UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OCTOBER 1, 2003
Date of Report
(Date of earliest event reported)
P. H. GLATFELTER COMPANY
(Exact name of registrant as specified in its charter)
PENNSYLVANIA
(State or other jurisdiction of incorporation or organization)
1-3560 23-0628360
(Commission file number) (IRS Employer Identification No.)
96 SOUTH GEORGE STREET, SUITE 500
YORK, PENNSYLVANIA 17401 (717) 225-4711
(Address of principal executive offices) (Registrant's telephone number, including
area code)
N/A
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
P.H. Glatfelter Company (the "Company") previously reported that
various state and federal governmental agencies had notified the
Company and six other potentially responsible parties ("PRPs") that the
PRPs were potentially responsible for response costs and natural
resource damages ("NRDs") arising out of the presence of
polychlorinated biphenyls ("PCBs") in sediments in the lower Fox River
and in the Bay of Green Bay downstream of the Company's Neenah,
Wisconsin facility. The six other identified PRPs are NCR Corporation,
Appleton Papers Inc., Georgia Pacific (formerly Fort Howard Corp. and
Fort James Corp.), WTM I Co. (a subsidiary of Chesapeake Corp.),
Riverside Paper Corporation, and U.S. Paper Mills Corp. (a subsidiary
of Sonoco Products Company).
The Company announced today that it and WTM I Co. ("WTM") had entered
into a Consent Decree (the "Consent Decree") with the United States
Environmental Protection Agency ("EPA") and the State of Wisconsin
regarding the remediation of Operable Unit 1 ("OU1") of the lower Fox
River. OU1 encompasses Little Lake Butte des Morts, the area of the
river immediately adjacent to the Company's Neenah, Wisconsin facility.
Under terms of the Consent Decree, the Company and WTM each agreed to
pay approximately $27 million. This includes $25 million from each to
be escrowed to fund response work associated with remedial actions
specified in the December 2002 Record of Decision ("ROD"). In addition,
the U.S. EPA agreed to use its best efforts to place $10 million from
another source into escrow for the OU1 cleanup. The response work will
be managed and/or performed by the Company and WTM, with governmental
oversight, and funded by the amounts placed into escrow. The Company
believes the required remedial actions can be completed with the amount
of monies expected to be escrowed. The Company and WTM each remain
potentially liable for the costs necessary to achieve the performance
standards specified in the ROD.
The Consent Decree also requires that the Company and WTM each pay the
governments $375,000 for past response costs, $1.5 million for NRDs
for the Fox River site, and $150,000 for NRD assessment costs. Each of
these payments is being made in return for credit to be applied toward
each settling company's potential liability for response costs and
NRDs associated with the river, as a whole. The Consent Decree does
not resolve the Company's potential liability related to the Fox River
site, other than with regard to the remediation of OU1.
The terms of the Consent Decree include provisions to be followed
should the escrow account be depleted prior to completion of the
response work. In this event, the Company and WTM would be notified and
be provided an opportunity to contribute additional funds to the escrow
account and thereby to preserve the Consent Decree. Should the Consent
Decree be terminated, the Company and WTM would lose the protections
contained in the settlement and the governments may turn to one or both
of them for the completion of work in OU1.
The Company previously recorded reserves totaling $28.8 million for
potential liabilities associated with the Fox River environmental
matters. Based on its assessment of the Company's potential exposure to
losses related to this matter, management believes this reserve to be
adequate and no additional amounts have been recorded. Should facts and
circumstances change, additional reserves may be necessary.
The Consent Decree requires the Company to pay amounts under the
following schedule:
$525,000 30 days after lodging of the Consent Decree
250,000 January 31, 2004
10,500,000 March 31, 2004
15,750,000 June 30, 2004
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$27,025,000 Total
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The Company expects to make these payments and meet all of its other
near- and longer-term cash needs from a combination of operating cash
flow, cash and cash equivalents, sale of additional timberlands, its
existing credit facility or other long-term debt.
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The United States has lodged the Consent Decree with the United States
District Court for the Eastern District of Wisconsin, for court review.
The United States Department of Justice will publish a notice of the
lodging of the proposed Consent Decree in the Federal Register in the
near future, opening a 30 day public comment period. A public meeting
will also be held. After compiling any oral and written comments
received, the United States Department of Justice will, if appropriate,
move the Court to enter the proposed Consent Decree.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The Consent Decree discussed in Item 5 above is not included herein and
such information will be filed via an amendment to this Form 8-K when
available.
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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 thereunto duly authorized.
P. H. Glatfelter Company
(Registrant)
Date: October 1, 2003 By: /s/ John C. van Roden, Jr.
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John C. van Roden, Jr.
Senior Vice President and
Chief Financial Officer
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