems and services which
include:
- custom business forms and equipment
- electronic forms and services
- print services such as digital colour printing
- pressure sensitive labels
- proprietary label products
47 2000 Annual Report MOORE CORPORATION LIMITED
- variable-imaged bar codes
- integrated form-label applications
- printers, applicators and software products and solutions
CUSTOMER COMMUNICATION SERVICES (CCS), UNITED STATES
In this segment, the Corporation derives its revenue from its CCS operations
by producing personalized response marketing, and offering outsourcing
services for statement printing, imaging, processing and distribution
including:
- creation and production of personalized mail
- direct marketing program development
- database management and segmentation services
- response analysis services
- mail production outsourcing services
LATIN AMERICA
In this segment, the corporation derives its revenue mainly from its Forms
operations in various locations throuhout Central and South America. While
there are distinct CCS operations in Brazil and Mexico, the businesses are
run in close association with the business forms operations and offer
products and services similar to Moore North America. This segment has full
access to the Corporation's products, services, technology and manufacturing
techniques.
EUROPE
In this segment, the Corporation derives its revenue from the CCS operations
and, up to August 1998, the Forms operations. On August 1, 1998 the
Corporation sold its entire European Forms operations. The segment's Forms
operations provided products and services similar to Moore North America. The
CCS operations manufacture and distribute a comprehensive group of direct
marketing products and business communication products and services to its
customers. These include:
- printed response marketing items
- magazine inserts
- variably imaged promotional pieces
- statement printing
ASIA PACIFIC
In this segment (1998 and prior), the Corporation derived its revenue from
Forms operations in Australia, New Zealand, Papua New Guinea and China.
During 1998, the Corporation ceased operations in China and, on December 30,
1998, the Australian operations were sold.
Transfers of products between segments are generally accounted for on a basis
that results in a fair profit being earned by each segment. Sales to
customers outside the enterprise are attributed to geographic segments based
on the location of the business unit providing the product or service.
2000 Annual Report MOORE CORPORATION LIMITED 48
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
OPERATING SEGMENTS
- ------------------------------------------------------------------------------------------------------------------
MOORE CCS, UNITED LATIN ASIA
IN THOUSANDS NORTH AMERICA STATES AMERICA EUROPE PACIFIC CONSOLIDATED
- ------------------------------------------------------------------------------------------------------------------
2000
Total revenue $ 1,458,055 $ 504,001 $ 181,147 $ 133,080 $ 2,276,283
Intersegment revenue (16,853) (1,012) -- -- (17,865)
- ------------------------------------------------------------------------------------------------------------------
Sales to customers
outside the enterprise $ 1,441,202 $ 502,989 $ 181,147 $ 133,080 $ 2,258,418
- ------------------------------------------------------------------------------------------------------------------
Segment operating
profit (loss) $ (70,298) $ 25,777 $ 18,137 $ (21,974) $ (48,358)
- ------------------------------------------------------------------------------------------------------------------
General corporate income 2,124
- ------------------------------------------------------------------------------------------------------------------
Loss from operations $ (46,234)
- ------------------------------------------------------------------------------------------------------------------
Segment assets $ 1,025,786 $ 326,672 $ 93,521 $ 96,847 $ 1,542,826
- ------------------------------------------------------------------------------------------------------------------
Corporate assets
including investments 325,600
- ------------------------------------------------------------------------------------------------------------------
Total assets $ 1,868,426
- ------------------------------------------------------------------------------------------------------------------
Provision for
restructuring costs $ (7,197) $ (194) $ (12,340) $ (2,972) $ (22,703)
- ------------------------------------------------------------------------------------------------------------------
General corporate (1,330)
- ------------------------------------------------------------------------------------------------------------------
Total provision for
restructuring costs $ (24,033)
- ------------------------------------------------------------------------------------------------------------------
Capital asset amortization $ 85,751 $ 30,557 $ 6,583 $ 28,627 $ 151,518
- ------------------------------------------------------------------------------------------------------------------
Capital expenditures $ 32,909 $ 25,199 $ 6,085 $ 11,593 $ 75,786
- ------------------------------------------------------------------------------------------------------------------
1999
Total revenue $ 1,583,095 $ 527,443 $ 160,806 $ 174,132 $ 2,445,476
Intersegment revenue (19,456) (904) -- -- (20,360)
- ------------------------------------------------------------------------------------------------------------------
Sales to customers
outside the enterprise $ 1,563,639 $ 526,539 $ 160,806 $ 174,132 $ 2,425,116
- ------------------------------------------------------------------------------------------------------------------
Segment operating profit $ 82,900 $ 44,062 $ 1,405 $ 8,379 $ 136,746
- ------------------------------------------------------------------------------------------------------------------
General corporate income 4,935
- ------------------------------------------------------------------------------------------------------------------
Income from operations $ 141,681
- ------------------------------------------------------------------------------------------------------------------
Segment assets $ 816,769 $ 178,257 $ 97,268 $ 144,066 $ 1,236,360
- ------------------------------------------------------------------------------------------------------------------
Corporate assets
including investments 393,933
- ------------------------------------------------------------------------------------------------------------------
Total assets $ 1,630,293
- ------------------------------------------------------------------------------------------------------------------
Provision for
restructuring costs $ (50,420) $ (6,150) $ -- $ (4,500) $ (61,070)
- ------------------------------------------------------------------------------------------------------------------
General corporate (7,340)
- ------------------------------------------------------------------------------------------------------------------
Total provision for
restructuring costs $ (68,410)
- ------------------------------------------------------------------------------------------------------------------
Capital asset amortization $ 53,492 $ 32,436 $ 6,154 $ 9,253 $ 101,335
- ------------------------------------------------------------------------------------------------------------------
Capital expenditures $ 59,257 $ 25,706 $ 10,124 $ 5,750 $ 100,837
- ------------------------------------------------------------------------------------------------------------------
1998
Total revenue $ 1,661,604 $ 520,837 $ 193,777 $ 281,662 $ 108,068 $ 2,765,948
Intersegment revenue (40,412) (1,239) -- (6,595) -- (48,246)
- ------------------------------------------------------------------------------------------------------------------
Sales to customers
outside the enterprise $ 1,621,192 $ 519,598 $ 193,777 $ 275,067 $ 108,068 $ 2,717,702
- ------------------------------------------------------------------------------------------------------------------
Segment operating
profit (loss) $ (448,480) $ 5,701 $ (22,305) $(104,251) $ (59,910) $ (629,245)
- ------------------------------------------------------------------------------------------------------------------
General corporate expenses (1,255)
- ------------------------------------------------------------------------------------------------------------------
Loss from operations $ (630,500)
- ------------------------------------------------------------------------------------------------------------------
Segment assets $ 823,041 $ 299,053 $ 107,170 $ 157,544 $ 17,820 $ 1,404,628
- ------------------------------------------------------------------------------------------------------------------
Corporate assets
including investments 321,507
- ------------------------------------------------------------------------------------------------------------------
Total assets $ 1,726,135
- ------------------------------------------------------------------------------------------------------------------
Provision for
restructuring costs:
Cash $ 168,820 $ 13,470 $ 3,000 $ 33,280 $ 14,600 $ 233,170
Non-cash 245,490 13,110 20,840 66,490 35,900 381,830
- ------------------------------------------------------------------------------------------------------------------
Total provision for
restructuring costs $ 414,310 $ 26,580 $ 23,840 $ 99,770 $ 50,500 $ 615,000
- ------------------------------------------------------------------------------------------------------------------
Capital asset amortization $ 59,606 $ 31,096 $ 7,504 $ 14,063 $ 5,539 $ 117,808
- ------------------------------------------------------------------------------------------------------------------
Capital expenditures $ 33,187 $ 21,735 $ 6,334 $ 12,996 $ 1,197 $ 75,449
- ------------------------------------------------------------------------------------------------------------------
49 2000 Annual Report MOORE CORPORATION LIMITED
GEOGRAPHIC INFORMATION
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS CANADA UNITED STATES INTERNATIONAL CONSOLIDATED
2000
- -------------------------------------------------------------------------------------------------------
Sales to customers outside the enterprise $ 222,311 $ 1,685,680 $ 350,427 $ 2,258,418
- -------------------------------------------------------------------------------------------------------
Capital assets and goodwill $ 47,110 $ 415,763 $ 76,756 $ 539,629
- -------------------------------------------------------------------------------------------------------
1999
Sales to customers outside the enterprise $ 218,870 $ 1,831,503 $ 374,743 $ 2,425,116
- -------------------------------------------------------------------------------------------------------
Capital assets and goodwill $ 42,321 $ 473,886 $ 99,471 $ 615,678
- -------------------------------------------------------------------------------------------------------
1998
Sales to customers outside the enterprise $ 212,406 $ 1,887,866 $ 617,430 $ 2,717,702
- -------------------------------------------------------------------------------------------------------
Capital assets and goodwill $ 37,844 $ 483,200 $ 118,890 $ 639,934
- -------------------------------------------------------------------------------------------------------
INDUSTRY SALES INFORMATION
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------
Sales
Forms $ 1,555,741 $ 1,662,462 $ 1,958,730
CCS 702,677 762,654 758,972
- -------------------------------------------------------------------------------------------------------
$ 2,258,418 $ 2,425,116 $ 2,717,702
- -------------------------------------------------------------------------------------------------------
21. LEASE COMMITMENTS
At December 31, 2000 long-term operating lease commitments require approximate
future rental payments as follows (in thousands):
- --------------------------------------------------- -----------------------------------------------
2001 $ 49,044 2004 $ 20,255
- --------------------------------------------------- -----------------------------------------------
2002 $ 36,276 2005 $ 14,492
- --------------------------------------------------- -----------------------------------------------
2003 $ 26,960 2006 and thereafter $ 6,392
- --------------------------------------------------- -----------------------------------------------
22. CONTINGENCIES
At December 31, 2000 certain lawsuits and other claims were pending against the
Corporation. While the outcome of these matters is subject to future resolution,
management's evaluation and analysis of such matters indicates that,
individually and in the aggregate, the probable ultimate resolution of such
matters will not have a material effect on the Corporation's consolidated
financial statements.
23. FINANCIAL INSTRUMENTS
At December 31, 2000 the aggregate amount of forward exchange contracts used as
hedges was approximately $18,300,000 (1999 - $14,200,000). Notional gains and
losses from these contracts were not significant at December 31, 2000.
The Corporation may be exposed to losses if the counterparties to the above
contracts fail to perform. The Corporation manages this risk by dealing only
with financially sound counterparties and by establishing dollar and term limits
for each counterparty.
The Corporation does not use derivative financial instruments for trading
purposes.
2000 Annual Report MOORE CORPORATION LIMITED 50
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
24. CASH FLOW DISCLOSURE
The following cash flow disclosure is required for both Canadian and United
States Generally Accepted Accounting Principles as follows:
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------
Interest paid $ 25,288 $ 20,169 $ 19,385
- -------------------------------------------------------------------------------------------------------
Income taxes paid (refunded) (*) $ 5,314 $(29,426) $ 5,741
- -------------------------------------------------------------------------------------------------------
(*) In 1998, $16,519 was included in investing activities that would have
been included in operating activities per SFAS No. 95.
25. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES
The continued registration of the common shares of the Corporation with the
Securities and Exchange Commission (SEC) and listing of the shares on the New
York Stock Exchange require compliance with the integrated disclosure rules
of the SEC.
The accounting policies in Note 1 and accounting principles generally
accepted in Canada are consistent in all material aspects with United States
generally accepted accounting principles (GAAP) with the following exceptions.
PENSIONS AND POSTRETIREMENT BENEFITS (SFAS No. 87 and 106)
With the introduction of CICA 3461, Employee Future Benefits, there is no
longer a difference in the method of accounting for these costs. The
transitional rules for implementing the new Canadian standard continue to
result in United States GAAP reporting differences.
Prior to 2000, under Canadian GAAP, the discount rate for pensions was a
long-term interest rate, whereas under United States GAAP, the discount rate
reflects a rate at which the pension obligation could effectively be settled.
Discount rates used under United States GAAP for Canada and the United
States in 1999 were 6.25% (1998 - 6.5%) and 6.75% (1998 - 7.0%),
respectively. Prior to 2000, Postretirement benefits were expensed as
incurred under Canadian GAAP whereas under United States GAAP the expected
costs of these benefits were expensed during the years employees render
services.
INCOME TAXES (SFAS No. 109)
SFAS No. 109 requires a liability method under which temporary differences
are tax effected at enacted rates, whereas under Canadian GAAP, temporary
differences are tax effected using substantially enacted rates and laws that
will be in effect when the differences are expected to reverse (see Note 18).
EARNINGS PER SHARE (SFAS No. 128)
Under Canadian GAAP, diluted earnings per share is calculated using the
imputed interest method, whereas the treasury stock method is required for
United States GAAP.
STOCK COMPENSATION (SFAS No. 123)
SFAS No. 123 requires proforma disclosures of net income and earnings per
share, as if the fair value-based method of accounting for employee stock
options had been applied. The Corporation uses the intrinsic value method for
accounting for stock options. The disclosures in the table show the
Corporation's net income and earnings per share on a proforma basis using the
fair value method and Black-Scholes option pricing model.
COMPREHENSIVE INCOME (SFAS No. 130)
SFAS No. 130 requires disclosure of comprehensive income and its components.
Comprehensive income is the change in equity of the Corporation from
transactions and other events other than those resulting from transactions
with owners, and is comprised of net income and other comprehensive income.
The only components of other comprehensive
51 2000 Annual Report MOORE CORPORATION LIMITED
income for the Corporation are unrealized foreign currency translation
adjustments and unrealized gains (losses) on available-for-sale securities.
Under Canadian GAAP, there is no standard for reporting comprehensive income.
FOREIGN CURRENCY TRANSLATION
Under United States GAAP, foreign currency translation gains or losses are
only recognized due to the sale or substantial liquidation of a foreign
subsidiary. Under Canadian GAAP, a foreign currency gain or loss due to a
partial liquidation is recognized in income.
BUSINESS PROCESS REENGINEERING
Under United States GAAP, business process reengineering activities are
expensed as incurred. Prior to October 28, 1998 Canadian GAAP permitted these
costs to be capitalized or expensed depending on the Corporation's accounting
policy. Subsequent to October 28, 1998, Canadian GAAP requires the cost of
business process reengineering activities to be expensed as incurred. The
Corporation had a policy of capitalizing business process reengineering costs
until October 28, 1998.
SUBORDINATED CONVERTIBLE DEBENTURES
Canadian GAAP required that a portion of the convertible debenture be
classified as equity. The difference between the carrying amount of the
debenture and contractual liability is amortized to earnings. United States
GAAP would classify the convertible debenture as a liability.
TERMINATION LIABILITIES
Under United States GAAP, a liability for termination benefits is recognized
provided that certain conditions are met. Prior to December 31, the details
of the benefit arrangement under the approved plan must be communicated to
the employees. Under new Canadian GAAP, the same is now required. The
provision for restructuring costs recorded in 1998 includes termination
liabilities not yet recognizable under United States GAAP. Included in the
2000 earnings before taxes is $5 million (1999 - $16 million) of termination
liabilities incurred under the restructuring program.
SETTLEMENTS OF PENSION PLANS (SFAS NO. 88)
Under United States GAAP, a gain or loss arising upon the settlement of a
pension plan is only recognized once responsibility for the pension
obligation has been relieved. Under Canadian GAAP, an intention to settle or
curtail a pension plan that is expected to result in a loss requires
recognition once the amount is likely and can be reasonably estimated. The
provision for restructuring costs recorded in 1998 includes a contingent loss
for the write-down of pension assets that is not yet recognizable under
United States GAAP.
INCOME FROM OPERATIONS
Under Canadian GAAP, the 1998 provision of $8,000,000 for the decoupling of
the European forms and labels business from the customer communication
services business is recorded in investment and other income. Under United
States GAAP, this provision is charged to income from operations. The
classification difference has no impact on earnings.
2000 Annual Report MOORE CORPORATION LIMITED 52
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
The following tables provides information required under United States GAAP:
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------
Net earnings (loss) as reported $ (66,372) $ 92,599 $ (547,866)
- -------------------------------------------------------------------------------------------------------
Decreased (increased) pension expense 18,263 (6,775) 1,592
Reduced loss on pension settlement -- -- 31,000
Decreased postretirement benefits 18,833 8,565 4,986
Business process reengineering (2,300) (7,521) (8,992)
Reduced termination liabilities -- (44,372) 99,837
Decreased (increased) income taxes (1) (13,728) 30,388 (34,699)
- -------------------------------------------------------------------------------------------------------
Net earnings (loss) determined under United States GAAP $ (45,304) $ 72,884 $ (454,142)
- -------------------------------------------------------------------------------------------------------
(1) SFAS No. 109 income tax adjustments $ -- $ 10,637 $ (2,542)
- -------------------------------------------------------------------------------------------------------
EARNINGS PER SHARE:
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS, EXCEPT PER SHARE AMOUNTS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------
Net earnings (loss) $ (45,304) $ 72,884 $ (454,142)
- -------------------------------------------------------------------------------------------------------
Basic earnings (loss) per share $ (0.51) $ 0.82 $ (5.13)
- -------------------------------------------------------------------------------------------------------
Diluted earnings (loss) per share $ (0.51) $ 0.82 $ (5.13)
- -------------------------------------------------------------------------------------------------------
COMPREHENSIVE INCOME:
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------
Net earnings (loss) $ (45,304) $ 72,884 $ (454,142)
- -------------------------------------------------------------------------------------------------------
Other comprehensive income (loss):
Unrealized foreign currency translation adjustments (8,104) (12,378) (6,402)
Reclassification adjustment for losses included in income 11,092 -- 12,742
Unrealized losses on available-for-sale securities (6,041) (4,253) --
- -------------------------------------------------------------------------------------------------------
Other comprehensive income (loss) (3,053) (16,631) 6,340
- -------------------------------------------------------------------------------------------------------
Total comprehensive income (loss) $(48,357) $ 56,253 $(447,802)
- -------------------------------------------------------------------------------------------------------
PROFORMA STOCK COMPENSATION DISCLOSURES:
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS, EXCEPT PER SHARE AMOUNTS 2000 1999 1998
- -------------------------------------------------------------------------------------------------------
Net income (loss) $ (47,050) $ 70,981 $ (453,939)
- -------------------------------------------------------------------------------------------------------
Income (loss) per share
Basic $ (0.53) $ 0.80 $ (5.13)
Diluted $ (0.53) $ 0.80 $ (5.13)
Assumptions:
Risk-free interest rates 5.5% 6.1% 5.3%
Expected lives (in years) 6 6 6
Dividend yield 7.6% 2.7% 3.9%
Volatility 39% 26% 26%
- --------------------------------------------------------------------------------------------------------
53 2000 Annual Report MOORE CORPORATION LIMITED
The following data is based upon reports from independent consulting actuaries
as at November 30 (1999 - December 31)
- -------------------------------------------------------------------------------------------------------
IN THOUSANDS 2000 1999
- -------------------------------------------------------------------------------------------------------
ACCRUED POSTRETIREMENT BENEFIT COST
Projected postretirement benefit obligation at beginning of year $ 179,046 $ 297,704
Service cost 1,450 2,058
Interest cost 13,430 18,019
Actuarial loss (gain) 266 (62,798)
Foreign currency exchange rate changes (387) 559
Benefits paid (12,720) (13,705)
- -------------------------------------------------------------------------------------------------------
Projected postretirement benefit obligation at end of year $ 181,085 $ 241,837
Contributions paid in December (1,072) --
Unrecognized net gain 43,524 38,855
Unrecognized prior service credit 179,135 145,819
- -------------------------------------------------------------------------------------------------------
Accrued postretirement benefit cost liability $ 402,672 $ 426,511
- -------------------------------------------------------------------------------------------------------
POSTRETIREMENT BENEFIT EXPENSE
Service cost $ 1,450 $ 2,058
Interest cost 13,430 18,019
Amortization of net gain (3,311) (40)
Amortization of unrecognized service (21,804) (14,897)
- -------------------------------------------------------------------------------------------------------
Net postretirement benefit expense (credit) $ (10,235) $ 5,140
- -------------------------------------------------------------------------------------------------------
ASSUMPTIONS AND OTHER INFORMATION
Weighted average discount rate 7.7% 7.9%
Weighted average health care cost trend rate
Before age 65 6.8% 7.8%
After age 65 5.4% 5.8%
The general trend in the rate thereafter is a reduction of 0.7% per year.
Weighted average ultimate health care cost trend rate 5.2% 5.2%
Year in which ultimate health care cost trend rate will be achieved
Canada 2004 2004
United States 2002 2002
The following is the effect of a 1% increase in the assumed health care cost
trend rates for each future year on:
(a) Accumulated postretirement benefit obligation $ 10,914 $ 16,651
(b) Aggregate of the service and interest cost components of
net postretirement benefit cost 1,023 1,145
The following is the effect of a 1% decrease in the assumed health care cost
trend rates for each future year on:
(a) Accumulated postretirement benefit obligation $ 10,793 $ 16,313
(b) Aggregate of the service and interest cost components of net
postretirement benefit cost 1,008 1,111
- -------------------------------------------------------------------------------------------------------
2000 Annual Report MOORE CORPORATION LIMITED 54
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued
Balance Sheet Items as at December 31:
2000 1999
- ------------------------------------------------------------------------------------------------------------
IN THOUSANDS AS REPORTED US GAAP AS REPORTED US GAAP
- ------------------------------------------------------------------------------------------------------------
Net pension liability (asset) $ (286,360) $ (56,891) $ (22,323) $ (30,140)
Other assets - computer software (127,999) (78,412) (139,032) (91,745)
Postretirement benefit cost liability 243,374 402,672 -- 426,511
Long-term deferred income tax asset (125,035) (287,156) (33,002) (260,635)
Long-term deferred income tax liability 191,121 167,238 24,439 91,736
Accounts payable and accruals 400,057 394,057 533,010 459,045
Long-term debt 272,465 280,808
Equity portion of subordinated convertible debentures 8,343 --
Unrealized foreign currency translation adjustments (126,360) (91,176) (118,256) (83,072)
Retained earnings 431,821 150,287 480,049 213,185
- -----------------------------------------------------------------------------------------------------------
26. PENDING ACCOUNTING STANDARDS
SFAS No. 133 - Accounting for Derivative Instruments and Hedging Activities
In June 1998, the United States Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 133 which standardized the
accounting for all derivatives. The new standard must be implemented for all
fiscal quarters of fiscal years beginning after June 15, 2000. The
Corporation has determined that the adoption of SFAS No. 133 will not have a
significant impact on its earnings or statement of cash flows. The
Corporation does not use derivative financial instruments for trading
purposes and only enters into normal commercial hedges.
27. SUBSEQUENT EVENTS
With a view to streamlining its processes and significantly reducing the cost
structure, the Corporation has announced a number of restructuring actions in
2001.
The anticipated charge for these actions and for the program that continues
to be developed is between $75 and $150 million. Actions to date comprise
primarily severance and termination benefit costs. Restructuring
expenditures will be funded through normal operations and borrowings from the
Corporation's unutilized lines of credit.
28. COMPARATIVE CONSOLIDATED FINANCIAL STATEMENTS
Comparative figures have been restated where appropriate to conform to the
current presentation.
55 2000 Annual Report MOORE CORPORATION LIMITED
MANAGEMENT REPORT
All of the information in this annual report is the responsibility of
management and has been approved by the Board of Directors. The financial
information contained herein conforms to the accompanying consolidated
financial statements, which have been prepared and presented in accordance
with accounting principles generally accepted in Canada and necessarily
include amounts that are based on judgments and estimates applied
consistently and considered appropriate in the circumstances.
The consolidated financial statements have been audited by the Corporation's
independent accountants, PricewaterhouseCoopers LLP, and their report is
included below.
The Corporation maintains a system of internal control which is designed to
provide reasonable assurance that assets are safeguarded, that accurate
accounting records are maintained, and that reliable financial information
is prepared on a timely basis.
To monitor compliance with the system of internal controls and to evaluate
its effectiveness, management has contracted with and directs
PricewaterhouseCoopers LLP in an ongoing program of internal auditing.
The Audit Committee of the Board of Directors is composed entirely of outside
directors and meets quarterly with management and PricewaterhouseCoopers LLP
to review management's evaluation of internal controls, approve the scope of
the program of internal auditing, and discuss the scope and results of audit
examinations performed by PricewaterhouseCoopers LLP. PricewaterhouseCoopers
LLP has unrestricted access to the Audit Committee including the ability to
meet without management representatives present.
/S/ THOMAS E. KIERANS
Thomas E. Kierans
Chairman of the Board
February 22, 2001.
/S/ ROBERT G. BURTON
Robert G. Burton
President and Chief Executive Officer
2000 Annual Report MOORE CORPORATION LIMITED 56
A u d i t o r s ' R e p o r t
To the Shareholders of Moore Corporation Limited:
We have audited the consolidated balance sheets of Moore Corporation Limited as
at December 31, 2000 and 1999 and the consolidated statements of earnings,
retained earnings and cash flows for each of the three years in the period ended
December 31, 2000. These consolidated financial statements are the
responsibility of the Corporation's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in Canada and the United States of America. Those standards require that we plan
and perform an audit to obtain reasonable assurance whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.
In our opinion, these consolidated financial statements present fairly, in all
material respects, the financial position of the Corporation as at December 31,
2000 and 1999 and the results of its operations and the changes in its cash
flows for each of the three years in the period ended December 31, 2000 in
accordance with generally accepted accounting principles in Canada.
/s/ PricewaterhouseCoopers LLP
PRICEWATERHOUSECOOPERS LLP
Chartered Accountants, Toronto, Canada
February 22, 2001
COMMENTS BY AUDITORS FOR U.S READERS ON CANADA-U.S. REPORTING DIFFERENCE
In the United States, reporting standards for auditors require the addition of
an explanatory paragraph (following the opinion paragraph) when there is a
change in accounting principles that has a material effect on the comparability
of the Corporation's financial statements, such as the changes described in Note
2 to the financial statements. Our report to the shareholders dated February 22,
2001 is expressed in accordance with Canadian reporting standards which do not
require a reference to such changes in accounting principles in the auditors'
report when the change is properly accounted for and adequately disclosed in the
financial statements.
/s/ PricewaterhouseCoopers LLP
PRICEWATERHOUSECOOPERS LLP
Chartered Accountants, Toronto, Canada
February 22, 2001
F I V E - Y E A R S U M M A R Y
- --------------------------------------------------------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31
EXPRESSED IN UNITED STATES CURRENCY
IN THOUSANDS OF DOLLARS 2 0 0 0 1 9 9 9 1 9 9 8 1 9 9 7 1 9 9 6
- --------------------------------------------------------------------------------------------------------------------------------
INCOME STATISTICS
Sales $2,258,418 $2,425,116 $2,717,702 $2,631,014 $2,517,673
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Income (loss) from operations (46,234) 141,681 (630,500) 49,411 142,608
Per dollar of sales (2.0)CENTS 5.8CENTS (23.2)CENTS 1.9CENTS 5.7CENTS
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Income tax expense (recovery) (17,377) 35,286 (94,330) 49,171 48,570
Percentage of pre-tax earnings 21.3% 27.4% 14.7% 47.2% 24.4%
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Net earnings (loss) (66,372) 92,599 (547,866) 55,099 149,923
Per dollar of sales (2.9)CENTS 3.8CENTS (20.2)CENTS 2.1CENTS 6.0CENTS
Per common share $ (0.75) $ 1.05 $ (6.19) $ 0.59 $ 1.50
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Dividends 17,594 17,692 34,057 85,830 94,183
Per common share 20CENTS 20CENTS 38.5CENTS 94CENTS 94CENTS
Earnings retained in (losses and
dividends funded by) the business (83,966) 74,907 (581,923) (30,731) 55,740
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57 2000 Annual Report MOORE CORPORATION LIMITED
F I V E - Y E A R S U M M A R Y CONTINUED
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FOR THE YEAR ENDED DECEMBER 31
EXPRESSED IN UNITED STATES CURRENCY
IN THOUSANDS OF DOLLARS 2 0 0 0 1 9 9 9 1 9 9 8 1 9 9 7 1 9 9 6
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BALANCE SHEET AND OTHER STATISTICS
Current assets $ 699,641 $ 750,860 $ 894,343 $ 965,078 $1,369,579
Current liabilities 468,247 622,464 941,034 790,454 485,739
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Working capital 231,394 128,396 (46,691) 174,624 883,840
Ratio of current assets to
current liabilities 1.5:1 1.2:1 1.0:1 1.2:1 2.8:1
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Property, plant and equipment
(net) 409,099 458,808 466,198 635,770 603,750
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Long-term debt 272,465 201,686 4,841 49,109 53,811
Ratio of long-term debt to
equity 0.4:1 0.3:1 0.0:1 0.0:1 0.0:1
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Shareholders' equity 624,685 672,674 610,145 1,185,612 1,549,819
Per common share $ 7.06 $ 7.60 $ 6.90 $ 13.40 $ 15.49
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Total assets 1,868,426 1,630,293 1,726,135 2,174,572 2,224,040
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Average shares outstanding
(in thousands) 88,457 88,457 88,456 93,200 99,967
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Number of shareholders of record
at year-end 4,455 5,074 5,506 6,482 6,901
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Number of employees 16,166 15,812 17,135 20,084 18,849
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Q U A R T E R L Y F I N A N C I A L I N F O R M A T I O N
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EXPRESSED IN UNITED STATES CURRENCY 2000 1999
AND, EXCEPT PER SHARE AMOUNTS, IN FOURTH THIRD SECOND FIRST FOURTH THIRD SECOND FIRST
THOUSANDS OF DOLLARS (UNAUDITED) QUARTER QUARTER QUARTER QUARTER QUARTER QUARTER QUARTER QUARTER
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Sales $580,655 $550,493 $550,406 $576,864 $647,187 $596,363 $572,638 $608,928
Cost of sales 405,671 380,449 387,160 404,082 435,566 404,768 388,197 413,445
Income (loss) from operations (30,117) 8,390 (15,293) (9,214) 101,145 18,690 8,298 13,548
Net earnings (loss) (35,483) (7,910) (14,094) (8,885) 72,342 8,687 1,891 9,679
Per common share $ (0.40) $ (0.09) $ (0.16) $ (0.10) $ 0.82 $ 0.10 $ 0.02 $ 0.11
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Net earnings (loss) based on
United States generally accepted
accounting principles (Note 25) (29,919) (1,681) (7,606) (6,098) 63,669 4,488 (1,152) 5,879
Per common share - Basic $ (0.34) $ (0.02) $ (0.08) $ (0.07) $ 0.71 $ 0.05 $ (0.01) $ 0.07
Per common share - Diluted $ (0.34) $ (0.02) $ (0.08) $ (0.07) $ 0.71 $ 0.05 $ (0.01) $ 0.07
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D I S T R I B U T I O N O F R E V E N U E
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FOR THE YEAR
ENDED DECEMBER 31 2 0 0 0 1 9 9 9 1 9 9 8
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SALES AND INVESTMENT AND OTHER INCOME 100.0% 100.0% 100.0%
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Used as follows:
Wages, salaries and employee benefits 35.5% 33.8% 34.4%
Materials, supplies and services 62.1 59.1 61.9
Restructuring (1.1) (2.8) 19.5
Capital asset amortization 6.7 4.2 4.3
Income, property and other taxes (0.3) 1.9 0.1
Dividends 0.8 0.7 1.2
Earnings retained in the business (3.7) 3.1 (21.4)
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2000 Annual Report MOORE CORPORATION LIMITED 58
Shareholder Information
EXECUTIVE OFFICE
Moore Corporation Limited
1200 Lakeside Drive
Bannockburn, Il 60015-1243
Telephone: (847) 607-6000
Facsimile: (847) 607-7136
Internet: http://www.moore.com
Market Price of Common Shares
The following table sets forth the high and low prices of the common shares of
the Corporation on the Toronto and New York exchanges.
THE TORONTO NEW YORK
STOCK EXCHANGE (C$) EXCHANGE (US$)
- -----------------------------------------------------------------------
High Low High Low
- -----------------------------------------------------------------------
2000
4th quarter 5.10 3.50 3.1875 2.3125
3rd quarter 5.15 3.35 5.0000 2.3750
2nd quarter 6.85 3.25 5.1000 2.4375
1st quarter 9.90 4.56 6.6250 3.3120
- -----------------------------------------------------------------------
1999
4th quarter 14.75 8.55 9.625 6.000
3rd quarter 14.95 11.50 10.000 7.750
2nd quarter 15.75 11.40 10.250 7.875
1st quarter 18.80 14.75 12.375 9.875
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Dividends
In 2000, the Corporation paid a dividend of 5CENTS (U.S.) per common share each
quarter. Subject to formal declaration by the Board of Directors, dividend
record and payment dates for the next four dividends will be as follows:
RECORD DATE PAYMENT DATE
March 2, 2001 April 2, 2001
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June 1, 2001 July 3, 2001
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September 7, 2001 October 1, 2001
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December 7, 2001 January 2, 2002
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Dividends are declared and paid in United States dollars. Shareholders have the
option of receiving dividends in equivalent Canadian funds or participating in
the Dividend Reinvestment and Share Purchase Plan. The Dividend Reinvestment
Option allows shareholders to have their cash dividends reinvested to acquire
additional shares. The Share Purchase Option allows shareholders to purchase
shares by making a cash payment of not less than CDN$50 and not more than
CDN$5,000 in each quarter.
Withholding taxes at the rate of 25% are imposed on the payment of dividends to
non-residents of Canada. Under the present Canada/United States tax treaty, such
rate is generally reduced to 15%.
STOCK EXCHANGE LISTINGS
Stock Symbol: MCL
CUSIP No: 615785 10 2
Markets: Toronto and New York
As at December 31, 2000 the common shares of the Corporation are also included
in the TSE 300 Composite Index.
Transfer Agent and Registrar
The transfer agent and registrar for the common shares of the Corporation is
Computershare Trust Company of Canada, at its offices in Montreal, Toronto,
Winnipeg, Calgary and Vancouver. The co-transfer agent and registrar is
Computershare Trust Company, Inc. of Colorado.
Shareholder Account Inquiries
Computershare Trust Company of Canada operates a telephone information enquiry
line that can be reached by dialing toll-free 1-800-663-9097 or (416) 981-9633.
Shareholders can also e-mail at caregistryinfo@computershare.com. Their internet
address is www.computershare.com.
Correspondence may be addressed to:
Moore Corporation Limited
c/o Computershare Trust Company of Canada
100 University Avenue, 11th Floor
Toronto, Ontario, Canada, M5J 2Y1
Investor Relations
Institutional and individual investors seeking financial information about the
company are invited to contact James E. Lillie, Executive Vice President,
Operations at 847-607-7128.
Form 10-K/Annual Information Form
The Annual Report on Form 10-K is filed with the United States Securities and
Exchange Commission and with the Canadian securities authorities as the Annual
Information Form. It is available without charge either by contacting the
Executive Office or at http://www.sedar.com and at
http://www.sec.gov/edgarhp.htm.
Annual & Special Meeting
of Shareholders
The Annual and Special Meeting of Shareholders will be held at the Glenn Gould
Studio, Canadian Broadcasting Centre, 250 Front Street West, Toronto, Ontario
Canada on Thursday, April 12, 2001 at 10 a.m. Toronto time.
59 2000 Annual Report MOORE CORPORATION LIMITED
[COVER PAGE GRAPHIC]
Printed by Quality Color Press,
a Moore Company.
[MOORE COMPANY LOGO] MOORE CORPORATION LIMITED
BANNOCKBURN, IL TORONTO, ON
1200 Lakeside Drive Scotia Plaza
Bannockburn, IL 60015-1243 40 King Street West, Ste. 3501
P.O. Box 205
Tel: (847) 607-6000 Toronto, Ontario, Canada
Fax: (847) 607-0000 M5H 3Y2
INTERNET:
http://www.moore.com