SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934.
For Quarter Ended October 2, 1999 Commission file number 0-7469
TJ INTERNATIONAL, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 82-0250992
- --------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 E. Mallard Drive
BOISE, IDAHO 83706
- ---------------------------------------- -------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (208) 364-3300
--------------
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 and Exchange Act of 1934 during the preceding 12
months (or for each shorter period that the registrant was
required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. Yes _X_ No ___
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
November 8, 1999, 15,512,524 shares of $1 par value common stock,
excluding 2,837,558 shares held as treasury stock.
EXHIBIT INDEX ON PAGE 18
TJ INTERNATIONAL, INC.
PART I. Financial Information
The condensed consolidated financial statements included herein
have been prepared by management, without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission,
under the Securities Exchange Act of 1934, as amended. In the
opinion of management, all adjustments necessary to present fairly
the results for the periods presented have been included. The
adjustments made were of a normal, recurring nature. Certain
information and footnote disclosure normally included in financial
statements have been condensed or omitted in accordance with such
rules and regulations, although management believes that the
disclosures are adequate to make the information presented not
misleading. It is recommended that these condensed financial
statements be read in conjunction with the audited financial
statements and the notes thereto included in our latest annual
report on Form 10-K.
The results of operations for the periods presented are not
necessarily indicative of the results that might be expected for
the fiscal year ending January 1, 2000.
TJ INTERNATIONAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Amounts in Thousands)
October 2, January 2, October 3,
1999 1999 1998
ASSETS
Current assets
Cash and cash equivalents $ 112,812 $ 140,060 $ 136,814
Marketable securities --- 9,091 ---
Receivables, less allowances
of $329, $374 and $390 106,183 69,990 98,738
Inventories 81,751 78,827 65,999
Other 13,655 14,441 12,833
---------- ---------- ----------
314,401 312,409 314,384
Property
Property and equipment 690,799 642,690 626,209
Less - Accumulated depreciation (292,073) (260,123) (249,254)
---------- ---------- ----------
398,726 382,567 376,955
Goodwill 17,680 18,460 18,720
Other assets 18,270 17,503 17,892
---------- ---------- ----------
$ 749,077 $ 730,939 $ 727,951
========== ========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 30,357 $ 19,639 $ 39,064
Accrued liabilities 58,247 50,927 51,970
---------- ---------- ----------
88,604 70,566 91,034
Long-term debt 142,390 142,390 142,390
Other long-term liabilities 28,703 31,919 21,569
Reserve for discontinued operations 12,228 13,687 14,018
Minority interest in Partnership 227,795 239,572 233,676
Stockholders' equity
ESOP Convertible Preferred Stock,
$1.00 par value, authorized
10,000,000 shares, issued
1,101,017, 1,124,848, and
1,135,019 12,989 13,271 13,391
Guaranteed ESOP Benefit (7,273) (7,288) (8,188)
Common stock, $1.00 par value,
authorized 200,000,000
shares, issued 18,329,356,
18,069,077, and 18,017,545 18,329 18,069 18,018
Paid-in capital 167,553 160,863 159,505
Retained earnings 132,025 110,411 105,563
Other (1,884) (1,949) (1,921)
Accumulated other comprehensive
income (loss) (5,164) (6,228) (6,760)
Common stock in treasury,
2,837,558, 2,321,605, and
2,321,605, shares, at cost (67,218) (54,344) (54,344)
---------- ---------- ----------
249,357 232,805 225,264
---------- ---------- ----------
$ 749,077 $ 730,939 $ 727,951
========== ========== ==========
TJ INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(amounts in thousands except per share figures)
For the fiscal For the three fiscal
quarter ended quarters ended
---------------------------------------------------
October 2, October 3, October 2, October 3,
1999 1998 1999 1998
---------------------------------------------------
Sales $ 224,988 $ 222,423 $ 672,900 $ 601,613
---------- ---------- ---------- ----------
Costs and expenses
Cost of sales 169,146 166,330 507,027 440,917
Selling expenses 18,802 21,204 57,876 60,094
Administrative expenses 9,798 9,861 28,623 28,874
---------- ---------- ---------- ----------
197,746 197,395 593,526 529,885
---------- ---------- ---------- ----------
Income from operations 27,242 25,028 79,374 71,728
Investment income, net 1,308 2,042 3,739 5,799
Interest expense (2,084) (2,201) (6,625) (6,740)
Minority interest in
Partnership (12,663) (12,179) (37,304) (34,246)
---------- ---------- ---------- ----------
Income before income
taxes 13,803 12,690 39,184 36,541
Income taxes 5,038 4,759 14,302 13,703
---------- ---------- ---------- ----------
Net income $ 8,765 $ 7,931 $ 24,882 $ 22,838
========== ========== ========== ==========
Net income per
common share
Basic $ 0.55 $ 0.46 $ 1.56 $ 1.32
========== ========== ========== ==========
Diluted $ 0.51 $ 0.43 $ 1.44 $ 1.23
========== ========== ========== ==========
Dividends declared per
common share $ 0.0550 $ 0.0550 $ 0.1650 $ 0.1650
========== ========== ========== ==========
Weighted average number of
common shares outstanding
during the periods
Basic 15,511 16,711
========== ==========
Diluted 16,931 18,219
========== ==========
TJ INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE FISCAL QUARTERS ENDED
OCTOBER 2, 1999, AND OCTOBER 3, 1998
(Unaudited)
(amounts in thousands)
October 2, October 3,
1999 1998
----------- -----------
Cash flows from operating activities
- ------------------------------------
Net income $ 24,882 $ 22,838
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 33,788 33,378
Minority interest in partnerships 37,304 34,246
Other, net 3,638 3,176
Change in working capital items:
Receivables (36,193) (43,369)
Inventories (2,924) 2,955
Other current assets 846 (1,910)
Accounts payable and accrued liabilities 17,467 14,896
Other, net (2,949) (4,896)
----------- -----------
Net cash provided by operating activities$ 75,859 $ 61,314
=========== ===========
Cash flows from investing activities
- ------------------------------------
Capital expenditures $ (47,975) $ (31,017)
Sales of marketable securities 9,091 40,751
Other, net (1,396) 14
----------- -----------
Net cash provided by (used in) investing
activities $ (40,280) $ 9,748
=========== ===========
Cash flows from financing activities
- -------------------------------------
Cash dividends paid on common stock $ (2,567) $ (2,805)
Minority partners tax distributions (13,380) (12,785)
Minority partners capital distributions (34,300) ---
Purchase of treasury stock (12,874) (38,085)
Other, net 294 340
----------- -----------
Net cash used in financing activities $ (62,827) $ (53,335)
=========== ===========
Net change in cash and cash equivalents
- ---------------------------------------
Net increase (decrease) in cash and cash$ (27,248) $ 17,727
equivalents
Cash and cash equivalents at beginning
of year 140,060 119,087
----------- -----------
Cash and cash equivalents at end of period$ 112,812 $ 136,814
=========== ===========
Supplemental disclosures of cash flow information
- -------------------------------------------------
Cash paid during the period for:
Interest, net of amounts capitalized$ 6,013 $ 6,230
Income taxes $ 10,384 $ 8,411
TJ INTERNATIONAL, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Inventories
- -----------
Inventories consisted of the following:
(amounts in thousands)
October 2, Jan. 2, October 3,
1999 1999 1998
---------- ---------- ----------
Finished goods $ 68,691 $ 59,740 $ 48,046
Raw materials and
work-in-progress 13,060 19,087 17,953
---------- ---------- ----------
$ 81,751 $ 78,827 $ 65,999
========== ========== ==========
Inventories are priced at the lower of cost or market, with cost determined on
a first-in, first-out basis and market based on the lower of replacement cost or
estimated realizable value.
Net Income Per Common Share:
- ----------------------------
Basic net income per common share is based on net income adjusted
for preferred stock dividends and related tax benefits divided by
the weighted average number of common shares outstanding. Diluted
net income per common share assumes conversion of the Employee
Stock Ownership Plan (ESOP) convertible preferred stock (ESOP
preferred stock) into common stock at the beginning of the year and
weighted average number of common shares outstanding after giving
effect to stock options under the treasury stock method.
Basic net income and diluted net income were calculated as follows:
(amounts in thousands)
For the fiscal For the three fiscal
quarter ended quarters ended
---------------------------------------------------
Oct. 2, Oct. 3, Oct. 2, Oct. 3,
1999 1998 1999 1998
---------------------------------------------------
Basic net income
- ----------------
Net income as reported$ 8,765 $ 7,931 $ 24,882 $ 22,838
Preferred stock dividends,
net of related tax
benefits (251) (251) (762) (753)
---------- ---------- ---------- ----------
Basic net income $ 8,514 $ 7,680 $ 24,120 $ 22,085
========== ========== ========== ==========
Diluted net income
- ------------------
Net income as reported$ 8,765 $ 7,931 $ 24,882 $ 22,838
Additional ESOP
contribution payable upon
assumed conversion of ESOP
preferred stock, net of
related tax benefits (185) (165) (558) (496)
---------- ---------- ---------- ----------
Diluted net income $ 8,580 $ 7,766 $ 24,324 $ 22,342
========== ========== ========== ==========
Weighted average shares
used to determine basic
earnings per common
share 15,511 16,711 15,511 16,711
Conversion of ESOP
preferred stock 1,112 1,140 1,112 1,140
Exercise of stock options
using the Treasury
Stock Method 308 368 308 368
---------- ---------- ---------- ----------
Weighted average shares
used to determine
diluted earnings per
common share 16,931 18,219 16,931 18,219
========== ========== ========== ==========
Comprehensive Income (Loss)
- ---------------------------
Comprehensive income for the periods include the following:
(amounts in thousands)
For the fiscal For the three fiscal
quarter ended quarters ended
------------------------------------------------------
Oct. 2, Oct. 3, Oct. 2, Oct. 3,
1999 1998 1999 1998
------------------------------------------------------
Net Income $ 8,765 $ 7,931 $ 24,882 $ 22,838
Other Comprehensive
Income (Loss) 16 (1,612) 1,064 (2,955)
---------- ---------- ---------- ----------
Comprehensive Income$ 8,781 $ 6,319 $ 25,946 $ 19,883
========== ========== ========== ==========
Accumulated other comprehensive income (loss) for each period ended
was as follows:
(amounts in thousands)
Oct. 2, Jan. 2, Oct. 3,
1999 1999 1998
---------- ---------- ----------
Balances at beginning of period-
cumulative translation adjustment$ (6,228) $ (3,805)$ (3,805)
Changes within periods-
cumulative translation adjustment 1,064 (2,423) (2,955)
---------- ---------- ----------
Balance at end of period-
cumulative translation adjustment$ (5,164) $ (6,228)$ (6,760)
========== ========== ==========
TJ INTERNATIONAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE FISCAL QUARTER ENDED OCTOBER 2, 1999
FORWARD-LOOKING STATEMENTS
This management's discussion and analysis includes a number of
"forward-looking statements" as defined by the Private Securities
Litigation Act of 1995. Forward-looking statements include,
without limitation, statements regarding the adequacy of our
reserves for discontinued operations, expectations of residential
housing construction, prices for commodity veneer and oriented
strand board, and other statements regarding our beliefs and
judgments. Investors are cautioned that forward-looking statements
are subject to an inherent risk that actual results may vary
materially from those described, projected, or implied. Factors
that may result in such variance include, among others: changes in
interest rates, commodity prices, and other economic conditions;
actions by competitors; changing weather conditions and other
natural phenomena; actions by government authorities; results in
litigation; technological developments; future decisions by
management in response to changing conditions; changes in the Trus
Joist MacMillan (TJM) partnership; the actions of its partner in
the TJM partnership; and misjudgments in the course of preparing
forward-looking statements.
OPERATING RESULTS
We are the 51 percent owner, and managing partner of Trus Joist
MacMillan, a Limited Partnership (TJM), the world's leading
manufacturer and marketer of engineered lumber products.
Substantially all of our operating assets are held and revenue
generated by TJM. MacMillan Bloedel Limited (MB) owns a 49 percent
interest in TJM.
The following comments discuss material variations in the results
of operations for the comparative periods presented in the
condensed consolidated statements of income.
Sales
- -----
Our sales by quarter during the current year and for the preceding
four years are as follows:
Sales by Quarter
----------------------
(amounts in thousands)
Quarter 1999 1998 1997 1996 1995
-------- -------- -------- -------- --------
First $217,042 $185,829 $161,263 $111,157 $109,941
Second 230,870 193,361 185,730 155,050 123,882
Third 224,988 222,423 185,576 179,571 137,759
Fourth 176,450 173,747 131,388 113,263
-------- -------- -------- -------- --------
$672,900 $778,063 $706,316 $577,166 $484,845
======== ======== ======== ======== ========
THIRD QUARTER 1999 COMPARED TO THIRD QUARTER 1998
Sales for the third quarter of 1999 grew to $225 million, a 1%
increase from the $222 million reported in the third quarter of
1998. The relatively flat sales quarter over quarter were due to
several dynamics that occurred in the marketplace and is not
reflective of the year-to-date sales trend. In the first half of
the year, the supply-chain reacted to the strong housing market by
holding larger than usual quantities of inventory. In the third
quarter, sales were impacted by seasonal draw-downs of inventory,
reduced lead times for our products, and an expectation that
housing starts could slow in the year 2000.
Sales per North American housing start for the nine months ending
in September 1999 were $401, which is an increase of 9% from the
first nine months of 1998. Management believes this increase is a
strong indicator that 1999 will be the Company's 17th consecutive
year of growth in this key benchmark.
The Company had a very good market environment in the first nine
months of 1999 with strong North American housing starts as well as
high lumber prices. Our past experience has been that as lumber
prices increase, builders accelerate their switch to engineered
lumber. Demand for our products early in the year was so strong
that we instituted a managed demand system for our customers. This
system is designed primarily to keep any particular customer or
group of customers from placing orders in excess of existing
capacity and extending lead times to unreasonable levels. During
the second quarter we had additional capacity available from our
newly constructed Evergreen, Alabama TJI-Registered Trademark-
joist and Microllam-Registered Trademark- LVL facility, as well as
additional shifts at our TJI-Registered Trademark- joist facility
at the East Kentucky TimberStrand-Registered Trademark- LSL plant.
These capacity additions allowed us to discontinue the managed
demand system for most of our product lines by the end of the
summer. It also increased confidence within our customer base that
their needs could be met with shorter lead times, allowing them to
bring their inventory levels down. Much of the flat sales growth
can be attributed to this "correction" in customer inventory
levels. We anticipate that we will continue to face excess demand
for our TimberStrand-Registered Trademark- product lines in the
fourth quarter and we intend to use this opportunity to attempt to
shift the product mix toward higher-margin product lines and
improve the overall profitability on the technology.
Virtually all of our growth in 1999 has been from increased volumes
as opposed to higher average selling prices. Earlier in the year
we raised prices on most of our products, and we began to see the
benefit of these increased prices this Spring. Offsetting some of
the price increase is a shift in our product mix toward
lower-priced products. These products include our TimberStrand-
Registered Trademark- flanged I-joists and TimberStrand-Registered
Trademark- headers, which have both lower selling prices and lower
performance characteristics than our traditional Microllam-
Registered Trademark- LVL, I-joist and header products. These
products are designed to fill less demanding applications where
strength or span requirements are not as great. These products
give us a broader range of price and performance options to meet
the various applications in a house or commercial building design.
Gross margins for the third quarter were 24.8% compared with 25.2%
in the third quarter of 1998. The margin decline in the third
quarter was primarily the result of significant increases in the
commodity price paid for some raw materials. Prices during the
third quarter for veneer, which is a significant raw material
component for Microllam-Registered Trademark- LVL and our TJI-
Registered Trademark- joists, were at the highest levels in the
last 5 years. We use a proprietary Oriented Strand Board (OSB) as
a purchased raw material component for our TJI-Registered
Trademark- joists; these prices were also at historic highs during
the third quarter. We have negotiated price collars around a
significant portion of our planned OSB purchases to protect us from
the price fluctuations; however, the prices within the collars are
higher than we paid in the third quarter of 1998. Offsetting these
cost increases were productivity improvements and increased
throughput at several of our manufacturing facilities. In
addition, an increasing amount of our product line's cost structure
is tied to logs, which do not experience the same price volatility
as commodity veneer and OSB. OSB and Veneer prices began to
decline at the end of the third quarter. We expect that trend to
continue and that prices for these raw materials will be lower in
the coming year than they have been to date in 1999, having a
positive overall impact on our profit margins.
Selling expenses were down in the third quarter of 1999 from the
third quarter of 1998, both in terms of real dollars and as a
percentage of sales. This decrease is primarily due to efficiencies
that have been implemented within our sales and marketing
organization. General and administrative expenses in the third
quarter were down slightly from the prior year. Control of
spending has helped offset the gross margin declines, and operating
margins in this quarter rose to 12.1% from 11.3% in the third
quarter of 1998.
Interest income has declined from the third quarter of last year
due to lower invested cash balances and a shift to lower yielding
tax-exempt investments from taxable investments. The effective tax
rate is 36.5% for 1999 as compared to 37.5% in 1998. The
tax-exempt interest income as well as other initiatives we are
implementing are driving this rate reduction.
Minority interest expense increased $480,000 from 1998 due to an
increase in earnings of the Trus Joist MacMillan (TJM) Partnership.
FIRST THREE QUARTERS OF 1999 COMPARED WITH THE FIRST THREE QUARTERS
OF 1998
Sales for the first nine months of 1999 increased by $71 million or
12% from the comparable period last year. Unit volume sales growth
accounted for virtually all of the increase due to increased
acceptance of the Company's engineered lumber products.
Gross margins decreased from 26.7% to 24.7% between the two
periods. Record high levels for commodity raw materials were the
dominant driver of the margin decline. Offsetting this margin
pressure somewhat were productivity and throughput improvements at
several of our manufacturing facilities.
Selling, general and administrative expenses were down $2.5 million
or 3% from the prior year, even in light of the 12% increase in
sales. Our cost control efforts have resulted in the reduced
spending despite our continuing commitment to value added marketing
strategy, investments in international markets, and our
infrastructure system improvements.
LIQUIDITY AND CAPITAL RESOURCES
Working capital at the end of the third quarter was $226 million as
compared to $223 million at the end of the third quarter of 1998.
Working capital levels have not changed significantly. Cash flows
from operations have been available to fund major uses of cash
including cash used for capital expansion, a stock repurchase
program and a cash distribution to MacMillan Bloedel of America in
the first quarter of 1999.
In December 1998, the Board of Directors approved a cash
distribution from Trus Joist MacMillan, a limited partnership, to
its partners, MacMillan Bloedel of America and TJ International,
Inc. The distribution of $34.3 million was made in January 1999 to
MacMillan Bloedel of America and recorded as a reduction of
Minority Interest in Partnership.
In April 1999, the Ontario Provincial Government selected Trus
Joist MacMillan to use the Aspen resource in the Kenora, Ontario
area for a state-of-the-art engineered lumber manufacturing
facility. Our plan is to build a TimberStrand-Registered
Trademark- LSL plant in this area. We are currently in the
planning phase, developing and refining a business plan for the
facility, evaluating the quality and quantity of wood fiber
available and completing preliminary engineering work and site
selection. We expect to make an announcement on a specific site
and construction plan before the end of November, 1999. We plan to
go to our Board of Directors in the fourth quarter of this year
with a proposal for this capital expenditure.
We believe that current cash balances, cash generated from
operations, and borrowing under our $150 million Revolving Credit
Facility will be sufficient to meet our on-going operating and
capital expansion needs. We also believe additional or expanded
lines of credit or appropriate long-term capital can be obtained to
fund other major capital requirements as they arise or to fund any
acquisition that is available.
In December 1998, the Board of Directors authorized a $25 million
share repurchase program. At the end of the third quarter of 1999,
approximately $13 million of the Company's capital stock had been
repurchased under this program and was held as Treasury shares.
We completed the sale of our window operations in 1996; however, we
retained certain liabilities related to these operations. We
believe that existing reserves are adequate to meet all liabilities
that may arise related to the discontinued operations.
Substantially all of the operating assets are held, and revenue
generated, by Trus Joist MacMillan a Limited Partnership. The
Partnership regularly distributes cash to the partners to fund the
tax liabilities generated by the Partnership at the corporate
level. All other distributions of cash by the Partnership are
dependent on the affirmative votes of the representatives of the
minority partner. Accordingly, there can be no assurance that such
distributions will be approved and thereby be available for the
payment of dividends or to fund other cash expenses.
WEYERHAEUSER ACQUISITION OF MACMILLAN BLOEDEL
On November 1, 1999, Weyerhaeuser Company completed its acquisition
of MacMillan Bloedel, Ltd. Under the terms of the 1991 Partnership
Agreement between TJ International and MacMillan Bloedel, TJ
International has certain rights upon a change of control of the
MacMillan Bloedel entity that is TJ International's partner. We
believe that the acquisition of MacMillan Bloedel by Weyerhaeuser
triggers these rights. If these rights are triggered, TJ
International has the right to purchase MacMillan Bloedel's 49%
minority interest without a takeover premium, or the right to sell
TJ International's 51% interest to Weyerhaeuser as the acquirer of
MacMillan Bloedel with a takeover premium. TJ International could
also allow Weyerhaeuser to assume MacMillan Bloedel's rights and
obligations under the Partnership contract. We are evaluating our
options under the Partnership contract, and otherwise, in order to
determine the most advantageous option for our shareholders,
Associates, customers and suppliers. We expect to announce our
intentions in this regard by the end of November, 1999.
INDUSTRY, COMPETITION, AND CYCLICALITY
Our engineered lumber products continue to gain market acceptance
as high-quality alternatives to traditional solid sawn lumber
products. Through intensive marketing efforts, builders and other
wood users are increasingly recognizing the consistent quality,
superior strength, lighter weight, and ease of installation of
engineered lumber products. We believe that this trend will
continue well into the future.
No other company possesses the range of engineered lumber products,
the levels of service and technical support, or the
second-generation technologies of TimberStrand-Registered
Trademark- LSL or Parallam-Registered Trademark- PSL. There are,
however, a number of companies, including several large forest
products companies, which now produce look-alike wood I-joist and
laminated veneer lumber products. Several of these companies have
announced capacity expansions. These look-alike products are
manufactured using processes similar to our oldest-generation
technologies.
We believe our network of manufacturing plants and multiple
technologies position us as the low-cost producer of engineered
lumber. While competition helps expand the market for engineered
wood products, including those manufactured by us, it may also make
the existing markets more price competitive. Traditional
wide-dimension lumber, however, remains the predominant structural
framing material used in residential construction and is the
primary competitor for our products. Commodity lumber prices
historically have been subject to high volatility, and during
prolonged periods of significant lumber price movements, our prices
have trended in the same direction.
Our operations are strongly influenced by the cyclicality and
seasonality of residential housing construction. This industry
experiences fluctuations resulting from a number of factors,
including the state of the economy, consumer confidence, credit
availability, interests rates, and weather patterns. Consistent
with the seasonal pattern of the construction industry as a whole,
our sales have historically tended to be lowest in the first and
fourth quarters and highest in the second and third quarters of
each year.
RECENTLY ISSUED ACCOUNTING STANDARDS
In June 1998, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 133, Accounting for
Derivative Instruments and Hedging Activities. The Statement
establishes accounting and reporting standards requiring that every
derivative instrument (including certain derivative instruments
embedded in other contracts) be recorded in the balance sheet as
either an asset or liability measured at its fair value. The
Statement requires that changes in the derivative's fair value be
recognized currently in earnings unless specific hedge accounting
criteria are met. As of October 2, 1999, we had no material
derivative financial instruments outstanding. We plan to adopt
this statement in the first quarter of 2000.
YEAR 2000 ISSUE
We are in the final phase of our plan to resolve the effects of the
Year 2000 problem on our information systems, including the
financial and transaction systems, production and process control
systems, and compliance status of suppliers' systems. The Year
2000 problem, which is common to most businesses, concerns the
inability of such systems to properly recognize the process dates
and date-sensitive information on and beyond January 1, 2000.
In 1997, we formally began a series of assessments, company-wide
tracking, and awareness programs. These programs ensured
company-wide awareness of the Year 2000 issues, standardized the
inventory and assessment methods, and tracked the results of the
assessments.
We have successfully educated key personnel on the issues,
completed our inventory and assessments of the Year 2000 risks for
financial and transaction systems and production and process
control systems. A number of applications in the financial and
transaction processing systems are compliant due to recent
implementations and upgrades. We have been configuring and
installing Year 2000 compliant systems as part of our program to
provide significantly improved functionality in our business
support software. This program is intended to provide the
infrastructure for future growth. Our core financial and reporting
systems are not yet fully compliant but are scheduled to be
complete by late fall 1999. To date, no significant issues have
been identified in connection with our assessment of our primary
production and process control systems. We have replaced almost
all of the identified non-compliant equipment or software and
expect to complete the final replacements in the fourth quarter of
1999.
We have substantially completed the process of surveying vendors,
principal customers and business partners regarding their Year 2000
compliance. Contingency plans have been identified or are
currently being developed in the event either our systems or key
third-party systems are not compliant.
While we currently believe that we will be able to modify or
replace our affected systems in time to reduce any detrimental
effects on our operations, failure to do so, or the failure of our
major customers and suppliers to modify or replace their affected
systems, could have a material adverse impact on our results of
operations, liquidity, or consolidated financial position in the
future. The most reasonably likely, worst-case scenario of our
failure or our customers or suppliers, to resolve the Year 2000
problem would be a temporary slowdown or cessation of manufacturing
operations at one or more of our facilities and a temporary
inability on our part to process orders and billings on a timely
basis and to timely deliver finished products to customers. We are
currently identifying and considering various contingency
operations, including identification of alternate suppliers,
vendors and service providers, and manual alternatives to systems
operations, which will allow us to minimize the risk of any
unresolved Year 2000 problems in our operations and to minimize the
effect of any unforeseen Year 2000 failures.
We currently estimate the cost to complete compliance should not
exceed $3,000,000. These costs have been and will be expensed as
incurred, unless new software, equipment, or hardware is purchased
that should be capitalized in accordance with GAAP. The vast
majority of these costs had been incurred prior to the end of the
third quarter of 1999.
Microllam-Registered Trademark-, Parallam-Registered Trademark-,
TJI-Registered Trademark- joist, and TimberStrand-Registered
Trademark- are registered trademarks of Trus Joist MacMillan a
Limited Partnership, Boise, Idaho.
TJ INTERNATIONAL, INC.
PART II
Other Information
Item 6. Exhibits and Reports on Form 8-K
---------------------------------
(a) Filed as an exhibit to this report is the following:
(27) Financial Data Schedule
(b) A current report on Form 8-K, dated August 26, 1999,
was filed on September 17, 1999. Reported under
ITEM 5. OTHER EVENTS was information relating to
the Rights Agreement, dated as of August 26, 1999,
between TJ International, Inc. and First Chicago
Trust Company of New York.
TJ INTERNATIONAL INC.
SIGNATURE
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.
TJ INTERNATIONAL, INC.
/s/ Valerie A. Heusinkveld
-----------------------------------
Valerie A. Heusinkveld
Vice President, Finance & Chief
Financial Officer
Date: Novemer 16, 1999
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
EXHIBITS TO FORM 10-Q
Quarterly Report Under section 13 or 15 (d)
of the Securities Exchange Act of 1934
For the fiscal quarter ended October 2, 1999
Commission File Number 0-7469
TJ INTERNATIONAL, INC.
EXHIBIT INDEX
Exhibits Page
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(27) Financial Data Schedule Document 2