SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
July 23, 2002
(Date of earliest event report)
WEYERHAEUSER COMPANY
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(Exact name of registrant as specified in charter)
Washington 1-4825 91-0470860
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation or Number)
organization)
Federal Way, Washington 98063-9777
(Address of principal executive offices)
(zip code)
Registrant's telephone number, including area code:
(253) 924-2345
Item 5. Other Events
On July 23, 2002, Weyerhaeuser Company issued a press release stating the
following:
FEDERAL WAY, Wash. - Weyerhaeuser Company (NYSE: WY) today reported second
quarter net earnings of $72 million, or 32 cents per share, on net sales of
$4.9 billion. This compares with $171 million, or 78 cents per share, on
sales of $3.8 billion for the second quarter of 2001.
Second quarter net earnings for 2002 include a charge of 8 cents per share
for costs associated with the closure, or impending closure, of four
facilities; a charge of 8 cents per share for one-time costs associated with
the integration of Willamette Industries; and a gain of 9 cents per share for
the reversal of a countervailing duty accrual.
Results for 2001 second quarter include a gain of 7 cents per share for a
one-time reduction in deferred taxes due to a lower Canadian corporate tax
rate and charges of 3 cents per share for costs associated with Westwood
Shipping Line's transition to a new charter fleet and 3 cents per share for
one-time costs associated with the integration of MacMillan Bloedel and Trus
Joist.
Excluding nonrecurring items, earnings for the 2002 second quarter were $87
million, or 39 cents per share. This compares with $168 million, or 77 cents
per share, for the same quarter last year.
For the first six months of 2002, net earnings before nonrecurring items were
$146 million, or $0.66 per share. This compares with $307 million, or $1.40
per share, for the same period last year.
"Our second quarter results were mixed, reflecting the differential
performance of the markets in which we operate and effects of the overvalued
U.S. dollar," said Steven R. Rogel, chairman, president and chief executive
officer. "We started to see some improvement in the pulp, paper and
containerboard markets due in part to the recent weakening of the dollar.
The wood product markets continued to be unsettled due to the Canadian
softwood lumber issue and excess supply in some product lines. Our real
estate business continued to perform well. During the quarter, we continued
to focus on integrating Willamette people, practices and operations and
identifying synergies."
Including the acquired Willamette operations, results for the second quarter
by segment were:
.. Timberlands - Operating earnings were $175 million compared with $129
million last year. Domestic log markets remained stable due to higher lumber
production. Export log markets improved during the quarter aided by the
weakening dollar, a trend expected to continue into the third quarter. Third
quarter harvest levels are expected to be lower due to normal seasonal
shutdowns and higher than normal fire conditions.
.. Wood Products - Operating earnings, including a $29 million pre-tax
reversal of a countervailing duty accrual, were $64 million compared with
$110 million for the same quarter last year. Markets continued to be
affected by excess supply and the effects of the tariffs on Canadian softwood
lumber. Despite strong demand, prices were mixed. Some modest improvement
is expected in the third quarter as inventories decrease with continued
strong demand.
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.. Pulp and Paper - The segment incurred a loss of $15 million compared with
operating earnings of $27 million in the second quarter of 2001. Pulp and
paper markets began to recover during the quarter as demand increased.
However, a boiler explosion at the Plymouth, NC facility on May 8 had a
significant adverse effect on quarterly results for the segment. The company
expects boiler repairs to be completed in August, but the resulting lost
production and higher operating costs will adversely affect third quarter
results.
.. Containerboard Packaging and Recycling - Operating earnings, including
pre-tax charges of $28 million for facility closures, were $75 million
compared with $68 million last year. The domestic containerboard and
packaging markets slowly improved during the quarter and this trend is
expected to continue into the third quarter.
.. Real estate and related assets - Operating earnings, including a pre-tax
gain of $7 million for the sale of an apartment complex, were $79 million
compared with $62 million for the same quarter last year. Sales in the
markets where the company operates remained strong during the second quarter.
Although there has been a modest slowdown in traffic in some markets, the
company expects its real estate business to continue to perform well into the
third quarter given the strong six-month backlog of existing orders and
favorable mortgage rates.
In other second quarter events, Weyerhaeuser announced that as of June 30,
Willamette Industries had been fully merged into Weyerhaeuser. This
completes Weyerhaeuser's acquisition of Willamette. As a result of the
merger, all Willamette assets and obligations have become assets and
obligations of Weyerhaeuser.
The company will hold a live conference call at 8:30 a.m. PDT (11:30 a.m.
EDT) on July 23 to discuss the second quarter results.
To access the conference call, listeners calling from within North America
should dial 1-877-888-3490 at least 15 minutes prior to the start of the
conference call. Those wishing to access the call from outside North America
should dial 1-416-695-9753. Replays of the call will be available for 48
hours following completion of the live call and can be accessed at
1-888-509-0081 within North America and at 1-416-695-9728 from outside North
America.
The call may also be accessed through Weyerhaeuser's Internet site at
www.weyerhaeuser.com by clicking on the "Listen to our conference call" link.
Weyerhaeuser Company, one of the world's largest integrated forest products
companies, was incorporated in 1900. In 2001, sales were $14.5 billion. It
has offices or operations in 18 countries, with customers worldwide.
Weyerhaeuser is principally engaged in the growing and harvesting of timber;
the manufacture, distribution and sale of forest products; and real estate
construction, development and related activities. Additional information
about Weyerhaeuser's businesses, products and practices is available at
www.weyerhaeuser.com.
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This news release contains statements concerning the company's future results
and performance that are forward looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. The accuracy of such
statements is subject to a number of risks, uncertainties and assumptions
that may cause actual results to differ materially from those projected,
including, but not limited to, the effect of general economic conditions,
including the level of interest rates and housing starts; market demand for
the company's products, which may be tied to the relative strength of various
U.S. business segments; performance of the company's manufacturing
operations; the level of competition from foreign producers; the effect of
forestry, land use, environmental and other governmental regulations; fires,
floods and other natural disasters. The company is also a large exporter and
is affected by changes in economic activity in Europe and Asia, particularly
Japan, and by changes in currency exchange rates, particularly the relative
value of the U.S. dollar to the Euro and the Yen, and restrictions on
international trade or tariffs imposed on imports, including the
countervailing and dumping duties imposed on the company's softwood lumber
shipments from Canada to the United States. These and other factors that
could cause or contribute to actual results differing materially from such
forward looking statements are discussed in greater detail in the company's
Securities and Exchange Commission filings.
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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 hereunto duly authorized.
WEYERHAEUSER COMPANY
By /s/ Steven J. Hillyard
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Its: Vice President and
Chief Accounting Officer
Date: July 23, 2002