Sealed Air Corporation Reports Second Quarter Results


SADDLE BROOK, N.J., July 25, 2001 (PRIMEZONE) -- Sealed Air Corporation (NYSE:SEE) reported second quarter operating results today which include Restructuring and other charges. Basic and diluted earnings per common share for the second quarter of 2001, which reflect the impact of the Restructuring and other charges, were $0.30.

The conversion of the Company's outstanding preferred stock is not considered in the calculation of diluted earnings per common share because the effect would be anti-dilutive. However, if earnings per share were calculated as if the Company's outstanding preferred stock had been converted into common stock, earnings per share, before reflecting the impact of the Restructuring and other charges mentioned above, would have amounted to $0.40 for the second quarter.

Commenting on the Company's operating performance, William V. Hickey, President and Chief Executive Officer, stated, "During the second quarter, our protective packaging volumes were affected by further slowing of industrial economies, primarily the U.S. The disruption of meat supply and beef consumption in Europe continued to impact our food packaging business to a moderate extent, but the effect diminished during the quarter. Both of these factors adversely affected net sales and earnings for the quarter.

"Despite these factors, we continued to develop our business and improve our performance in many ways. We reduced expenses in absolute dollars and as a percentage of net sales. We generated EBITDA (a measure of cash flow) of over 20% of net sales, excluding the Restructuring and other charges. We reduced our working capital, generated positive free cash flow, and reduced debt by over $82 million during the quarter. In addition, as mentioned in our first quarter earnings release, we have initiated actions to reduce costs and expenses and simplify our business processes and organizational structure."


 Highlights for the Second Quarter of 2001 include:
 
 -- Net sales increased 3%, excluding the negative effect of foreign
    currency translation, compared to the second quarter of 2000, due
    primarily to the added net sales of several acquired businesses 
    and, to a lesser extent, higher average selling prices for certain
    of the Company's products, partially offset by lower sales volume 
    for certain of the Company's products.  Including the negative 
    effect of foreign currency translation, net sales increased 1% to
    $761,599,000 compared to $756,841,000 for the second quarter of 
    2000.
 
 -- Net sales of the Company's food packaging segment increased 6%, 
    excluding the negative effect of foreign currency translation, 
    compared to the second quarter of 2000.  This increase was due 
    primarily to the added net sales of several acquired businesses 
    and, to a lesser extent, higher average selling prices for certain
    of the Company's products.  Including the negative effect of 
    foreign currency translation, net sales for this segment increased
    3%.
 
 -- The further softening of economic conditions in the second quarter
    resulted in lower sales volume of certain of the Company's 
    protective packaging products.  Net sales of the Company's 
    protective and specialty packaging segment decreased 1%, excluding
    the negative effect of foreign currency translation, compared to
    the second quarter of 2000.  The decrease in the second quarter
    was due primarily to lower sales volume of certain products, 
    partially offset by the added net sales of several acquired 
    businesses.  Including the negative effect of foreign currency 
    translation, net sales for this segment decreased 3%.
 
 -- Gross profit was $242,154,000 or 31.8% of net sales compared to 
    $253,973,000 or 33.6% of net sales for the second quarter of 2000.
    These decreases were due primarily to the lower sales volume of 
    certain food and protective packaging products and changes in 
    product mix compared to the 2000 period, and were partially offset
    by modestly lower costs for certain raw materials, which the 
    Company began to realize in the second quarter.
 
 -- Marketing, administrative, development and goodwill amortization
    expenses decreased modestly to $140,786,000 or 18.5% of net sales
    compared to $141,607,000 or 18.7% of net sales for the second 
    quarter of 2000.
 
 -- The Company incurred Restructuring and other charges of $6,057,000
    in the quarter.  These charges are associated with the Company's 
    planned review of its business announced at the time of its first 
    quarter earnings release.  The review is being undertaken to 
    reduce costs and expenses, simplify business processes and 
    organizational structure, and to refine further the Company's 
    manufacturing operations and product offerings.  Actions resulting
    from this review should enhance the fundamental strengths and 
    growth prospects of the business as the Company continues to focus
    on bringing packaging solutions to its customers.  The charges 
    incurred in the quarter are for actions currently identified and
    underway.  However, the Company plans to continue its review and
    to take additional actions in the second half of the year.  Based
    on actions identified to date and underway, as well as actions 
    identified but not yet begun, the Company expects to incur 
    additional charges in the second half of 2001 of similar or 
    greater magnitude to the second quarter charges.  Based on actions
    identified to date, the Company plans to eliminate approximately 
    230 positions through 2002.  The additional charges will be 
    recorded when they become recognizable for accounting purposes.  
    The Restructuring and other charges incurred in the second quarter
    include $3,914,000 of employee termination costs, $586,000 of 
    facility exit costs and $1,557,000 of asset impairments.  The 
    Company anticipates annual savings related to the charges incurred
    during the second quarter of 2001 of approximately $5.5 million by
    the end of 2002.
 
 -- Operating profit was $95,311,000 compared to $112,366,000 for the
    second quarter of 2000.  This decrease was due primarily to the 
    lower gross profit and Restructuring and other charges, both 
    discussed above.  Excluding the Restructuring and other charges, 
    operating profit was 13.3% of net sales compared to 14.8% of net 
    sales for the second quarter of 2000.
 
 -- Other expense, net, which consists primarily of interest expense,
    increased due primarily to the higher level of debt outstanding 
    compared to the second quarter of 2000.
 
 -- The effective tax rate was 47.7%.  This effective tax rate was 
    higher than applicable statutory rates due primarily to 
    non-deductible goodwill amortization.  The Company expects that 
    its effective tax rate will remain higher than statutory rates for
    2001.
 
 -- Net earnings were $39,264,000 compared to $53,831,000 for the 
    second quarter of 2000.
 
 -- Assuming conversion of the Company's outstanding preferred stock,
    and excluding goodwill amortization and the impact of the 
    Restructuring and other charges discussed above, earnings per
    common share were $0.53 for the second quarter.

Commenting on the Company's outlook, Mr. Hickey stated, "At this time, we do not believe a substantial recovery of economic growth around the world is likely in the second half of 2001. At the same time, we remain focused on implementing our growth initiatives and confident in our long-term growth goals. Even during the slower second quarter, growth of certain of our new products, such as case ready packaging, grew well into double-digit rates over last year.

"As previously stated, we have initiated actions to position the Company to achieve our long-term financial goals, even in the face of a challenging environment of sustained higher energy costs and slower economic growth. The action plan we have undertaken is a deliberate process that includes strict controls over marketing, administrative and development expenses and maximizing cash flow, both of which are evident in our second quarter results. We are continuing to review our business processes and organizational structure to further enhance the fundamental strengths of Sealed Air and continue our long-standing history of market leadership."

Business

Sealed Air is a leading global manufacturer of a wide range of food, protective and specialty packaging materials and systems including such widely recognized brands as Bubble Wrap(r) air cellular cushioning, Jiffy(r) protective mailers and Cryovac(r) food packaging products. For more information about Sealed Air Corporation, please visit the Company's web site at www.sealedair.com.

Certain statements made by the Company in this press release may be forward-looking statements. These statements include comments as to future events and trends affecting the Company's business, which are based upon management's current expectations and are necessarily subject to risks and uncertainties, many of which are outside the control of the Company. Forward-looking statements can be identified by such words as "expects," "intends," "plans," "estimates" and similar expressions. Actual results may differ materially from these expectations due to a number of factors, including changes in economic, business and market conditions in the geographic areas in which the Company conducts business, factors affecting customers, exchange rates, the success of new products, raw material and energy costs and legal proceedings, including those related to W. R. Grace & Co. A more extensive list and description of these factors can be found under the heading "Forward-Looking Statements" in Management's Discussion and Analysis of Results of Operations and Financial Condition, which appears in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2001, and in the Company's other publicly available filings with the Securities and Exchange Commission.


                     SEALED AIR CORPORATION
              Results for the period ended June 30
                         (Unaudited)
          (In thousands of dollars, except share data)
         CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
 
                                              
                                    Quarter Ended June 30            
                                    ---------------------            
                                                           % Increase
                                       2001         2000   (Decrease)
                                    ---------    --------- ----------
 
 Net sales by business segment: (a)
   Food packaging                   $ 464,439    $ 450,799      3    
   Protective and
    specialty packaging               297,160      306,042     (3)   
                                    ---------    ---------           
 
      Total net sales                 761,599      756,841      1    
 
 Cost of sales (a)                    519,445      502,868      3     
                                    ---------    ---------            
 
 Gross profit                         242,154      253,973     (5)    
 
 Marketing, administrative and
   development expenses               126,682      129,226     (2)    
 
 Goodwill amortization                 14,104       12,381      14    
 
 Restructuring and other charges        6,057       --          NA    
                                    ---------    ---------            
 
 Operating profit                      95,311      112,366     (15)   
 
 Other (expense), net                 (20,278)     (13,594)     49    
                                    ---------    ---------            
 
 Earnings before income taxes          75,033       98,772     (24)   
 
 Income taxes                          35,769       44,941     (20)   
                                    ---------    ---------            
 
 Net earnings                       $ 39,264     $  53,831     (27)   
                                    =========    =========            
 
 Net earnings ascribed to
  common shareholders               $  25,460    $  36,861     (31)   
                                    =========    =========            
 
 Basic earnings per
   common share (b)                 $    0.30    $    0.44            
                                    =========    =========            
 
 Diluted earnings per
   common share (b)                 $    0.30    $    0.44            
                                    =========    =========            

 Weighted average number of
   common shares outstanding
   (000's):
          Basic                        83,660       83,674            
                                    =========    =========            
 
         Diluted                       83,660       83,831            
                                    =========    =========            


                                          Six Months
                                        Ended June 30            
                                    ---------------------            
                                                           % Increase 
                                       2001         2000   (Decrease) 
                                    ---------    --------- ---------- 

 Net sales by business segment: (a)
   Food packaging                  $  917,251   $  890,583      3     
   Protective and                                                     
    specialty packaging               602,620      607,722     (1)    
                                   ----------   ----------            
                                                                      
      Total net sales               1,519,871    1,498,305      1     
                                                                      
 Cost of sales (a)                  1,037,472      986,343      5     
                                   ----------   ----------            
                                                                      
 Gross profit                         482,399      511,962     (6)    
                                                                      
 Marketing, administrative and                                        
   development expenses               258,844      258,984     --     
                                                                      
 Goodwill amortization                 28,364       24,691      15    
                                                                      
 Restructuring and other charges        6,057       --          NA    
                                   ----------   ----------            
                                                                      
 Operating profit                     189,134      228,287     (17)   
                                                                      
 Other (expense), net                 (50,455)     (28,628)     76    
                                   ----------   ----------            
                                                                      
 Earnings before income taxes         138,679      199,659     (31)   
                                                                      
 Income taxes                          64,855       90,845     (29)   
                                   ----------   ----------            
                                                                      
 Net earnings                      $   73,824   $  108,814     (32)   
                                   ==========   ==========            
                                                                      
 Net earnings ascribed to                                            
  common shareholders              $   50,301   $   77,526     (35)   
                                   ==========   ==========            
                                                                      
 Basic earnings per                                                   
   common share (b)                $     0.60   $     0.93            
                                   ==========   ==========            
                                                                      
 Diluted earnings per                                                 
   common share (b)                $     0.55   $     0.89            
                                   ==========   ==========            
                                                                      
 Weighted average number of                                           
   common shares outstanding                                          
   (000's):                                                           
          Basic                        83,654       83,651            
                                   ==========   ==========            
                                                                      
         Diluted                       83,695       84,134            
                                   ==========   ==========            
                                       
 (a)  Prior period net sales and cost of sales have been reclassified
      to conform to the current year's presentation related to the
      impact of applying Emerging Issues Task Force Issue No. 00-10,
      "Accounting for Shipping and Handling Fees and Costs", which
      the Company adopted during the fourth quarter of 2000.
 
 (b)  See the Supplementary Information included with this release for
      the calculation of basic and diluted earnings per common share.
 
 
                     Supplementary Information
                      SEALED AIR CORPORATION
               Results for the period ended June 30
                              (Unaudited)
           (In thousands of dollars, except share data)
              CALCULATION OF EARNINGS PER COMMON SHARE


                     Quarter Ended June 30   Six Months Ended June 30
                     ---------------------     ----------------------
                         2001        2000         2001        2000
                     ----------   ---------    ---------    ---------

 Net earnings        $   39,264   $  53,831    $  73,824    $ 108,814

 Add: Excess of
  book value over         
  repurchase price
  of preferred stock       --            32        4,035        2,811

 Less: Preferred
  dividend              (13,804)    (17,002)     (27,558)     (34,099)
                     ----------   ---------    ---------    ---------

 Net earnings
  ascribed to
  common
  shareholders       $   25,460   $  36,861    $  50,301    $  77,526
                     ==========   =========    =========    =========

 Weighted average
  number of common
  shares outstanding
  (000's):

      Basic              83,660      83,674       83,654       83,651
                     ==========   =========    =========    =========

      Diluted            83,660      83,831       83,695       84,134
                     ==========   =========    =========    =========

 EPS - Basic(a)      $     0.30   $    0.44    $    0.60    $    0.93
                     ==========   =========    =========    =========

 EPS - Diluted(a)(b) $     0.30   $    0.44    $    0.55    $    0.89
                     ==========   =========    =========    =========

 EPS - As If
   Converted (a)(c)  $     0.36   $    0.47    $    0.68    $    0.95
                     ==========   =========    =========    =========


 (a)   The basic earnings per common share calculations for the six
       months ended June 30, 2001 and 2000 include $0.05 and $0.03 per
       share gains, respectively, attributable to the repurchase of
       preferred stock. Such gains are not included in the
       calculations of diluted earnings per common share or as if
       converted earnings per common share for the quarter and six
       months ended June 30, 2001 and 2000. The gains attributable to
       the repurchase of preferred stock were not significant in the
       quarters ended June 30, 2001 and 2000.

 (b)   For the purpose of calculating diluted earnings per common
       share, net earnings ascribed to common shareholders have been
       adjusted to exclude the gain attributable to the repurchase of
       preferred stock and to add back dividends attributable to such
       repurchased preferred stock in each period, and the weighted
       average common shares outstanding have been adjusted to assume
       conversion of the shares of preferred stock repurchased during
       each period in accordance with the Financial Accounting
       Standards Board's Emerging Issues Task Force Topic D-53
       guidance.

 (c)   The assumed conversion of the outstanding convertible preferred
       stock is not considered in the calculation of diluted earnings
       per common share for all periods presented as the effect is
       antidilutive (i.e., would increase the diluted earnings per
       common share for the quarters ended June 30, 2001 and 2000 to
       $0.36 and $0.47, respectively, and for the six months ended
       June 30, 2001 and 2000 to $0.68 and $0.95, respectively.) . The
       weighted average number of common shares outstanding, assuming
       conversion of the outstanding convertible preferred stock, was
       108,082 and 113,912 for the quarters ended June 30, 2001 and
       2000, respectively, and 108,117 and 114,543 for the six months
       ended June 30, 2001 and 2000, respectively.


            

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