================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2000 OR [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-12147 DELTIC TIMBER CORPORATION (Exact name of registrant as specified in its charter) Delaware 71-0795870 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 210 East Elm Street, P. O. Box 7200, El Dorado, Arkansas 71731-7200 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (870) 881-9400 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, $.01 Par Value New York Stock Exchange, Inc. Series A Participating Cumulative New York Stock Exchange, Inc. Preferred Stock Purchase Rights 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____. --- Number of shares of Common Stock, $.01 Par Value, outstanding at July 31, 2000, was 12,191,729. ================================================================================ TABLE OF CONTENTS - SECOND QUARTER 2000 FORM 10-Q REPORT Page Number ------ PART I - Financial Information Item 1. Financial Statements 3 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 11 Item 3. Quantitative and Qualitative Disclosures About Market Risk 15 PART II - Other Information Item 1. Legal Proceedings 16 Item 2. Changes in Securities and Use of Proceeds 16 Item 3. Defaults Upon Senior Securities 16 Item 4. Submission of Matters to a Vote of Security Holders 16 Item 5. Other Information 16 Item 6. Exhibits and Reports on Form 8-K 16 Signatures 17 2 PART I - FINANCIAL INFORMATION Item 1. Financial Statements DELTIC TIMBER CORPORATION AND SUBSIDIARIES Consolidated Balance Sheets -------------------------------- (Thousands of dollars) June 30, Dec. 31, 2000 1999 --------- ------- (unaudited) Assets Current assets Cash and cash equivalents $ 5,394 4,782 U.S. government securities - 936 Trade accounts receivable - net 6,470 4,648 Other receivables 3,511 1,341 Inventories 5,378 9,411 Prepaid expenses and other current assets 6,419 4,396 ------- -------- Total current assets 27,172 25,514 Investment in real estate held for development and sale 35,456 35,210 Investment in Del-Tin Fiber 2,584 3,727 Timber and timberlands - net 166,290 164,740 Property, plant, and equipment - net 44,504 44,312 Deferred charges and other assets 3,650 4,395 ------- -------- Total assets $ 279,656 277,898 ======= ======== Liabilities and Stockholders' Equity Current liabilities Current maturities of long-term debt $ 172 203 Notes payable - 13 Trade accounts payable 2,475 2,928 Accrued taxes other than income taxes 1,633 1,162 Other accrued liabilities 542 517 ------- -------- Total current liabilities 4,822 4,823 Long-term debt 59,426 55,570 Deferred credits and other noncurrent liabilities 10,049 9,097 Redeemable preferred stock 30,000 30,000 Stockholders' equity Preferred stock - - Common stock 128 128 Capital in excess of par value 68,757 68,808 Retained earnings 121,783 120,033 Unamortized restricted stock awards (590) (205) Treasury stock (14,719) (10,356) ------- -------- Total stockholders' equity 175,359 178,408 ------- -------- Total liabilities and stockholders' equity $ 279,656 277,898 ======= ======== See accompanying notes to consolidated financial statements. 3 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Consolidated Statements of Income (Unaudited) --------------------------------------------- (Thousands of dollars, except per share amounts) Three Months Ended Six Months Ended June 30, June 30, ------------------------ --------------------- 2000 1999 2000 1999 --------- ------- -------- ------- Net sales $ 30,232 32,171 63,703 63,496 -------- ------- -------- ------- Costs and expenses Cost of sales 18,357 19,542 39,004 37,194 Depreciation, amortization, and cost of fee timber harvested 3,373 2,750 7,372 5,821 General and administrative expenses 1,692 1,825 4,052 3,658 -------- ------- -------- ------- Total costs and expenses 23,422 24,117 50,428 46,673 -------- ------- -------- ------- Operating income 6,810 8,054 13,275 16,823 Equity in loss of Del-Tin Fiber (2,599) (1,997) (4,851) (3,626) Interest income 39 53 94 120 Interest and other debt expense (1,053) (964) (2,083) (1,743) Other income/(expense) 110 93 197 172 -------- ------- -------- ------- Income before income taxes 3,307 5,239 6,632 11,746 Income taxes (1,065) (2,137) (2,208) (4,749) -------- ------- -------- ------- Net income $ 2,242 3,102 4,424 6,997 ======== ======= ======== ======= Earnings per common share Basic $ .14 .20 .27 .47 ======== ======= ======== ======= Assuming dilution $ .14 .20 .27 .46 ======== ======= ======== ======= Dividends declared per common share $ .0625 .0625 .125 .125 ======== ======= ======== ======= Average common shares outstanding (thousands) 12,259 12,453 12,316 12,613 ======== ======= ======== ======= See accompanying notes to consolidated financial statements. 4 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Consolidated Statements of Cash Flows (Unaudited) Six Months Ended June 30, _________________________________________________ (Thousands of dollars) 2000 1999 -------- ------- Operating activities Net income $ 4,424 6,997 Adjustments to reconcile above income to net cash provided/(required) by operating activities Depreciation, amortization, and cost of fee timber harvested 7,372 5,821 Deferred income taxes 680 1,869 (Gains)/losses from sales of assets (1,866) (1,149) Proceeds from sales of operating assets 2,322 3,150 Real estate costs recovered upon sale 2,686 3,457 Equity in loss of Del-Tin Fiber 4,851 3,626 (Increase)/decrease in operating working capital other than cash and cash equivalents (1,934) (8,547) Other 1,047 650 -------- ------- Net cash provided/(required) by operating activities 19,582 15,874 -------- ------- Investing activities Capital expenditures requiring cash (10,972) (15,569) Net change in purchased stumpage inventory (2,280) (189) Investment in and advances to Del-Tin Fiber - net (3,623) (2,235) Purchases of U.S. government securities (12) - Maturities of U.S. government securities 948 - Other - net 723 279 -------- ------- Net cash provided/(required) by investing activities (15,216) (17,714) -------- ------- Financing activities Proceeds from long-term borrowings 4,000 14,000 Repayments of notes payable and long-term debt (189) (2,616) Treasury stock purchases (4,886) (10,356) Increase/(decrease) in bank overdraft (5) 718 Preferred stock dividends paid (1,131) (1,131) Common stock dividends paid (1,543) (1,583) -------- ------- Net cash provided/(required) by financing activities (3,754) (968) -------- ------- Net increase/(decrease) in cash and cash equivalents 612 (2,808) Cash and cash equivalents at January 1 4,782 8,160 -------- ------- Cash and cash equivalents at June 30 $ 5,394 5,352 ======== ======= Supplemental disclosures Income taxes paid, net of refunds $ 1,104 3,229 ======== ======= Interest paid, net of amounts capitalized $ 1,935 1,682 ======== ======= Dividends declared, not paid $ - 788 ======== ======= See accompanying notes to consolidated financial statements. 5 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Consolidated Statements of Stockholders' Equity (Unaudited) Six Months Ended June 30, ----------------------------------------------------------- (Thousands of dollars) 2000 1999 ----------- --------- Cumulative preferred stock - $.01 par, authorized 20,000,000 shares, 600,000 shares issued as redeemable preferred stock $ - - ---------- ----------- Common stock - $.01 par, authorized 50,000,000 shares; 12,813,879 shares issued in 1999 and 1998 128 128 ---------- ----------- Capital in excess of par value Balance at beginning of year 68,808 68,808 Restricted stock awards (51) - ---------- ----------- Balance at end of period 68,757 68,808 ---------- ----------- Retained earnings Balance at beginning of year 120,033 114,498 Net income 4,424 6,997 Preferred stock dividends accrued (1,131) (1,131) Common stock dividends declared (1,543) (2,371) ---------- ----------- Balance at end of period 121,783 117,993 ---------- ----------- Unamortized restricted stock awards Balance at beginning of year (205) - Stock awards (472) (378) Amortization to expense 87 126 ---------- ----------- Balance at end of period (590) (252) ---------- ----------- Treasury stock Balance at beginning of year - 419,544 and zero shares, respectively (10,356) - Shares purchased - 224,006 shares in 2000 and 419,542 shares in 1999 (4,886) (10,356) Shares issued for incentive plans - 21,400 shares in 2000 523 - ---------- ----------- Balance at end of period - 622,150 and 419,542 shares, respectively (14,719) (10,356) ---------- ----------- Total stockholders' equity $ 175,359 176,321 ========== =========== See accompanying notes to consolidated financial statements. 6 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements June 30, 2000 ----------------------------------------- (Unaudited, except for December 31, 1999) Note 1 - Interim Financial Statements The interim financial information included herein is unaudited; however, such information reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of the Company's financial position, results of operations, and cash flows for the interim periods. All such adjustments are of a normal, recurring nature. The financial statements in Deltic's 1999 annual report on Form 10-K include a summary of significant accounting policies of the Company and should be read in conjunction with this Form 10-Q. Certain prior period amounts have been reclassified to conform with 2000 presentation format. Note 2 - Earnings per Common Share The amounts used in computing earnings per share consisted of the following: Three Months Ended Six Months Ended June 30, June 30, -------------------------- -------------------------- (Thousands, except per share 2000 1999 2000 1999 amounts) --------- --------- --------- --------- Net income $ 2,242 3,102 4,424 6,997 Less preferred dividends (565) (565) (1,131) (1,131) --------- --------- --------- --------- Income available to common shareholders $ 1,677 2,537 3,293 5,866 ========= ========= ========= ========= Weighted average number of common shares used in basic EPS 12,259 12,453 12,316 12,613 Effect of dilutive stock options 11 21 11 18 --------- --------- --------- --------- Weighted average number of common shares and dilutive potential common stock used in EPS assuming dilution 12,270 12,474 12,327 12,631 ========= ========= ========= ========= Earnings per common share Basic $ .14 .20 .27 .47 ========= ========= ========= ========= Assuming dilution $ .14 .20 .27 .46 ========= ========= ========= ========= Note 3 - Inventories Inventories at the balance sheet dates consisted of the following: June 30, Dec. 31, (Thousands of dollars) 2000 1999 --------- --------- Logs $ 1,671 2,170 Finished products 3,222 6,966 Materials and supplies 485 275 --------- --------- $ 5,378 9,411 ========= ========= 7 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements June 30, 2000 ----------------------------------------- (Unaudited, except for December 31, 1999) Note 4 - Investment in Del-Tin Fiber The Company owns 50 percent of the membership interest of Del-Tin Fiber. The Company's investment in Del-Tin Fiber is carried at cost, adjusted for the Company's proportionate share of undistributed earnings or losses. Prior to December 1999, Deltic recorded its equity in the operating results of Del- Tin Fiber on a one-month lag basis. The financial position for Del-Tin Fiber as of the balance sheet dates and results of operations for periods ended June 30 consisted of the following: June 30, Dec. 31, (Thousands of Dollars) 2000 1999 ---------- --------- Condensed Balance Sheet Information Current assets $ 7,409 7,354 Property, plant, and equipment - net 99,327 98,492 Other noncurrent assets 4,668 4,108 ------- ------- Total assets $ 111,404 109,954 ======= ======= Current liabilities $ 16,255 12,356 Long-term debt 89,000 89,000 Other noncurrent liabilities 17 10 Members' capital/(deficit) 6,132 8,588 ------- ------- Total liabilities and members' capital/(deficit) $ 111,404 109,954 ======= ======= Three Months Ended Six Months Ended June 30, June 30, ------------------------ ----------------------- 2000 1999 2000 1999 ------ ------ ------ ------ Condensed Income Statement Information Net sales $ 8,666 7,306 17,338 13,742 ------- ------- ------- ------- Costs and expenses Cost of sales 10,282 8,825 20,161 16,423 Depreciation 1,261 963 2,540 1,890 General and administrative expenses 452 227 790 430 ------- ------- ------- ------- Total costs and expenses 11,995 10,015 23,491 18,743 ------- ------- ------- ------- Operating income/(loss) (3,329) (2,709) (6,153) (5,001) Interest income 49 101 101 139 Interest and other debt expense (1,917) (2,027) (3,650) (3,237) ------- ------- ------- ------- Net income/(loss) $ (5,197) (4,635) (9,702) (8,099) ======= ======= ======= ======= 8 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements June 30, 2000 ------------------------------------------ (Unaudited, except for December 31, 1999) Note 5 - Timber and Timberlands Timber and timberlands at the balance sheet dates consisted of the following: June 30, Dec. 31, (Thousands of dollars) 2000 1999 -------- ------- Purchased stumpage inventory $ 12,877 10,597 Timberlands 62,790 62,287 Fee timber 128,928 125,851 Logging facilities 1,665 1,642 -------- ------- 206,260 200,377 Less accumulated costs of fee timber harvested and facilities depreciation (39,970) (35,637) -------- ------- $166,290 164,740 ======== ======= Note 6 - Property, Plant, and Equipment Property, plant, and equipment at the balance sheet dates consisted of the following: June 30, Dec. 31, (Thousands of dollars) 2000 1999 -------- -------- Land $ 4,587 4,425 Land improvements 4,221 4,061 Buildings and structures 5,299 4,946 Machinery and equipment 72,964 71,234 -------- -------- 87,071 84,666 Less accumulated depreciation (42,567) (40,354) -------- -------- $ 44,504 44,312 ======== ======== 9 DELTIC TIMBER CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements June 30, 2000 ------------------------------------------ (Unaudited, except for December 31, 1999) Note 7 - Business Segments Information about the Company's business segments consisted of the following: Three Months Ended Six Months Ended June 30, June 30, --------------------- ---------------------- (Thousands of dollars) 2000 1999 2000 1999 ------- ------ ------ ------ Net sales Woodlands $10,504 8,332 21,365 16,576 Mills 19,816 22,569 40,859 40,857 Real Estate 4,145 3,967 6,983 11,712 Agriculture 400 300 4,130 748 Eliminations* (4,633) (2,997) (9,634) (6,397) ------- ------- ------- ------- $30,232 32,171 63,703 63,496 ======= ======= ======= ======= Income before income taxes Operating income Woodlands $ 7,811 6,269 15,140 12,054 Mills (567) 2,536 206 2,993 Real Estate 797 879 1,094 4,950 Agriculture 112 28 444 118 Corporate (1,511) (1,643) (3,661) (3,286) Eliminations 168 (15) 52 (6) ------- ------- ------- ------- Operating income 6,810 8,054 13,275 16,823 Equity in loss of Del-Tin Fiber (2,599) (1,997) (4,851) (3,626) Interest income 39 53 94 120 Interest and other debt expense (1,053) (964) (2,083) (1,743) Other income/(expense) 110 93 197 172 ------- ------- ------- ------- $ 3,307 5,239 6,632 11,746 ======= ======= ======= ======= Depreciation, amortization, and cost of fee timber harvested Woodlands $ 1,948 1,307 4,570 3,082 Mills 1,132 1,107 2,217 2,077 Real Estate 79 125 157 241 Agriculture 142 147 284 293 Corporate 72 64 144 128 ------- ------- ------- ------- $ 3,373 2,750 7,372 5,821 ======= ======= ======= ======= Capital expenditures Woodlands $ 1,237 3,190 4,630 4,512 Mills 1,336 1,727 2,226 4,489 Real Estate 1,335 2,875 3,784 6,088 Agriculture 52 321 53 370 Corporate 44 64 279 110 ------- ------- ------- ------- $ 4,004 8,177 10,972 15,569 ======= ======= ======= ======= *Intersegment sales of timber from Woodlands to Mills. 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Three Months Ended June 30, 2000 Compared with Three Months Ended June 30, 1999 Net income for the second quarter of 2000 was $2.2 million, $.14 a share, a decrease of $.9 million when compared to second quarter 1999 earnings of $3.1 million, $.20 a share. Net sales totaled $30.2 million in the current quarter, a six percent decrease from $32.2 million in 1999. Operating income for the 2000 period was $6.8 million, a decrease of $1.3 million from 1999. Net cash provided by operating activities decreased by $2 million from the second quarter of 1999 to $6.2 million. In the current quarter, operating income decreased $1.3 million. The Company's Woodlands segment increased $1.5 million due primarily to a 24 percent increase in the pine sawtimber harvest level and a four percent increase in the price for pine sawtimber sold, partially offset by a $.6 million increase in the cost of fee timber harvested. The Mills segment decreased $3.1 million primarily as a result of a 15 percent decrease in lumber sales price. The Woodlands segment reported net sales of $10.5 million for the current quarter compared to $8.4 million a year ago. Sales of pine sawtimber increased $1.6 million as a result of a 29,800 ton increase in the harvest level to 152,400 tons and a $2 per ton increase in the sales price of pine sawtimber sold to $47 per ton. Net sales included the sale of a hardwood timberland tract by the Company that resulted in a gain of $1.8 million in the second quarter of 2000, an increase of $.7 million from the $1.1 million realized from a similar sale in 1999. (The gain for the prior year was previously reported in "Other Income" in the 1999 Consolidated Statement of Income, but has been reclassified to net sales for the Woodlands segment in order to be comparable to the current year reporting format, which resulted from the Company's initiative, as approved by its Board of Directors, to identify land which is non-strategic or which could be sold for higher and better usage.) Operating income was $7.8 million in 2000 compared to $6.3 million in 1999, an increase of 25 percent, due mainly to the increase in net sales, partially offset by a $.6 million increase in the cost of fee timber harvested resulting primarily from the increase in harvest levels. The Mills segment's net sales totaled $19.8 million for the second quarter of 2000 compared to $22.6 million in the second quarter of 1999. Finished lumber sales decreased $2.5 million due to a $59 drop in the sales price realized per thousand board feet ("MBF") of lumber sold to $339, while sales volume increased three percent to 50.6 million board feet. A loss from operations of $.6 million in 2000 compared to operating income of $2.5 million in 1999 due primarily to the decrease in net sales, despite the increase in sales volume, which resulted in a negative margin of $11 per MBF sold in 2000. The Company's Real Estate segment recorded net sales of $4.2 million in the current-year period compared to $4 million a year ago. Residential lot sales increased by 2 lots to 52, while the average sales price per lot increased by $1,100 to $51,300 due to sales mix. Operating income was $.8 million in the second quarter of 2000 compared to $.9 million during the second quarter 1999 due to a reduced gross profit margin from lots sold. Agriculture operations reported net sales of $.4 million in 2000 compared to $.2 million in 1999 as the result of the current period including increased sales of carryover soybeans held as inventory at the end of each of the respective preceding years because of depressed commodity prices. Operating income was $.1 million for the current period compared to break-even results for the 1999 period due mainly to the increase in net sales. 11 During the current quarter, the Company received the preliminary bids related to the potential sale of its agriculture properties. Negotiations with prospective buyers will continue during the third quarter of 2000. Based upon these preliminary bids, the Company is "cautiously optimistic" that it will be able to achieve its objective of exchanging its existing farmland for timberland in a tax-efficient manner. Corporate operating expense was $1.5 million in the second quarter of 2000, compared to $1.6 million for the same period of 1999. Equity in the loss of Del- Tin Fiber was $2.6 million which compares to a loss of $2 million a year ago. Income tax expense of $1.1 million for the current quarter decreased $1.1 million due to lower pretax income and lower state income taxes. Six Months Ended June 30, 2000 Compared with Six Months Ended June 30, 1999 For the first six months of 2000, net income totaled $4.4 million, $.27 a share, compared to net income for the six months ended June 30, 1999 of $7 million, $.47 a share. The decrease was primarily the result of lower operating income from the Company's Mills and Real Estate segments and an increase in equity loss from Del-Tin Fiber, partially offset by increased operating income from the Woodlands segment and decreased income tax expense. Operating income for the first half of 2000 was $13.3 million, a decrease of $3.6 million from 1999. The Company's Woodlands operations increased $3 million as the result of a 30 percent increase in harvest level for pine sawtimber to 357,400 tons and a four percent increase in the sales price for pine sawtimber, partially offset by an increase in the cost of fee timber harvested. The Mills segment decreased $2.8 million due primarily to a $34 per MBF decrease in average lumber sales price. Real Estate operations decreased $3.9 million primarily as a result of 1999 benefiting from the sale of a 72-acre commercial site and reduced residential lot sales for the 2000 period. The Woodlands segment produced net sales of $21.4 million during the six months ended June 30, 2000, an increase of $4.8 million when compared to $16.6 million during 1999. Pine sawtimber sales increased $4.3 million as the result of a 30 percent increase in sales volume to 357,400 tons, combined with a $2 per ton increase in the sales price received for pine sawtimber to $48 per ton. Sales of pine and hardwood pulpwood decreased $.3 million as a result of decreased harvest levels and sales price. Net sales included the sale of a non- strategic hardwood timberland tract that generated a gain of $1.8 million in 2000, compared to a gain of $1.1 million for a similar sale in 1999. Operating income was $15.1 million for the first half of 2000, compared to $12.1 million in 1999 due to the increase in net sales, partially offset by a $1.5 million increase in the cost of fee timber harvested resulting from the increase in harvest levels and a higher cost per ton of timber harvested due primarily to recent timberland acquisitions. Mill operations recorded net sales of $40.9 million for the first six months of both 2000 and 1999. Finished lumber sales increased $.5 million due to an 11 percent increase in sales volume to 100.9 million board feet, offset by a nine percent decrease in the average sales price per MBF sold to $351. Operating income for 2000 was $.2 million compared to $3 million for the 1999 period. The decrease was due primarily to the decrease in sales price, partially offset by a $3 per MBF decrease in the cost of lumber sold resulting from a reduction in the log cost per MBF of lumber produced. Real Estate operations reported net sales of $7 million during the first half of 2000 compared to $11.7 million during 1999. The first six months of 1999 benefited from the sale of a 72-acre commercial site for $60,000 per acre, while 2000 included the sale of a .7-acre site for $206,500 per acre. Residential lot sales totaled 88 lots compared to 98 in 1999, while the average sales price of $50,300 decreased $1,800 per lot due to the mix of lots sold. Operating income of $1.1 million in 2000 decreased $3.9 million from the first half of 1999 as the result of the reduction in net sales, partially offset by the related decrease in sales commission expense. 12 The Agriculture segment produced net sales of $4.1 million in the first six months of 2000 compared to $.7 million in 1999 due to the current period including significantly greater sales of carryover soybeans and corn. These farm products were grown in 1999 and held in inventory at the end of 1999 because of depressed commodity prices. Operating income was $.4 million in the first half of 2000 compared to $.1 million in 1999 due primarily to the timing of sales. Corporate operating expense was $3.6 million for the 2000 period, an increase of $.3 million from 1999 as the result of higher general and administrative expenses. Equity in the loss of Del-Tin Fiber recorded by the Company was $4.9 million in the current year, which compares to $3.6 million a year ago. Financial results for Del-Tin Fiber continue to be unsatisfactory due to lower average sales price than expected for medium density fiberboard ("MDF") and higher production costs. However, the facility's production of MDF has improved following modifications to critical equipment, with the month of June resulting in a record for volume produced. Income tax expense decreased $2.6 million to $2.2 million for the first half of 2000 due to decreased pretax income and lower state income taxes. Financial Condition For the first six months of 2000, net cash provided by operating activities totaled $19.6 million compared to $15.9 million for the same period of 1999. Changes in operating working capital, other than cash and cash equivalents, required cash of $1.9 million for the first half of 2000 and $8.5 million for the first six months of 1999. Capital expenditures required cash of $11 million in the current year-to- date period and $15.6 million a year ago. Capital expenditures by segment consisted of the following: -------------------------------------------------------- Six Months Ended June 30, -------------------------------------------------------- (Thousands of dollars) 2000 1999 -------------------------------------- ------- ------ Woodlands $ 4,630 4,512 Mills 2,226 4,489 Real Estate 3,784 6,088 Agriculture 53 370 Corporate 279 110 -------------------------------------- ------- ------ Capital expenditures requiring cash $10,972 15,569 ====================================== ======= ====== The net change in purchased stumpage inventory to be utilized in the Company's sawmills operations required cash of $2.3 million during the first six months of 2000 and $.2 million in the first half of 1999. Maturities of U.S. government securities provided $.9 million in the current year. During the six months ended June 30, 2000, the Company advanced $3.6 million to Del-Tin Fiber and paid dividends of $2.7 million, consisting of $1.6 million for common stock and $1.1 million for redeemable preferred stock. In the current year, borrowings under the Company's revolving credit facility provided $4 million, while purchases of treasury stock required cash of $4.9 million. These net sources of funds resulted in a $.6 million increase in the Company's cash and cash equivalents since December 31, 1999. On February 23, 2000, the Company's Board of Directors authorized a stock repurchase program of up to $10 million of its common stock. Under the program, the Company can purchase shares through the open market and privately negotiated transactions at prices deemed appropriate by Deltic's management. As of June 30, 2000, Deltic had repurchased 224,000 shares at an average cost of $21.81 per share under this program. 13 Deltic's management believes that the cash generated by its operating activities and the remaining amount available under its credit facility will be sufficient to meet its expected cash needs and planned expenditures, including those of the Company's continued timberland acquisition program and authorized common stock repurchase program, for the foreseeable future. Statements included herein that are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" within the meaning of the federal securities laws. Such statements reflect the Company's current expectations and involve certain risks and uncertainties. Actual results could differ materially from those included in such forward-looking statements. Factors that could cause such differences include the cyclical nature of the industry, changes in interest rates and general economic conditions, adverse weather, cost and availability of materials used to manufacture the Company's products, and the risk factors described from time to time in the reports and disclosure documents filed by the Company with the Securities and Exchange Commission. 14 Item 3. Quantitative and Qualitative Disclosures About Market Risk The Company's market risk has not changed significantly from that set forth under the caption "Quantitative and Qualitative Disclosures About Market Risk", in Item 7A of Part II of its 1999 annual report on Form 10-K. Those disclosures should be read in conjunction with this Form 10-Q. 15 PART II - OTHER INFORMATION Item 1. Legal Proceedings From time to time, the Company is involved in litigation incidental to its business. Currently, there are no material legal proceedings. Item 2. Changes in Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders The annual meeting of the stockholders of Deltic Timber Corporation ("Deltic" or "the Company") was held on April 27, 2000. Pursuant to the Company's Amended and Restated Certificate of Incorporation, its Board of Directors consist of three classes who holds office for staggered terms of three years. Set forth below is a listing of the directors elected at the April 27, 2000 annual meeting, the results of such election and the names of directors whose term of office continued after the meeting. Director Votes for Votes Withheld ------------------ ------------- -------------- Robert C. Nolan 11,071,130 211,832 Ron L. Pearce 10,746,134 536,828 Alex R. Lieblong 11,070,947 212,015 William L. Rosoff (Term expires in 2001) John C. Shealy (Term expires in 2001) R. Hunter Pierson, Jr. (Term expires in 2001) O. H. Darling, Jr. (Term expires in 2002) Rev. Christoph Keller, III (Term expires in 2002) R. Madison Murphy (Term expires in 2002) In addition to the election of three Class I directors at the April 27, 2000 annual meeting, the prior appointment of KPMG LLP by the Board of Directors as Deltic's independent auditors for 2000 was ratified with 11,227,496 shares voted in favor, 32,164 shares voted against, and 23,301 shares abstaining. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27 Financial Data Schedule. (b) Reports on Form 8-K None. 16 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. DELTIC TIMBER CORPORATION By: /s/ Ron L. Pearce Date: August 10, 2000 ---------------------------------- ---------------------------- Ron L. Pearce, President (Principal Executive Officer) /s/ Clefton D. Vaughan Date: August 10, 2000 - ------------------------------------- ---------------------------- Clefton D. Vaughan, Vice President, Finance and Administration (Principal Financial Officer) /s/ Emily R. Evers Date: August 10, 2000 - ------------------------------------- ---------------------------- Emily R. Evers, Controller (Principal Accounting Officer) 17