FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from____________ to _________________
Commission file number: 0-7574
WAUSAU-MOSINEE PAPER CORPORATION
(Exact name of registrant as specified in charter)
WISCONSIN 39-0690900
(State of incorporation) (I.R.S Employer Identification Number)
1244 KRONENWETTER DRIVE
MOSINEE, WISCONSIN 54455-9099
(Address of principal executive office)
Registrant's telephone number, including area code: 715-693-4470
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such report), and (2) has been subject
to such filing requirements for the past 90 days.
Yes X No
The number of common shares outstanding at April 30, 2001 was 51,465,891.
WAUSAU-MOSINEE PAPER CORPORATION
AND SUBSIDIARIES
INDEX
PAGE NO.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Statements of
Income Three Months Ended
March 31, 2001 (unaudited)
and March 31, 2000 (unaudited) 1
Condensed Consolidated Balance
Sheets, March 31, 2001 (unaudited)
and December 31, 2000 (derived from
audited financial statements) 2
Condensed Consolidated Statements
of Cash Flows, Three Months
Ended March 31, 2001 (unaudited)
and March 31, 2000 (unaudited) 3
Notes to Condensed Consolidated
Financial Statements 3-5
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations 7-10
Item 3. Quantitative and Qualitative Disclosures
About Market Risk 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 6. Exhibits and Reports on Form 8-K 12-15
(i)
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Wausau-Mosinee Paper Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended
March 31,
($ thousands, except per share data - unaudited) 2001 2000
NET SALES $224,617 $243,606
Cost of products sold 208,428 214,765
Restructuring charge-inventory 0 599
Total cost of sales 208,428 215,364
GROSS PROFIT 16,189 28,242
Selling and administrative expenses 19,253 19,818
Restructuring charge-other 0 24,401
Total 19,253 44,219
OPERATING LOSS (3,064) (15,977)
Interest expense (4,336) (3,705)
Other income/expense, net (149) 61
LOSS BEFORE INCOME TAXES (7,549) (19,621)
Credit for income taxes (2,800) (6,700)
NET LOSS ($ 4,749) ($12,921)
NET LOSS PER SHARE BASIC ($ 0.09) ($ 0.25)
NET LOSS PER SHARE DILUTED ($ 0.09) ($ 0.25)
Weighted average shares outstanding-basic 51,372,685 51,416,691
Weighted average shares outstanding-diluted 51,398,413 51,464,389
-1-
Wausau-Mosinee Paper Corporation
CONSOLIDATED BALANCE SHEETS
($ thousands*) MARCH 31, December 31,
2001 2000
Assets
Current assets:
Cash and cash equivalents $ 9,635 $ 10,579
Receivables, net 76,196 71,119
Refundable income taxes 4,351 5,470
Inventories 151,652 151,349
Deferred income taxes 17,495 16,463
Other current assets 2,377 1,432
Total current assets 261,706 256,412
Property, plant and equipment, net 654,682 662,204
Other assets 29,906 29,815
TOTAL ASSETS $946,294 $948,431
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current maturities of long-term debt 181 241
Accounts payable 60,366 67,896
Accrued and other liabilities 44,673 49,670
Total current liabilities 105,220 117,807
Long-term debt 258,916 250,465
Deferred income taxes 107,891 106,956
Postretirement benefits 54,303 53,867
Pension 26,652 27,870
Other noncurrent liabilities 17,948 14,918
Total liabilities 570,930 571,883
Stockholders' equity 375,364 376,548
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $946,294 $948,431
<FN>
*The consolidated balance sheet at March 31, 2001 is unaudited. The December
31, 2000 consolidated balance sheet is derived from audited financial
statements.
-2-
Wausau-Mosinee Paper Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
March 31,
($ thousands - unaudited) 2001 2000
Net cash provided (used) by operating activities ($ 3,450) $5,142
Capital expenditures (5,771) (7,195)
Borrowings under credit agreements 8,452 11,874
Dividends paid (4,368) (4,113)
Stock options exercised 1,898 0
Proceeds on sale of property, plant and equipment 104 24
Proceeds on termination of swap agreement 2,250 0
Other investing and financing activities (59) (56)
Net increase (decrease) in cash ($944) $ 5,676
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. The accompanying condensed financial statements, in the opinion of
management, reflect all adjustments which are normal and recurring in
nature and which are necessary for a fair statement of the results
for the periods presented. Some adjustments involve estimates which
may require revision in subsequent interim periods or at year-end. In
all regards, the financial statements have been presented in
accordance with accounting principles generally accepted in the United
States. Refer to notes to the financial statements which appear in
the Annual Report on Form 10-K for the year ended December 31, 2000,
for the Company's accounting policies which are pertinent to these
statements.
On January 1, 2001, the Company adopted Statement of Financial
Accounting Standard (SFAS) No. 133, "Accounting for Derivative
Instruments and Hedging Activities," and SFAS No. 138, "Accounting for
Certain Derivative Instruments and Certain Hedging Activities." The
statements require all derivative instruments to be recognized on the
balance sheet as either assets or liabilities at fair value. Changes
-3-
in the fair value of derivatives are recognized in either current
earnings or other comprehensive income in the period of the change.
Because the Company's hedges are effective, the impact of the
Company's adoption of SFAS No. 133 and 138 is immaterial to the
Company's financial statements.
Note 2. The Company recorded a pre-tax restructuring charge of $25.0
million in the first quarter of 2000 in the Specialty Paper Group
segment to cover shutdown and asset disposition costs associated with
the closure of a paper manufacturing facility in Middletown, Ohio and
a pre-tax charge of $2.7 million for the resignation of the Company's
president and CEO.
Note 3. Net income includes expenses, or credits, for stock-based incentive
plans calculated by using the average price of the Company's stock at
the close of the reporting period as if all plans had been exercised
on that day. For the three months ended March 31, 2001, these plans
resulted in after-tax expense of $1,747,000 or $0.03 per share,
compared to after-tax expense of $651,000 or $0.01 per share for the
same period last year.
Note 4. Accounts receivable consisted of the following:
($ thousands) MARCH 31, December 31,
2001 2000
Customer Accounts $84,042 $80,432
Misc. Notes and Accounts Receivable 2,125 2,962
86,167 83,394
Less: Allowances for Discounts,
Doubtful Accounts and Pending Credits 9,971 12,275
Receivables, Net $76,196 $71,119
Note 5. The various components of inventories were as follows:
($ thousands) MARCH 31, December 31,
2001 2000
Raw Materials and Supplies $ 76,770 $ 80,009
Finished Goods and Work in Process 98,456 101,831
Subtotal 175,226 181,840
Less: LIFO Reserve 23,574 30,491
Net inventories $151,652 $151,349
Note 6. The accumulated depreciation on fixed assets was $524,343,000 as of
March 31, 2001 and $510,814,000 as of December 31, 2000. The
provision for depreciation, amortization and depletion for the three
months ended March 31, 2001 and March 31, 2000 was $15,172,000 and
$14,583,000, respectively.
Note 7. Certain legal proceedings are described under Part II, Item 1 of
this report.
-4-
Note 8. Interim Segment Information
FACTORS USED TO IDENTIFY REPORTABLE SEGMENTS
The Company's operations are classified into three principal reportable
segments, the Specialty Paper Group, the Printing & Writing Group and the
Towel & Tissue Group, each providing different products. Separate
management of each segment is required because each business unit is
subject to different marketing, production and technology strategies.
PRODUCTS FROM WHICH REVENUE IS DERIVED
The Specialty Paper Group produces specialty papers at its manufacturing
facilities in Rhinelander, Wisconsin; Mosinee, Wisconsin and Jay, Maine.
The Printing & Writing Group produces a broad line of premium printing and
writing grades at manufacturing facilities in Brokaw, Wisconsin and
Groveton, New Hampshire. The Printing & Writing Group also includes two
converting facilities which produce wax-laminated roll wrap and related
specialty finishing and packaging products and a converting facility which
converts printing and writing grades. The Towel & Tissue Group markets a
complete line of towel, tissue, soap and dispensing systems for the
"away-from-home" market. The Towel & Tissue Group operates a paper mill
in Middletown, Ohio and a converting facility in Harrodsburg, Kentucky.
-5-
RECONCILIATIONS
The following are reconciliations to corresponding totals in the
accompanying consolidated financial statements:
Three Months
Ended March 31,
($ in thousands-unaudited) 2001 2000
Net sales external customers
Specialty Paper $ 89,234 $109,845
Printing & Writing 93,300 94,913
Towel & Tissue 42,083 38,848
$224,617 $243,606
Net sales intersegment
Specialty Paper $ 104 $ 885
Printing & Writing 2,654 1,885
Towel & Tissue 0 2
$ 2,758 $ 2,772
Operating profit(loss)(unaudited)
Specialty Paper ($4,018) $ 3,682
Specialty Paper-restructuring
charge (Note 2) 0 (25,000)
Total Specialty Paper (4,018) (21,318)
Printing & Writing 1,321 7,316
Towel & Tissue 4,580 3,985
Total reportable segment
Operating profit(loss) 1,883 (10,017)
Corporate & eliminations (4,947) (5,960)
Interest expense (4,336) (3,705)
Other income/expense (149) 61
Loss before income taxes ($ 7,549) ($19,621)
($ in thousands-unaudited) MARCH 31, December 31,
2001 2000
Segment Assets
Specialty Paper $397,838 $ 401,227
Printing & Writing 311,433 310,006
Towel & Tissue 180,861 180,857
Corporate & Unallocated* 56,162 56,341
$946,294 $ 948,431
<FN>
*Industry segment assets do not include intersegment accounts
receivable, cash, deferred tax assets and certain other assets
which are not identifiable with industry segments.
-6-
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS*
RESULTS OF OPERATIONS
NET SALES
For the three months ended March 31, 2001, net sales for the Company were
$224.6 million, a decrease of 8% over last year's first quarter net sales
of $243.6 million. Total tons shipped were 193,000 tons and decreased by
7% company-wide over the first quarter of 2000.
The Specialty Paper Group's net sales decreased 19% in the first quarter
of 2001 compared to the first quarter of 2000. Likewise, total tons
shipped decreased from 93,500 tons to 75,600 tons quarter-over-quarter. A
principle component of the decline in 2001 compared to 2000 was the
closure of the Sorg Paper Company on May 15, 2000. Adjusting for the
closure, first quarter 2001 sales declined 7% and tons shipped declined 6%
from the first quarter of 2000. These declines are the result of
competitive market conditions and a general economic slowdown.
First quarter net sales and shipments in the Printing & Writing Group were
comparable in 2001 to the first quarter of 2000. Average selling prices
for the first quarter of 2001 were down approximately 3% from the first
quarter of 2000 due to mix deterioration. In late January 2001, the
printing paper's business announced a price increase of $60 to $80 per ton
but successful implementation has been limited primarily to the premium
paper grades.
Net sales for the first quarter of 2001 increased 8% over the first
quarter of 2000 for the Towel & Tissue Group. Shipments increased to
31,500 tons and represented a new record for first quarter sales.
Average selling prices also increased by approximately 1% in the
first quarter of 2001 compared to the first quarter last year.
GROSS PROFIT
Gross profit for the three months ended March 31, 2001 was $16.2
million or 7.2% of net sales, compared to last year's gross profit of
$28.2 million or 11.6% of net sales. The decline in gross profit
margin quarter-over-quarter is principally due to increased energy
costs, product mix changes and market-related downtime. In total,
energy costs have increased $7.5 million over the first quarter of
2000. Natural gas costs peaked at near $10 per decatherm and have
since declined to a level of $5 to $6 per decatherm. Pulp costs in
the first quarter of 2001 were similar to the first quarter of 2000
and have declined since year-end, with significant declines occurring
in March and April of 2001.
* Matters discussed in this report with respect to the Company's expectations
are forward-looking statements that involve risks and uncertainties. See
"Information Concerning Forward-Looking Statements."
-7-
The Specialty Paper Group's gross profit margin decreased from 8.1%
of net sales in 2000 to 1% this year. Total Group production,
excluding the first quarter 2000 production of The Sorg Paper Company
that was closed on May 15, 2000, was 74,000 tons in the first quarter
of 2001 compared to 84,000 tons in 2000. Paper mill inventories at
March 31, 2001, were approximately 36,000 tons and have increased 9%
over the level at March 31, 2000. Customer order backlogs declined
to approximately 13,000 tons at the end of the first quarter of 2001
compared to 26,000 tons at the end of the first quarter of 2000. The
weak backlogs dictated market-related downtime in the first quarter
at select facilities to control inventory levels.
The Printing & Writing Group's gross profit for the first quarter of
2001 was 7.3% of net sales compared to 13.1% of net sales in the same
period last year. Total production for the paper mills was down
2,000 tons or 2% in the first quarter of 2001 compared to last year's
first quarter. Inventory levels and customer backlogs have increased
quarter-over-quarter.
The gross profit for the Towel & Tissue Group was 20.4% for the three
months ended March 31, 2001 compared to 18.6% for last year's first
quarter. Shipments increased by 8% to an all time first quarter
record of 31,500 tons. Results for the Towel & Tissue group continue
to benefit from declining wastepaper pricing and ongoing operational
improvement efforts. Customer order backlogs have improved on a
quarter-over-quarter basis.
SELLING AND ADMINISTRATIVE EXPENSES
Selling and administrative expenses, excluding the first quarter 2000
restructuring charge discussed below, were $19.3 million in the first
quarter of 2001, compared to $19.8 million last year. Expense for
incentive compensation programs based on the market price of the
Company's stock was $2.8 million in 2001 compared to $1.0 million for
the same period a year ago. In addition, an expense of $2.7 million
was recorded for the first quarter of 2000 for costs associated with
the resignation of the Company's President and Chief Executive
Officer.
RESTRUCTURING CHARGE
In March of 2000, the Company announced the planned closure of its
Sorg facility on May 15, 2000. In accordance with the closure, the
Company recorded a pre-tax restructuring charge of $25.0 million in
the first quarter of 2000. This charge was classified as $24.4
million in operating expenses and $0.6 million in cost of sales. The
closure costs include $3.6 million in hourly and salaried severance
cost and $21.4 million in related asset write-downs and disposition
costs. In the fourth quarter of 2000, the estimate was revised
resulting in a $2.7 million pre-tax income adjustment.
-8-
CAPITAL RESOURCES AND LIQUIDITY
CASH PROVIDED (USED) BY OPERATIONS
For the three months ended March 31, 2001, cash used by operations
was $3.5 million compared to $5.1 million in cash provided by
operations in the first quarter of the last year. Reduced
operational earnings offset by the change in the non-cash charges
accounted for the change in cash flow quarter-over-quarter.
CAPITAL EXPENDITURES
Capital expenditures totaled $5.8 million for the first quarter ended
March 31, 2001, compared to $7.2 million for the same period last
year.
During the first three months of 2001, the Rhinelander mill spent
$2.1 million on the High Performance Liner (HPL) project.
FINANCING
Total current and long-term debt increased for the three months ended
March 31, 2001 to $259.1 million. The increase in total debt from
December 2000 is due in part to reduced earnings and dividends paid.
Interest expense was $4.3 million in the first quarter of 2001
compared to $3.7 million in the same period of 2000. The increase in
interest expense is principally the result of higher funded debt
levels in 2001 compared to 2000.
In the first quarter of 2001, the Company terminated an interest rate
swap arrangement on $30 million of the 12 year senior notes and
realized proceeds of $2.25 million. In addition, the Company entered
into a $12.5 million revolving note agreement that expires on March
8, 2002. This credit facility replaces a portion of the $50 million,
364-day facility that expired on March 9, 2001. Later in 2001, the
Company may replace a part of the remaining expired facility.
Cash provided by operations and the borrowing capacity are expected
to meet capital needs and dividends. The company has approximately
$42.1 million available from existing bank facilities as of March 31,
2001.
COMMON STOCK REPURCHASE
In April, 2000, the Board of Directors increased the number of shares
covered by its August, 1998 stock repurchase authorization by
2,571,000 shares. The total remaining authority is 2,638,674 shares
as of April 30, 2001. There were no stock repurchases in the first
quarter of 2000 or the first quarter of 2001.
-9-
DIVIDENDS
A dividend declared in December, 2000, of $.085 per share was paid
February 15, 2001 to shareholders of record as of February 1, 2001.
At the April 19, 2001 meeting, the Board of Directors declared a
quarterly cash dividend of $.085 per share that is payable May 15,
2001 to shareholders of record as of May 1, 2001.
INFORMATION CONCERNING FORWARD LOOKING STATEMENTS
This report contains certain of management's expectations and other
forward-looking information regarding the Company pursuant to the
safe-harbor provisions of the Private Securities Litigation Reform
Act of 1995. While the Company believes that these forward-looking
statements are based on reasonable assumptions, such statements are
not guarantees of future performance and all such statements involve
risk and uncertainties that could cause actual results to differ
materially from those contemplated in this report. The assumptions,
risks and uncertainties relating to the forward-looking statements in
this report include general economic and business conditions, changes
in the prices of raw materials or energy, competitive pricing in the
markets served by the Company as a result of economic conditions or
overcapacity in the industry, manufacturing problems at Company
facilities and various other matters. These and other assumptions,
risks and uncertainties are described under the caption "Cautionary
Statement Regarding Forward-Looking Information" in Item 1 of the
Company's Annual Report on Form 10-K for the year ended December 31,
2000, and, from time to time, in the Company's other filings with the
Securities and Exchange Commission.
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There has been no material change in the information provided in
response to Item 7A of the Company's Form 10-K for the year ended
December 31, 2000.
-10-
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
THE FOLLOWING RELATES TO CERTAIN OF THE LITIGATION AND POTENTIAL
CLAIMS DESCRIBED IN THE COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE
FISCAL YEAR ENDED DECEMBER 31, 2000.
An action alleging violation of antitrust laws is pending in
Tennessee by indirect purchasers of commercial sanitary paper
products against the Company's subsidiary, Bay West Paper Corporation
("Bay West"), and other defendants. In the opinion of management,
Bay West has not violated any antitrust laws and the costs of
disposition of the Tennessee claim will not be material.
The Company faces potential liability for penalties for failure to
file notices of reportable events and for certain excise taxes with
regard to temporary liquidity shortfalls resulting from voluntary
supplemental early retirement program benefits paid from two
qualified plans maintained by subsidiaries. The Pension Benefit
Guaranty Corporation ("PBGC") has assessed a penalty of $237,100 in
connection with the Company's failure to file notices of reportable
events on a timely basis. The Company also faces the possible
liability for excise taxes of approximately $1.5 million in
connection with the temporary liquidity shortfalls. The PBGC and the
Internal Revenue Service ("IRS") each have discretion to waive all or
part of the penalties or taxes. The Company is seeking a waiver of
all penalties and taxes and intends to seek reimbursement of any
amounts it is required to pay. The Company will appeal the PBGC's
initial penalty assessment and has requested an extension of the
appeal period in order to coordinate its appeal with the pending IRS
determination.
-11-
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits required by Item 601 of Regulation S-K
The following exhibits have been filed with the Securities and
Exchange Commission. Exhibits filed as part of this report, and
listed below, are set forth on the Exhibit Index which follows the
signature page.
Exhibit
NUMBER DESCRIPTION
3.1 Restated Articles of Incorporation, as amended October 21, 1998
(incorporated by reference to Exhibit 3.1 to the Company's
Registration Statement on Form 8-A dated October 21, 1998)
3.2 Restated Bylaws, as amended December 17, 1997 (incorporated by
reference to Exhibit 4.2 to the Company's Registration Statement
on Form S-8 dated December 17, 1997)
4.1 Rights Agreement, dated as of October 21, 1998, including the
Form of Restated Articles of Incorporation as Exhibit A and the
Form of Rights Certificate as Exhibit B (incorporated by
reference to Exhibit 4.1 to the Company's Registration Statement
on Form 8-A dated October 21, 1998)
4.2 First Amendment dated August 22, 2000 to Rights Agreement dated
October 21, 1998 (incorporated by reference to Exhibit 4.1 (a)
to Amendment No. 1 to the Company's Registration Statement on
Form 8-A, filed on December 19, 2000)
4.3 Summary of Rights to Purchase Preferred Shares, Exhibit C to
Rights Agreement filed as Exhibit 4.1 hereto (incorporated by
reference to Exhibit 4.2 to the Company's Registration Statement
on Form 8-A, filed on October 29, 1998)
4.4 $138,500,000 Note Purchase Agreement dated August 31, 1999
(incorporated by reference to Exhibit 4.3 to the Company's
Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 1999)
4.5 Revolving Credit Agreement dated December 10, 1999 among
Registrant and Bank of America, N.A., Bank One, NA, M&I
Marshall & Ilsley Bank, and Harris Trust and Savings Bank, as
amended April 14, 2000, December 8, 2000, and January 23, 2001
-12-
4.6 $12,500,000.00 364-day Credit Facility Between the Company and
Marshall & Ilsley Bank Dated March 9, 2001
10.1 Supplemental Retirement Plan, as last amended October 19, 2000
10.2 1988 Stock Appreciation Rights Plan, as last amended March
4, 1999 (incorporated by reference to Exhibit 10.4 to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1998)*
10.3 1988 Management Incentive Plan, as last amended March 4, 1999
(incorporated by reference to Exhibit 10.5 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1998)*
10.4 1990 Stock Appreciation Rights Plan, as last amended March 4,
1999 (incorporated by reference to Exhibit 10.6 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1998)*
10.5 Deferred Compensation Agreement dated July 1, 1994, as last
amended March 4, 1999 (incorporated by reference to Exhibit
10.7 to the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 1998)*
10.6 1991 Employee Stock Option Plan, as last amended March 4, 1999
(incorporated by reference to Exhibit 10.8 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1998)*
10.7 1991 Dividend Equivalent Plan, as last amended March 4, 1999
(incorporated by reference to Exhibit 10.9 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1998)*
10.8 Supplemental Retirement Benefit Plan dated January 16, 1992, as
last amended March 4, 1999 (incorporated by reference to Exhibit
10.10 to the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 1998)*
10.9 Directors' Deferred Compensation Plan, as last amended March 4,
1999 (incorporated by reference to Exhibit 10.11 to the
Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 1998)*
-13-
10.10 Directors Retirement Benefit Policy, as amended April 16, 1998
(incorporated by reference to Exhibit 10.12 to the Company's
Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 1998)*
10.11 Mosinee Paper Corporation 1985 Executive Stock Option Plan,
as last amended March 4, 1999 (incorporated by reference to
Exhibit 10.14 to the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1998)*
10.12 Mosinee Paper Corporation 1988 Stock Appreciation Rights
Plan, as last amended March 4, 1999 (incorporated by
reference to Exhibit 10.15 to the Company's Annual Report on
Form 10-K for the fiscal year ended December 31, 1998)*
10.13 Mosinee Paper Corporation Supplemental Retirement Benefit
Agreement dated November 15, 1991, as last amended March 4, 1999
(incorporated by reference to Exhibit 10.18 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1998)*
10.14 Mosinee Paper Corporation 1994 Executive Stock Option Plan,
as last amended March 4, 1999 (incorporated by reference to
Exhibit 10.19 to the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1998)*
10.15 2000 Incentive Compensation Plan for Executive Officers
(incorporated by reference to Exhibit 10.17 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1999)*
10.16 2001 Incentive Compensation Plan for Executive Officers
(incorporated by reference to Exhibit 10.16 to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 2000)*
10.17 Former President and CEO Severance Agreement (incorporated by
reference to Exhibit 10.22 to the Company's Quarterly Report on
Form 10-Q for the quarterly period ended March 31, 2000)
10.18 2000 Stock Option Plan (incorporated by reference to Exhibit
10.19 to the Company's Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2000)
-14-
21.1 Subsidiaries (incorporated by reference to Exhibit 21.1 to
the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1998)
*Executive compensation plans or arrangements. All plans are sponsored or
maintained by the Company unless otherwise noted.
(b)Reports on Form 8-K:
The Company filed a current report on Form 8-K on March 28, 2001,
reporting information under Item 9, Regulation FD Disclosure.
-15-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
WAUSAU-MOSINEE PAPER CORPORATION
May 14, 2001 SCOTT P. DOESCHER
Scott P. Doescher
Senior Vice President-Finance,
Secretary and Treasurer
(On behalf of the Registrant and as
Principal Financial Officer)
-16-
EXHIBIT INDEX
TO
FORM 10-Q
OF
WAUSAU-MOSINEE PAPER CORPORATION
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001
Pursuant to Section 102(d) of Regulation S-T
(17 C.F.R. Section 232.102(d))
The following exhibits are filed as part of this report:
4.6 $12,500,000.00 364-day Credit Facility Between the Company and
Marshall & Ilsley Bank Dated March 9, 2001
10.1 Supplemental Retirement Plan, as last amended October 19, 2000
-17-