Net sales were $898.9 million for the third quarter of 2009, an 8.7 percent decrease from $984.3 million for the same period of 2008. Currency effects reduced net sales by 3.6 percent compared to the third quarter of 2008. The positive net sales impact of the June 2009 acquisition of the South American rigid packaging operations of Huhtamaki Oyj was 1.9 percent during the quarter. The remaining 7.0 percent decrease in net sales reflects lower unit volume and selling prices offset by improved sales mix compared to the third quarter of 2008.

"Improved operating performance in our flexible packaging business segment delivered strong results this quarter," said Henry Theisen, Bemis Company's President and Chief Executive Officer. "Our business model prioritizes material science and innovation to drive sales and operating profit growth. While overall flexible packaging volumes have decreased and selling prices have declined to reflect lower raw material costs, improved sales mix reflects increased sales volumes in value-added product lines and increased profitability. In addition, our business teams are delivering the benefits of our cost management initiatives directly to the bottom line. While currency was still a headwind this quarter, our operations in Europe and Latin America have each delivered strong operating profit improvement from 2008 levels. Our pressure sensitive materials business has been negatively impacted by the soft global economic conditions, but aggressive cost control measures are achieving sequential improvement in operating results for this business segment. We are increasing our 2009 total year guidance to reflect the results of the first nine months and our confidence that profit levels will continue to be strong for the remainder of the year."

BUSINESS SEGMENTS

Flexible Packaging

Bemis' flexible packaging business segment, which represented about 85 percent of total Company net sales, reported net sales of $764.1 million in the third quarter of 2009. This represents a 7.5 percent decrease compared to net sales of $826.4 million for the third quarter of 2008. Currency effects reduced net sales by 3.8 percent. The positive net sales impact of the June 2009 acquisition of the South American rigid packaging operations of Huhtamaki Oyj was 2.2 percent during the quarter. The remaining 5.9 percent decrease in net sales was driven principally by lower unit volumes. Segment operating profit for the third quarter of 2009 was $106.0 million, or 13.9 percent of net sales. Excluding the effect of the gain on sale of property described in the attached schedule, "Reconciliation of Non-GAAP Data," operating profit for the third quarter of 2009 would have been $102.4 million, or 13.4 percent of net sales. This compares to operating profit for the third quarter of 2008 of $82.4 million, or 10.0 percent of net sales. The net effect of currency translation and foreign exchange gains decreased operating profit in the third quarter of 2009 by $1.3 million compared to the same quarter of 2008. Higher operating profit in 2009 reflects successful cost management and improved sales mix in 2009. Operating margins in 2008 were negatively impacted by substantial increases in raw material costs during the third quarter of 2008.

Commenting on the flexible packaging business segment results, Theisen said, "The strong performance this quarter illustrates the strength and resiliency of our flexible packaging business. Our teams have focused on safety, quality, waste reduction, line speeds, and overall operational efficiency to deliver value to our shareholders and enhance Bemis' bottom line. Our European business achieved double-digit operating margins for the first time as they improved sales mix and manufacturing efficiencies in 2009. In South America, the economy is strengthening ahead of the rest of the world, and our packaging operations are benefiting from volume growth in packaging for a wide array of applications."

Pressure Sensitive Materials

Net sales from the pressure sensitive materials business segment for the third quarter of 2009 were $134.8 million, a 14.6 percent decrease from net sales of $157.9 million in the third quarter of 2008. Currency effects reduced net sales by 2.8 percent compared to the third quarter of 2008. This segment reported operating profit for the third quarter of 2009 of $5.4 million, or 4.0 percent of net sales, compared to the third quarter of 2008 when segment operating profit was $9.0 million, or 5.7 percent of net sales. Lower volume in each of the product lines in this business segment has substantially reduced net sales and operating profit in 2009. The net effect of currency translation and foreign exchange transactions was not significant to the results of the quarter.

"Our pressure sensitive materials business teams have maintained a keen focus on cost control during this global economic downturn," said Theisen. "While volumes are still lower than they were in 2008, volumes are up sequentially from the second quarter, and operating margins have stabilized. As the economy improves and growth returns for our customers who participate in the housing, automotive, and advertising markets, we expect our net sales and operating profit levels to recover."

Other Costs (Income), Net

For the third quarter of 2009, other costs and income included $5.8 million of financial income, a decrease of $3.4 million compared to $9.2 million for the third quarter of 2008. Lower financial income reflects a decrease in interest income from reduced cash balances invested outside of the United States during 2009. Specifically, cash balances in our Brazilian operations have been applied to debt repayment and used to fund the acquisition of the South American rigid packaging operations of Huhtamaki Oyj in June of 2009. Other costs and income also included $16.0 million of acquisition related expenses and a gain of $3.6 million on the sale of property located in Brazil.

Capital Structure

Total debt to total capitalization was 40.4 percent at September 30, 2009, compared to 31.5 percent at December 31, 2008. Total debt as of September 30, 2009 was $1.3 billion, an increase of $630.1 million from the balance of $686.6 million at December 31, 2008. This increase in debt reflects $800.0 million of public bonds issued in July 2009 associated with acquisition financing, net of a reduction in commercial paper and other debt outstanding, which was funded with cash from operations. Excluding the $800.0 million of public bonds and $202.8 million of common stock issued for acquisition financing, total debt to total capitalization would have been 22.9 percent at September 30, 2009.

July 2009 Public Bond Issuance

On July 27, 2009, Bemis issued $400.0 million of bonds due in 2014 with a fixed interest rate of 5.65 percent and $400.0 million of bonds due in 2019 with a fixed interest rate of 6.80 percent. The proceeds of these bonds will be used as partial funding of the acquisition of the Alcan Packaging Food Americas business announced on July 5, 2009.

July 2009 Common Stock Offering

Bemis issued 8.2 million shares of common stock through a public stock offering during the third quarter. The $202.8 million of net proceeds from this stock offering will also be used as partial funding of the Alcan Packaging Food Americas business.

Liquidity

As of September 30, 2009, Bemis had available from its banks a $425.0 million revolving credit facility. This credit facility is used principally as back-up for the Company's commercial paper program. As of September 30, 2009, there was $179.0 million of debt outstanding supported by this credit facility, leaving $246.0 million of available credit. Once the acquisition of the Alcan Packaging Food Americas business is completed, an amendment to the revolving credit facility will become effective, increasing credit available and therefore total commercial paper capacity from $425.0 million to $625.0 million. Cash flows from operating activities are expected to continue to provide sufficient liquidity to meet future cash obligations. Strong cash flows from operations totaling $395.9 million during the first nine months of 2009 were used for $175.6 million of net debt reduction; $62.5 million of capital expenditures; a $43.0 million acquisition of a South American rigid packaging operation; a $30.0 million tax-deductible, voluntary pension contribution; and dividend payments totaling $71.5 million.

Pending Acquisition of Alcan Packaging Food Americas

On July 5, 2009, Bemis announced that it had signed a definitive agreement to acquire the Food Americas operations of Alcan Packaging, a business unit of international mining group Rio Tinto plc (LON: RIO; ASX: RIO), for $1.2 billion. Pursuant to the agreement, Bemis will acquire 23 Food Americas flexible packaging facilities in the U.S., Canada, Mexico, Brazil, Argentina, and New Zealand. These facilities produce flexible packaging for the food and beverage industries. The transaction is expected to be accretive to diluted GAAP earnings per share in 2010. We are currently in the process of fulfilling a request for additional information and documentary material received from the U.S. Department of Justice on September 16, 2009, in connection with its Hart-Scott-Rodino regulatory review. The transaction is expected to be approved by the end of 2009, and Bemis will complete the acquisition as soon as possible thereafter. The majority of the financing for this transaction was completed during the third quarter of 2009 through the issuance of $800.0 million of public bonds and 8.2 million common shares issued in a secondary public stock offering. The remaining cash purchase price is expected to be financed in the commercial paper market at the time of closing.

2009 Earnings Outlook

Consistent with management's practice, guidance does not reflect the impact of the sale of the property in Brazil, severance charges, acquisition related costs, and interest expense or shares issued in connection with the pending acquisition of the Alcan Packaging Food Americas business. This provides a direct comparison of 2009 operating results to those of 2008. Guidance also excludes any operating results of the planned Alcan Packaging Food Americas acquisition. Management expects fourth quarter 2009 diluted earnings per share to be in a range of $0.40 to $0.45 per share. Management is also revising its guidance upward for the full year 2009 from $1.68 to $1.75 per share to $1.81 to $1.86 per share, reflecting the improved operating performance for the total year 2009. Management continues to expect capital expenditures to be in the range of $100 million for the full year 2009.

Presentation of Non-GAAP Information

Some of the information presented in this press release reflects adjustments to "As reported" results to exclude certain amounts related to the sale of property in Brazil, the Company's workforce reductions, and the impact of acquisition related items. This adjusted information should not be construed as an alternative to the reported results determined in accordance with accounting principles generally accepted in the United States of America (GAAP). It is provided solely to assist in an investor's understanding of the impact of these items on the comparability of the Company's operations. A reconciliation of the GAAP amounts to the Non-GAAP amounts is included with this press release.

New Accounting Pronouncement

In June 2008, the FASB issued guidance now codified as ASC Topic 260, Earnings Per Share, which requires unvested share based payment awards that contain rights to receive non-forfeitable dividends (whether paid or unpaid) to be included in the calculation of basic and diluted earnings per share effective January 1, 2009. Accordingly, the 2008 earnings per share for the quarter and the nine-month period have been recast to reflect the impact of this new accounting guidance to present them on a comparable basis with 2009 results. The impact of this modification is a $0.01 per share decrease in diluted earnings per share for the third quarter of 2008 and a $0.03 per share decrease in diluted earnings per share for the nine-month period ending September 30, 2008.

Forward-Looking Statements

Unless otherwise expressly stated, Bemis' quarterly and full-year guidance does not reflect the impact of the sale of property in Brazil, acquisition related financing, or charges incurred and yet to be incurred for severance or acquisition related efforts.

Statements in this release that are not historical, including statements relating to the expected future performance of the Company, are considered "forward-looking" and are presented pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Such content is subject to certain risks and uncertainties, including but not limited to future changes in cost or availability of raw materials, consumer buying patterns under certain economic conditions, changes in customer order patterns, the results of competitive bid processes, costs associated with the pursuit of business combinations, unexpected costs associated with acquisitions or the inability to complete an acquisition, a failure in our information technology infrastructure or applications, changes in our labor relations, foreign currency fluctuations, changes in working capital requirements, and the availability and related cost of financing from banks and capital markets. Actual future results and trends may differ materially from historical results or those projected in any such forward-looking statements depending on a variety of factors which are detailed in the Company's regular SEC filings including the most recently filed Form 10-K for the year ended December 31, 2008.

Investor Conference Call

Bemis Company, Inc. will webcast an investor telephone conference regarding its third quarter 2009 financial results this morning at 10 a.m., Eastern Time. Individuals may listen to the call on the Internet at www.bemis.com under "Investor Relations". Listeners are urged to check the website ahead of time to ensure their computers are configured for the audio stream. Instructions for obtaining the required, free, downloadable software are available in a pre-event system test on the site.

About Bemis Company

Bemis Company is a major supplier of flexible packaging and pressure sensitive materials used by leading food, consumer products, manufacturing, and other companies worldwide. Founded in 1858, the Company reported 2008 net sales of $3.8 billion. The Company's flexible packaging business has a strong technical base in polymer chemistry, film extrusion, coating and laminating, printing, and converting. Headquartered in Neenah, Wisconsin, Bemis employs about 15,800 individuals in 61 manufacturing facilities in 11 countries around the world. More information about the Company is available at our website, www.bemis.com.

BEMIS COMPANY, INC. AND
SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(in thousands, except per share amounts)
(unaudited)
                                                          Three Months Ended          Nine Months Ended
                                                          September 30,               September 30,
                                                          2009         2008           2009             2008
Net sales                                                 $  898,930   $  984,258     $    2,608,702   $    2,911,499
Costs and expenses:
Cost of products sold                                        718,814      818,333          2,086,175        2,410,068
Selling, general, and administrative expenses                95,814       85,782           273,287          262,761
Research and development                                     5,837        6,222            18,412           18,987
Interest expense                                             13,395       10,242           25,279           30,376
Other costs (income), net                                    5,134        (8,028  )        8,468            (26,274   )
Income before income taxes                                   59,936       71,707           197,081          215,581
Provision for income taxes                                   21,500       25,500           71,600           77,800
Net income                                                   38,436       46,207           125,481          137,781
Less: Net income attributable to noncontrolling interests    2,596        1,944            4,410            4,772
Net income attributable to Bemis Company, Inc.            $  35,840    $  44,263      $    121,071     $    133,009
Basic earnings per share                                  $  0.33      $  0.43        $    1.15        $    1.29
Diluted earnings per share                                $  0.33      $  0.43        $    1.15        $    1.29
Cash dividends paid per share                             $  0.225     $  0.220       $    0.675       $    0.660
BEMIS COMPANY, INC. AND
SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(dollars in thousands)
(unaudited)
                                                                                      September 30,    December 31,
ASSETS                                                                                2009             2008
Cash and cash equivalents                                                             $    1,104,012   $    43,454
Accounts receivable, net                                                                   470,287          426,888
Inventories, net                                                                           427,403          435,667
Prepaid expenses                                                                           71,997           76,649
Total current assets                                                                       2,073,699        982,658
Property and equipment, net                                                                1,168,806        1,135,482
Goodwill                                                                                   643,067          595,466
Other intangible assets, net                                                               86,802           80,773
Deferred charges and other assets                                                          38,207           27,935
Total other long-term assets                                                               768,076          704,174
TOTAL ASSETS                                                                          $    4,010,581   $    2,822,314
LIABILITIES
Current portion of long-term debt                                      $  25,544        $  18,651
Short-term borrowings                                                     1,470            7,954
Accounts payable                                                          397,428          323,142
Accrued salaries and wages                                                97,558           63,227
Accrued income and other taxes                                            22,156           8,807
Total current liabilities                                                 544,156          421,781
Long-term debt, less current portion                                      1,289,641        659,984
Deferred taxes                                                            131,480          111,832
Other liabilities and deferred credits                                    231,910          246,174
TOTAL LIABILITIES                                                         2,197,187        1,439,771
EQUITY
Bemis Company, Inc. stockholders' equity:
Common stock issued (125,619,579 and 117,130,962 shares)                  12,562           11,713
Capital in excess of par value                                            562,040          345,982
Retained earnings                                                         1,648,737        1,599,178
Accumulated other comprehensive income (loss)                             39,630           (112,001  )
Common stock held in treasury, 17,422,771 and 17,422,771 shares at        (498,341  )      (498,341  )
cost
Total Bemis Company, Inc. stockholders' equity                            1,764,628        1,346,531
Noncontrolling interests                                                  48,766           36,012
TOTAL EQUITY                                                              1,813,394        1,382,543
TOTAL LIABILITIES AND EQUITY                                           $  4,010,581     $  2,822,314
BEMIS COMPANY, INC. AND
SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH
FLOWS
(in thousands)
(unaudited)
                                                                       Nine Months Ended
                                                                       September 30,
                                                                       2009             2008
Cash flows from operating
activities
Net income                                                             $  125,481       $  137,781
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization                                             118,376          124,476
Excess tax benefit from share-based payment arrangements                  (272      )      (430      )
Share-based compensation                                                  13,898           13,444
Deferred income taxes                                                     14,513           7,623
Income of unconsolidated affiliated company                               (1,340    )      (1,301    )
(Gain) loss on sales of property and equipment                            (3,284    )      743
Changes in working capital, net of effects of acquisitions                141,801          (83,643   )
Net change in deferred charges and credits                                (13,288   )      7,847
Net cash provided by operating activities                                 395,885          206,540
Cash flows from investing
activities
Additions to property and equipment                                       (62,521   )      (87,201   )
Business acquisitions and adjustments, net of cash acquired               (30,637   )
Proceeds from sales of property and equipment                             10,621           1,664
Net cash used in investing activities                                                 (82,537   )      (85,537  )
Cash flows from financing
activities
Proceeds from issuance of long-term debt                                              810,748          31,628
Repayment of long-term debt                                                           (21,158   )      (282,884 )
Net borrowing (repayment) of commercial paper                                         (159,795  )      283,632
Net borrowing (repayment) of short-term debt                                          (17,958   )      (40,836  )
Cash dividends paid to stockholders                                                   (71,512   )      (68,029  )
Common stock issued                                                                   202,808
Common stock purchased for the treasury                                                                (26,771  )
Excess tax benefit from share-based payment arrangements                              272              430
Stock incentive programs and related withholdings                                     (2,730    )      (1,693   )
Net cash provided (used) by financing activities                                      740,675          (104,523 )
Effect of exchange rates on cash and cash equivalents                                 6,535            (14,965  )
Net increase in cash and cash equivalents                                             1,060,558        1,515
Cash and cash equivalents balance at beginning of year                                43,454           147,409
Cash and cash equivalents balance at end of period                                 $  1,104,012     $  148,924
BEMIS COMPANY, INC. AND
SUBSIDIARIES
OPERATING PROFIT AND PRETAX
PROFIT
(in millions)
(unaudited)
                                                         Three Months Ended        Nine Months Ended
                                                         September 30,             September 30,
                                                         2009         2008         2009             2008
Flexible Packaging operating profit                      $  106.0     $  82.4      $  299.7         $  249.7
Pressure Sensitive Materials operating profit               5.4          9.0          6.5              30.0
General corporate expenses                                  (38.1 )      (9.5  )      (83.8     )      (33.7    )
Interest expense                                            (13.4 )      (10.2 )      (25.3     )      (30.4    )
Income before income taxes and noncontrolling interests  $  59.9      $  71.7      $  197.1         $  215.6
BEMIS COMPANY, INC. AND
SUBSIDIARIES
RECONCILIATION OF NON-GAAP DATA
(in millions, except per share amounts)
(unaudited)
                                                         Three Months Ended        Nine Months Ended
                                                         September 30,             September 30,
                                                         2009         2008         2009             2008
Reconciliation of GAAP to Non-GAAP Operating Profit and
Operating Profit as a Percentage of Net Sales by Segment
Flexible Packaging
Net Sales                                                     $   764.1      $   826.4      $   2,212.8      $   2,421.9
Operating Profit as reported                                      106.0          82.4           299.7            249.7
Non-GAAP adjustments:
Severance costs for reductions in workforce                                                     1.4
Gain on sale of land and building                                 (3.6  )                       (3.6    )
Operating Profit as adjusted                                  $   102.4      $   82.4       $   297.5        $   249.7
Operating Profit as a percentage of Net Sales
As Reported                                                       13.9  %        10.0  %        13.5    %        10.3    %
As Adjusted                                                       13.4  %        10.0  %        13.4    %        10.3    %
Pressure Sensitive Materials
Net Sales                                                     $   134.8      $   157.9      $   395.9        $   489.6
Operating Profit as reported                                      5.4            9.0            6.5              30.0
Non-GAAP adjustments:
Severance costs for reductions in workforce                                                     2.6
Operating Profit as adjusted                                  $   5.4        $   9.0        $   9.1          $   30.0
Operating Profit as a percentage of Net Sales
As Reported                                                       4.0   %        5.7   %        1.6     %        6.1     %
As Adjusted                                                       4.0   %        5.7   %        2.3     %        6.1     %
Reconciliation of GAAP to Non-GAAP Earnings per Share
Diluted earnings per share as reported                        $   0.33       $   0.43       $   1.15         $   1.29
Non-GAAP adjustments per share, net of taxes:
Severance costs for reductions in workforce                                                     0.02
Gain on sale of land and building                                 (0.02 )                       (0.02   )
Transaction related costs (1)                                     0.03                          0.12
Bridge financing fees (2)                                         0.06                          0.06
Financing impact of the pending Alcan Packaging Food Americas     0.08                          0.08
acquisition (3)
Diluted earnings per share as adjusted                        $   0.48       $   0.43       $   1.41         $   1.29
(1) Transaction related costs include those costs related
primarily to our pending acquisition of Alcan Packaging Food
Americas. These costs consist of legal, accounting, and other
professional fees.
(2) Fees incurred to secure an $800 million bridge financing
commitment for the Alcan Packaging Food Americas acquisition. The
bridge financing commitment was terminated upon the issuance of
the $800 million of public debt discussed in Note 3 below.
(3) Impact from the July 2009 financing of the pending Alcan
Packaging Food Americas acquisition (8.175 million shares and $800
million of public debt). The EPS impact includes the effect of the
interest expense on the debt and the dilutive effect of the newly
issued shares while the acquisition is pending.

SOURCE: Bemis Company, Inc.

Bemis Company, Inc. 
Melanie E. R. Miller, 920-527-5045 
Vice President, Investor Relations and Treasurer 
or 
Kristine Pavletich, 920-527-5159 
Public Relations Specialist

Alcan Engineered Products is made up of seven businesses, and its cable operations manufacture aluminium energy cable products in the north American market and China.

The terms of the sale are confidential, Rio Tinto said.

The transaction is expected to close in several weeks.

Rio Tinto purchased Canada's Alcan for US$38 billion near the height of the commodity boom in October 2007.

The Alcan deal left Rio Tinto saddled with debt going into the financial crisis, leading to asset sales and capital raising.

(AAP) rw

N M Rothschild & Sons Limited is acting as financial advisor to Rio Tinto.

Deal Value (US$ Million) 349
Deal Type                Acquisition
Sub-Category             Majority Acquisition
Deal Status              Announced: 2009-09-22

Deal Participants

Target (Company)   Alcan Composites
Acquirer (Company) Schweiter Technologies AG
Vendor (Company)   Rio Tinto plc

The transaction is expected to complete by the end of 2009.

Deal Value (US$ Million) 349
Deal Type                Acquisition
Sub-Category             Majority Acquisition
Deal Status              Announced: 2009-09-22

Deal Participants

Target (Company)   Alcan Composites
Acquirer (Company) Schweiter Technologies AG
Vendor (Company)   Rio Tinto plc