================================================================================
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, 2001
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 (I.R.S. Employer Identification Number)
incorporation or organization)
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, 2001,
was 11,886,823.
================================================================================
TABLE OF CONTENTS - SECOND QUARTER 2001 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 12
Item 3. Quantitative and Qualitative Disclosures About Market Risk 16
PART II - Other Information
Item 1. Legal Proceedings 17
Item 2. Changes in Securities and Use of Proceeds 17
Item 3. Defaults Upon Senior Securities 17
Item 4. Submission of Matters to a Vote of Security Holders 17
Item 5. Other Information 17
Item 6. Exhibits and Reports on Form 8-K 17
Signatures 18
2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DELTIC TIMBER CORPORATION
AND SUBSIDIARIES
Consolidated Balance Sheets
------------------------------------
(Thousands of dollars)
June 30, Dec. 31,
2001 2000
-------- -------
(unaudited)
Assets
Current assets
Cash and cash equivalents $ 1,342 2,712
Trade accounts receivable - net 6,122 3,820
Other receivables 5,280 4,807
Inventories 4,791 5,127
Prepaid expenses and other current assets 1,301 583
-------- -------
Total current assets 18,836 17,049
Investment in real estate held for development and sale 35,392 34,100
Investment in Del-Tin Fiber 8,721 5,862
Other investments and noncurrent receivables 1,875 35,884
Timber and timberlands - net 216,816 181,398
Property, plant, and equipment - net 40,637 45,206
Deferred charges and other assets 2,731 3,134
-------- -------
Total assets $325,008 322,633
======== =======
Liabilities and Stockholders' Equity
Current liabilities
Current maturities of long-term debt $ 32 160
Notes payable - 800
Trade accounts payable 2,330 2,951
Accrued taxes other than income taxes 1,708 1,067
Bank overdraft - 1,384
Deferred revenues and other accrued liabilities 1,950 601
-------- -------
Total current liabilities 6,020 6,963
Long-term debt 80,080 87,410
Deferred tax liabilities 19,753 13,014
Other noncurrent liabilities 6,674 8,412
Redeemable preferred stock 30,000 30,000
Stockholders' equity
Preferred stock - -
Common stock 128 128
Capital in excess of par value 68,757 68,757
Retained earnings 134,858 128,290
Unamortized restricted stock awards (367) (472)
Treasury stock (20,895) (19,869)
-------- -------
Total stockholders' equity 182,481 176,834
-------- -------
Total liabilities and stockholders' equity $325,008 322,633
======== =======
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,
-------------------- ------------------
2001 2000 2001 2000
------- ------ ------ ------
Net sales $27,800 30,253 50,294 59,999
------- ------ ------ ------
Costs and expenses
Cost of sales 17,090 18,704 28,865 36,185
Depreciation, amortization, and
cost of fee timber harvested 4,414 3,231 8,879 7,088
General and administrative expenses 2,917 1,612 4,565 3,882
------- ------ ------ ------
Total costs and expenses 24,421 23,547 42,309 47,155
------- ------ ------ ------
Operating income 3,379 6,706 7,985 12,844
Equity in loss of Del-Tin Fiber (2,518) (2,599) (5,007) (4,851)
Interest income 289 39 907 94
Interest and other debt expense (1,472) (1,053) (3,067) (2,083)
Other income/(expense) 151 102 224 184
------- ------ ------ ------
Income/(loss) from continuing operations
before income taxes (171) 3,195 1,042 6,188
Income taxes 53 (1,019) (185) (2,044)
------- ------ ------ ------
Income/(loss) from continuing operations (118) 2,176 857 4,144
------- ------ ------ ------
Discontinued operations
Income from discontinued agriculture
operations, net of income taxes - 66 - 280
Gain on disposal of agriculture segment,
net of income taxes 119 - 8,331 -
------- ------ ------ ------
Income from discontinued operations 119 66 8,331 280
------- ------ ------ ------
Net income $ 1 2,242 9,188 4,424
======= ====== ====== ======
Earnings per common share
Basic
Continuing operations $ (.06) .13 (.02) .25
Discontinued operations .01 .01 .70 .02
------- ------ ------ ------
Net income $ (.05) .14 .68 .27
======= ====== ====== ======
Assuming dilution
Continuing operations $ (.06) .13 (.02) .25
Discontinued operations .01 .01 .70 .02
------- ------ ------ ------
Net income $ (.05) .14 .68 .27
======= ====== ====== ======
Dividends declared per common share $ .0625 .0625 .1250 .1250
======= ====== ====== ======
Average common shares outstanding
(thousands) 11,887 12,259 11,905 12,316
======= ====== ====== ======
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)
2001 2000
-------- -------
Operating activities
Net income $ 9,188 4,424
Adjustments to reconcile net income to net cash
provided/(required) by operating activities
Depreciation, amortization, and cost of fee timber harvested 8,879 7,372
Deferred income taxes 6,739 680
Gain from disposal of agriculture segment assets (14,454) -
Real estate costs recovered upon sale 1,922 2,686
Timberland costs recovered upon sale 465 413
Equity in loss of Del-Tin Fiber 5,007 4,851
(Increase)/decrease in operating working capital
other than cash and cash equivalents (2,581) (1,934)
Other 1,407 1,041
-------- -------
Net cash provided/(required) by operating activities,
including discontinued operations 16,572 19,533
-------- -------
Investing activities
Capital expenditures requiring cash (48,222) (10,972)
Net change in purchased stumpage inventory 871 (2,280)
Advances to Del-Tin Fiber (7,781) (3,623)
Purchases of U.S. government securities - (12)
Maturities of U.S. government securities - 948
Proceeds from disposal of agriculture segment assets 18,079 -
Increase/(decrease) in farmland sale contract deposits (1,455) -
(Increase)/decrease in funds held by trustee 16,317 -
Receipts of/(additions to) noncurrent receivables 17,691 (27)
Other - net 366 799
-------- -------
Net cash provided/(required) by investing activities,
including discontinued operations (4,134) (15,167)
-------- -------
Financing activities
Proceeds from borrowings 10,533 4,000
Repayments of notes payable and long-term debt (18,791) (189)
Treasury stock purchases (1,026) (4,886)
Increase/(decrease) in bank overdraft (1,384) (5)
Preferred stock dividends paid (1,131) (1,131)
Common stock dividends paid (1,489) (1,543)
Other - net (520) -
-------- -------
Net cash provided/(required) by financing activities,
including discontinued operations (13,808) (3,754)
-------- -------
Net increase/(decrease) in cash and cash equivalents (1,370) 612
Cash and cash equivalents at January 1 2,712 4,782
-------- -------
Cash and cash equivalents at June 30 $ 1,342 5,394
======== =======
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)
2001 2000
-------- -------
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 2001 and 2000 128 128
-------- -------
Capital in excess of par value
Balance at beginning of year 68,757 68,808
Restricted stock awards - (51)
-------- -------
Balance at end of period 68,757 68,757
-------- -------
Retained earnings
Balance at beginning of year 128,290 120,033
Net income 9,188 4,424
Preferred stock dividends accrued (1,131) (1,131)
Common stock dividends declared (1,489) (1,543)
-------- -------
Balance at end of period 134,858 121,783
-------- -------
Unamortized restricted stock awards
Balance at beginning of year (472) (205)
Stock awards - (472)
Amortization to expense 105 87
-------- -------
Balance at end of period (367) (590)
-------- -------
Treasury stock
Balance at beginning of year - 878,556 and 419,544 shares,
respectively (19,869) (10,356)
Shares purchased - 48,500 shares in 2001 and 224,006
shares in 2000 (1,026) (4,886)
Shares issued for incentive plans - 21,400 shares in 2000 - 523
-------- -------
Balance at end of period - 927,056 and 622,150 shares,
respectively (20,895) (14,719)
-------- -------
Total stockholders' equity $182,481 175,359
======== =======
See accompanying notes to consolidated financial statements.
6
DELTIC TIMBER CORPORATION
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 2001
-----------------------------------------------------------
(Unaudited, except for December 31, 2000)
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 2000
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 2001 presentation
format.
Note 2 - Discontinued Agriculture Segment
During the first six months of 2001, the remaining 18,400 net acres of farmland
and the agriculture operational assets, previously reported in Property, Plant,
and Equipment in the Consolidated Balance Sheet, were sold and closed,
resulting in a pretax gain on the disposal of the former agriculture segment of
$13,615,000 (net of related costs). Income tax expense for discontinued
operations totaled $5,284,000. Since the Company is disposing of the
agriculture segment in a tax-deferred exchange, the sales proceeds were
deposited with a qualified intermediary to be used to acquire replacement
property. During 2001, the Company acquired, utilizing the funds held by the
qualified intermediary, approximately 25,100 acres of pine timberland,
designated as replacement properties, with capital expenditures of $38,272,000,
which completed the tax-deferred land exchanges. As part of the transactions,
advances in the form of interest-bearing notes from the intermediate
accommodating title holders and a note from the minority owners of Ashly
Plantation were repaid to the Company, amounting to $16,364,000.
Note 3 - Credit Facilities
On June 20, 2001, Deltic finalized an agreement with SunTrust Bank and other
domestic banks which provides a new unsecured, committed revolving credit
facility totaling $105,000,000 with an expiration date of July 15, 2004. This
agreement replaces the previous credit facility with Bank of America.
Borrowings under this agreement bear interest at a base rate or at an adjusted
Eurodollar rate plus an applicable margin depending upon the type of loan the
Company executes. The applicable margin component of the interest rate varies
with the type of loan and the Company's total debt to EBITDA ratio. Under the
new agreement, up to $5,000,000 of the total commitment amount may be used for
short-term borrowing and would bear interest at the rate offered by SunTrust
Bank at the time of borrowing. Current borrowings amount to $40,000,000 and
are Eurodollar loans. Fees associated with this revolving credit facility
include a commitment fee of .175 to .35 percent per annum on the unused portion
of the commitment amount. The revolving credit agreement contains restrictive
covenants, including limitations on the incurrence of debt and requirements to
maintain certain financial ratios.
The Company renegotiated its short-term credit facility with BancorpSouth. The
new agreement provides a commitment amount of $1,000,000 for borrowings and
letters of credit. The expiration date is December 15, 2001, with renewal
annually. Borrowings bear interest based upon the New York Prime and the
facility carries a commitment fee of .1 percent per annum of the unused amount.
7
DELTIC TIMBER CORPORATION
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 2001
-----------------------------------------------------------
(Unaudited, except for December 31, 2000)
Note 4 - 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 amounts) 2001 2000 2001 2000
------- ------ ------ ------
Income/(loss) from continuing operations $ (118) 2,176 857 4,144
Discontinued operations, net 119 66 8,331 280
Less preferred dividends (565) (565) (1,131) (1,131)
------- ------ ------ ------
Income available to common
shareholders $ (564) 1,677 8,057 3,293
======= ====== ====== ======
Weighted average number of
common shares used in basic EPS 11,887 12,259 11,905 12,316
Effect of dilutive stock options 18 11 14 11
------- ------ ------ ------
Weighted average number of
common shares and dilutive
potential common stock used
in EPS assuming dilution 11,905 12,270 11,919 12,327
======= ====== ====== ======
Earnings per common share
Basic
Continuing operations $ (.06) .13 (.02) .25
Discontinued operations .01 .01 .70 .02
------- ------ ------ ------
Net income $ (.05) .14 .68 .27
======= ====== ====== ======
Assuming dilution
Continuing operations $ (.06) .13 (.02) .25
Discontinued operations .01 .01 .70 .02
------- ------ ------ ------
Net income $ (.05) .14 .68 .27
======= ====== ====== ======
Note 5 - Inventories
Inventories at the balance sheet dates consisted of the following:
June 30, Dec. 31,
(Thousands of dollars) 2001 2000
------ -----
Logs $1,310 2,380
Lumber 3,122 2,359
Materials and supplies 359 388
------ -----
$4,791 5,127
====== =====
8
DELTIC TIMBER CORPORATION
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 2001
-----------------------------------------------------------
(Unaudited, except for December 31, 2000)
Note 6 - 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.
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) 2001 2000
-------- -------
Condensed Balance Sheet Information
Current assets $ 6,077 5,863
Property, plant, and equipment - net 99,056 95,571
Other noncurrent assets 7,762 4,650
-------- -------
Total assets $112,895 106,084
======== =======
Current liabilities $ 5,819 4,558
Long-term debt 89,000 89,000
Other noncurrent liabilities 7 7
Members' capital/(deficit) 18,069 12,519
-------- -------
Total liabilities and members' capital/(deficit) $112,895 106,084
======== =======
Three Months Ended Six Months Ended
June 30, June 30,
------------------ --------------------
2001* 2000 2001* 2000
-------- ------- --------- -------
Condensed Income Statement
Information
Net sales $ 591 8,666 2,605 17,338
-------- ------- -------- -------
Costs and expenses
Cost of sales 3,237 10,282 8,086 20,161
Depreciation 322 1,261 842 2,540
General and administrative expenses 177 452 394 790
-------- ------- -------- -------
Total costs and expenses 3,736 11,995 9,322 23,491
-------- ------- -------- -------
Operating income/(loss) (3,145) (3,329) (6,717) (6,153)
Interest income 54 49 98 101
Interest and other debt expense (1,478) (1,917) (2,927) (3,650)
Gain/(loss) on disposal of assets (468) - (468) -
-------- ------- -------- -------
Net income/(loss) $ (5,037) (5,197) (10,014) (9,702)
======== ======= ======== =======
*The Del-Tin facility resumed operations in early June following a temporary
shutdown to modify its heat energy system. Direct operating costs during the
shutdown period were expensed as incurred and are included in Cost of Sales.
9
DELTIC TIMBER CORPORATION
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 2001
-----------------------------------------------------------
(Unaudited, except for December 31, 2000)
Note 7 - Timber and Timberlands
Timber and timberlands at the balance sheet dates consisted of the following:
June 30, Dec. 31,
(Thousands of dollars) 2001 2000
-------- -------
Purchased stumpage inventory $ 9,115 9,987
Timberlands 76,432 66,788
Fee timber 178,291 145,981
Logging facilities 1.688 1,672
-------- -------
265,526 224,428
Less accumulated costs of fee timber harvested
and facilities depreciation (48,710) (43,030)
-------- -------
$216,816 181,398
======== =======
Note 8 - Property, Plant, and Equipment
Property, plant, and equipment at the balance sheet dates consisted of the
following:
June 30, Dec. 31,
(Thousands of dollars) 2001 2000
-------- -------
Land $ 125 2,584
Land improvements 3,022 4,121
Buildings and structures 4,468 4,790
Machinery and equipment 70,246 74,568
-------- -------
77,861 86,063
Less accumulated depreciation (37,224) (40,857)
-------- -------
$ 40,637 45,206
======== =======
Note 9 - Supplemental Cash Flow Disclosures
Income tax refunds received, net of payments, were $2,007,000 in the 2001
period, while income taxes paid, net of refunds, during the first six months of
2000 were $1,104,000. Interest paid, net of amounts capitalized, was
$3,072,000 and $1,935,000 in 2001 and 2000, respectively.
(Increases)/decreases in operating working capital other than cash and cash
equivalents, for the six months ended June 30 consisted of the following:
(Thousands of dollars) 2001 2000
------- ------
Trade accounts receivable - net $(2,302) (1,822)
Other receivables (473) (2,170)
Inventories 336 4,033
Prepaid expenses and other current assets (545) (2,024)
Trade accounts payable (621) (454)
Deferred revenues and other accrued liabilities 1,024 503
------- ------
$(2,581) (1,934)
======= ======
10
DELTIC TIMBER CORPORATION
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 2001
-----------------------------------------------------------
(Unaudited, except for December 31, 2000)
Note 10 - 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) 2001 2000 2001 2000
------- ------ ------ ------
Net sales
Woodlands $ 9,663 10,925 22,472 21,791
Mills 18,143 19,816 28,693 40,859
Real Estate 3,261 4,145 6,404 6,983
Eliminations* (3,267) (4,633) (7,275) (9,634)
------- ------ ------ ------
$27,800 30,253 50,294 59,999
======= ====== ====== ======
Income/(loss) from continuing operations
before income taxes
Operating income
Woodlands $ 5,692 7,819 13,592 15,153
Mills 72 (567) (2,304) 206
Real Estate 361 797 952 1,094
Corporate (2,727) (1,511) (4,214) (3,661)
Eliminations (19) 168 (41) 52
------- ------ ------ ------
Operating income 3,379 6,706 7,985 12,844
Equity in loss of Del-Tin Fiber (2,518) (2,599) (5,007) (4,851)
Interest income 289 39 907 94
Interest and other debt expense (1,472) (1,053) (3,067) (2,083)
Other income/(expense) 151 102 224 184
------- ------ ------ ------
$ (171) 3,195 1,042 6,188
======= ====== ====== ======
Depreciation, amortization, and
cost of fee timber harvested
Woodlands $ 2,942 1,948 5,958 4,570
Mills 1,348 1,132 2,681 2,217
Real Estate 87 79 167 157
Corporate 37 72 73 144
------- ------ ------ ------
$ 4,414 3,231 8,879 7,088
======= ====== ====== ======
Capital expenditures
Woodlands $12,505 1,237 42,168 4,630
Mills 866 1,336 2,139 2,226
Real Estate 2,124 1,335 3,878 3,784
Corporate 28 44 37 279
------- ------ ------ ------
Capital expenditures for
continuing operations 15,523 3,952 48,222 10,919
Discontinued agriculture operations - 52 - 53
------- ------ ------ ------
$15,523 4,004 48,222 10,972
======= ====== ====== ======
*Intersegment sales of timber from Woodlands to Mills.
11
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
Three Months Ended June 30, 2001 Compared with Three Months Ended June 30, 2000
The results of operations for the second quarter of 2001 were essentially
break-even, a loss of $.05 a share after preferred dividends of $.6 million,
compared to second quarter 2000 earnings of $2.2 million, $.14 a share. A loss
from continuing operations for the second quarter of $.1 million, $.06 a share,
compared to income of $2.1 million, $.13 a share, a year ago. Income from
discontinued operations, net of income taxes, was $.1 million, $.01 a share, for
both periods. Net sales for the current quarter totaled $27.8 million, a
decrease of $2.5 million when compared to the prior-year quarter. Operating
income for the second quarter of 2001 was $3.4 million compared to $6.7 million
during the corresponding quarter of 2000. Net cash provided by operating
activities increased $1.4 million, from $6.1 million in 2000 to $7.5 million for
the 2001 period.
Operating income for the second quarter of 2001 decreased $3.3 million when
compared to the second quarter of 2000. The Woodlands segment decreased $2.2
million due primarily to reduced sales of non-strategic and higher and better
use timberland. Mills segment operating income increased $.7 million from the
same quarter of 2000 as the Company lowered its lumber production cost per
thousand board feet ("MBF") by four percent. Operating income for Real Estate
segment operations decreased $.5 million from a year ago due to reduced
residential lot sales. Corporate operating expense increased $1.2 million as a
result of increased stock option plan expense caused by a 42 percent rise in the
market price of the Company's common stock since the end of the first quarter.
The Woodlands segment reported net sales of $9.7 million for the current
quarter compared to $10.9 million a year ago. Sales of 54 acres of timberland
produced revenues of $.2 million in the current period, while sales of 1,445
acres generated $2.3 million in the prior-year period. Sales of pine sawtimber
increased $1.2 million as a result of a 47,038 ton increase in harvest levels to
199,443 tons, partially offset by a $5 per ton drop in pine sawtimber sales
price to $42 per ton. Sales of hardwood sawtimber decreased $.6 million, to $.1
million, as a result of the Company selling non-strategic tracts of Louisiana
hardwood timberland during 2000. Operating income was $5.7 million in the second
quarter of 2001, a decrease of $2.2 million when compared to second quarter 2000
operating income of $7.9 million, resulting primarily from the decrease in net
sales combined with a $1 million increase in the cost of fee timber harvested
due to the increase in harvest levels and a higher cost per ton of timber
harvested.
Mills operations' net sales for the second quarter of 2001 were $18.1
million compared to $19.9 million for the second quarter of 2000. Finished
lumber sales decreased $1.6 million due to a nine percent decrease in sales
volume to 46.2 million board feet ("MMBF") due to weak market conditions during
the first half of the quarter. Average lumber sales price for the current
quarter was $338 per MBF, $1 lower than a year ago. Operating income of $.1
million was reported for the second quarter of 2001 compared to an operating
loss of $.6 million for the 2000 period. The increase of $.7 million was
primarily due to a $13 per MBF reduction in the manufacturing cost per MBF sold
resulting mainly from a $28 per MBF decrease in the cost of logs used in the
Company's sawmills.
The Real Estate segment recorded net sales of $3.3 million in 2001 compared
to $4.2 million in 2000. Residential lot sales decreased 25 lots to 27 in the
current quarter as a result of the timing of lot offerings, while the average
sales price per lot increased $10,400 to $61,700 due to the sales mix. Operating
income decreased $.5 million, to $.3 million, due to the decrease in net sales.
12
Corporate operating expense was $2.7 million in the second quarter of 2001,
which compared to $1.5 million for the same quarter of 2000. The increase was
the result of higher general and administrative expenses, due primarily to
increased costs related to variable awards under the Company's stock option plan
caused by a $8.55 per share increase in the market price of Deltic common stock
during the quarter. Equity in the loss of Del-Tin Fiber recorded by the Company
was $2.5 million in each of the reporting periods. This facility successfully
resumed operations in early June following modifications to its heat energy
system. Market conditions for MDF are improving, and the plant is operating at
higher production rates while consuming less natural gas than prior to its
shutdown in January. Income taxes related to continuing operations for the
current quarter was a benefit of $.1 million, a decrease of $1.2 million due to
lower pretax income.
Six Months Ended June 30, 2001 Compared with Six Months Ended June 30, 2000
For the first six months of 2001, net income totaled $9.2 million, $.68 a
share, compared to net income for the six months ended June 30, 2000, of $4.4
million, $.27 a share. Income from continuing operations for the first half of
2001 was $.9 million, a loss of $.02 a share, a decrease of $3.2 million from
$4.1 million, $.25 a share, in the corresponding period in 2000 due to lower
operating income for all of the Company's reporting segments, partially offset
by the resulting decrease in income tax expense. Income from discontinued
operations, net of income taxes, was $8.3 million, $.70 a share, for the 2001
period compared to $.3 million, $.02 a share, in 2000.
Operating income for the first half of 2001 was $8 million, a decrease of
$4.8 million from 2000. The Company's Woodlands segment decreased $1.6 million
as the result of a 13 percent drop in the sales price for pine sawtimber and an
increase in the cost of fee timber harvested, partially offset by an increase in
margin realized from timberland sales. The Mills segment decreased $2.5 million
due primarily to a nine percent decrease in average lumber sales price. Real
Estate operations decreased $.2 million, while Corporate operating expense
increased $.5 million.
The Woodlands segment produced net sales of $22.5 million during the six
months ended June 30, 2001, an increase of $.7 million when compared to $21.8
million during 2000. Pine sawtimber sales decreased $1.3 million as a result of
a $6 per ton (13 percent) drop in the average sales price received for pine
sawtimber to $42 per ton, partially offset by a six percent increase in sales
volume to 378,087 tons. Sales of hardwood sawtimber decreased $.7 million due
primarily to the previously mentioned hardwood timberland acreage sales. Net
sales generated from the sale of non-strategic or higher and better use
timberland increased by $2.5 million to $4.8 million during the 2001 period.
Operating income was $13.6 million for the first half of 2001, compared to $15.2
million in 2000 due mainly to a $1.4 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. Additional factors were a $.4 million increase in
timber replanting expense, resulting from the extreme heat and drought
conditions experienced in the Company's operating area during the summer of
2000, and a $.3 million increase in commission expense related to timberland
acreage sale transactions, which were offset by the increase in net sales.
Mills operations recorded net sales of $28.7 million for the first six
months of 2001 compared to $40.9 million for the corresponding period of 2000.
The 30 percent decrease was due primarily to a $11.2 million decrease in sales
of finished lumber resulting from a 24 percent reduction in sales volume to 76.4
MMBF as the Company made temporary reductions in lumber production due to market
conditions, combined with a nine percent decrease in the average sales price per
MBF sold to $318. As a result of the reduction in production levels, sales of
pine chips, which is a residual by-product of the manufacturing process,
declined by $1.3 million. A loss from operations of $2.3 million in 2001
compared to operating income of $.2 million during 2000. The decrease was due
primarily to the decrease in net sales, which was partially offset by reduced
manufacturing expenses due mainly to a $28 per MBF reduction in raw material
cost for logs used in the Company's sawmills.
13
Real Estate operations reported net sales of $6.4 million during the first
half of 2001 compared to $7 million during 2000. Residential lot sales totaled
51 lots, a decrease of 37 from the 2000 period as a result of the timing of new
lot development and offerings, while the average sales price of $69,500
increased $19,200 per lot due to the mix of lots sold. Included in the first
six months of 2000 was a .7-acre commercial outparcel sale for $206,500 per
acre, while no commercial sales occurred in the first half of 2001. Operating
income of $.9 million in 2001 decreased from $1.1 million from a year ago as the
result of the reduction in net sales, partially offset by the related decrease
in the sales commission expense.
Corporate operating expense was $4.2 million for the first six months of
2001 compared to $3.7 million for the same period of 2000. The increase of $.5
million was due to higher general and administrative expenses related mainly to
the Company's stock incentive plan. Equity in the loss of Del-Tin Fiber recorded
by the Company was $5 million in the current year, which compares to $4.9
million a year ago. Interest income, earned primarily from agriculture asset and
timberland sales proceeds deposited with trustees, increased $.8 million, while
interest expense was $1 million higher due to increased average borrowings for
the first half of the year. However, by the end of June, long-term debt had been
reduced $7.3 million from the 2000 year-end level. Income tax expense related to
continuing operations decreased $2 million, to $.1 million for the current year,
due to lower pretax income.
The first six months of 2001 included income from discontinued agriculture
operations, net of income taxes, of $8.3 million compared to $.3 million for the
first half of 2000. The sale of approximately 18,400 acres of farmland at a
pretax gain of $13.4 million benefited the 2001 period. Income tax expense for
discontinued operations totaled $5.3 million for the current-year period and $.1
million in the corresponding period in 2000.
Financial Condition
For the first six months of 2001, net cash provided by operating activities
totaled $16.6 million compared to $19.5 million for the same period in 2000.
Changes in operating working capital, other than cash and cash equivalents,
required cash of $2.6 million for the first half of 2001 and $2 million for the
first six months of 2000.
Capital expenditures required cash of $48.2 million in the current-year
period, of which $38.3 million was for the purchase of replacement timberland
properties, and $11 million a year ago. Capital expenditures by segment
consisted of the following:
Six Months
Ended June 30,
---------------
(Thousands of dollars) 2001 2000
------- ------
Woodlands $42,168 4,630
Mills 2,139 2,226
Real Estate 3,878 3,784
Corporate 37 279
------- ------
Capital expenditures for continuing operations 48,222 10,919
Discontinued agriculture operations - 53
------- ------
Total capital expenditures requiring cash $48,222 10,972
======= ======
The net change in purchased stumpage inventory to be utilized in the
Company's sawmill operations provided cash of $.9 million in 2001, but required
cash of $2.3 during 2000. The Company advanced Del-Tin Fiber $7.8 million
during the current period and $3.6 million during the corresponding period of
2000. Maturities of U.S. government securities provided $.9 million during the
2000 period. In the current year, the disposal of additional agriculture assets
generated proceeds of $18.1 million,
14
$1.5 million of which had previously been received as farmland sale contract
deposits, that were deposited with a trustee as required for a tax-deferred
exchange. These proceeds, combined with $7.7 million already held by a trustee
from similar transactions recorded during 2000, were utilized to purchase
designated replacement timberland properties and are included in capital
expenditures of the Woodlands segment. Upon completion of the two reverse land
exchanges in which Deltic was involved, $17.7 million previously advanced to the
accommodating title holders required in such exchanges was repaid to the
Company.
The Company borrowed $10.5 million and made repayments of debt, utilizing
the funds received from reverse exchange accommodators, of $18.8 million during
the first half of 2001 compared to borrowings of $4 million and debt repayments
of $.2 million during the first six months of 2000. Purchases of treasury stock
for the respective periods utilized $1 million and $4.9 million. The decrease
in bank overdraft in the current year was $1.4 million. Deltic paid dividends
totaling $2.6 million in 2001, consisting of $1.1 million for redeemable
preferred stock and $1.5 million for common stock, and $2.7 million in 2000.
These net uses of funds resulted in a $1.4 million decrease in the Company's
cash and cash equivalents since December 31, 2000.
On June 20, 2001, Deltic completed negotiation of an agreement with Sun
Trust Bank and other domestic banks which provides a new unsecured, committed
revolving credit facility totaling $105 million to replace its previous credit
facility which was due to expire on April 15, 2002. The new agreement expires
on July 15, 2004, with terms similar to the Company's original facility.
On December 14, 2000, the Company's Board of Directors authorized a stock
repurchase program of up to $10 million of its common stock. Under this
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, Deltic had expended $1 million of the amount committed under this
program, with the purchase of 48,500 shares at an average cost of $21.15 per
share.
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 the
remaining amount committed under its 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, but are not limited to, 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.
15
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 2000 annual report on Form 10-K. Those disclosures
should be read in conjunction with this Form 10-Q.
16
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 26, 2001. Pursuant to the
Company's Amended and Restated Certificate of Incorporation, its Board of
Directors consists of three classes who hold office for staggered terms of three
years. Set forth below is a listing of the directors elected at the April 26,
2001 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
----------------------- ---------------------- --------------
R. Hunter Pierson, Jr. 10,601,101 142,650
J. Thurston Roach 10,619,679 124,071
John C. Shealy 10,619,787 123,964
O. H. Darling, Jr. (Term expires in 2002)
Christoph Keller, III (Term expires in 2002)
R. Madison Murphy (Term expires in 2002)
Alex R. Lieblong (Term expires in 2003)
Robert C. Nolan (Term expires in 2003)
Ron L. Pearce (Term expires in 2003)
In addition to the election of three Class III directors at the April 26,
2001 annual meeting, the prior appointment of KPMG LLP by the Board of Directors
as Deltic's independent auditors for 2001 was ratified with 10,723,766 shares
voted in favor, 15,317 shares voted against, and 4,666 shares withheld.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
10.9 Credit agreement dated June 20, 2001 and selected exhibits.
(b) Reports on Form 8-K
None.
17
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, 2001
---------------------------------- ---------------------------
Ron L. Pearce, President
(Principal Executive Officer)
/s/Clefton D. Vaughan Date: August 10, 2001
------------------------------------ ---------------------------
Clefton D. Vaughan, Vice President,
Finance and Administration
(Principal Financial Officer)
/s/Emily R. Evers Date: August 10, 2001
------------------------------------ ---------------------------
Emily R. Evers, Controller
(Principal Accounting Officer)
18