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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1996
Commission File Number 1-5277
BEMIS COMPANY, INC.
(Exact name of Registrant as specified in its charter)
Missouri 43-0178130
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
222 South 9th Street, Suite 2300, Minneapolis, Minnesota 55402-4099
(Address of principal executive offices)
Registrant's telephone number, including area code: (612) 376-3000
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on Which Registered
- ------------------- -----------------------
Common Stock, par value $.10 per share New York Stock Exchange
Preferred Share Purchase Rights New York Stock Exchange
Securities registered pursuant to section 12(g) of the Act: None
Indicate by check mark whether the Registrant has filed all reports required to
be filed by Section 13 of the Securities Exchange Act of 1934 during the
preceding 12 months and has been subject to such filing requirements for the
past 90 days. YES X NO
----- -----
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
The aggregate market value of the voting stock held by non-affiliates of the
Registrant on March 3, 1997, based on a closing price of $41.25 per share as
reported on the New York Stock Exchange, was $1,996,103,000. As of March 3,
1997, the Registrant had 53,106,940 shares of Common Stock issued and
outstanding.
Documents Incorporated by Reference
-----------------------------------
1996 Annual Report to Shareholders - Part I and Part II
Proxy Statement - Annual Meeting of Stockholders
May 1, 1997 - Part I and Part III
ITEM 1 - BUSINESS
Bemis Company, Inc., a Missouri corporation (the "Registrant"), continues
a business formed in 1858. The Registrant was incorporated in 1885 as Bemis
Bro. Bag Company with the name changed to Bemis Company, Inc. in 1965. The
Registrant is a principal manufacturer of flexible packaging products and
specialty coated and graphics products selling to customers throughout the
United States, Canada, and Europe with a growing presence in Australia,
Southeast Asia, and Mexico. In 1996, approximately 71% of the Registrant's
sales were derived from Flexible Packaging Products and approximately 29% were
derived from Specialty Coated and Graphics Products.
The primary market for its products is the food industry. Other markets
include companies in chemical, agribusiness, medical, pharmaceutical, sanitary
products, printing, and graphic industries. Further information about the
Registrant's operations in different business segments appearing on page 41 of
the accompanying 1996 Annual Report to Shareholders is expressly incorporated
by reference in this Form 10-K Annual Report.
As of December 31, 1996, the Registrant had approximately 8,900 employees,
of which an estimated 6,000 were classified as production employees. Most of
the production employees are covered by collective bargaining contracts
involving five different international unions and 21 individual contracts with
terms ranging from three to five years. During 1996, five contracts covering
approximately 450 employees at four different locations in the United States
and two contracts covering approximately 115 employees at two locations in
Canada were successfully negotiated. During 1997, four domestic labor
agreements are scheduled to expire.
Working capital elements throughout the year fluctuate in relation to the
level of business. Customer and vendor payment terms are generally net 30
days; exceptions to these terms are not material. Inventory levels reflect a
reasonable balance between raw material pricing and availability, and the
Registrant's commitment to promptly fill customer orders. Backlogs are not a
significant factor in the industries in which the Registrant operates; most
orders placed with the Registrant are for delivery within 90 days or less.
The Registrant owns patents, licenses, trademarks, and trade names on its
products. The loss of any or all patents, licenses, trademarks, or trade names
would not have a materially adverse effect on the Registrant's results as a
whole or either of its segments. The business of each of the segments is not
seasonal to any significant extent. A summary of the Registrant's business
activities reported by its two business segments follows:
FLEXIBLE PACKAGING PRODUCTS
The Registrant and its subsidiaries manufacture a broad range of
industrial and consumer packaging consisting of coated and laminated films,
polyethylene packaging,
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packaging machinery, and industrial and consumer paper bag packaging.
Coated and laminated film products include flexible polymer film
structures and barrier laminates for food, medical, and personal care products
utilizing controlled and modified atmosphere packaging and complementary
packaging machinery systems, with value added through printing. Primary
markets are processed meat, cheese, coffee, condiments, and candy. Additional
products include a full line of blown and cast stretchfilm products, carton
sealing tapes and application equipment for industrial use, and custom
thermoformed plastic packaging. Coated and laminated films accounted for 33
percent, 31 percent, and 31 percent of consolidated net sales for the years
1996, 1995, and 1994, respectively.
Polyethylene packaging consists of mono-layer and co-extruded films,
converted packaging and roll stock, and flexographic line and process printed
packaging for bakery products, seed, retail, lawn and garden, ice, fresh and
frozen produce, candy, sanitary products, and disposable diapers; printed
shrink overwrap for the food and beverage industry; extruded products including
wide width sheeting, bags on a roll, balers, pass-through and stretch
palletizing film, and shrink pallet covers. Polyethylene products accounted
for 19 percent, 17 percent, and 16 percent of consolidated net sales for the
years 1996, 1995, and 1994, respectively.
Packaging machinery products include consumer packaging machinery and
systems for flexible packaging including vertical and horizontal form/fill/seal
pouch packaging; equipment which weighs pieces, powders, and liquids for food,
chemical, and industrial products, and stand-up pouch packaging systems. The
Registrant also makes industrial packaging machinery, including automated bag
handling, weighing, filling, closing, sealing, and palletizing equipment for
multiwall paper open mouth and valve bags, and poly open mouth bags, Bulk-Pak
polyethylene liner insertion equipment for bag-in-box systems, and vertical
form/fill/seal machinery for large bags. Packaging machinery accounted for 5
percent, 8 percent, and 8 percent of consolidated net sales for the years 1996,
1995, and 1994, respectively.
Industrial and consumer paper bag packaging is made up of multiwall and
small paper bags, balers, printed paper roll stock, and bag closing materials
for industrial and consumer packaging products. Flexographic and rotogravure
printing are enhanced with in-line overlaminating capabilities. Innovations in
bag constructions include inner-ply laminations of odor, grease, and moisture
barriers. Primary markets include pet food, seed, chemicals, dairy products,
fertilizers, feed, minerals, flour, rice, sugar, and coffee beans. Sales of
this product line accounted for 14 percent, 15 percent, and 15 percent of
consolidated net sales for the years 1996, 1995, and 1994, respectively.
SPECIALTY COATED AND GRAPHICS PRODUCTS
The Registrant manufactures pressure sensitive materials such as sheet
printing
- 3 -
products, roll label products, technical products, and graphic films.
Sheet printing products include pressure sensitive paper, film, and foil
sheet printing products and laser printing products for the sheet-fed printing
industry. In addition, the Registrant provides laser printer sheet stocks, pre-
die-cut printing labels, copier labels, data processing labels, and non-impact
printer products, which are designed to run on business equipment such as laser
printers and xerographic copiers.
Roll label products include narrow-web rolls of pressure sensitive film,
paper, and foil printing stocks used in high-speed printing and die-cutting of
primary package labeling, secondary or promotional decoration, and for high-
speed, high-volume data processing (EDP) stocks, bar code inventory control
labels, and numerous laser printing applications.
Technical products are pressure sensitive materials that are technically
engineered for performance in varied industrial applications. They include
micro-thin film adhesives used in delicate electronic parts assembly and
pressure sensitives utilizing foam and tape based stocks to perform fastening
and mounting functions.
Graphic films include pressure sensitive films used for decorative signage
through computer-aided plotters and screen printers, and photographic
overlaminate and mounting materials including optically-clear films with built-
in UV inhibitors. Also included are electronically-produced film color
separations and engravings used in rotogravure and flexographic printing by the
packaging industry.
Speciality Coated and Graphics Products accounted for 29 percent, 28
percent, and 29 percent of consolidated net sales for the years 1996, 1995, and
1994, respectively. This product segment also includes the manufacture of
pressure sensitive label applicating equipment, rotogravure cylinders, and film
services.
MARKETING, DISTRIBUTION, AND COMPETITION
While the Registrant's sales are made through a variety of distribution
methods, more than 70 percent of each segment's sales are made by the
Registrant's sales force. Sales offices and plants are located throughout the
United States, Canada, United Kingdom, Europe, Scandinavia, Australia,
Southeast Asia, and Mexico to provide prompt and economical service to more
than 30,000 customers. The Registrant's technically trained sales force is
supported by product development engineers, design technicians, and a customer
service organization.
No single customer accounts for 10 percent or more of the Registrant's
total sales of both of its two business segments. Furthermore, the loss of one
or a few major customers would not have a material adverse effect on their
operating results.
The major markets in which the Registrant sells its products are highly
competitive.
- 4 -
Areas of competition include price, innovation, quality, and service. This
competition is significant as to both the size and the number of competing
firms.
Major competitors in the Flexible Packaging Products segment include
American National Can Company, Printpack, Inc., Cryovac, a division of W.R.
Grace & Co., Huntsman Chemical Corporation, AEP Industries, Inc., Stone
Container Corporation, and Union Camp Corporation. In the Specialty Coated and
Graphics Products segment major competitors include Avery Dennison Corporation,
Flexcon Co., Inc., Minnesota Mining and Manufacturing Company, Jackstadt GmbH
(Germany), and Haarla (Finland).
The Registrant considers itself to be a significant factor in the market
niches it serves; however, due to the diversity of the Flexible Packaging and
Specialty Coated and Graphics Products segments, the Registrant's precise
competitive position in these markets is not reasonably determinable.
Advertising is limited primarily to business and trade publications
emphasizing our packaging and related capabilities and the individual problem-
solving approach to customer problems.
RAW MATERIALS
Plastic resins, paper, and chemicals constitute the basic major raw
materials. These are purchased from a variety of industry sources. While
temporary shortages of raw materials may occur occasionally, these items are
currently readily available.
RESEARCH AND DEVELOPMENT EXPENSE
Research and development expenditures were as follows:
1996 1995 1994
-------------------------------------------
Flexible Packaging Products $ 8,523,000 $ 8,813,000 $ 9,132,000
Specialty Coated and Graphics Products 5,132,000 4,790,000 3,992,000
----------- ----------- -----------
Total $13,655,000 $13,603,000 $13,124,000
----------- ----------- -----------
----------- ----------- -----------
ENVIRONMENTAL CONTROL
Compliance with federal, state, and local provisions which have been
enacted or adopted regulating discharges of materials into the environment or
otherwise relating to the protection of the environment, is not expected to
have a material effect upon the capital expenditures, earnings, and competitive
position of the Registrant and its subsidiaries.
- 5 -
ITEM 2 - PROPERTIES
Properties utilized by the Registrant and its subsidiaries at December 31,
1996, were as follows:
FLEXIBLE PACKAGING PRODUCTS
The Registrant has 33 manufacturing plants located in 14 states and
three foreign countries, of which 25 are owned directly by the Registrant or
its subsidiaries and eight are leased from outside parties. Leases generally
provide for minimum terms of three to 20 years and have one or more renewal
options. The initial terms of leases in effect at December 31, 1996, expire
between 1997 and 2010.
SPECIALTY COATED AND GRAPHICS PRODUCTS
The Registrant has ten manufacturing plants located in five states and two
foreign countries, of which seven are owned directly by the Registrant or its
subsidiaries and three are leased from outside parties. Leases generally
provide for minimum terms of three to 25 years and have one or more renewal
options. The initial terms of leases in effect as of December 31, 1996, expire
between 1999 and 2008.
CORPORATE
The executive offices of the Registrant, which are leased, are located in
Minneapolis, Minnesota. The Registrant considers its plants and other physical
properties to be suitable, adequate, and of sufficient productive capacity to
meet the requirements of its business. The manufacturing plants operate at
varying levels of capacity depending on the type of operation and market
conditions.
ITEM 3 - LEGAL PROCEEDINGS
The Registrant is involved in a number of lawsuits, including
environmental related litigation, incidental to its business. Although it is
difficult to predict the ultimate outcome of these cases, management believes,
based on consultation with counsel, that any ultimate liability would not have
a material adverse effect upon the Registrant's business, operating results, or
financial condition.
The Registrant is a potentially responsible party (PRP) in approximately
eighteen superfund sites around the United States. In substantially all cases,
the Registrant is a "de minimis" PRP and has negotiated a position as such. In
addition, the Registrant has full insurance protection at eight of these sites
and 50% insurance protection at three of these sites. The Registrant has
reserved an amount that it believes to be adequate to cover its exposure.
- 6 -
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the fourth
quarter of 1996.
ITEM 5 - MARKET FOR THE REGISTRANT'S COMMON EQUITY
AND RELATED STOCKHOLDER MATTERS
The information required by this item appearing on pages 1 and 24 of the
accompanying 1996 Annual Report to Shareholders is expressly incorporated by
reference in this Form 10-K Annual Report.
ITEM 6 - SELECTED FINANCIAL DATA
The information required by this item appearing on page 25 of the
accompanying 1996 Annual Report to Shareholders is expressly incorporated by
reference in this Form 10-K Annual Report.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information required by this item appearing on pages 22 to 24 of the
accompanying 1996 Annual Report to Shareholders is expressly incorporated by
reference in this Form 10-K Annual Report.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements, together with the report thereon of Price
Waterhouse LLP dated January 23, 1997, and the quarterly data appearing on
pages 26 to 42 of the accompanying 1996 Annual Report to Shareholders are
expressly incorporated by reference in this Form 10-K Annual Report. With the
exception of the aforementioned information and the information incorporated in
Items 1, 5, 6, and 7 of this Form 10-K, the 1996 Annual Report to Shareholders
is not to be deemed filed as part of this Form 10-K Annual Report.
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
- 7 -
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required to be submitted in response to this item with
respect to directors is omitted because a definitive proxy statement containing
such information will be filed with the Securities and Exchange Commission
pursuant to Regulation 14A within 120 days after December 31, 1996, and such
information is expressly incorporated herein by reference.
The following sets forth the name, age, and business experience for the
last five years of the principal executive officers of the Registrant. Each
officer has been an employee of the Registrant for the last five years and the
positions described relate to positions with the Registrant.
Period
The Positions
Name Age Positions Held Were Held
- ---------------------------------------------------------------------------------------
LeRoy F. Bazany 64 Vice President and Controller 1982 to present
Jeffrey H. Curler 46 President 1996 to present
Executive Vice President 1991 to 1995
Chairman - Curwood, Inc. (1) 1995 to present
President - Curwood, Inc. (1) 1982 to 1995
Benjamin R. Field, III 58 Senior Vice President, Chief
Financial Officer and Treasurer 1992 to present
Vice President and Treasurer 1982 to 1992
Scott W. Johnson 56 Senior Vice President, General
Counsel and Secretary 1992 to present
Vice President - General Counsel
and Secretary 1988 to 1992
Robert F. Mlnarik 55 Vice Chairman 1996 to present
Executive Vice President 1991 to 1995
President and Chief Executive
Officer - Morgan Adhesives Co. (2) 1987 to present
John H. Roe 57 Chairman and Chief Executive Officer 1996 to present
President and Chief Executive Officer 1990 to 1995
Lawrence E. Schwanke 56 Vice President - Human Resources 1990 to present
___________
(1) Curwood, Inc. is a 100 percent owned subsidiary of the Registrant.
(2) Morgan Adhesives Co. is an 86.9 percent owned subsidiary of the Registrant.
- 8 -
ITEM 11 - EXECUTIVE COMPENSATION
The information required to be submitted in response to this item is
omitted because a definitive proxy statement containing such information will
be filed with the Securities and Exchange Commission pursuant to Regulation 14A
within 120 days after December 31, 1996, and such information is expressly
incorporated herein by reference.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT
The information required to be submitted in response to this item is
omitted because a definitive proxy statement containing such information will
be filed with the Securities and Exchange Commission pursuant to Regulation 14A
within 120 days after December 31, 1996, and such information is expressly
incorporated herein by reference.
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required to be submitted in response to this item is
omitted because a definitive proxy statement containing such information will
be filed with the Securities and Exchange Commission pursuant to Regulation 14A
within 120 days after December 31, 1996, and such information is expressly
incorporated herein by reference.
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND
REPORTS ON FORM 8-K
(a) The following documents are filed as part of the report:
Pages in
Annual Report*
--------------
(1) FINANCIAL STATEMENTS:
Report of Independent Accountants...................... 26
Consolidated Statement of Income for
the Three Years Ended December 31, 1996.............. 27
Consolidated Balance Sheet
at December 31, 1996 and 1995........................ 28-29
Consolidated Statement of Cash Flows for
the Three Years Ended December 31, 1996.............. 30-31
Consolidated Statement of Stockholders' Equity
for the Three Years Ended December 31, 1996.......... 32
Notes to Consolidated Financial Statements ............ 33-42
_____________
*Incorporated by reference from the indicated pages of the 1996
Annual Report to Shareholders, a copy of which is filed
herewith as Exhibit 13.
- 9 -
Pages in
Form 10-K
---------
(2) FINANCIAL STATEMENT SCHEDULES FOR YEARS 1996, 1995, AND 1994
Report of Independent Accountants on Financial Statement
Schedules for the Three Years Ended December 31, 1996........... 12
Schedule V - Property and Equipment............................ 15-17
Schedule VI - Accumulated Depreciation
of Property and Equipment....................... 18-20
Schedule VIII - Valuation and Qualifying Accounts and
Reserves........................................ 21
Schedule X - Supplementary Income Statement
Information..................................... 21
All other schedules are omitted because they are not applicable or
the required information is shown in the financial statements or
notes thereto.
(3) EXHIBITS
3(a) Restated Articles of Incorporation of the Registrant,
as amended. (1)
3(b) By-Laws of the Registrant, as amended. (4)
4(a) Rights Agreement, dated as of August 3, 1989, between the
Registrant and Norwest Bank Minnesota, National
Association. (2)
4(b) Form of Indenture dated as of June 15, 1995, between the
Registrant and First Trust National Association, as
Trustee. (5)
10(a) Bemis Company, Inc. 1987 Stock Option Plan. * (1)
10(b) Bemis Company, Inc. 1994 Stock Incentive Plan. * (3)
10(c) Bemis Company, Inc. 1984 Stock Award Plan. * (4)
10(d) Bemis Retirement Plan, as amended effective January 1,
1994. * (4)
10(e) Bemis Company, Inc. Supplemental Retirement Plan dated
October 20, 1988. * (4)
10(f) Bemis Executive Incentive Plan dated April 1, 1990. * (4)
10(g) Bemis Company, Inc. Long Term Deferred Compensation
Plan. * (4)
- 10 -
10(h) Amended and Restated Credit Agreement among the Registrant,
the Banks Listed therein and Morgan Guaranty Trust Company
of York, as Agent, originally dated as of August 1, 1986,
Amended and Restated as of August 1, 1991, as amended by
Amendment No. 1 dated as of May 1, 1992, as amended by
Amendment No. 2 dated December 1, 1992, as amended by
Amendment No. 3 dated January 22, 1993, as amended by
Amendment No. 4 dated March 15, 1994, as amended by
Amendment No. 5 dated June 1, 1994; and as amended by
Amendment No. 6 dated February 1, 1995. (4)
13 1996 Annual Report to Shareholders
22 Subsidiaries of the Registrant
27 Financial Data Schedule (EDGAR electronic filing only).
(b) There were no reports on Form 8-K filed during the fourth
quarter ended December 31, 1996.
_____________
* Management contract, compensatory plan or arrangement filed
pursuant to Rule 601(b)(10)(iii)(A) of Regulation S-K under
the Securities Exchange Act of 1934.
(1) Incorporated by reference to the Registrant's Registration
Statement on Form S-8 (File No. 33-50560).
(2) Incorporated by reference to the Registrant's Registration
Statement on Form 8-A dated August 4, 1989 (File No. 0-1387).
(3) Incorporated by reference to the Registrant's Registration
Statement on Form S-8 (File No. 33-80666).
(4) Incorporated by reference to the Registrant's Annual Report on
Form 10-K/A for the year ended December 31, 1994 (File No.
1-5277).
(5) Incorporated by reference to the Registrant's Current Report on
Form 8-K dated June 30, 1995 (File No. 1-5277).
- 11 -
REPORT OF INDEPENDENT ACCOUNTANTS
ON FINANCIAL STATEMENT SCHEDULES
To the Board of Directors of Bemis Company, Inc.:
Our audits of the consolidated financial statements referred to in our
report dated January 23, 1997, appearing on page 26 of the 1996 Annual Report
to Shareholders of Bemis Company, Inc. (which report and consolidated financial
statements are incorporated by reference in this Annual Report on Form 10-K)
also included an audit of Financial Statement Schedules listed in Item 14(a) of
this Form 10-K. In our opinion, these Financial Statement Schedules present
fairly, in all material respects, the information set forth therein when read
in conjunction with the related consolidated financial statements.
/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
Minneapolis, Minnesota
January 23, 1997
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Prospectuses
constituting part of the Registration Statements on Form S-8 (number 2-61796)
and Form S-3 (number 33-60253) of Bemis Company, Inc. of our report dated
January 23, 1997, appearing on page 26 of the Annual Report to Shareholders
which is incorporated in this Annual Report on Form 10-K. We also consent to
the incorporation by reference of our report on the Financial Statement
Schedules which appears above.
/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
Minneapolis, Minnesota
March 3, 1997
- 12-
SIGNATURES
Pursuant to the requirements of Section 13 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.
BEMIS COMPANY, INC.
By /s/ Benjamin R. Field, III By /s/ LeRoy F. Bazany
------------------------------------ ------------------------------
Benjamin R. Field, III, Senior Vice LeRoy F. Bazany, Vice
President, Chief Financial Officr President and Controller
and Treasurer
Date March 3, 1997 Date March 3, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
/s/ Jeffrey H. Curler /s/ Winslow H. Buxton
- ------------------------------- ------------------------------
Jeffrey H. Curler, Winslow H. Buxton, Director
President and Director
Date March 3, 1997 Date March 3, 1997
/s/ John H. Roe /s/ Loring W. Knoblauch
- ------------------------------- ------------------------------
John H. Roe, Chairman and Chief Loring W. Knoblauch, Director
Executive Officer; Director
Date March 3, 1997 Date March 3, 1997
/s/ Robert A. Greenkorn /s/ Angus Wurtele
- ------------------------------- ------------------------------
Robert A. Greenkorn, Director Angus Wurtele, Director
Date March 3, 1997 Date March 3, 1997
- 13 -
EXHIBIT INDEX
EXHIBITS FORM OF FILING
- -------- --------------
3(a) Restated Articles of Incorporation of the Registrant, as amended. (1)
3(b) By-Laws of the Registrant, as amended. (4)
4(a) Rights Agreement, dated as of August 3, 1989, between the Registrant
and Norwest Bank Minnesota, National Association. (2)
4(b) Form of Indenture dated as of June 15, 1995, between the Registrant and
First Trust National Association, as Trustee. (5)
10(a) Bemis Company, Inc. 1987 Stock Option Plan. * (1)
10(b) Bemis Company, Inc. 1994 Stock Incentive Plan. * (3)
10(c) Bemis Company, Inc. 1984 Stock Award Plan. * (4)
10(d) Bemis Retirement Plan, as amended effective January 1, 1994. * (4)
10(e) Bemis Company, Inc. Supplemental Retirement Plan dated
October 20, 1988. * (4)
10(f) Bemis Executive Incentive Plan dated April 1, 1990. * (4)
10(g) Bemis Company, Inc. Long Term Deferred Compensation Plan. * (4)
10(h) Amended and Restated Credit Agreement among the Registrant, the
Banks Listed therein and Morgan Guaranty Trust Company of New York
as Agent, originally dated as of August 1, 1986, Amended and
Restated as of August 1, 1991, as amended by Amendment No. 1 dated
as of May 1, 1992, as amended by Amendment No. 2 dated December 1,
1992, as amended by Amendment No. 3 dated January 22, 1993,
as amended by Amendment No. 4 dated March 15, 1994, as amended
by Amendment No. 5 dated June 1, 1994; and as amended by
Amendment No. 6 dated February 1, 1995. (4)
13 1996 Annual Report to Shareholders Electronic/EDGAR
22 Subsidiaries of the Registrant Electronic/EDGAR
27 Financial Data Schedule (EDGAR electronic filing only). Electronic/EDGAR
__________________
* Management contract, compensatory plan or arrangement filed pursuant
to Rule 601(b)(10)(iii)(A) of Regulation S-K under the Securities
Exchange Act of 1934.
(1) Incorporated by reference to the Registrant's Registration Statement
on Form S-8 (File No. 33-50560).
(2) Incorporated by reference to the Registrant's Registration Statement
on Form 8-A dated August 4, 1989 (File No. 0-1387).
(3) Incorporated by reference to the Registrant's Registration Statement
on Form S-8 (File No. 33-80666).
(4) Incorporated by reference to the Registrant's Annual Report on Form
10-K/A for the year ended December 31, 1994 (File No. 1-5277).
(5) Incorporated by reference to the Registrant's Current Report on Form
8-K dated June 30, 1995 (File No. 1-5277).
- 14 -
BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE V - PROPERTY AND EQUIPMENT
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1996
-----------------------------------------------------------------------------------------------
Deductions
Additions at Cost ------------------------ Other
------------------ Fully Changes Translation
Balance at Business Depreciated Debit Adjustment Balance
Beginning Acquisi- Retirements Assets (Credit) Debit at Close
of Year Normal tion or Sales Written Off (1) (Credit) of Year
--------- ------ ---- -------- ----------- ------- --------- -------
Owned Property and Equipment
- ----------------------------
Land and land improvements $ 11,445 $ 873 $ 26 $ 316 $ 121 18 $ (53) $ 11,872
Buildings 176,669 18,611 1,980 5,790 2,575 (378) (1,536) 186,981
Leasehold improvements 1,992 180 898 159 4 90 2,997
Machinery and equipment 629,178 92,286 8,875 6,743 27,723 360 (2,254) 693,979
-------- -------- ------- ------- ------- ---- ------- --------
$819,284 $111,950 $11,779 $13,008 $30,423 $ 0 $(3,753) $895,829
-------- -------- ------- ------- ------- ----- ------- --------
-------- -------- ------- ------- ------- ----- ------- --------
Leased Property and Equipment
- -----------------------------
Machinery and equipment 34 34
-------- --------
$ 34 $ 34
-------- --------
-------- --------
(1) Reclassifications.
- 15 -
BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE V - PROPERTY AND EQUIPMENT
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1995
-------------------------------------------------------------------------------------
Deductions
Additions at Cost ------------------------
------------------ Fully Translation
Balance at Business Depreciated Adjustment Balance
Beginning Acquisi- Retirements Assets Debit at Close
of Year Normal tion or Sales Written Off (Credit) of Year
--------- ------ ---- -------- ----------- --------- -------
Owned Property and Equipment
- ----------------------------
Land and land improvements $ 11,257 $ 87 $ 216 $ 52 $ 113 $ 50 $ 11,445
Buildings 149,597 11,926 13,776 96 225 1,691 176,669
Leasehold improvements 1,879 186 84 11 1,992
Machinery and equipment 558,637 81,416 21,294 1,420 34,497 3,748 629,178
-------- ------- ------- -------- ------- ------ --------
$721,370 $93,615 $35,286 $ 1,568 $34,919 $5,500 $819,284
-------- ------- ------- -------- ------- ------ --------
-------- ------- ------- -------- ------- ------ --------
Leasehold Property and Equipment
- --------------------------------
Buildings $ 1,064 $ 1,064 $ 0
Machinery and equipment 29 18 13 34
-------- ------- -------- ------- --------
$ 1,093 $ 18 $ 1,064 $ 13 $ 34
-------- ------- -------- ------- --------
-------- ------- -------- ------- --------
- 16 -
BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE V - PROPERTY AND EQUIPMENT
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1994
---------------------------------------------------------------------------------------
Deductions
Additions at Cost ------------------------
------------------ Fully Translation
Balance at Business Depreciated Adjustment Balance
Beginning Acquisi- Retirements Assets Debit at Close
of Year Normal tion or Sales Written Off (Credit) of Year
--------- ------ ---- -------- ----------- --------- -------
Owned Property and Equipment
- ----------------------------
Land and land improvements $ 11,900 $ 99 $ 200 $ 749 $ 229 $ 36 $ 11,257
Buildings 142,783 8,400 1,074 2,424 2,080 1,844 149,597
Leasehold improvements 1,769 105 8 13 1,879
Machinery and equipment 515,854 84,460 12,114 14,316 42,729 3,254 558,637
-------- ------- ------- ------- ------- ------ --------
$672,306 $93,064 $13,388 $17,497 $45,038 $5,147 $721,370
-------- ------- ------- ------- ------- ------ --------
-------- ------- ------- ------- ------- ------ --------
Leasehold Property and Equipment
- --------------------------------
Buildings $ 4,262 $ 3,198 $ 1,064
Machinery and equipment 63 34 29
-------- ------- --------
$ 4,325 $ 3,232 $ 1,093
-------- ------- --------
-------- ------- --------
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BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE VI - ACCUMULATED DEPRECIATION OF PROPERTY AND EQUIPMENT
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1996
--------------------------------------------------------------------------------------------------
Deductions
Additions at Cost ------------------------ Other
-------------------- Fully Changes Translation
Balance at Charged Business Depreciated Debit Adjustment Balance
Beginning to Profit Acquisi- Retirements Assets (Credit) Debit at Close
of Year and Loss tion or Sales Written Off (1) (Credit) of Year
--------- ------ ---- -------- ----------- ------- --------- -------
Owned Property and Equipment
- ----------------------------
Land improvements $ 2,031 $ 221 $ 55 $ 121 $ 2,076
Buildings 46,951 5,472 2,724 2,575 2 519 46,603
Leasehold improvements 781 225 289 49 4 (17) 1,259
Machinery and equipment 234,990 58,034 2,053 3,540 27,723 (2) 1,403 262,413
-------- --------- --------- -------- ------- ------ -------- --------
$284,753 $ 63,952 $ 2,342 $ 6,368 $30,423 $ 0 $ 1,905 $312,351
-------- --------- --------- -------- ------- ------ -------- --------
-------- --------- --------- -------- ------- ------ -------- --------
Leased Property and Equipment
- -----------------------------
Machinery 14 7 21
-------- --------- --------
$ 14 $ 7 $ 21
-------- --------- --------
-------- --------- --------
(1) Reclassifications.
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BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE VI - ACCUMULATED DEPRECIATION OF PROPERTY AND EQUIPMENT
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1995
---------------------------------------------------------------------------------------
Deductions
------------------------ Other
Fully Changes Translation
Balance at Charged Depreciated Debit Adjustment Balance
Beginning to Profit Retirements Assets (Credit) Debit at Close
of Year and Loss or Sales Written Off (1) (Credit) of Year
--------- ------ -------- ----------- ------- --------- -------
Owned Property and Equipment
- ----------------------------
Land improvements $ 1,916 $ 227 $ 1 $ 113 $ (2) $ 2,031
Buildings 40,868 5,014 68 225 (700) (662) 46,951
Leasehold improvements 667 193 1 84 (6) 781
Machinery and equipment 217,445 51,505 769 34,497 700 (2,006) 234,990
-------- ------- ------- ------- ------ -------- --------
$260,896 $56,939 $ 839 $34,919 $ 0 $(2,676) $284,753
-------- ------- ------- ------- ------ -------- --------
-------- ------- ------- ------- ------ -------- --------
Leased Property and Equipment
- -----------------------------
Buildings $ 229 $ 229 $ 0
Machinery and equipment 22 5 13 14
-------- ------- ------- ------- --------
$ 251 $ 5 $ 229 $ 13 $ 14
-------- ------- ------- ------- --------
-------- ------- ------- ------- --------
1) Reclassifications.
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BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE VI - ACCUMULATED DEPRECIATION OF PROPERTY AND EQUIPMENT
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1994
-----------------------------------------------------------------------------
Deductions
------------------------
Fully Translation
Balance at Charged Depreciated Adjustment Balance
Beginning to Profit Retirements Assets Debit at Close
of Year and Loss or Sales Written Off (Credit) of Year
--------- ------ -------- ----------- ---------- -------
Owned Property and Equipment
- ----------------------------
Land improvements $ 2,100 $ 230 $ 181 $ 229 $ 4 $ 1,916
Buildings 38,911 4,524 521 2,080 (34) 40,868
Leasehold improvements 485 184 8 (6) 667
Machinery and equipment 218,784 45,864 6,639 42,729 (2,165) 217,445
-------- ------- ------ ------- ------- --------
$260,280 $50,802 $7,349 $45,038 $(2,201) $260,896
-------- ------- ------ ------- ------- --------
-------- ------- ------ ------- ------- --------
Leased Property and Equipment
- -----------------------------
Buildings $ 1,417 $ 98 $1,286 $ 229
Machinery and equipment 46 9 33 22
-------- ------- ------ --------
$ 1,463 $ 107 $1,319 $ 251
-------- ------- ------ --------
-------- ------- ------ --------
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BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
(in thousands of dollars)
YEAR ENDED DECEMBER 31, 1996
------------------------------------------------
Balance at Additions Balance
Beginning Charged to Accounts at Close
of Year Profit & Loss Written Of of Year
---------- ------------- ---------- ---------
Reserves for doubtful
accounts and allowances $11,437 $2,766 $2,571(1) $11,632
------- ------ -------- -------
------- ------ -------- -------
YEAR ENDED DECEMBER 31, 1995
------------------------------------------------
Balance at Additions Balance
Beginning Charged to Accounts at Close
of Year Profit & Loss Written Of of Year
---------- ------------- ---------- ---------
Reserves for doubtful
accounts and allowances $11,811 $ 714 $1,088(2) $11,437
------- ------ -------- -------
------- ------ -------- -------
YEAR ENDED DECEMBER 31, 1994
------------------------------------------------
Balance at Additions Balance
Beginning Charged to Accounts at Close
of Year Profit & Loss Written Of of Year
---------- ------------- ---------- ---------
Reserve for doubtful
accounts and allowances $9,228 $4,059 $1,476(3) $11,811
------ ------ -------- -------
------ ------ -------- -------
(1) Net of $161 collections on accounts previously written off.
(2) Net of $33 collections on accounts previously written off.
(3) Net of $103 collections on accounts previously written off.
BEMIS COMPANY, INC. AND SUBSIDIARIES
SCHEDULE X - SUPPLEMENTARY INCOME STATEMENT INFORMATION
(in thousands of dollars)
1996 1995 1994
---- ---- ----
Maintenance and repairs $56,584 $46,623 $40,565
------- ------- -------
------- ------- -------
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