UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended March 31,June 30, 2020

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______ to _______

Commission File No.: 000-51826

MERCER INTERNATIONAL INC.

(Exact name of Registrant as specified in its charter)

Washington

 

47-0956945

(State or other jurisdiction

 

(I.R.S. Employer

of incorporation or organization)

 

Identification No.)

 

Suite 1120, 700 West Pender Street, Vancouver, British Columbia, Canada, V6C 1G8

(Address of office)

(604) 684-1099

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $1.00 per share

 

MERC

 

NASDAQ Global Select Market

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   YES       NO

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). YES      NO

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.  See definitions of "large accelerated filer", "accelerated filer", "non-accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

 

Smaller reporting company

 

 

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  YES     NO  

The Registrant had 65,799,94665,868,086 shares of common stock outstanding as at Aprilof July 29, 2020.

 

 

 


 

PART I. FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREESIX MONTHS ENDED MARCH 31,JUNE 30, 2020

(Unaudited)

FORM 10-Q

QUARTERLY REPORT - PAGE 2


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands of U.S. dollars, except per share data)

 

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30

 

 

Six Months Ended

June 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Revenues

 

$

350,599

 

 

$

483,950

 

 

$

341,195

 

 

$

425,753

 

 

$

691,794

 

 

$

909,703

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales, excluding depreciation and amortization

 

 

276,056

 

 

 

343,033

 

 

 

284,333

 

 

 

336,433

 

 

 

560,389

 

 

 

679,466

 

Cost of sales depreciation and amortization

 

 

32,911

 

 

 

30,136

 

 

 

30,179

 

 

 

32,038

 

 

 

63,090

 

 

 

62,174

 

Selling, general and administrative expenses

 

 

17,570

 

 

 

17,229

 

 

 

16,368

 

 

 

19,472

 

 

 

33,938

 

 

 

36,701

 

Operating income

 

 

24,062

 

 

 

93,552

 

 

 

10,315

 

 

 

37,810

 

 

 

34,377

 

 

 

131,362

 

Other income (expenses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(20,084

)

 

 

(18,551

)

 

 

(20,108

)

 

 

(18,369

)

 

 

(40,192

)

 

 

(36,920

)

Other income (expenses)

 

 

(2,026

)

 

 

1,039

 

Other income

 

 

2,264

 

 

 

1,251

 

 

 

238

 

 

 

2,290

 

Total other expenses, net

 

 

(22,110

)

 

 

(17,512

)

 

 

(17,844

)

 

 

(17,118

)

 

 

(39,954

)

 

 

(34,630

)

Income before provision for income taxes

 

 

1,952

 

 

 

76,040

 

Income (loss) before provision for income taxes

 

 

(7,529

)

 

 

20,692

 

 

 

(5,577

)

 

 

96,732

 

Provision for income taxes

 

 

(5,344

)

 

 

(24,424

)

 

 

(882

)

 

 

(10,433

)

 

 

(6,226

)

 

 

(34,857

)

Net income (loss)

 

$

(3,392

)

 

$

51,616

 

 

$

(8,411

)

 

$

10,259

 

 

$

(11,803

)

 

$

61,875

 

Net income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.05

)

 

$

0.79

 

Diluted

 

$

(0.05

)

 

$

0.78

 

Basic and diluted

 

$

(0.13

)

 

$

0.16

 

 

$

(0.18

)

 

$

0.94

 

Dividends declared per common share

 

$

0.1375

 

 

$

0.1250

 

 

$

0.0650

 

 

$

0.1375

 

 

$

0.2025

 

 

$

0.2625

 

 

INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(In thousands of U.S. dollars)

 

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30

 

 

Six Months Ended

June 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income (loss)

 

$

(3,392

)

 

$

51,616

 

 

$

(8,411

)

 

$

10,259

 

 

$

(11,803

)

 

$

61,875

 

Other comprehensive income (loss), net of taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

(74,994

)

 

 

(3,872

)

 

 

44,202

 

 

 

24,125

 

 

 

(30,792

)

 

 

20,253

 

Change in unrecognized losses and prior service costs related to defined benefit pension plans, net of tax of $nil (2019 - $6)

 

 

6

 

 

 

60

 

Other comprehensive loss, net of taxes

 

 

(74,988

)

 

 

(3,812

)

Change in unrecognized losses and prior service costs related to defined benefit pension plans, net of tax of $nil (2019 - $30 and $36, respectively)

 

 

17

 

 

 

35

 

 

 

23

 

 

 

95

 

Other comprehensive income (loss), net of taxes

 

 

44,219

 

 

 

24,160

 

 

 

(30,769

)

 

 

20,348

 

Total comprehensive income (loss)

 

$

(78,380

)

 

$

47,804

 

 

$

35,808

 

 

$

34,419

 

 

$

(42,572

)

 

$

82,223

 

 

 

 

 

See accompanying Notes to the Interim Consolidated Financial Statements.

FORM 10-Q

QUARTERLY REPORT - PAGE 3


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

 

March 31,

 

 

December 31,

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

286,526

 

 

$

351,085

 

 

$

303,334

 

 

$

351,085

 

Accounts receivable, net

 

 

221,921

 

 

 

208,740

 

 

 

209,184

 

 

 

208,740

 

Inventories

 

 

269,812

 

 

 

272,599

 

 

 

261,453

 

 

 

272,599

 

Prepaid expenses and other

 

 

10,294

 

 

 

12,273

 

 

 

9,665

 

 

 

12,273

 

Total current assets

 

 

788,553

 

 

 

844,697

 

 

 

783,636

 

 

 

844,697

 

Property, plant and equipment, net

 

 

1,020,345

 

 

 

1,074,242

 

 

 

1,040,171

 

 

 

1,074,242

 

Investment in joint ventures

 

 

48,188

 

 

 

53,122

 

 

 

48,413

 

 

 

53,122

 

Amortizable intangible assets, net

 

 

48,957

 

 

 

53,371

 

 

 

49,893

 

 

 

53,371

 

Operating lease right-of-use assets

 

 

11,866

 

 

 

13,004

 

 

 

12,866

 

 

 

13,004

 

Other long-term assets

 

 

32,848

 

 

 

26,038

 

 

 

37,414

 

 

 

26,038

 

Deferred income tax

 

 

1,232

 

 

 

1,246

 

 

 

1,216

 

 

 

1,246

 

Total assets

 

$

1,951,989

 

 

$

2,065,720

 

 

$

1,973,609

 

 

$

2,065,720

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and other

 

$

184,447

 

 

$

255,544

 

 

$

196,238

 

 

$

255,544

 

Pension and other post-retirement benefit obligations

 

 

696

 

 

 

768

 

 

 

716

 

 

 

768

 

Total current liabilities

 

 

185,143

 

 

 

256,312

 

 

 

196,954

 

 

 

256,312

 

Debt

 

 

1,136,454

 

 

 

1,087,932

 

 

 

1,114,069

 

 

 

1,087,932

 

Pension and other post-retirement benefit obligations

 

 

23,157

 

 

 

25,489

 

 

 

24,044

 

 

 

25,489

 

Finance lease liabilities

 

 

37,537

 

 

 

31,103

 

 

 

38,628

 

 

 

31,103

 

Operating lease liabilities

 

 

9,436

 

 

 

10,520

 

 

 

10,052

 

 

 

10,520

 

Other long-term liabilities

 

 

13,323

 

 

 

14,114

 

 

 

13,733

 

 

 

14,114

 

Deferred income tax

 

 

84,171

 

 

 

89,847

 

 

 

81,869

 

 

 

89,847

 

Total liabilities

 

 

1,489,221

 

 

 

1,515,317

 

 

 

1,479,349

 

 

 

1,515,317

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares $1 par value; 200,000,000 authorized; 65,800,000 issued and outstanding (2019 – 65,629,000)

 

 

65,769

 

 

 

65,598

 

Common shares $1 par value; 200,000,000 authorized; 65,868,000 issued and outstanding (2019 – 65,629,000)

 

 

65,800

 

 

 

65,598

 

Additional paid-in capital

 

 

344,753

 

 

 

344,994

 

 

 

344,688

 

 

 

344,994

 

Retained earnings

 

 

243,794

 

 

 

256,371

 

 

 

231,101

 

 

 

256,371

 

Accumulated other comprehensive loss

 

 

(191,548

)

 

 

(116,560

)

 

 

(147,329

)

 

 

(116,560

)

Total shareholders’ equity

 

 

462,768

 

 

 

550,403

 

 

 

494,260

 

 

 

550,403

 

Total liabilities and shareholders’ equity

 

$

1,951,989

 

 

$

2,065,720

 

 

$

1,973,609

 

 

$

2,065,720

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 13)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Subsequent events (Note 7,14)

 

 

 

 

 

 

 

 

Subsequent event (Note 7)

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes to the Interim Consolidated Financial Statements.

FORM 10-Q

QUARTERLY REPORT - PAGE 4


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(Unaudited)

(In thousands of U.S. dollars)

 

 

Common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number

(thousands

of shares)

 

 

Amount, at

Par

Value

 

 

Additional

Paid -in

Capital

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Loss

 

 

Total

Shareholders'

Equity

 

 

Number

(thousands

of shares)

 

 

Amount, at

Par

Value

 

 

Additional

Paid -in

Capital

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Loss

 

 

Total

Shareholders'

Equity

 

Three Months Ended March 31:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2019

 

 

65,629

 

 

$

65,598

 

 

$

344,994

 

 

$

256,371

 

 

$

(116,560

)

 

$

550,403

 

Shares issued on grants of performance share units

 

 

195

 

 

 

195

 

 

 

(195

)

 

 

 

 

 

 

 

 

 

Three Months Ended June 30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of March 31, 2020

 

 

65,800

 

 

$

65,769

 

 

$

344,753

 

 

$

243,794

 

 

$

(191,548

)

 

$

462,768

 

Shares issued on grants of restricted shares

 

 

68

 

 

 

31

 

 

 

(31

)

 

 

 

 

 

 

 

 

 

Stock compensation recovery

 

 

 

 

 

 

 

 

(46

)

 

 

 

 

 

 

 

 

(46

)

 

 

 

 

 

 

 

 

(34

)

 

 

 

 

 

 

 

 

(34

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

(3,392

)

 

 

 

 

 

(3,392

)

 

 

 

 

 

 

 

 

 

 

 

(8,411

)

 

 

 

 

 

(8,411

)

Dividends declared

 

 

 

 

 

 

 

 

 

 

 

(9,047

)

 

 

 

 

 

(9,047

)

 

 

 

 

 

 

 

 

 

 

 

(4,282

)

 

 

 

 

 

(4,282

)

Repurchase of common shares

 

 

(24

)

 

 

(24

)

 

 

 

 

 

(138

)

 

 

 

 

 

(162

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(74,988

)

 

 

(74,988

)

Balance as of March 31, 2020

 

 

65,800

 

 

$

65,769

 

 

$

344,753

 

 

$

243,794

 

 

$

(191,548

)

 

$

462,768

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

44,219

 

 

 

44,219

 

Balance as of June 30, 2020

 

 

65,868

 

 

$

65,800

 

 

$

344,688

 

 

$

231,101

 

 

$

(147,329

)

 

$

494,260

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2018

 

 

65,202

 

 

$

65,171

 

 

$

342,438

 

 

$

301,990

 

 

$

(128,170

)

 

$

581,429

 

Shares issued on grants of performance share units

 

 

449

 

 

 

449

 

 

 

(449

)

 

 

 

 

 

 

 

 

 

Stock compensation recovery

 

 

 

 

 

 

 

 

(345

)

 

 

 

 

 

 

 

 

(345

)

Balance as of March 31, 2019

 

 

65,651

 

 

$

65,620

 

 

$

341,644

 

 

$

345,400

 

 

$

(131,982

)

 

$

620,682

 

Shares issued on grants of restricted shares

 

 

31

 

 

 

31

 

 

 

(31

)

 

 

 

 

 

 

 

 

 

Stock compensation expense

 

 

 

 

 

 

 

 

1,202

 

 

 

 

 

 

 

 

 

1,202

 

Net income

 

 

 

 

 

 

 

 

 

 

 

51,616

 

 

 

 

 

 

51,616

 

 

 

 

 

 

 

 

 

 

 

 

10,259

 

 

 

 

 

 

10,259

 

Dividends declared

 

 

 

 

 

 

 

 

 

 

 

(8,206

)

 

 

 

 

 

(8,206

)

 

 

 

 

 

 

 

 

 

 

 

(9,024

)

 

 

 

 

 

(9,024

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,812

)

 

 

(3,812

)

Balance as of March 31, 2019

 

 

65,651

 

 

$

65,620

 

 

$

341,644

 

 

$

345,400

 

 

$

(131,982

)

 

$

620,682

 

Repurchase of common shares

 

 

(53

)

 

 

(53

)

 

 

 

 

 

(701

)

 

 

 

 

 

(754

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

24,160

 

 

 

24,160

 

Balance as of June 30, 2019

 

 

65,629

 

 

$

65,598

 

 

$

342,815

 

 

$

345,934

 

 

$

(107,822

)

 

$

646,525

 

Six Months Ended June 30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2019

 

 

65,629

 

 

$

65,598

 

 

$

344,994

 

 

$

256,371

 

 

$

(116,560

)

 

$

550,403

 

Shares issued on grants of restricted shares

 

 

68

 

 

 

31

 

 

 

(31

)

 

 

 

 

 

 

 

 

 

Shares issued on grants of performance share units

 

 

195

 

 

 

195

 

 

 

(195

)

 

 

 

 

 

 

 

 

 

Stock compensation recovery

 

 

 

 

 

 

 

 

(80

)

 

 

 

 

 

 

 

 

(80

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

(11,803

)

 

 

 

 

 

(11,803

)

Dividends declared

 

 

 

 

 

 

 

 

 

 

 

(13,329

)

 

 

 

 

 

(13,329

)

Repurchase of common shares

 

 

(24

)

 

 

(24

)

 

 

 

 

 

(138

)

 

 

 

 

 

(162

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(30,769

)

 

 

(30,769

)

Balance as of June 30, 2020

 

 

65,868

 

 

$

65,800

 

 

$

344,688

 

 

$

231,101

 

 

$

(147,329

)

 

$

494,260

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2018

 

 

65,202

 

 

$

65,171

 

 

$

342,438

 

 

$

301,990

 

 

$

(128,170

)

 

$

581,429

 

Shares issued on grants of restricted shares

 

 

31

 

 

 

31

 

 

 

(31

)

 

 

 

 

 

 

 

 

 

Shares issued on grants of performance share units

 

 

449

 

 

 

449

 

 

 

(449

)

 

 

 

 

 

 

 

 

 

Stock compensation expense

 

 

 

 

 

 

 

 

857

 

 

 

 

 

 

 

 

 

857

 

Net income

 

 

 

 

 

 

 

 

 

 

 

61,875

 

 

 

 

 

 

61,875

 

Dividends declared

 

 

 

 

 

 

 

 

 

 

 

(17,230

)

 

 

 

 

 

(17,230

)

Repurchase of common shares

 

 

(53

)

 

 

(53

)

 

 

 

 

 

(701

)

 

 

 

 

 

(754

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,348

 

 

 

20,348

 

Balance as of June 30, 2019

 

 

65,629

 

 

$

65,598

 

 

$

342,815

 

 

$

345,934

 

 

$

(107,822

)

 

$

646,525

 

 

 

 

See accompanying Notes to the Interim Consolidated Financial Statements.

FORM 10-Q

QUARTERLY REPORT - PAGE 5


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands of U.S. dollars)

 

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30

 

 

Six Months Ended

June 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Cash flows from (used in) operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(3,392

)

 

$

51,616

 

 

$

(8,411

)

 

$

10,259

 

 

$

(11,803

)

 

$

61,875

 

Adjustments to reconcile net income (loss) to cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

32,946

 

 

 

30,247

 

 

 

30,201

 

 

 

32,148

 

 

 

63,147

 

 

 

62,395

 

Deferred income tax provision (benefit)

 

 

(1,331

)

 

 

3,639

 

 

 

(4,744

)

 

 

426

 

 

 

(6,075

)

 

 

4,065

 

Inventory impairment

 

 

5,734

 

 

 

 

 

 

6,530

 

 

 

6,900

 

 

 

12,264

 

 

 

6,900

 

Defined benefit pension plans and other post-retirement benefit plan expense

 

 

762

 

 

 

856

 

 

 

739

 

 

 

860

 

 

 

1,501

 

 

 

1,716

 

Stock compensation recovery

 

 

(46

)

 

 

(345

)

Foreign exchange transaction gains

 

 

(6,144

)

 

 

(263

)

Stock compensation expense (recovery)

 

 

(34

)

 

 

1,202

 

 

 

(80

)

 

 

857

 

Foreign exchange transaction losses

 

 

6,880

 

 

 

9,505

 

 

 

736

 

 

 

9,242

 

Other

 

 

(497

)

 

 

704

 

 

 

(695

)

 

 

740

 

 

 

(1,192

)

 

 

1,444

 

Defined benefit pension plans and other post-retirement benefit plan contributions

 

 

(915

)

 

 

(1,158

)

 

 

(797

)

 

 

(270

)

 

 

(1,712

)

 

 

(1,428

)

Changes in working capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(20,926

)

 

 

(56,353

)

 

 

14,938

 

 

 

32,204

 

 

 

(5,988

)

 

 

(24,149

)

Inventories

 

 

(18,120

)

 

 

21,141

 

 

 

11,442

 

 

 

(7,769

)

 

 

(6,678

)

 

 

13,372

 

Accounts payable and accrued expenses

 

 

(57,660

)

 

 

(173

)

 

 

7,879

 

 

 

4,197

 

 

 

(49,781

)

 

 

4,024

 

Other

 

 

(253

)

 

 

(7,725

)

 

 

177

 

 

 

(1,681

)

 

 

(76

)

 

 

(9,406

)

Net cash from (used in) operating activities

 

 

(69,842

)

 

 

42,186

 

 

 

64,105

 

 

 

88,721

 

 

 

(5,737

)

 

 

130,907

 

Cash flows from (used in) investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(23,018

)

 

 

(19,389

)

 

 

(21,544

)

 

 

(24,979

)

 

 

(44,562

)

 

 

(44,368

)

Purchase of amortizable intangible assets

 

 

(438

)

 

 

(316

)

 

 

(89

)

 

 

(179

)

 

 

(527

)

 

 

(495

)

Other

 

 

51

 

 

 

(261

)

 

 

796

 

 

 

(82

)

 

 

847

 

 

 

(343

)

Net cash from (used in) investing activities

 

 

(23,405

)

 

 

(19,966

)

 

 

(20,837

)

 

 

(25,240

)

 

 

(44,242

)

 

 

(45,206

)

Cash flows from (used in) financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from (repayment of) revolving credit facilities, net

 

 

51,260

 

 

 

(33,672

)

 

 

(25,651

)

 

 

(24,732

)

 

 

25,609

 

 

 

(58,404

)

Dividend payments

 

 

(9,047

)

 

 

 

 

 

 

 

 

(8,206

)

 

 

(9,047

)

 

 

(8,206

)

Repurchase of common shares

 

 

(162

)

 

 

 

 

 

 

 

 

(754

)

 

 

(162

)

 

 

(754

)

Payment of debt issuance costs

 

 

 

 

 

(509

)

 

 

 

 

 

(248

)

 

 

 

 

 

(757

)

Proceeds from government grants

 

 

 

 

 

6,320

 

 

 

299

 

 

 

 

 

 

299

 

 

 

6,320

 

Other

 

 

(9,801

)

 

 

(862

)

 

 

(1,996

)

 

 

(6,067

)

 

 

(11,797

)

 

 

(6,929

)

Net cash from (used in) financing activities

 

 

32,250

 

 

 

(28,723

)

 

 

(27,348

)

 

 

(40,007

)

 

 

4,902

 

 

 

(68,730

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(3,562

)

 

 

(754

)

 

 

888

 

 

 

614

 

 

 

(2,674

)

 

 

(140

)

Net decrease in cash and cash equivalents

 

 

(64,559

)

 

 

(7,257

)

Net increase (decrease) in cash and cash equivalents

 

 

16,808

 

 

 

24,088

 

 

 

(47,751

)

 

 

16,831

 

Cash and cash equivalents, beginning of period

 

 

351,085

 

 

 

240,491

 

 

 

286,526

 

 

 

233,234

 

 

 

351,085

 

 

 

240,491

 

Cash and cash equivalents, end of period

 

$

286,526

 

 

$

233,234

 

 

$

303,334

 

 

$

257,322

 

 

$

303,334

 

 

$

257,322

 

 

Supplemental cash flow disclosure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

37,278

 

 

$

16,983

 

 

$

950

 

 

$

5,902

 

 

$

38,228

 

 

$

22,885

 

Cash paid for income taxes

 

$

12,974

 

 

$

23,613

 

 

$

1,907

 

 

$

15,124

 

 

$

14,881

 

 

$

38,737

 

Supplemental schedule of non-cash investing and financing activities:

Supplemental schedule of non-cash investing and financing activities:

 

 

 

 

 

Supplemental schedule of non-cash investing and financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leased production equipment

 

$

8,994

 

 

$

 

 

$

1,702

 

 

$

 

 

$

10,696

 

 

$

 

 

 

See accompanying Notes to the Interim Consolidated Financial Statements.

 

FORM 10-Q

QUARTERLY REPORT - PAGE 6


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 1. The Company and Summary of Significant Accounting Policies

 

Nature of Operations and Basis of Presentation

 

The Interim Consolidated Financial Statements contained herein include the accounts of Mercer International Inc. ("Mercer Inc.") and all of its subsidiaries (collectively the "Company"). Mercer Inc. owns 100% of the economic interest in its subsidiaries with the exception of the 50% joint venture interest in the Cariboo mill with West Fraser Mills Ltd., which is accounted for using the equity method. The Company's shares of common stock are quoted and listed for trading on the NASDAQ Global Select Market.

 

The Interim Consolidated Financial Statements have been prepared by the Company pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). The year-end Consolidated Balance Sheet data was derived from audited financial statements. The footnote disclosure included herein has been prepared in accordance with accounting principles generally accepted for interim financial statements in the United States ("GAAP"). The unaudited Interim Consolidated Financial Statements should be read together with the audited Consolidated Financial Statements and accompanying notes included in the Company's latest Annual Report on Form 10‑K for the fiscal year ended December 31, 2019. In the opinion of the Company, the unaudited Interim Consolidated Financial Statements contained herein have been prepared on a consistent basis (except for the change in policy referred to below) with the audited Consolidated Financial Statements and accompanying notes included in the Company's latest Annual Report on Form 10‑K for the fiscal year ended December 31, 2019 and contain all adjustments necessary for a fair statement of the results of the interim periods included. The results for the periods included herein may not be indicative of the results for the entire year.

 

In these Interim Consolidated Financial Statements, unless otherwise indicated, all amounts are expressed in United States dollars ("U.S. dollars" or "$"). The symbol "€" refers to euros and the symbol "C$" refers to Canadian dollars.

 

Use of Estimates

 

Preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant management judgment is required in determining the accounting for, among other things, pension and other post-retirement benefit obligations, deferred income taxes (valuation allowance and permanent reinvestment), depreciation and amortization, future cash flows associated with impairment testing for long-lived assets, the allocation of the purchase price in a business combination to the assets acquired and liabilities assumed, legal liabilities and contingencies. Actual results could differ materially from these estimates, and changes in these estimates are recorded when known.

 

Impact of the COVID-19 Pandemic

 

The Company is subject to risks and uncertainties as a result of the COVID-19 pandemic. The extent of the impact of the COVID-19 pandemic on the Company's business is highly uncertain and difficult to predict, as the response to the pandemic is in its early stages and information is rapidly evolving. Furthermore,continues to evolve. Although capital markets and economies worldwide have also been negatively impacted byimproved during the second quarter from the initial negative impacts of the COVID-19 pandemic, there remains uncertainty around the strength and it is possible that ittiming of global economic recoveries which could cause a local and/or global economic recession. Such economic disruption could have a material adverse effect on our business.

 

The severity of the impact of the COVID-19 pandemic on the Company's business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic and the extent and severity of the impact on the Company's customers, all of which are uncertain and cannot be predicted. The Company's future results of operations and liquidity could be adversely impacted by delays in payments of outstanding receivable amounts beyond normal payment terms, supply chain disruptions and uncertain demand, and the impact of any initiatives or programs that the Company may undertake to address financial and operational challenges faced by its customers. As of the date of issuance of these Interim Consolidated Financial Statements, the extent to which the COVID-19 pandemic may materially impact the Company's financial condition, liquidity, or results of operations isremain uncertain.

FORM 10-Q

QUARTERLY REPORT - PAGE 7


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 1. The Company and Summary of Significant Accounting Policies (continued)

 

New Accounting Pronouncements

 

Accounting Pronouncements Adopted

 

In June 2016, the Financial Accounting Standards Board (“FASB”("FASB") issued Accounting Standards Update (“ASU”("ASU") 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the current incurred loss impairment method with a method that reflects expected credit losses. In May 2019, the FASB issued ASU 2019-05, Financial Instruments – Credit Losses (Topic 326): Targeted Transition Relief, which provides entities with targeted transition relief that is intended to increase comparability of financial statement information for some entities that otherwise would have measured similar financial instruments using different measurement methodologies. These updates were effective for financial statements issued after December 15, 2019. The Company adopted these updates on January 1, 2020 using the modified-retrospective approach. The adoption of these updates did not have an impact on the Interim Consolidated Financial Statements as the Company’s credit risk associated with its sales is currently managed through the purchase of credit insurance, letters of credit and setting credit limits prior to the sale. The Company reviews new customers’customers' credit history before granting credit and conducts regular reviews of existing customers’customers' credit performance. The Company is exposed to credit risk in the event of non-performance by counterparties to its financial instruments. The Company attempts to minimize this exposure by entering into contracts with counterparties that are believed to be of high credit quality.

 

The Company’sCompany's exposure to credit losses may increase if its customers are adversely affected by the COVID-19 pandemic. Although the Company has historically not experienced significant credit losses, it is possible that there could be a material adverse impact from potential adjustments of the carrying amount of trade receivables if the cash flows of the Company’sCompany's customers are adversely impacted by the COVID-19 pandemic.

 

Accounting Pronouncements Not Yet Adopted

 

In December 2019, the FASB issued ASU 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes, which removes certain exceptions for investments, intraperiod tax allocations and interim calculations, and adds guidance to reduce complexity in accounting for income taxes. This update is effective for financial statements issued for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this update but believes it will not have a significant impact on the consolidated financial statements.update.

 

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) -: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments provide optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating its contracts and the optional expedients provided by the new standard.

 

 

FORM 10-Q

QUARTERLY REPORT - PAGE 8


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 2. Inventories

 

Inventories as of March 31,June 30, 2020 and December 31, 2019, were comprised of the following:

 

 

March 31,

 

 

December 31,

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Raw materials

 

$

86,198

 

 

$

99,754

 

 

$

66,896

 

 

$

99,754

 

Finished goods

 

 

88,915

 

 

 

77,815

 

 

 

96,209

 

 

 

77,815

 

Spare parts and other

 

 

94,699

 

 

 

95,030

 

 

 

98,348

 

 

 

95,030

 

 

$

269,812

 

 

$

272,599

 

 

$

261,453

 

 

$

272,599

 

 

For the three monthsand six month periods ended March 31,June 30, 2020, as a result of low pulp prices and high fiber costs for the Canadian mills, the Company recorded inventory impairment charges of $5,734$12,264 and $17,998, respectively at certain Canadian mills (2019 – $nil)$6,900 and $6,900). These charges were recorded in “Cost'Cost of sales, excluding depreciation and amortization”amortization" in the Interim Consolidated Statements of Operations. As of March 31,June 30, 2020, $3,681$5,725 of the write-down was recorded in raw materials inventory and $2,053$6,539 of the write-down was recorded in finished goods inventory. As of December 31, 2019, the Company recorded a $3,500 write-down in raw materials inventory and a $5,700 write-down in finished goods inventory.

 

Note 3. Accounts Payable and Other

 

Accounts payable and other as of March 31,June 30, 2020 and December 31, 2019, was comprised of the following:

 

 

March 31,

 

 

December 31,

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Trade payables

 

$

62,652

 

 

$

73,721

 

 

$

53,267

 

 

$

73,721

 

Accrued expenses

 

 

87,091

 

 

 

111,696

 

 

 

82,337

 

 

 

111,696

 

Interest payable

 

 

14,902

 

 

 

33,198

 

 

 

33,204

 

 

 

33,198

 

Income tax payable

 

 

10,337

 

 

 

28,080

 

 

 

13,293

 

 

 

28,080

 

Other

 

 

9,465

 

 

 

8,849

 

 

 

14,137

 

 

 

8,849

 

 

$

184,447

 

 

$

255,544

 

 

$

196,238

 

 

$

255,544

 

 

Note 4. Debt

 

Debt as of March 31,June 30, 2020 and December 31, 2019, was comprised of the following:

 

March 31,

 

 

December 31,

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

2024 Senior Notes, principal amount $250,000 (a)

 

$

247,100

 

 

$

246,911

 

 

$

247,289

 

 

$

246,911

 

2025 Senior Notes, principal amount $550,000 (a)

 

 

545,875

 

 

 

545,665

 

 

 

546,090

 

 

 

545,665

 

2026 Senior Notes, principal amount $300,000 (a)

 

 

295,548

 

 

 

295,356

 

 

 

295,741

 

 

 

295,356

 

Credit arrangements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

€200 million joint revolving credit facility (b)

 

 

 

 

 

 

 

 

 

 

 

 

C$60 million revolving credit facility (c)

 

 

23,261

 

 

 

 

 

 

13,942

 

 

 

 

C$40 million revolving credit facility (d)

 

 

24,670

 

 

 

 

C$60 million revolving credit facility (d)

 

 

11,007

 

 

 

 

€2.6 million demand loan (e)

 

 

 

 

 

 

 

 

 

 

 

 

 

$

1,136,454

 

 

$

1,087,932

 

 

$

1,114,069

 

 

$

1,087,932

 

FORM 10-Q

QUARTERLY REPORT - PAGE 9


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 4. Debt (continued)

 

The maturities of the principal portion of debt as of March 31,June 30, 2020 were as follows:

 

2020

 

$

 

 

$

 

2021

 

 

 

 

 

 

2022

 

 

 

 

 

 

2023

 

 

24,670

 

 

 

11,007

 

2024

 

 

273,261

 

 

 

263,942

 

Thereafter

 

 

850,000

 

 

 

850,000

 

 

$

1,147,931

 

 

$

1,124,949

 

 

Certain of the Company’sCompany's debt instruments were issued under agreements which, among other things, may limit its ability and the ability of its subsidiaries to make certain payments, including dividends. These limitations are subject to specific exceptions. As of March 31,June 30, 2020, the Company was in compliance with the terms of its debt agreements.

 

(a)

In 2018, the Company issued $350,000 in aggregate principal amount of 7.375% senior notes which mature on January 15, 2025 (the “2025"2025 Senior Notes”Notes"). The 2025 Senior Notes were issued at a price of 100% of their principal amount. The net proceeds of the offering were $342,682 after deducting the underwriter’sunderwriter's discount and offering expenses. The net proceeds together with cash on hand were used to finance the acquisition of Mercer Peace River Pulp Ltd. (“MPR”("MPR").

 

In October 2019, the Company issued an additional $200,000 in aggregate principal amount of 2025 Senior Notes at a price of 102.75% of their principal amount for a yield to worst of 6.435%. The net proceeds of the offering were $202,063 after deducting the underwriter’sunderwriter's discount and offering expenses. The net proceeds were used to redeem $100,000 of remaining aggregate principal amount of outstanding senior notes due 2022 (the "2022 Senior Notes") and for general corporate purposes.

       

 

In 2017, the Company issued $300,000 in aggregate principal amount of 5.50% senior notes which mature on January 15, 2026 (the “2026"2026 Senior Notes”Notes"). The 2026 Senior Notes were issued at a price of 100% of their principal amount. The net proceeds of the offering were $293,795 after deducting the underwriter’sunderwriter's discount and offering expenses. In 2018, the net proceeds, together with cash on hand, were used to redeem $300,000 in aggregate principal amount of the 2022 Senior Notes.     

 

In 2017, the Company issued $250,000 in aggregate principal amount of 6.50% senior notes which mature on February 1, 2024 (the “2024"2024 Senior Notes”Notes" and collectively with the 2025 Senior Notes and 2026 Senior Notes, the “Senior Notes”"Senior Notes"). The 2024 Senior Notes were issued at a price of 100% of their principal amount. The net proceeds of the offering were $244,711 after deducting the underwriter’sunderwriter's discount and offering expenses. The net proceeds, together with cash on hand, were used to redeem $227,000 of remaining aggregate principal amount of outstanding senior notes due 2019, to finance the acquisition of the Friesau mill and for general working capital purposes.     

 

The Senior Notes are general unsecured senior obligations of the Company. They rank equal in right of payment with all existing and future unsecured senior indebtedness of the Company and are senior in right of payment to any current or future subordinated indebtedness of the Company. The Senior Notes are effectively junior in right of payment to all existing and future secured indebtedness, to the extent of the assets securing such indebtedness, and all indebtedness and liabilities of the Company’sCompany's subsidiaries.      

 

The Company may redeem all or a part of the 2025 Senior Notes or 2026 Senior Notes, upon not less than 10 days’days' or more than 60 days’days' notice and the Company may redeem all or a part of the 2024 Senior Notes, upon not less than 30 days’days' or more than 60 days’days' notice at the redemption price plus accrued and unpaid interest to (but not including) the applicable redemption date.

FORM 10-Q

QUARTERLY REPORT - PAGE 10


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 4. Debt (continued)

 

The following table presents the redemption prices (expressed as percentages of principal amount) and the redemption periods of the outstanding Senior Notes:

 

2024 Senior Notes

 

 

2025 Senior Notes

 

 

2026 Senior Notes

 

12 Month

Period

Beginning

 

Percentage

 

 

12 Month

Period

Beginning

 

Percentage

 

 

12 Month

Period

Beginning

 

Percentage

 

February 1, 2020

 

 

103.250

%

 

January 15, 2021

 

 

103.688

%

 

January 15, 2021

 

 

102.750

%

February 1, 2021

 

 

101.625

%

 

January 15, 2022

 

 

101.844

%

 

January 15, 2022

 

 

101.375

%

February 1, 2022

and thereafter

 

 

100.000

%

 

January 15, 2023

and thereafter

 

 

100.000

%

 

January 15, 2023

and thereafter

 

 

100.000

%

 

(b)

A €200.0 million joint revolving credit facility with all of the Company's German mills that matures in December 2023. Borrowings under the facility are unsecured and bear interest at Euribor plus a variable margin ranging from 1.05% to 2.00% dependent on conditions including but not limited to a prescribed leverage ratio. As of March 31,June 30, 2020, approximately €9.0 million ($9,846)10,064) of this facility was supporting bank guarantees leavingand approximately €191.0 million ($209,274)213,896) was available.

 

(c)

A C$60.0 million revolving credit facility for MPR that matures in February 2024. The facility is available by way of: (i) Canadian denominated advances, which bear interest at a designated prime rate per annum; (ii) banker’sbanker's acceptance equivalent loans, which bear interest at the applicable Canadian dollar banker’sbanker's acceptance plus 1.25% to 1.50% per annum; (iii) dollar denominated base rate advances at the greater of the federal funds rate plus 0.50%, a designated LIBOR rate plus 1.00% and the bank’sbank's applicable reference rate for U.S. dollar loans; and (iv) dollar LIBOR advances, which bear interest at LIBOR plus 1.25% to 1.50% per annum. Borrowings under the facility are collateralized by, among other things, the mill’smill's inventories and accounts receivable. As of March 31,June 30, 2020, approximately C$33.019.0 million ($23,261)13,942) of this facility was drawn and accruing interest at a rate of 2.80% and1.77%, approximately C$1.00.9 million ($690)680) was supporting letters of credit leavingand approximately C$26.037.0 million ($18,341)27,138) was available.

 

(d)

A C$40.0 millionIn June 2020, Celgar amended its revolving credit facility foragreement to increase the Celgar mill thatprincipal amount to C$60.0 million. The revolving credit facility matures in July 2023. Borrowings under the facility are collateralized by the mill's inventories, accounts receivable, general intangibles and capital assets and are restricted by a borrowing base calculated on the mill's inventories and accounts receivable. When the borrowing capacityThe facility is less than 25% of the total facility theavailable by way of: (i) Canadian dollarand U.S. denominated amountsadvances, which bear interest at bankersa designated prime rate less 0.125% to plus 0.125% per annum; (ii) banker's acceptance equivalent loans, which bear interest at the applicable Canadian dollar banker's acceptance plus 1.50% or Canadian prime1.25% to 1.625% per annum; and the U.S.(iii) dollar denominated amountsLIBOR advances, which bear interest at LIBOR plus 1.50% or U.S. base. When the borrowing capacity is greater than or equal1.25% to 25% of the total facility, the respective bankers acceptance or LIBOR margins are reduced by 0.25% and the Canadian prime or U.S. base margins are reduced by 0.125%.1.625% per annum. As of March 31,June 30, 2020, approximately C$35.015.0 million ($24,670)11,007) of this facility was drawn and accruing interest at a rate of 2.68% and1.86%, approximately C$1.7 million ($1,197)1,247) was supporting letters of credit leavingand approximately C$3.330.6 million ($2,327)22,463) was available.

 

(e)

A €2.6 million demand loan at the Rosenthal mill that does not have a maturity date. Borrowings under this facility are unsecured and bear interest at the rate of the three-month Euribor plus 2.50%. As of March 31,June 30, 2020, approximately €2.6 million ($2,796)2,858) of this facility was supporting bank guarantees leavingand approximately $nil was available.

FORM 10-Q

QUARTERLY REPORT - PAGE 11


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 5. Pension and Other Post-Retirement Benefit Obligations

 

Defined Benefit Plans

 

Pension benefits are based on employees' earnings and years of service. The defined benefit plans are funded by contributions from the Company based on actuarial estimates and statutory requirements. The components of the net benefit costs for the Celgar and MPR defined benefit plans, in aggregate for the three and six month periods ended March 31,June 30, 2020 and 2019 were as follows:

 

 

Three Months Ended March 31,

 

 

Three Months Ended June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

Pension

 

 

Other Post-

Retirement

Benefits

 

 

Pension

 

 

Other Post-

Retirement

Benefits

 

 

Pension

 

 

Other Post-

Retirement

Benefits

 

 

Pension

 

 

Other Post-

Retirement

Benefits

 

Service cost

 

$

849

 

 

$

64

 

 

$

716

 

 

$

68

 

 

$

824

 

 

$

63

 

 

$

711

 

 

$

67

 

Interest cost

 

 

840

 

 

 

96

 

 

 

877

 

 

 

137

 

 

 

814

 

 

 

93

 

 

 

872

 

 

 

136

 

Expected return on plan assets

 

 

(1,093

)

 

 

 

 

 

(1,002

)

 

 

 

 

 

(1,072

)

 

 

 

 

 

(997

)

 

 

 

Amortization of unrecognized items

 

 

228

 

 

 

(222

)

 

 

215

 

 

 

(155

)

 

 

233

 

 

 

(216

)

 

 

253

 

 

 

(182

)

Net benefit costs

 

$

824

 

 

$

(62

)

 

$

806

 

 

$

50

 

 

$

799

 

 

$

(60

)

 

$

839

 

 

$

21

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

Pension

 

 

Other Post-

Retirement

Benefits

 

 

Pension

 

 

Other Post-

Retirement

Benefits

 

Service cost

 

$

1,673

 

 

$

127

 

 

$

1,427

 

 

$

135

 

Interest cost

 

 

1,654

 

 

 

189

 

 

 

1,749

 

 

 

273

 

Expected return on plan assets

 

 

(2,165

)

 

 

 

 

 

(1,999

)

 

 

 

Amortization of unrecognized items

 

 

461

 

 

 

(438

)

 

 

468

 

 

 

(337

)

Net benefit costs

 

$

1,623

 

 

$

(122

)

 

$

1,645

 

 

$

71

 

 

The components of the net benefit costs other than service cost are recorded in “Other income (expenses)”"Other income" in the Interim Consolidated Statements of Operations. The amortization of unrecognized items relates to net actuarial losses and prior service costs.

 

Defined Contribution Plan

 

Effective December 31, 2008, the defined benefit plans at the Celgar mill were closed to new members. In addition, the related defined benefit service accrual ceased on December 31, 2008, and members began to receive pension benefits, at a fixed contractual rate, under a new defined contribution plan effective January 1, 2009. During the three and six month periodperiods ended March 31,June 30, 2020, the Company made contributions of $413$58 and $471, respectively to this plan (2019 – $448), to this plan.$298 and $746).

 

Multiemployer Plan

 

The Company participates in a multiemployer plan for the hourly-paid employees at the Celgar mill. The contributions to the plan are determined based on a percentage of pensionable earnings pursuant to a collective bargaining agreement. The Company has no current or future contribution obligations in excess of the contractual contributions. During the three and six month periodperiods ended March 31,June 30, 2020, the Company made contributions of $451$555 and $1,006, respectively to this plan (2019 – $323), to this plan.$648 and $971).

FORM 10-Q

QUARTERLY REPORT - PAGE 12


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 6. Income Taxes

 

Differences between the U.S. Federal statutory and the Company's effective rates for the three and six month periods ended March 31,June 30, 2020 and 2019, were as follows:

 

 

Three Months Ended March 31,

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

U.S. Federal statutory rate

 

21%

 

 

21%

 

 

21%

 

 

21%

 

 

21%

 

 

21%

 

U.S. Federal statutory rate on income before provision for income taxes

 

$

(410

)

 

$

(15,968

)

 

$

1,581

 

 

$

(4,346

)

 

$

1,171

 

 

$

(20,314

)

Tax differential on foreign income

 

 

(1,219

)

 

 

(5,916

)

 

 

(662

)

 

 

(2,446

)

 

 

(1,881

)

 

 

(8,362

)

Effect of foreign earnings (a)

 

 

(1,575

)

 

 

(11,887

)

 

 

(1,295

)

 

 

(153

)

 

 

(2,870

)

 

 

(12,040

)

Valuation allowance

 

 

4

 

 

 

8,341

 

 

 

(3,169

)

 

 

(4,580

)

 

 

(3,165

)

 

 

3,761

 

Tax benefit of partnership structure

 

 

935

 

 

 

958

 

 

 

935

 

 

 

963

 

 

 

1,870

 

 

 

1,921

 

Non-taxable foreign subsidies

 

 

686

 

 

 

368

 

 

 

678

 

 

 

1,026

 

 

 

1,364

 

 

 

1,394

 

True-up of prior year taxes

 

 

(1,222

)

 

 

1,275

 

 

 

1,068

 

 

 

(2,396

)

 

 

(154

)

 

 

(1,121

)

Other

 

 

(2,543

)

 

 

(1,595

)

 

 

(18

)

 

 

1,499

 

 

 

(2,561

)

 

 

(96

)

 

$

(5,344

)

 

$

(24,424

)

 

$

(882

)

 

$

(10,433

)

 

$

(6,226

)

 

$

(34,857

)

Comprised of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax provision

 

$

(6,675

)

 

$

(20,785

)

 

$

(5,626

)

 

$

(10,007

)

 

$

(12,301

)

 

$

(30,792

)

Deferred income tax benefit (provision)

 

 

1,331

 

 

 

(3,639

)

 

 

4,744

 

 

 

(426

)

 

 

6,075

 

 

 

(4,065

)

 

$

(5,344

)

 

$

(24,424

)

 

$

(882

)

 

$

(10,433

)

 

$

(6,226

)

 

$

(34,857

)

 

(a)

Primarily due to the impact of the global intangible low-taxed income provision in the Tax Cuts and Jobs Act of 2017.

 

Note 7. Shareholders' Equity

 

Dividends

 

In FebruaryDuring the six month period ended June 30, 2020, the Company's board of directors declared athe following quarterly dividend of $0.1375 per common share. Payment of the dividend was made on April 1, 2020 to all shareholders of record on March 25, 2020.dividends:

Date Declared

 

Dividend Per

Common Share

 

 

Amount

 

February 13, 2020

 

$

0.1375

 

 

$

9,047

 

April 30, 2020

 

 

0.0650

 

 

 

4,282

 

 

 

$

0.2025

 

 

$

13,329

 

 

In AprilJuly 2020, the Company's board of directors declared a quarterly dividend of $0.065 per common share. Payment of the dividend will be made on July 7,October 6, 2020 to all shareholders of record on June 25,September 29, 2020. Future dividends are subject to approval by the board of directors and may be adjusted as business and industry conditions warrant.

 

Share Repurchase Program

 

In May 2019, the Company’sCompany's board of directors authorized a common stock repurchase program under which the Company may repurchase up to $50,000 of its shares until which expired in May 2020.2020. During the threesix month period ended March 31,June 30, 2020, the Company paid $162 to acquire 23,584 common shares at an average repurchase price of $6.84. The shares were retired upon repurchase.

FORM 10-Q

QUARTERLY REPORT - PAGE 13


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 7. Shareholders' Equity (continued)

 

Stock Based Compensation

 

In June 2010, the Company adopted a stock incentive plan which provides for options, restricted stock rights, restricted shares, performance shares, performance share units ("PSUs") and stock appreciation rights to be awarded to employees, consultants and non-employee directors. During the three and six month periodperiods ended March 31,June 30, 2020, there were 0 issued and outstanding options, restricted stock rights, performance shares or stock appreciation rights. As of March 31,June 30, 2020, after factoring in all allocated shares, there remain approximately 1.81.7 million common shares available for grant.

 

PSUs

 

PSUs comprise rights to receive common shares at a future date that are contingent on the Company and the grantee achieving certain performance objectives. The performance objective period is generally three years. For the three and six month periodperiods ended March 31,June 30, 2020, the Company recognized a recovery of $159$154 and $313, respectively related to PSUs (2019 – a recoveryan expense of $475)$1,078 and $603).

 

The following table summarizes PSU activity during the period:

 

 

 

Number of

PSUs

 

Outstanding as of January 1, 2020

 

 

1,764,976

 

Granted

 

 

1,140,834

 

Vested and issued

 

 

(194,948

)

Forfeited

 

 

(301,686319,780

)

Outstanding as of March 31,June 30, 2020

 

 

2,409,1762,391,082

 

 

Restricted Shares

 

Restricted shares generally vest at the end of one year. For the three and six month periodperiods ended March 31,June 30, 2020, the Company recognized an expense of $113$120 and $233, respectively related to restricted shares (2019 - $130)$124 and $254). As of March 31,June 30, 2020, the total remaining unrecognized compensation cost related to restricted shares amounted to approximately $75$504 which will be amortized over the remaining vesting periods.

The following table summarizes restricted share activity during the period:

Number of

Restricted

Shares

Outstanding as of January 1, 2020

31,405

Granted

68,140

Vested

(31,405

)

Outstanding as of June 30, 2020

68,140

 

FORM 10-Q

QUARTERLY REPORT - PAGE 14


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 8. Net Income (Loss) Per Common Share

 

The reconciliation of basic and diluted net income (loss) per common share for the three and six month periods ended March 31,June 30, 2020 and 2019 was as follows:

 

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

$

(3,392

)

 

$

51,616

 

 

$

(8,411

)

 

$

10,259

 

 

$

(11,803

)

 

$

61,875

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.05

)

 

$

0.79

 

Diluted

 

$

(0.05

)

 

$

0.78

 

Basic and diluted

 

$

(0.13

)

 

$

0.16

 

 

$

(0.18

)

 

$

0.94

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic (a)

 

 

65,694,460

 

 

 

65,400,222

 

 

 

65,778,894

 

 

 

65,611,484

 

 

 

65,736,677

 

 

 

65,507,469

 

Effect of dilutive instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PSUs

 

 

 

 

 

490,814

 

 

 

 

 

 

213,243

 

 

 

 

 

 

352,029

 

Restricted shares

 

 

 

 

 

20,102

 

 

 

 

 

 

17,012

 

 

 

 

 

 

18,557

 

Diluted

 

 

65,694,460

 

 

 

65,911,138

 

 

 

65,778,894

 

 

 

65,841,739

 

 

 

65,736,677

 

 

 

65,878,055

 

 

(a)

For the three and six month periodperiods ended March 31,June 30, 2020, the basic weighted average number of common shares outstanding excludes 31,40568,140 restricted shares which have been issued, but have not vested as of March 31,June 30, 2020 (2019 – 31,13031,405 restricted shares).

 

The calculation of diluted net income (loss) per common share does not assume the exercise of any instruments that would have an anti-dilutive effect on net income (loss) per common share. Instruments excluded from the calculation of net income (loss) per common share because they were anti-dilutive for the three and six month periods ended March 31,June 30, 2020 and 2019 were as follows:  

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

PSUs

 

 

2,409,176

 

 

 

 

 

 

2,391,082

 

 

 

 

 

 

2,391,082

 

 

 

 

Restricted shares

 

 

31,405

 

 

 

 

 

 

68,140

 

 

 

 

 

 

68,140

 

 

 

 

 

Note 9. Accumulated Other Comprehensive Loss

 

The change in the accumulated other comprehensive loss by component (net of tax) for the threesix month period ended March 31,June 30, 2020 was as follows:

 

 

Foreign

Currency

Translation

Adjustment

 

 

Defined Benefit

Pension and

Other Post-

Retirement

Benefit Items

 

 

Total

 

 

Foreign

Currency

Translation

Adjustment

 

 

Defined Benefit

Pension and

Other Post-

Retirement

Benefit Items

 

 

Total

 

Balance as of January 1, 2020

 

$

(114,709

)

 

$

(1,851

)

 

$

(116,560

)

 

$

(114,709

)

 

$

(1,851

)

 

$

(116,560

)

Other comprehensive loss before reclassifications

 

 

(74,994

)

 

 

 

 

 

(74,994

)

 

 

(30,792

)

 

 

 

 

 

(30,792

)

Amounts reclassified from accumulated other comprehensive loss

 

 

 

 

 

6

 

 

 

6

 

 

 

 

 

 

23

 

 

 

23

 

Other comprehensive income (loss), net of taxes

 

 

(74,994

)

 

 

6

 

 

 

(74,988

)

 

 

(30,792

)

 

 

23

 

 

 

(30,769

)

Balance as of March 31, 2020

 

$

(189,703

)

 

$

(1,845

)

 

$

(191,548

)

Balance as of June 30, 2020

 

$

(145,501

)

 

$

(1,828

)

 

$

(147,329

)

 

FORM 10-Q

QUARTERLY REPORT - PAGE 15


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 10. Related Party Transactions

 

The Company enters into related party transactions with its joint ventures. For the three and six month periodperiods ended March 31,June 30, 2020, pulp purchases from the Company’sCompany's 50% owned Cariboo mill, which are transacted at the Cariboo mill’smill's cost, were $19,594$13,942 and $33,536, respectively (2019 $24,633)$30,523 and $55,156) and as of March 31,June 30, 2020 the Company had a payablereceivable balance tofrom the Cariboo mill of $1,725$2,826 (December 31, 2019 – a receivable balance of $3,462). For the three and six month periodperiods ended March 31,June 30, 2020, services from the Company’sCompany's 50% owned logging and chipping operation, which are transacted at arm’sarm's length negotiated prices, were $6,543$1,735 and $8,278, respectively (2019 $5,794)$3,055 and $8,849) and as of March 31,June 30, 2020 the Company had a payable balance to the operation of $3,383$1,688 (December 31, 2019 $1,151).  

 

Note 11. Business Segment Information

 

The Company is managed based on the primary products it manufactures: pulp and wood products. Accordingly, the Company's 4 pulp mills and its 50% interest in the Cariboo mill are aggregated into the pulp business segment, and the Friesau sawmill is a separate reportable business segment, wood products. The Company's sandalwood business is included in Corporate and Other as it does not meet the criteria to be reported as a separate segment.

 

None of the income or loss items following operating income in the Company's Interim Consolidated Statements of Operations are allocated to the segments, as those items are reviewed separately by management.

 

Information about certain segment data for the three and six month periods ended March 31,June 30, 2020 and 2019, was as follows:

 

Three Months Ended March 31, 2020

 

Pulp

 

 

Wood

Products

 

 

Corporate

and Other

 

 

Consolidated

 

Three Months Ended June 30, 2020

 

Pulp

 

 

Wood

Products

 

 

Corporate

and Other

 

 

Consolidated

 

Revenues from external customers

 

$

303,605

 

 

$

45,778

 

 

$

1,216

 

 

$

350,599

 

 

$

298,046

 

 

$

41,727

 

 

$

1,422

 

 

$

341,195

 

Operating income (loss)

 

$

21,439

 

 

$

5,555

 

 

$

(2,932

)

 

$

24,062

 

 

$

8,110

 

 

$

4,327

 

 

$

(2,122

)

 

$

10,315

 

Depreciation and amortization

 

$

30,371

 

 

$

2,377

 

 

$

198

 

 

$

32,946

 

 

$

27,219

 

 

$

2,804

 

 

$

178

 

 

$

30,201

 

Total assets (a)

 

$

1,716,808

 

 

$

93,288

 

 

$

141,893

 

 

$

1,951,989

 

Revenues by major products

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp

 

$

278,948

 

 

$

 

 

$

 

 

$

278,948

 

 

$

276,919

 

 

$

 

 

$

 

 

$

276,919

 

Lumber

 

 

 

 

 

40,986

 

 

 

 

 

 

40,986

 

 

 

 

 

 

37,611

 

 

 

 

 

 

37,611

 

Energy and chemicals

 

 

24,657

 

 

 

2,631

 

 

 

1,216

 

 

 

28,504

 

 

 

21,127

 

 

 

2,629

 

 

 

1,422

 

 

 

25,178

 

Wood residuals

 

 

 

 

 

2,161

 

 

 

 

 

 

2,161

 

 

 

 

 

 

1,487

 

 

 

 

 

 

1,487

 

Total revenues

 

$

303,605

 

 

$

45,778

 

 

$

1,216

 

 

$

350,599

 

 

$

298,046

 

 

$

41,727

 

 

$

1,422

 

 

$

341,195

 

Revenues by geographical markets (b)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues by geographical markets (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

$

33,867

 

 

$

17,622

 

 

$

 

 

$

51,489

 

 

$

39,651

 

 

$

17,622

 

 

$

575

 

 

$

57,848

 

Germany

 

 

89,672

 

 

 

14,903

 

 

 

 

 

 

104,575

 

 

 

77,568

 

 

 

12,294

 

 

 

 

 

 

89,862

 

China

 

 

85,548

 

 

 

 

 

 

 

 

 

85,548

 

 

 

78,814

 

 

 

 

 

 

 

 

 

78,814

 

Other countries

 

 

94,518

 

 

 

13,253

 

 

 

1,216

 

 

 

108,987

 

 

 

102,013

 

 

 

11,811

 

 

 

847

 

 

 

114,671

 

Total revenues

 

$

303,605

 

 

$

45,778

 

 

$

1,216

 

 

$

350,599

 

 

$

298,046

 

 

$

41,727

 

 

$

1,422

 

 

$

341,195

 

 

(a)

Total assets for the pulp segment includes the Company's $48,188 investment in joint ventures, primarily for the Cariboo mill.

(b)

Sales are attributed to countries based on the ship-to location provided by the customer.      

FORM 10-Q

QUARTERLY REPORT - PAGE 16


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 11. Business Segment Information (continued)

 

Three Months Ended March 31, 2019

 

Pulp

 

 

Wood

Products

 

 

Corporate

and Other

 

 

Consolidated

 

Three Months Ended June 30, 2019

 

Pulp

 

 

Wood

Products

 

 

Corporate

and Other

 

 

Consolidated

 

Revenues from external customers

 

$

436,474

 

 

$

44,439

 

 

$

3,037

 

 

$

483,950

 

 

$

384,799

 

 

$

39,452

 

 

$

1,502

 

 

$

425,753

 

Operating income (loss)

 

$

93,520

 

 

$

1,620

 

 

$

(1,588

)

 

$

93,552

 

 

$

42,251

 

 

$

(89

)

 

$

(4,352

)

 

$

37,810

 

Depreciation and amortization

 

$

28,023

 

 

$

1,911

 

 

$

313

 

 

$

30,247

 

 

$

29,849

 

 

$

2,010

 

 

$

289

 

 

$

32,148

 

Revenues by major products

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp

 

$

413,313

 

 

$

 

 

$

 

 

$

413,313

 

 

$

359,205

 

 

$

 

 

$

 

 

$

359,205

 

Lumber

 

 

 

 

 

39,163

 

 

 

 

 

 

39,163

 

 

 

 

 

 

35,322

 

 

 

 

 

 

35,322

 

Energy and chemicals

 

 

23,161

 

 

 

2,666

 

 

 

3,037

 

 

 

28,864

 

 

 

25,594

 

 

 

2,788

 

 

 

1,502

 

 

 

29,884

 

Wood residuals

 

 

 

 

 

2,610

 

 

 

 

 

 

2,610

 

 

 

 

 

 

1,342

 

 

 

 

 

 

1,342

 

Total revenues

 

$

436,474

 

 

$

44,439

 

 

$

3,037

 

 

$

483,950

 

 

$

384,799

 

 

$

39,452

 

 

$

1,502

 

 

$

425,753

 

Revenues by geographical markets (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

$

54,568

 

 

$

13,292

 

 

$

 

 

$

67,860

 

 

$

38,778

 

 

$

12,678

 

 

$

 

 

$

51,456

 

Germany

 

 

132,189

 

 

 

14,916

 

 

 

 

 

 

147,105

 

 

 

109,150

 

 

 

14,029

 

 

 

 

 

 

123,179

 

China

 

 

115,319

 

 

 

 

 

 

 

 

 

115,319

 

 

 

118,335

 

 

 

 

 

 

 

 

 

118,335

 

Other countries

 

 

134,398

 

 

 

16,231

 

 

 

3,037

 

 

 

153,666

 

 

 

118,536

 

 

 

12,745

 

 

 

1,502

 

 

 

132,783

 

Total revenues

 

$

436,474

 

 

$

44,439

 

 

$

3,037

 

 

$

483,950

 

 

$

384,799

 

 

$

39,452

 

 

$

1,502

 

 

$

425,753

 

(a)

Sales are attributed to countries based on the ship-to location provided by the customer.    

Six Months Ended June 30, 2020

 

Pulp

 

 

Wood

Products

 

 

Corporate

and Other

 

 

Consolidated

 

Revenues from external customers

 

$

601,651

 

 

$

87,505

 

 

$

2,638

 

 

$

691,794

 

Operating income (loss)

 

$

29,549

 

 

$

9,882

 

 

$

(5,054

)

 

$

34,377

 

Depreciation and amortization

 

$

57,590

 

 

$

5,181

 

 

$

376

 

 

$

63,147

 

Total assets (a)

 

$

1,682,524

 

 

$

90,741

 

 

$

200,344

 

 

$

1,973,609

 

Revenues by major products

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp

 

$

555,867

 

 

$

 

 

$

 

 

$

555,867

 

Lumber

 

 

 

 

 

78,597

 

 

 

 

 

 

78,597

 

Energy and chemicals

 

 

45,784

 

 

 

5,260

 

 

 

2,638

 

 

 

53,682

 

Wood residuals

 

 

 

 

 

3,648

 

 

 

 

 

 

3,648

 

Total revenues

 

$

601,651

 

 

$

87,505

 

 

$

2,638

 

 

$

691,794

 

Revenues by geographical markets (b)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

$

73,518

 

 

$

35,244

 

 

$

1,161

 

 

$

109,923

 

Germany

 

 

167,240

 

 

 

27,197

 

 

 

 

 

 

194,437

 

China

 

 

164,362

 

 

 

 

 

 

 

 

 

164,362

 

Other countries

 

 

196,531

 

 

 

25,064

 

 

 

1,477

 

 

 

223,072

 

Total revenues

 

$

601,651

 

 

$

87,505

 

 

$

2,638

 

 

$

691,794

 

(a)

Total assets for the pulp segment includes the Company's $48,413 investment in joint ventures, primarily for the Cariboo mill.

(b)

Sales are attributed to countries based on the ship-to location provided by the customer.      


FORM 10-Q

QUARTERLY REPORT - PAGE 17


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

Note 11. Business Segment Information (continued)

Six Months Ended June 30, 2019

 

Pulp

 

 

Wood

Products

 

 

Corporate

and Other

 

 

Consolidated

 

Revenues from external customers

 

$

821,273

 

 

$

83,891

 

 

$

4,539

 

 

$

909,703

 

Operating income (loss)

 

$

135,771

 

 

$

1,531

 

 

$

(5,940

)

 

$

131,362

 

Depreciation and amortization

 

$

57,872

 

 

$

3,921

 

 

$

602

 

 

$

62,395

 

Revenues by major products

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp

 

$

772,518

 

 

$

 

 

$

 

 

$

772,518

 

Lumber

 

 

 

 

 

74,485

 

 

 

 

 

 

74,485

 

Energy and chemicals

 

 

48,755

 

 

 

5,454

 

 

 

4,539

 

 

 

58,748

 

Wood residuals

 

 

 

 

 

3,952

 

 

 

 

 

 

3,952

 

Total revenues

 

$

821,273

 

 

$

83,891

 

 

$

4,539

 

 

$

909,703

 

Revenues by geographical markets (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

$

93,346

 

 

$

25,970

 

 

$

 

 

$

119,316

 

Germany

 

 

241,339

 

 

 

28,945

 

 

 

 

 

 

270,284

 

China

 

 

233,654

 

 

 

 

 

 

 

 

 

233,654

 

Other countries

 

 

252,934

 

 

 

28,976

 

 

 

4,539

 

 

 

286,449

 

Total revenues

 

$

821,273

 

 

$

83,891

 

 

$

4,539

 

 

$

909,703

 

 

(a)

Sales are attributed to countries based on the ship-to location provided by the customer.      

 

As of December 31, 2019, the Company had total assets of $1,782,105 in the pulp segment, $83,102 in the wood products segment and $200,513 in corporate and other. Total assets for the pulp segment includes the Company's $53,122 investment in joint ventures, primarily for the Cariboo mill.

 

Revenues between segments are accounted for at prices that approximate fair value. These include revenues from the sale of residual fiber from the wood products segment to the pulp segment for use in the pulp production process and from the sale of residual fuel from the pulp segment to the wood products segment for use in energy production. For the three and six month periodperiods ended March 31,June 30, 2020, the pulp segment sold $182$164 and $346, respectively of residual fuel to the wood products segment (2019 – $256)$108 and $364) and the wood products segment sold $3,836$3,594 and $7,430, respectively of residual fiber to the pulp segment (2019 – $5,407)$3,946 and $9,353).

FORM 10-Q

QUARTERLY REPORT - PAGE 1718


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 12. Financial Instruments and Fair Value Measurement

 

Due to their short-term maturity, the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable and other approximates their fair value.

 

The estimated fair values of the Company’sCompany's outstanding debt under the fair value hierarchy as of March 31,June 30, 2020 and December 31, 2019 were as follows:

 

Fair value measurements as of

March 31, 2020 using:

 

 

Fair value measurements as of

June 30, 2020 using:

 

Description

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Revolving credit facilities

 

$

 

 

$

47,931

 

 

$

 

 

$

47,931

 

 

$

 

 

$

24,949

 

 

$

 

 

$

24,949

 

Senior Notes

 

 

 

 

 

898,336

 

 

 

 

 

 

898,336

 

 

 

 

 

 

1,074,928

 

 

 

 

 

 

1,074,928

 

 

$

 

 

$

946,267

 

 

$

 

 

$

946,267

 

 

$

 

 

$

1,099,877

 

 

$

 

 

$

1,099,877

 

 

 

 

Fair value measurements as of

December 31, 2019 using:

 

Description

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Senior Notes

 

$

 

 

$

1,156,673

 

 

$

 

 

$

1,156,673

 

 

The carrying value of the revolving credit facilities classified as Level 2 approximates the fair value as the variable interest rates reflect current interest rates for financial instruments with similar characteristics and maturities.

 

The fair value of the Senior Notes classified as Level 2 was determined using quoted prices in a dealer market, or using recent market transactions. The Company’sCompany's Senior Notes are not carried at fair value on the Interim Consolidated Balance Sheets as of March 31,June 30, 2020 and December 31, 2019. However, fair value disclosure is required. The carrying value of the Company’sCompany's Senior Notes, net of note issuance costs and premium is $1,088,523$1,089,120 as of March 31,June 30, 2020 (December 31, 2019 $1,087,932).

 

Credit Risk

 

The Company's credit risk is primarily attributable to cash held in bank accounts and accounts receivable. The Company maintains cash balances in foreign financial institutions in excess of insured limits. The Company limits its credit exposure on cash held in bank accounts by periodically investing cash in excess of short-term operating requirements and debt obligations in low risk government bonds, or similar debt instruments. The Company's credit risk associated with the sale of pulp, lumber and other wood residuals is managed through setting credit limits, the purchase of credit insurance and for certain customers a letter of credit is received prior to shipping the product. The Company reviews new customers’customers' credit history before granting credit and conducts regular reviews of existing customers’customers' credit performance. Concentrations of credit risk on the sale of pulp, lumber and other wood residuals are with customers and agents based primarily in Germany, China, the U.S. and Italy.

 

The Company’sCompany's exposure to credit losses may increase if its customers are adversely affected by the COVID-19 pandemic. Although the Company has historically not experienced significant credit losses, it is possible that there could be a material adverse impact from potential adjustments of the carrying amount of trade receivables if the cash flows of the Company’sCompany's customers are adversely impacted by the COVID-19 pandemic.

 

The carrying amount of cash and cash equivalents of $286,526$303,334 and accounts receivable of $221,921$209,184 recorded in the Interim Consolidated Balance Sheet, net of any allowances for losses, represents the Company's maximum exposure to credit risk.

FORM 10-Q

QUARTERLY REPORT - PAGE 1819


MERCER INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

Note 13. Commitments and Contingencies

 

(a)

The Company is involved in legal actions and claims arising in the ordinary course of business. While the outcome of any legal actions and claims cannot be predicted with certainty, it is the opinion of management that the outcome of any such claims which are pending or threatened, either individually or on a combined basis, will not have a material adverse effect on the consolidated financial condition, results of operations or liquidity of the Company.

 

(b)

The Company is subject to regulations that require the handling and disposal of asbestos in a prescribed manner if a property undergoes a major renovation or demolition. Otherwise, the Company is not required to remove asbestos from its facilities. Generally asbestos is found on steam and condensate piping systems as well as certain cladding on buildings and in building insulation throughout older facilities. The Company's obligation for the proper removal and disposal of asbestos products from the Company's mills is a conditional asset retirement obligation. As a result of the longevity of the Company's mills, due in part to the maintenance procedures and the fact that the Company does not have plans for major changes that require the removal of asbestos, the timing of the asbestos removal is indeterminate. As a result, the Company is currently unable to reasonably estimate the fair value of its asbestos removal and disposal obligation. The Company will recognize a liability in the period in which sufficient information is available to reasonably estimate its fair value.

 

Note 14. Subsequent Event

 

On April 20, 2020, the Company’s 50% owned joint venture Cariboo pulp mill announced approximately four weeks of downtime which will result in a reduction of NBSK production of approximately 30,000 tonnes of which Mercer’s share is 15,000 tonnes. The downtime is in connection with reduced fiber availability resulting from regional sawmill downtime. The cogeneration facility at the Cariboo mill is continuing to operate during such downtime.

 

 

FORM 10-Q

QUARTERLY REPORT - PAGE 1920


 

NON-GAAP FINANCIAL MEASURES

 

This quarterly report on Form 10-Q contains "non-GAAP financial measures", that is, financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measure calculated and presented in accordance with the generally accepted accounting principles in the United States, referred to as "GAAP". Specifically, we make use of the non-GAAP measure "Operating EBITDA".

 

Operating EBITDA is defined as operating income (loss) plus depreciation and amortization and non-recurring capital asset impairment charges. We use Operating EBITDA as a benchmark measurement of our own operating results and as a benchmark relative to our competitors. We consider it to be a meaningful supplement to operating income as a performance measure primarily because depreciation expense and non-recurring capital asset impairment charges are not actual cash costs, and depreciation expense varies widely from company to company in a manner that we consider largely independent of the underlying cost efficiency of our operating facilities. In addition, we believe Operating EBITDA is commonly used by securities analysts, investors and other interested parties to evaluate our financial performance.

 

Operating EBITDA does not reflect the impact of a number of items that affect our net income (loss), including financing costs and the effect of derivative instruments. Operating EBITDA is not a measure of financial performance under GAAP, and should not be considered as an alternative to net income (loss) or operating income (loss) from operations as a measure of performance, or as an alternative to net cash from operating activities as a measure of liquidity. Operating EBITDA is an internal measure and therefore may not be comparable to other companies.

 

Operating EBITDA has significant limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are that Operating EBITDA does not reflect: (i) our cash expenditures, or future requirements, for capital expenditures or contractual commitments; (ii) changes in, or cash requirements for, working capital needs; (iii) the significant interest expense, or the cash requirements necessary to service interest or principal payments, on our outstanding debt; (iv) the impact of realized or marked to market changes in our derivative positions, which can be substantial; and (v) the impact of non-recurring impairment charges against our investments or assets. Because of these limitations, Operating EBITDA should only be considered as a supplemental performance measure and should not be considered as a measure of liquidity or cash available to us to invest in the growth of our business. Because all companies do not calculate Operating EBITDA in the same manner, Operating EBITDA as calculated by us may differ from Operating EBITDA or EBITDA as calculated by other companies. We compensate for these limitations by using Operating EBITDA as a supplemental measure of our performance and by relying primarily on our GAAP financial statements.

 

FORM 10-Q

QUARTERLY REPORT - PAGE 2021


 

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

In this document: (i) unless the context otherwise requires, references to "we", "our", "us", the "Company" or "Mercer" mean Mercer International Inc. and its subsidiaries; (ii) references to "Mercer Inc." mean the Company excluding its subsidiaries; (iii) information is provided as of March 31,June 30, 2020, unless otherwise stated; (iv) our reporting currency is dollars and references to "€" mean euros and "C$" mean Canadian dollars; (v) "ADMTs" refers to air-dried metric tonnes; (vi) "NBSK" refers to northern bleached softwood kraft; (vii) "NBHK" refers to northern bleached hardwood kraft; (viii) "MW" refers to megawatts and "MWh" refers to megawatt hours; (ix) "Mfbm" refers to thousand board feet of lumber and "MMfbm" mean million board feet of lumber; and (x) our lumber metrics are converted from cubic meters to Mfbm using a conversion ratio of 1.6 cubic meters to one Mfbm, which is the ratio commonly used in the industry.

Due to rounding, numbers presented throughout this report may not add up precisely to totals we provide and percentages may not precisely reflect the absolute figure.

The following discussion and analysis of our results of operations and financial condition for the three and six months ended March 31,June 30, 2020 should be read in conjunction with our Interim Consolidated Financial Statements and related notes included in this quarterly report, as well as our most recent annual report on Form 10-K for the fiscal year ended December 31, 2019 filed with the Securities and Exchange Commission, referred to as the "SEC".

Results of Operations

General

We have two reportable operating segments:

 

Pulp – consists of the manufacture, sale and distribution of pulp, electricity and other by-products at our pulp mills.

 

Wood Products – consists of the manufacture, sale and distribution of lumber, electricity and other wood residuals at the Friesau sawmill.

Each segment offers primarily different products and requires different manufacturing processes, technology and sales and marketing.

Current Market Environment

The current COVID-19 pandemic has resulted inis continuing to cause significant widespread global infections and fatalities. It has also materially adversely affected global economic activity, caused significant market volatility and resulted in numerous governments declaring emergencies and implementing measures, such as travel bans, quarantines, business closures, shelter-in-place and other restrictions.

Commencing around the end of the second quarter of 2020, many countries have taken measures to ease restrictions on economic and social activities to, among other things, reopen their economies by allowing businesses to restart and encourage economic recovery. The results of such economic measures and the reopening have varied from country to country, with certain countries currently reporting relatively stable infection rates and others, such as the United States, reporting a spike in infections and fatalities. Currently we are unable to predict the outcome or pace of such economic reopening and the strength or timing of any recovery. Neither can we predict whether the easing of pandemic health restrictions will result in such a material resurgence in infections and fatalities as would cause governments to re-impose some or all prior or new restrictive measures, including business closures. See "Part II. Other Information - Item 1A. Risk Factors - The COVID-19 pandemic could materially adversely affect our business, financial position and results of operations".

Our products are an important constituentSince the start of manythe COVID-19 pandemic, related high demand goods such as tissue and cleaning products and certain personal protective equipment. Accordingly, we have implemented a number of new and important health and safety measures at our operations both to protect our employees and to allow our mills to operate responsibly and efficiently.efficiently

FORM 10-Q

QUARTERLY REPORT - PAGE 22


including with respect to social distancing, sanitation and personal protection equipment. Such measures include those recommended by governments and health agencies. We are constantly monitoring our operations and guidance from governmental and health organizations to ensure we take appropriate and necessary actions to protect our people.

During the firstsecond quarter of 2020, pulp prices modestly increased from the fourth quarter of 2019 as a result of steady demand. Overall in the current quarter, our average NBSK pulp sales realizations declined by about 3% fromwere approximately 2% higher compared to the fourthfirst quarter of 2019,2020 as the modest price improvements were staggered and will not be fully implemented until the second quartera result of 2020.steady demand.

FORM 10-Q

QUARTERLY REPORT - PAGE 21


At the end of the current quarter, NBSK list prices in Europe and North America were approximately $840 per ADMT and $1,135$1,160 per ADMT, respectively. Commencing in 2020 only net prices (which are net of discounts, allowances and rebates) are published for China. At the end of the current quarter, NBSK net prices in China were approximately $580$555 per ADMT. NBHK list prices in North America were approximately $890$900 per ADMT and NBHK net prices in China were approximately $455$450 per ADMT.

Although there isAs a great dealresult of the global businesseconomic uncertainty resulting from the COVID-19 pandemic including efforts to reopen economies and its effect and societal responsesthe seasonal third quarter slowdown, we are evolving and can change quickly,expecting an overall weakening in pulp demand in the second quarter we are currently expecting to see steady pulp demand from tissue and hygiene producers but a weakening in demand from our printing and writing paper producers.upcoming quarter.

On the pulp supply side, in the upcoming quarter, we are currently expecting certain mills to curtail production as a result of fiber shortages resulting from sawmill downtime. Further, some pulp mills have announced some sporadic production curtailments resulting from COVID-19. Additionally,date various pulp mills globally have delayed their annual maintenance schedules as a result ofdue to the current pandemic. This is expectedAs a result, we currently expect mills to curtail production to implement such delayed maintenance in the later part of thethis year or the early part of next year.

In the second quarter of 2020, our pulp mills have six days of scheduled maintenance downtime, or approximately 9,700 ADMTs. However, these shuts may be deferred if there is a lack of contractor availability as a result of the current pandemic. Our Peace River mill is also currently scheduled to have five days of annual maintenance downtime in the fourth quarter of 2020.

In the first quarter of 2020, lumber markets overall were stable and lumber sales realizations were flat from the fourthfirst quarter of 2019 as2020. We currently expect strong lumber demand and higher pricing in the U.S. market offset lower lumber sales realizations in the EuropeanU.S. market resulting from the supply of lumber processed from beetle damaged wood. We currently expect weakening lumber markets and lowersteady demand and sales price realizations in the second quarter of 2020 due to a dropEuropean lumber market in housing starts and business slowdowns and disruptions resulting from the COVID-19 pandemic in our major markets.upcoming quarter.

FORM 10-Q

QUARTERLY REPORT - PAGE 2223


 

Summary Financial Highlights

 

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands, other than per share amounts)

 

 

(in thousands, other than per share amounts)

 

Statement of Operations Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp segment revenues

 

$

303,605

 

 

$

436,474

 

 

$

298,046

 

 

$

384,799

 

 

$

601,651

 

 

$

821,273

 

Wood products segment revenues

 

 

45,778

 

 

 

44,439

 

 

 

41,727

 

 

 

39,452

 

 

 

87,505

 

 

 

83,891

 

Corporate and other revenues

 

 

1,216

 

 

 

3,037

 

 

 

1,422

 

 

 

1,502

 

 

 

2,638

 

 

 

4,539

 

Total revenues

 

$

350,599

 

 

$

483,950

 

 

$

341,195

 

 

$

425,753

 

 

$

691,794

 

 

$

909,703

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp segment operating income

 

$

21,439

 

 

$

93,520

 

 

$

8,110

 

 

$

42,251

 

 

$

29,549

 

 

$

135,771

 

Wood products segment operating income

 

 

5,555

 

 

 

1,620

 

Wood products segment operating income (loss)

 

 

4,327

 

 

 

(89

)

 

 

9,882

 

 

 

1,531

 

Corporate and other operating loss

 

 

(2,932

)

 

 

(1,588

)

 

 

(2,122

)

 

 

(4,352

)

 

 

(5,054

)

 

 

(5,940

)

Total operating income

 

$

24,062

 

 

$

93,552

 

 

$

10,315

 

 

$

37,810

 

 

$

34,377

 

 

$

131,362

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp segment depreciation and amortization

 

$

30,371

 

 

$

28,023

 

 

$

27,219

 

 

$

29,849

 

 

$

57,590

 

 

$

57,872

 

Wood products segment depreciation and amortization

 

 

2,377

 

 

 

1,911

 

 

 

2,804

 

 

 

2,010

 

 

 

5,181

 

 

 

3,921

 

Corporate and other depreciation and amortization

 

 

198

 

 

 

313

 

 

 

178

 

 

 

289

 

 

 

376

 

 

 

602

 

Total depreciation and amortization

 

$

32,946

 

 

$

30,247

 

 

$

30,201

 

 

$

32,148

 

 

$

63,147

 

 

$

62,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating EBITDA(1)

 

$

57,008

 

 

$

123,799

 

 

$

40,516

 

 

$

69,958

 

 

$

97,524

 

 

$

193,757

 

Provision for income taxes

 

$

(5,344

)

 

$

(24,424

)

 

$

(882

)

 

$

(10,433

)

 

$

(6,226

)

 

$

(34,857

)

Net income (loss)

 

$

(3,392

)

 

$

51,616

 

 

$

(8,411

)

 

$

10,259

 

 

$

(11,803

)

 

$

61,875

 

Net income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.05

)

 

$

0.79

 

Diluted

 

$

(0.05

)

 

$

0.78

 

Basic and diluted

 

$

(0.13

)

 

$

0.16

 

 

$

(0.18

)

 

$

0.94

 

Common shares outstanding at period end

 

 

65,800

 

 

 

65,651

 

 

 

65,868

 

 

 

65,629

 

 

 

65,868

 

 

 

65,629

 

 

(1)

The following table provides a reconciliation of net income (loss) to operating income and Operating EBITDA for the periods indicated:

 

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands)

 

 

(in thousands)

 

Net income (loss)

 

$

(3,392

)

 

$

51,616

 

 

$

(8,411

)

 

$

10,259

 

 

$

(11,803

)

 

$

61,875

 

Provision for income taxes

 

 

5,344

 

 

 

24,424

 

 

 

882

 

 

 

10,433

 

 

 

6,226

 

 

 

34,857

 

Interest expense

 

 

20,084

 

 

 

18,551

 

 

 

20,108

 

 

 

18,369

 

 

 

40,192

 

 

 

36,920

 

Other (income) expenses

 

 

2,026

 

 

 

(1,039

)

Other income

 

 

(2,264

)

 

 

(1,251

)

 

 

(238

)

 

 

(2,290

)

Operating income

 

 

24,062

 

 

 

93,552

 

 

 

10,315

 

 

 

37,810

 

 

 

34,377

 

 

 

131,362

 

Add: Depreciation and amortization

 

 

32,946

 

 

 

30,247

 

 

 

30,201

 

 

 

32,148

 

 

 

63,147

 

 

 

62,395

 

Operating EBITDA

 

$

57,008

 

 

$

123,799

 

 

$

40,516

 

 

$

69,958

 

 

$

97,524

 

 

$

193,757

 

            

FORM 10-Q

QUARTERLY REPORT - PAGE 2324


 

Selected Production, Sales and Other Data

 

 

Three Months Ended March 31,

 

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Pulp Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp production ('000 ADMTs)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

 

455.2

 

 

 

460.6

 

 

 

 

423.8

 

 

 

452.8

 

 

 

879.0

 

 

 

913.4

 

NBHK

 

 

78.9

 

 

 

78.6

 

 

 

 

88.8

 

 

 

89.4

 

 

 

167.8

 

 

 

168.0

 

Annual maintenance downtime ('000 ADMTs)

 

 

2.3

 

 

 

 

 

 

 

11.3

 

 

 

7.5

 

 

 

13.6

 

 

 

7.5

 

Annual maintenance downtime (days)

 

 

2

 

 

 

 

 

 

 

15

 

 

 

15

 

 

 

17

 

 

 

15

 

Pulp sales ('000 ADMTs)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

 

438.3

 

 

 

466.9

 

 

 

 

422.6

 

 

 

438.5

 

 

 

860.9

 

 

 

905.4

 

NBHK

 

 

66.0

 

 

 

87.8

 

 

 

 

69.3

 

 

 

81.5

 

 

 

135.4

 

 

 

169.4

 

Average NBSK pulp prices ($/ADMT)(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Europe

 

 

833

 

 

 

1,105

 

 

 

 

850

 

 

 

997

 

 

 

842

 

 

 

1,051

 

China

 

 

573

 

 

 

700

 

 

 

 

572

 

 

 

630

 

 

 

573

 

 

 

665

 

North America

 

 

1,127

 

 

 

1,380

 

 

 

 

1,158

 

 

 

1,292

 

 

 

1,143

 

 

 

1,336

 

Average NBHK pulp prices ($/ADMT)(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

China

 

 

460

 

 

 

695

 

 

 

 

465

 

 

 

607

 

 

 

463

 

 

 

651

 

North America

 

 

890

 

 

 

1,180

 

 

 

 

897

 

 

 

1,100

 

 

 

893

 

 

 

1,140

 

Average pulp sales realizations ($/ADMT)(2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

 

561

 

 

 

757

 

 

 

 

573

 

 

 

699

 

 

 

567

 

 

 

729

 

NBHK

 

 

468

 

 

 

656

 

 

 

 

475

 

 

 

618

 

 

 

472

 

 

 

638

 

Energy production ('000 MWh)(3)

 

 

578.4

 

 

 

560.5

 

 

 

 

562.9

 

 

 

575.4

 

 

 

1,141.3

 

 

 

1,135.8

 

Energy sales ('000 MWh)(3)

 

 

231.7

 

 

 

211.8

 

 

 

 

222.0

 

 

 

231.9

 

 

 

453.7

 

 

 

443.7

 

Average energy sales realizations ($/MWh)(3)

 

 

95

 

 

 

94

 

 

 

 

85

 

 

 

93

 

 

 

90

 

 

 

94

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wood Products Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lumber production (MMfbm)

 

 

116.4

 

 

 

110.7

 

 

 

 

113.5

 

 

 

100.8

 

 

 

229.8

 

 

 

211.5

 

Lumber sales (MMfbm)

 

 

117.7

 

 

 

109.2

 

 

 

 

109.0

 

 

 

101.5

 

 

 

226.7

 

 

 

210.7

 

Average lumber sales realizations ($/Mfbm)

 

 

348

 

 

 

359

 

 

 

 

345

 

 

 

348

 

 

 

347

 

 

 

354

 

Energy production and sales ('000 MWh)

 

 

22.8

 

 

 

22.4

 

 

 

 

22.7

 

 

 

24.1

 

 

 

45.4

 

 

 

46.4

 

Average energy sales realizations ($/MWh)

 

 

116

 

 

 

119

 

 

 

 

116

 

 

 

116

 

 

 

116

 

 

 

118

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Spot Currency Exchange Rates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ / €(4)

 

 

1.1022

 

 

 

1.1354

 

 

 

 

1.1016

 

 

 

1.1237

 

 

 

1.1019

 

 

 

1.1293

 

$ / C$(4)

 

 

0.7438

 

 

 

0.7521

 

 

 

 

0.7221

 

 

 

0.7475

 

 

 

0.7328

 

 

 

0.7497

 

 

(1)

Source: RISI pricing report. Europe and North America are list prices. China are net prices which include discounts, allowances and rebates. Effective January 2020, the RISI pricing report does not provide list prices for China.   

(2)

Sales realizations after customer discounts, rebates and other selling concessions. Incorporates the effect of pulp price variations occurring between the order and shipment dates.

(3)

Does not include our 50% joint venture interest in the Cariboo mill, which is accounted for using the equity method.

(4)

Average Federal Reserve Bank of New York Noon Buying Rates over the reporting period.

Consolidated ‑ Three Months Ended March 31,June 30, 2020 Compared to Three Months Ended March 31,June 30, 2019

Total revenues for the three months ended March 31,June 30, 2020 decreased by approximately 28%20% to $350.6$341.2 million from $484.0$425.8 million in the same quarter of 2019 primarily due to lower pulp sales realizations and lower pulp sales volumes.

Costs and expenses in the current quarter decreased by approximately 16%15% to $326.5$330.9 million from $390.4$387.9 million in the firstsecond quarter of 2019 primarily due to lower pulp sales volume, lower per unit fiber costs and lower pulp sales volumes and the positive impact of a stronger dollar against theon our Canadian dollar and euro primarily on the dollar denominated cashcosts and receivables held at our operations.   expenses.

In the firstsecond quarter of 2020, cost of sales depreciation and amortization increaseddecreased to $32.9$30.2 million from $30.1$32.0 million in the same quarter of 2019.2019 primarily due to the positive impact of a stronger dollar.

FORM 10-Q

QUARTERLY REPORT - PAGE 2425


 

Selling, general and administrative expenses increaseddecreased to $17.6$16.4 million in the firstsecond quarter of 2020 from $17.2 million in the same quarter of 2019.

In the first quarter of 2020, our operating income decreased by approximately 74% to $24.1 million from $93.6$19.5 million in the same quarter of 2019 primarily due to lower pulp sales realizations partially offset by lower per unit fiber costs.stock based compensation expense and the positive impact of a stronger dollar.

Interest expense in the current quarter increased to $20.1 million from $18.6 million in the same quarter of 2019 primarily as a result of the net issuance in October 2019 of an additional $100.0 million of our senior notes.

During the first quarter of 2020, the provision for income taxes was $5.3 million primarily due to income before tax for our German entities only partially offset by tax recoveries for our Canadian entities. In the comparative quarter of 2019, the provision for income taxes was $24.4 million due to higher income.  

For the firstsecond quarter of 2020, our net loss was $3.4 million, or $0.05 per share compared to netoperating income of $51.6 million, or $0.79 per basic share and $0.78 per diluted share, in the same quarter of 2019.

In the first quarter of 2020, Operating EBITDA decreased by approximately 54%73% to $57.0$10.3 million from $123.8$37.8 million in the same quarter of 2019 primarily due to lower pulp sales realizations partially offset by lower per unit fiber costs and the positive impact of a stronger dollar versusdollar.

Interest expense in the eurocurrent quarter increased to $20.1 million from $18.4 million in the same quarter of 2019 primarily as a result of higher indebtedness.

During the second quarter of 2020, the provision for income taxes was $0.9 million primarily due to income before tax for our German operations only partially offset by tax recoveries for our Canadian operations. In the comparative quarter of 2019, the provision for income taxes was $10.4 million due to higher income.  

For the second quarter of 2020, our net loss was $8.4 million, or $0.13 per share compared to net income of $10.3 million, or $0.16 per share, in the same quarter of 2019.

In the second quarter of 2020, Operating EBITDA decreased by approximately 42% to $40.5 million from $70.0 million in the same quarter of 2019 primarily due to lower pulp sales realizations partially offset by lower per unit fiber costs and Canadianthe positive impact of a stronger dollar.

Operating Results by Business Segment

None of the income or loss items following operating income in our Interim Consolidated Statements of Operations are allocated to our segments, since those items are reviewed separately by management.

Pulp Segment ‑ Three Months Ended March 31,June 30, 2020 Compared to Three Months Ended March 31,June 30, 2019

Selected Financial Information

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands)

 

 

(in thousands)

 

Pulp revenues

 

$

278,948

 

 

$

413,313

 

 

$

276,919

 

 

$

359,205

 

Energy and chemical revenues

 

$

24,657

 

 

$

23,161

 

 

$

21,127

 

 

$

25,594

 

Depreciation and amortization

 

$

30,371

 

 

$

28,023

 

 

$

27,219

 

 

$

29,849

 

Operating income

 

$

21,439

 

 

$

93,520

 

 

$

8,110

 

 

$

42,251

 

Pulp revenues in the firstsecond quarter of 2020 decreased by approximately 33%23% to $278.9$276.9 million from $413.3$359.2 million in the same quarter of 2019 due to lower sales realizations and sales volumes.

Energy and chemical revenues increaseddecreased by approximately 6%18% to $24.7$21.1 million in the firstsecond quarter of 2020 from $23.2$25.6 million in the same quarter of 2019 primarily due to higherlower chemical production at our CelgarGerman mills caused by processing dry beetle damaged wood and lower energy revenue at our Peace River mill.

NBSK pulp production modestly declined 6% to 455,192423,773 ADMTs in the current quarter from 460,613452,835 ADMTs in the same quarter of 2019 primarily due to two planned downtime at our pulp mills and modestly lower production at all our mills. In the current quarter of 2020, our pulp mills had 15days of annual maintenance downtime (approximately 2,30011,300 ADMTs) inand our 50% joint venture Cariboo mill had four weeks of market related downtime. In the current quarter and no downtime in the samecomparative quarter of 2019.2019, the Cariboo mill had 15 days of scheduled maintenance downtime (approximately 7,500 ADMTs).

We estimate that annual maintenance downtime in the current quarter adversely impacted our operating income by approximately $1.0 million.$4.5 million, comprised of approximately $2.0 million in direct out-of-pocket expenses and the balance in reduced production.

FORM 10-Q

QUARTERLY REPORT - PAGE 26


In the secondthird quarter of 2020, our pulp mills have planned for six days of annual maintenance downtime or approximately 9,7009,500 ADMTs. Further, as previously announced, starting in July 2020 our Celgar mill is taking 30 days of market related downtime.

FORM 10-Q

QUARTERLY REPORT - PAGE 25


NBSK pulp sales volumes decreased by approximately 6%4% to 438,326422,586 ADMTs in the current quarter from 466,893438,520 ADMTs in the same quarter of 2019 primarily due to logistics issues early in the current quarter related to closures, restrictions and other effects related to the COVID-19 pandemic.lower production.

In the current quarter of 2020, prices for NBSK pulp decreased from the same quarter of 2019 largely as a result of high producer inventory levels and market uncertainty as COVID-19 spread through China.levels. Average list prices for NBSK pulp in Europe and North America were approximately $833$850 per ADMT and $1,127$1,158 per ADMT, respectively in the firstsecond quarter of 2020 compared to approximately $1,105$997 per ADMT and $1,380$1,292 per ADMT, respectively, in the same quarter of 2019. NBSK net prices in China were approximately $573$572 per ADMT in the current quarter compared to approximately $700$630 per ADMT in the same quarter of 2019.

Average NBSK pulp sales realizations decreased by approximately 26%18% to $561$573 per ADMT in the firstsecond quarter of 2020 from approximately $757$699 per ADMT in the same quarter of 2019.

Certain ofIn the current quarter our Canadian mills recorded a non-cash write down of our inventory carrying values of $5.7$12.3 million as a result of lower pulp sales realizations and high fiber costs. In the same quarter of the prior year our Canadian mills recorded a non-cash write down of our inventory carrying values of $6.9 million.

In the current quarter of 2020 as a result of the effect of the strengtheningstronger dollar against theon our Canadian dollar and euro primarily on the dollar denominated cashcosts and receivables held at our mills,expenses, we recorded a positive impact of approximately $17.1$5.3 million in operating income due to foreign exchange compared to the same quarter of 2019.

Costs and expenses in the current quarter decreased by approximately 18%15% to $282.3$290.1 million from $343.2$342.7 million in the firstsecond quarter of 2019 primarily due to lower per unit fiber costs, lower pulp sales volumes and the positive impact of a stronger dollar and lower per unit fiber costs.dollar. In the current quarter of 2020 we received approximately $4.5 million of wage assistance under a Canadian wage subsidy program.  

In the firstsecond quarter of 2020, depreciation and amortization increaseddecreased to $30.4$27.2 million from $28.0$29.8 million in the same quarter of 2019.2019 primarily due to the positive impact of a stronger dollar.  

On average, in the current quarter overall per unit fiber costs decreased by approximately 12%16% from the same quarter of 2019 primarily due to lower per unit fiber costs for all of our German mills. In the current quarter, per unit fiber costs for our German mills declined due to the continued availability of beetle damaged wood. For our Canadian mills, per unit fiber costs were flatdeclined but remained at historically high levels due to strong demand for fiber in the mills’mills' fiber procurement areas. We currently expect stable per unit fiber costs in the secondthird quarter of 2020.

Transportation costs for our pulp segment decreased to $35.6$34.6 million in the current quarter from $37.9$36.3 million in the same quarter of 2019 primarily as a result of lower sales volumes.  

In the firstsecond quarter of 2020, pulp segment operating income decreased to $21.4$8.1 million from $93.5$42.3 million in the same quarter of 2019 as lower pulp sales realizations were only partially offset by the positive impact of a stronger dollar and lower per unit fiber costs.costs and a stronger dollar.

FORM 10-Q

QUARTERLY REPORT - PAGE 27


Wood Products Segment ‑ Three Months Ended March 31,June 30, 2020 Compared to Three Months Ended March 31,June 30, 2019

Selected Financial Information

 

Three Months Ended March 31,

 

 

Three Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands)

 

 

(in thousands)

 

Lumber revenues

 

$

40,986

 

 

$

39,163

 

 

$

37,611

 

 

$

35,322

 

Energy revenues

 

$

2,631

 

 

$

2,666

 

 

$

2,629

 

 

$

2,788

 

Wood residual revenues

 

$

2,161

 

 

$

2,610

 

 

$

1,487

 

 

$

1,342

 

Depreciation and amortization

 

$

2,377

 

 

$

1,911

 

 

$

2,804

 

 

$

2,010

 

Operating income

 

$

5,555

 

 

$

1,620

 

Operating income (loss)

 

$

4,327

 

 

$

(89

)

FORM 10-Q

QUARTERLY REPORT - PAGE 26


In the firstsecond quarter of 2020, lumber revenues increased 5%7% to $41.0$37.6 million from $39.2$35.3 million in the same quarter of 2019 due to higher sales volumes. In the current quarter approximately 38% of sales volumes were in the U.S. market and the majority of remaining sales were to Europe.

Energy and wood residual revenues were flat at $4.1 million.

Lumber production increased by approximately 13% to 113.5 MMfbm in the current quarter of 2020 from 100.8 MMfbm in the same quarter of 2019 primarily due to capital improvements.

Average lumber sales realizations were generally flat at approximately $345 per Mfbm in the second quarter of 2020 compared to approximately $348 per Mfbm in the same quarter of 2019 as higher pricing in the U.S. market was offset by lower pricing in Europe. U.S. lumber pricing increased due to stronger demand during the current quarter. European lumber pricing declined due to an increase in the supply of lumber processed from beetle damaged wood which generally obtains lower prices.

Fiber costs were approximately 70% of our lumber cash production costs in the current quarter. In the current quarter per unit fiber costs decreased by approximately 26% from the same quarter of 2019 primarily due to the availability of lower cost beetle damaged wood. We currently expect stable per unit fiber costs in the third quarter of 2020 due to the continuing availability of such wood.

In the second quarter of 2020, depreciation and amortization increased to $2.8 million from $2.0 million in the same quarter of 2019 primarily due to the completion of capital projects.  

Transportation costs for our wood products segment in the second quarter of 2020 increased by approximately 22% to $7.2 million from $5.9 million in the same quarter of 2019 primarily due to higher sales volumes to the U.S.

In the second quarter of 2020, our wood products segment had operating income of $4.3 million compared to an operating loss of $0.1 million in the same quarter of 2019 primarily due to strong production and lower per unit fiber costs.  

Consolidated ‑ Six Months Ended June 30, 2020 Compared to Six Months Ended June 30, 2019

Total revenues for the first half of 2020 decreased by approximately 24% to $691.8 million from $909.7 million in the first half of 2019 primarily due to lower pulp sales realizations and pulp sales volumes.

Costs and expenses in the first half of 2020 decreased by approximately 16% to $657.4 million from $778.3 million in the first half of 2019 primarily due to lower per unit fiber costs, lower pulp sales volumes and the positive impact of a stronger dollar on our Canadian dollar and euro denominated costs and expenses.

In the first half of 2020, cost of sales depreciation and amortization increased to $63.1 million from $62.2 million in the same period of 2019.

FORM 10-Q

QUARTERLY REPORT - PAGE 28


Selling, general and administrative expenses decreased to $33.9 million in the first half of 2020 from $36.7 million in the first half of 2019 primarily due to lower stock based compensation expense and the positive impact of a stronger dollar.

In the first half of 2020, our operating income decreased by approximately 74% to $34.4 million from $131.4 million in the same period of 2019 primarily due to lower pulp sales realizations and pulp sales volumes partially offset by lower sales realizations.per unit fiber costs and the positive impact of a stronger dollar.

Interest expense in the first half of 2020 increased to $40.2 million from $36.9 million in the same period of 2019 primarily as a result of higher indebtedness resulting from our issuance of an additional $100.0 million of senior notes in October 2019.

During the first half of 2020, the provision for income taxes was $6.2 million primarily due to income before tax for our German operations only partially offset by tax recoveries for our Canadian operations. In the current quartersame period of 2019, the provision for income taxes was $34.9 million due to higher income.  

For the first half of 2020, our net loss was $11.8 million, or $0.18 per share compared to net income of $61.9 million, or $0.94 per share, in the same period of 2019.

In the first half of 2020, Operating EBITDA decreased by approximately 31%50% to $97.5 million from $193.8 million in the same period of 2019 primarily due to lower pulp sales realizations and pulp sales volumes partially offset by lower per unit fiber costs and the positive impact of a stronger dollar versus the Canadian dollar and euro.

Pulp Segment ‑ Six Months Ended June 30, 2020 Compared to Six Months Ended June 30, 2019

Selected Financial Information

 

 

Six Months Ended

June 30,

 

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Pulp revenues

 

$

555,867

 

 

$

772,518

 

Energy and chemical revenues

 

$

45,784

 

 

$

48,755

 

Depreciation and amortization

 

$

57,590

 

 

$

57,872

 

Operating income

 

$

29,549

 

 

$

135,771

 

Pulp revenues in the first half of 2020 decreased by approximately 28% to $555.9 million from $772.5 million in the same period of 2019 due to lower sales realizations and sales volumes.

Energy and chemical revenues decreased by approximately 6% to $45.8 million in the first half of 2020 from $48.8 million in the same period of 2019 primarily due to lower chemical production caused by our German mills processing dry beetle damaged wood.

NBSK pulp production declined approximately 4% to 878,965 ADMTs in the first half of 2020 from 913,448 ADMTs in the same period of 2019 primarily due to 17 days of annual maintenance downtime (approximately 13,600 ADMTs) and four weeks of planned market related downtime at our 50% joint venture Cariboo mill and modestly lower production at our German and Peace River mills. In the first half of 2019, the Cariboo mill had 15 days of scheduled maintenance downtime (approximately 7,500 ADMTs).

We estimate that annual maintenance downtime in the first half of 2020 adversely impacted our operating income by approximately $5.5 million, comprised of approximately $2.4 million in direct out-of-pocket expenses and the balance in reduced production.

NBSK pulp sales volumes decreasedby approximately 5% to 860,912 ADMTs in the first half of 2020 from 905,413 ADMTs in the same period of 2019 primarily due to lower production.  

FORM 10-Q

QUARTERLY REPORT - PAGE 29


In the first half of 2020, prices for NBSK pulp decreased from the same period of 2019, largely as a result of high producer inventory levels and market uncertainty due to the COVID-19 pandemic. Average list prices for NBSK pulp in Europe and North America were approximately $842 per ADMT and $1,143 per ADMT, respectively in the first half of 2020 compared to approximately $1,051 per ADMT and $1,336 per ADMT, respectively, in the same period of 2019. NBSK net prices in China were approximately $573 per ADMT in the first half of 2020 compared to approximately $665 per ADMT in the first half of 2019.

Average NBSK pulp sales realizations decreased by approximately 22% to $567 per ADMT in the first half of 2020 from approximately $729 per ADMT in the same period of 2019.

In the first half of 2020, our Canadian mills recorded non-cash write downs of our inventory carrying values of $18.0 million as a result of lower pulp sales realizations and high fiber costs. In the same period of 2019 our Canadian mills recorded a non-cash write down of our inventory carrying values of $6.9 million.

In the first half of 2020 primarily as a result of the effect of the strengthening dollar on our Canadian dollar and euro denominated costs and expenses, we recorded a positive impact of approximately $22.0 million in operating income due to foreign exchange compared to the same period of 2019.

Costs and expenses in the first half of 2020 decreased by approximately 17% to $572.4 million from $685.9 million in the first half of 2019 primarily due to lower pulp sales volumes, lower per unit fiber costs and the positive impact of a stronger dollar. In the first half of 2020 we have received approximately $4.5 million of wage assistance under a Canadian wage subsidy program.

In the first half of 2020, depreciation and amortization decreased to $57.6 million from $57.9 million in the same period of 2019.  

On average, in the first half of 2020 overall per unit fiber costs decreased by approximately 14% from the same period of 2019 primarily due to lower per unit fiber costs at our German mills. In the first half of 2020, per unit fiber costs for our German mills declined due to the continued availability of beetle damaged wood. For our Canadian mills, per unit fiber costs modestly declined but remained at historically high levels due to strong demand for fiber in the mills' fiber procurement areas.

Transportation costs for our pulp segment decreased to $70.2 million in the first half of 2020 from $74.2 million in the same period of 2019 primarily as a result of lower sales volumes.  

In the first half of 2020, pulp segment operating income decreased to $29.5 million from $135.8 million in the same period of 2019 as lower pulp sales realizations and pulp sales volumes were only partially offset by the positive impact of lower per unit fiber costs and a stronger dollar.

Wood Products Segment ‑ Six Months Ended June 30, 2020 Compared to Six Months Ended June 30, 2019

Selected Financial Information

 

 

Six Months Ended

June 30,

 

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Lumber revenues

 

$

78,597

 

 

$

74,485

 

Energy revenues

 

$

5,260

 

 

$

5,454

 

Wood residual revenues

 

$

3,648

 

 

$

3,952

 

Depreciation and amortization

 

$

5,181

 

 

$

3,921

 

Operating income

 

$

9,882

 

 

$

1,531

 

FORM 10-Q

QUARTERLY REPORT - PAGE 30


In the first half of 2020, lumber revenues increased approximately 6% to $78.6 million from $74.5 million in the same period of 2019 due to higher sales volumes. In the first half of 2020 approximately 34% of sales volumes were in the U.S. market and the majority of remaining sales were to Europe.    

Energy and wood residual revenues decreased 9%approximately 5% to $4.8$8.9 million in the first quarterhalf of 2020 from $5.3$9.4 million in the same quarterperiod of 2019 primarily due to lower sales realizations for wood residuals.  

Lumber production increased by approximately 5%9% to a record 116.4229.8 MMfbm in the current quarterfirst half of 2020 from 110.7211.5 MMfbm in the same quarterperiod of 2019 primarily due to capital improvements.    

Average lumber sales realizations decreased by approximately 3%2% to $348$347 per Mfbm in the first quarterhalf of 2020 from approximately $359$354 per Mfbm in the same quarterperiod of 2019 primarily due to lower pricing in Europe partially offset by higher pricing in the U.S. market. European lumber pricing declined due to an increase in the supply of lumber processed from beetle damaged wood which generally obtains lower prices. U.S. lumber pricing increased due to strong demand during the current quarter.stronger demand.

Fiber costs were approximately 70% of our lumber cash production costs in the current quarter.first half of 2020. In the current quarterfirst half of 2020 per unit fiber costs decreased by approximately 25%26% from the same quarterperiod of 2019 primarily due to the availability of lower cost beetle damaged wood. We currently expect stable per unit fiber costs in the secondthird quarter of 2020 because ofdue to the continuing availability of beetle damaged wood.  

In the first quarterhalf of 2020, lumber segment depreciation and amortization increased to $2.4$5.2 million from $1.9$3.9 million in the same quarterperiod of 2019 primarily due to the completion of capital projects.  

Transportation costs for our wood products segment in the first quarterhalf of 2020 increased by approximately 10%16% to $6.8$14.0 million from $6.2$12.1 million in the same quarterperiod of 2019 primarily due to higher lumber sales volumes.volumes to the U.S.

In the first quarterhalf of 2020, our wood products segment had record operating income of $5.6$9.9 million compared to $1.6$1.5 million in the same quarterperiod of 2019 primarily due to recordstrong production and lower per unit fiber costs.  

 

Liquidity and Capital Resources

Summary of Cash Flows

 

 

Three Months Ended March 31,

 

 

Six Months Ended June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands)

 

 

(in thousands)

 

Net cash from (used in) operating activities

 

$

(69,842

)

 

$

42,186

 

 

$

(5,737

)

 

$

130,907

 

Net cash used in investing activities

 

 

(23,405

)

 

 

(19,966

)

 

 

(44,242

)

 

 

(45,206

)

Net cash from (used in) financing activities

 

 

32,250

 

 

 

(28,723

)

 

 

4,902

 

 

 

(68,730

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(3,562

)

 

 

(754

)

 

 

(2,674

)

 

 

(140

)

Net decrease in cash and cash equivalents

 

$

(64,559

)

 

$

(7,257

)

Net increase (decrease) in cash and cash equivalents

 

$

(47,751

)

 

$

16,831

 

We operate in a cyclical industry and our operating cash flows vary accordingly. Our principal operating cash expenditures are for fiber, labor and chemicals. Working capital levels fluctuate throughout the year and are affected by maintenance downtime, changing sales patterns, seasonality and the timing of receivables and sales and the payment of payables and expenses.

FORM 10-Q

QUARTERLY REPORT - PAGE 31


Cash Flows from Operating Activities. Cash used in operating activities was $69.8$5.7 million in the threesix months ended March 31,June 30, 2020 compared to cash provided by operating activities of $42.2$130.9 million in the comparative period of 2019. An increase in accounts receivable used cash of $20.9$6.0 million in the threesix months ended March 31,June 30, 2020 compared to $56.4$24.1 million in the same period of 2019. An increase in inventories used cash of $18.1$6.7 million in the threesix months ended March 31,June 30, 2020 compared to a decrease in inventories providing cash of $21.1$13.4 million in the same period of 2019. A decrease in accounts payable and accrued expenses used cash of $57.7$49.8 million in the threesix months ended March 31,June 30, 2020 compared to $0.2an increase in accounts payable and accrued expenses providing cash of $4.0 million in the same period of 2019.

FORM 10-Q

QUARTERLY REPORT - PAGE 27


Cash Flows from Investing Activities. Investing activities in the threesix months ended March 31,June 30, 2020 used cash of $23.4$44.2 million primarily related to capital expenditures of $23.0$44.6 million. In the threesix months ended March 31,June 30, 2020, capital expenditures included the planer line replacementPhase II expansion and optimization project and other upgrades at our Friesau sawmill, additional land for fiber storage at the Stendal mill and other smaller maintenance and optimization projects at the Celgar mill.projects. In the threesix months ended March 31,June 30, 2019, investing activities used cash of $20.0$45.2 million primarily related to capital expenditures of $19.4$44.4 million. In the three months ended March 31,first half of 2019, capital expenditures included the planer line replacement project at our Friesau sawmill, wastewater improvement projects at our German pulp mills and large maintenance projects at our Celgar mill.

Cash Flows from Financing Activities. In the three months ended March 31,first half of 2020, financing activities provided cash of $32.3$4.9 million primarily from $51.3$25.6 million of borrowings under our revolving credit facilities. In the threesix months ended March 31,June 30, 2020 we paid dividends of $9.0 million.million and used $0.2 million to repurchase common shares. In the three months ended March 31,first half of 2019, financing activities used cash of $28.7$68.7 million primarily to repay $33.7$58.4 million ofunder our revolving credit facilities. In the threesix months ended March 31,June 30, 2019, we received $6.3 million of government grants to finance greenhouse gas reduction capital projects at the Peace River mill.  mill, paid dividends of $8.2 million and used $0.8 million to repurchase common shares.

Balance Sheet Data

 

The following table is a summary of selected financial information as atof the dates indicated:

 

 

March 31,

 

 

December 31,

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands)

 

 

(in thousands)

 

Cash and cash equivalents

 

$

286,526

 

 

$

351,085

 

 

$

303,334

 

 

$

351,085

 

Working capital

 

$

603,410

 

 

$

588,385

 

 

$

586,682

 

 

$

588,385

 

Total assets

 

$

1,951,989

 

 

$

2,065,720

 

 

$

1,973,609

 

 

$

2,065,720

 

Long-term liabilities

 

$

1,304,078

 

 

$

1,259,005

 

 

$

1,282,395

 

 

$

1,259,005

 

Total equity

 

$

462,768

 

 

$

550,403

 

 

$

494,260

 

 

$

550,403

 

Sources and Uses of Funds

Our principal sources of funds are cash flows from operations and cash and cash equivalents on hand. Our principal uses of funds consist of operating expenditures, capital expenditures and interest payments on our senior notes.

 


FORM 10-Q

QUARTERLY REPORT - PAGE 32


The following table sets out our total capital expenditures and interest expense for the periods indicated:

 

 

Three Months Ended March 31,

 

 

Six Months Ended

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(in thousands)

 

 

(in thousands)

 

Capital expenditures

 

$

23,018

 

 

$

19,389

 

 

$

44,562

 

 

$

44,368

 

Cash paid for interest expense(1)

 

$

37,278

 

 

$

16,983

 

 

$

38,228

 

 

$

22,885

 

Interest expense(2)

 

$

20,084

 

 

$

18,551

 

 

$

40,192

 

 

$

36,920

 

 

(1)

Amounts differ from interest expense which includes non-cash items. See supplemental disclosure of cash flow information from our Interim Consolidated Statements of Cash Flows included in this report.

(2)

Interest on our senior notes due 2022 was paid semi-annually in June and December of each year. In October 2019, we redeemed the remaining $100.0 million of our senior notes due 2022. Interest on our senior notes due 2024 is paid semi-annually in February and August of each year. Interest on our senior notes due 2025 and on our senior notes due 2026 is paid semi-annually in January and July of each year, commencing in July 2019 for our senior notes due 2025.

FORM 10-Q

QUARTERLY REPORT - PAGE 28


As a result of the global and financial uncertainty resulting from the COVID-19 pandemic,June 30, 2020 we are working to lower our costs and working capital usage and conservatively managing liquidity. As a result, we have reduced our planned 2020 capital expenditures, excluding amounts being financed by government grants and expected insurance proceeds, to about $90 million and reduced our quarterly dividend to $0.065 per share.

As at March 31, 2020 ourhad cash and cash equivalents were $286.5of $303.3 million compared to $351.1 million at the end of 2019. As at March 31, 2020, we hadand approximately $229.9$263.5 million available under our revolving credit facilities. As of March 31, 2020, our cashfacilities and cash equivalents and availability under our revolving credit facilities provideas a result aggregate liquidity of about $516.5$566.8 million.

We currently consider the majority of undistributed earnings of our foreign subsidiaries to be indefinitely reinvested and, accordingly, no U.S. income tax has been provided on such earnings. However, if we were required to repatriate funds to the United States, we believe that we currently could repatriate the majority thereof without incurring any material amount of taxes as a result of our shareholder advances and U.S. tax reform. However, it is currently not practical to estimate the income tax liability that might be incurred if such earnings were remitted to the United States. Substantially all of our undistributed earnings are held by our foreign subsidiaries outside of the United States.

Based upon the current level of operations and our current expectations for future periods in light of the current economic environment, and in particular, current and expected pulp and lumber pricing and foreign exchange rates, we believe that cash flow from operations and available cash, together with available borrowings under our revolving credit facilities, will be adequate to finance the capital requirements for our business including the payment of our quarterly dividend during the next 12 months.

In the future we may make acquisitions of businesses or assets or commitments to additional capital projects. To achieve the long-term goals of expanding our assets and earnings, including through acquisitions, capital resources will be required. Depending on the size of a transaction, the capital resources that will be required can be substantial. The necessary resources will be generated from cash flow from operations, cash on hand, borrowing against our assets or the issuance of securities.

Debt Covenants

Certain of our long-term obligations contain various financial tests and covenants customary to these types of arrangements. See our annual report on Form 10-K for the fiscal year ended December 31, 2019.

As at March 31,of June 30, 2020, we were in full compliance with all of the covenants of our indebtedness.

Off-Balance Sheet Arrangements

At March 31,June 30, 2020, we did not have any off-balance sheet arrangements (as defined in Item 303(a)(4)(ii) of Regulation S-K).

Contractual Obligations and Commitments

There were no material changes outside the ordinary course to any of our material contractual obligations during the threesix months ended March 31,June 30, 2020.

FORM 10-Q

QUARTERLY REPORT - PAGE 33


Foreign Currency

As a majority of our assets, liabilities and expenditures are held or denominated in euros or Canadian dollars, our consolidated financial results are subject to foreign currency exchange rate fluctuations.

We translate foreign denominated assets and liabilities into dollars at the rate of exchange on the balance sheet date. Equity accounts are translated using historical exchange rates. Unrealized gains or losses from these translations are recorded in other comprehensive income (loss) and do not affect our net earnings.

FORM 10-Q

QUARTERLY REPORT - PAGE 29


As a result of the strengthening of the dollar versus the Canadian dollar and euro as at March 31,of June 30, 2020, we recorded a non-cash decrease of $75.0$30.8 million in the carrying value of our net assets, consisting primarily of our fixed assets denominated in Canadian dollars and euros. This non-cash decrease does not affect our net income (loss), Operating EBITDA or cash but is reflected in our other comprehensive lossincome (loss) and as a decrease to our total equity. As a result, our accumulated other comprehensive loss increased to $191.5$147.3 million.

Based upon the exchange rate as at March 31,of June 30, 2020, the dollar was flat against the euro and has strengthened by approximately 8%5% against the Canadian dollar and 2% against the euro since December 31, 2019. See "Quantitative and Qualitative Disclosures about Market Risk".

Credit Rating of Senior Notes

We and our Senior Notes are rated by Standard & Poor's Rating Services, referred to as "S&P", and Moody's Investors Service, Inc., referred to as "Moody's".

In July 2020 Moody's confirmed its rating on our Senior Notes is Ba3 and its outlook is stable. In April 2020, S&P reduced its rating on our Senior Notes to B+ from BB- and its outlook to negative from stable. Its recovery rating remained unchanged at "3". Credit ratings are not recommendations to buy, sell or hold securities and may be subject to revision or withdrawal by the assigning rating organization. Each rating should be evaluated independently of any other rating.

Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect both the amount and the timing of the recording of assets, liabilities, revenues, and expenses in the consolidated financial statements and accompanying note disclosures. Our management routinely makes judgments and estimates about the effects of matters that are inherently uncertain. As the number of variables and assumptions affecting the probable future resolution of the uncertainties increases, these judgments become even more subjective and complex.

Our significant accounting policies are disclosed in Note 1 to our audited annual financial statements included in our annual report on Form 10-K for the fiscal year ended December 31, 2019. While all of the significant accounting policies are important to the consolidated financial statements, some of these policies may be viewed as having a high degree of judgment. On an ongoing basis using currently available information, management reviews its estimates, including those related to accounting for, among other things, pension and other post-retirement benefit obligations, deferred income taxes (valuation allowance and permanent reinvestment), depreciation and amortization, future cash flows associated with impairment testing for long-lived assets, the allocation of the purchase price in a business combination to the assets acquired and liabilities assumed, legal liabilities and contingencies. Actual results could differ materially from these estimates, and changes in these estimates are recorded when known.

We have identified certain accounting policies that are the most important to the portrayal of our current financial condition and results of operations.

For information about both our significant and critical accounting policies, see our annual report on Form 10-K for the fiscal year ended December 31, 2019.

FORM 10-Q

QUARTERLY REPORT - PAGE 3034


 

Cautionary Statement Regarding Forward-Looking Information

The statements in this report that are not reported financial results or other historical information are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended.

Generally, forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as "expects", "anticipates", "intends", "plans", "believes", "seeks", "estimates", or words of similar meaning, or future or conditional verbs, such as "will", "should", "could", or "may", although not all forward-looking statements contain these identifying words. Forward-looking statements are based on expectations, forecasts and assumptions by our management and involve a number of risks, uncertainties and other factors, many of which are beyond our control, that could cause actual conditions, events or results to differ significantly from those described in the forward-looking statements. These factors include, but are not limited to, the following:

 

our business is highly cyclical in nature;

 

a weakening of the global economy, including capital and credit markets, could adversely affect our business and financial results and have a material adverse effect on our liquidity and capital resources;

 

the COVID-19 pandemic could materially adversely affect our business, financial position and results of operations;

 

our level of indebtedness could negatively impact our financial condition, results of operations and liquidity;

 

cyclical fluctuations in the price and supply of our raw materials, particularly fiber, could adversely affect our business;

 

we face intense competition in our markets;

 

we are exposed to currency exchange rate fluctuations;

 

political uncertainty and an increase in trade protectionism could have a material adverse effect on global macro-economic activities and trade and adversely affect our business, results of operations and financial condition;

 

we are subject to extensive environmental regulation and we could incur substantial costs as a result of compliance with, violations of or liabilities under applicable environmental laws and regulations;

 

our business is subject to risks associated with climate change and social and government responses thereto;

 

our operations require substantial capital and we may be unable to maintain adequate capital resources to provide for such capital requirements;

 

future acquisitions may result in additional risks and uncertainties in our business;

 

we have limited control over the operations of the Cariboo mill;

 

fluctuations in prices and demand for lumber could adversely affect our business;

 

adverse housing market conditions may increase the credit risk from customers of our wood products segment;

 

our wood products segment lumber products are vulnerable to declines in demand due to competing technologies or materials;

 

changes in credit ratings issued by nationally recognized statistical rating organizations could adversely affect our cost of financing and have an adverse effect on the market price of our securities;

FORM 10-Q

QUARTERLY REPORT - PAGE 3135


 

 

we sell surplus energy pursuant to statutory energy programs in Germany and electricity purchase agreements with a utility in Western Canada;

 

we may experience material disruptions to our production;

 

we are subject to risks related to our employees;

 

we are dependent on key personnel;

 

if our long-lived assets become impaired, we may be required to record non-cash impairment charges that could have a material impact on our results of operations;

 

we may incur losses as a result of unforeseen or catastrophic events, including the emergence of a pandemic, terrorist attacks or natural disasters;

 

our insurance coverage may not be adequate;

 

we rely on third parties for transportation services;

 

we periodically use derivatives to manage certain risks which could cause significant fluctuations in our operating results;

 

failures or security breaches of our information technology systems could disrupt our operations and negatively impact our business;

 

the price of our common stock may be volatile;

 

a small number of our shareholders could significantly influence our business;

 

our international sales and operations are subject to applicable laws relating to trade, export controls and foreign corrupt practices, the violation of which could adversely affect our operations; and

 

we are exposed to interest rate fluctuations.

Given these uncertainties, you should not place undue reliance on our forward-looking statements. The foregoing review of important factors is not exhaustive or necessarily in order of importance and should be read in conjunction with the risks and assumptions including those set forth under "Part II. Other Information – Item 1A. Risk Factors" and in reports and other documents we have filed with or furnished to the SEC, including in our annual report on Form 10-K for the fiscal year ended December 31, 2019. We advise you that these cautionary remarks expressly qualify in their entirety all forward-looking statements attributable to us or persons acting on our behalf. Unless required by law, we do not assume any obligation to update forward-looking statements based on unanticipated events or changed expectations. However, you should carefully review the reports and other documents we file from time to time with the SEC.

Cyclical Nature of Business

Revenues

The pulp and lumber businesses are highly cyclical in nature and markets are characterized by periods of supply and demand imbalance, which in turn can materially affect prices. Pulp and lumber markets are sensitive to cyclical changes in the global economy, industry capacity and foreign exchange rates, all of which can have a significant influence on selling prices and our operating results. The length and magnitude of industry cycles have varied over time but generally reflect changes in macro-economic conditions and levels of industry capacity. Pulp and lumber are commodities that are generally available from other producers. Because commodity products have few distinguishing qualities from producer to producer, competition is generally based upon price, which is generally determined by supply relative to demand.

Industry capacity can fluctuate as changing industry conditions can influence producers to idle production capacity or permanently close mills. In addition, to avoid substantial cash costs in idling or closing a mill, some producers will choose to operate at a loss, sometimes even a cash loss, which can prolong weak pricing environments due to oversupply. Oversupply of our products can also result from producers introducing new capacity in response to

FORM 10-Q

QUARTERLY REPORT - PAGE 3236


 

favorable pricing trends. Certain integrated pulp and paper producers have the ability to discontinue paper production by idling their paper machines and selling their pulp production on the market, if market conditions, prices and trends warrant such actions.

Demand for each of pulp and lumber has historically been determined primarily by general global macro-economic conditions and has been closely tied to overall business activity. Pulp prices have been and are likely to continue to be volatile and can fluctuate widely over time. Between 2010 and 2019, European list prices for NBSK pulp have fluctuated between a low of approximately $760 per ADMT in 2012 to a high of $1,230 per ADMT in 2018. In the same period, the average North American NBHK price has fluctuated between a low of $700 per ADMT in 2012 to a high of $1,235 per ADMT in 2018.

Our mills and operations voluntarily subject themselves to third-party certification as to compliance with internationally recognized, sustainable management standards because end use paper and lumber customers have shown an increased interest in understanding the origin of products they purchase. Demand for our products could be adversely affected if we, or our suppliers, are unable to achieve compliance, or are perceived by the public as failing to comply, with these standards or if our customers require compliance with alternate standards for which our operations are not certified.

A pulp producer's actual sales price realizations are net of customer discounts, rebates and other selling concessions.  

Accordingly, prices for pulp and lumber are driven by many factors outside our control, and we have little influence over the timing and extent of price changes, which are often volatile. Because market conditions beyond our control determine the prices for pulp and lumber, prices may fall below our cash production costs, requiring us to either incur short-term losses on product sales or cease production at one or more of our mills. Therefore, our profitability depends on managing our cost structure, particularly raw materials which represent a significant component of our operating costs and can fluctuate based upon factors beyond our control. If the prices of our products decline, or if prices for our raw materials increase, or both, our results of operations and cash flows could be materially adversely affected.

Costs

Our production costs are influenced by the availability and cost of raw materials, energy and labor, and our plant efficiencies and productivity. Our main raw material is fiber in the form of wood chips, pulp logs and sawlogs. Wood chip, pulp log and sawlog costs are primarily affected by the supply of, and demand for, lumber and pulp, which are both highly cyclical. Higher fiber prices could affect producer profit margins if they are unable to pass along price increases to pulp and lumber customers or purchasers of surplus energy.

Currency

We have manufacturing operations in Germany and Canada. Most of the operating costs and expenses of our German mills are incurred in euros and those of our Canadian mills in Canadian dollars. However, the majority of our sales are in products quoted in dollars. Our results of operations and financial condition are reported in dollars. As a result, our costs generally benefit from a strengthening dollar but are adversely affected by a decrease in the value of the dollar relative to the euro and to the Canadian dollar. Such declines in the dollar relative to the euro and the Canadian dollar reduce our operating margins and the cash flow available to fund our operations and to service our debt. This could have a material adverse effect on our business, financial condition, results of operations and cash flows.

FORM 10-Q

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to market risks from changes in interest rates and foreign currency exchange rates, particularly the exchange rates between the dollar and the euro and Canadian dollar. Changes in these rates may affect our results of operations and financial condition and, consequently, our fair value. We seek to manage these risks through internal risk management policies as well as the periodic use of derivatives.

For additional information, please refer to Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk included in our annual report on Form 10-K for the fiscal year ended December 31, 2019.

FORM 10-Q

QUARTERLY REPORT - PAGE 3438


 

ITEM 4.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, referred to as the "Exchange Act"), as of the end of the period covered by this report. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. Based on such evaluation, our principal executive officer and principal financial officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports that we file or submit under the Exchange Act.

It should be noted that any system of controls is based in part upon certain assumptions designed to obtain reasonable (and not absolute) assurance as to its effectiveness and there can be no assurance that any design will succeed in achieving its stated goals.

Changes in Internal Controls

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

We are subject to routine litigation incidental to our business, including that which is described in our latest annual report on Form 10-K for the fiscal year ended December 31, 2019. We do not believe that the outcome of such litigation will have a material adverse effect on our business or financial condition.

ITEM 1A.

RISK FACTORS

Other than as set out below, there have been no material changes to the factors disclosed in Item 1A. Risk Factors in our annual report on Form 10-K for the fiscal year ended December 31, 2019.

 

The COVID-19 pandemic could materially adversely affect our business, financial position and results of operations.

The outbreak of COVID-19 in late 2019 initially in China in December 2019 and theits subsequent spread of the virus globally through the first quarter of 2020 has resulted in significant and widespread global infections and fatalities. In March 2020, the World Health Organization declared the spread of the COVID-19 virus a pandemic. The rapid spread of the virus has resulted in various federal, state and provincial governments declaring emergency measures and the implementation of numerous measures to attempt to contain the virus, including travel bans and restrictions, quarantines, business closures, shelter in place orders and other shutdowns and restrictions.

The impact of the pandemic and the global response thereto has, among other things, significantly disrupted global economic activity, negatively impacted gross domestic product and caused significant volatility in financial markets, with various countries already reporting significant declines in gross domestic product and business activity and material increases in unemployment. While various countries, including the United States, Germany, Canada and China have implemented stimulus packages and other fiscal measures to attempt to reduce the impact of the pandemic on their economies, the impact of the pandemic on global economic activity and markets both in the short and longer term is uncertain at this time.

As demand for our products has principally historically been determined by general global macro-economic activities, demand and prices for our products have historically decreased substantially during economic slowdowns. A significant economic downturn may adversely affect our sales and profitability and may also adversely affect our customers and suppliers. Additionally, significant disruptions and volatility in financial markets could have a negative impact on our ability to access capital in the future.

Commencing around the end of the second quarter of 2020, many countries have taken measures to ease restrictions on economic and social activities to, among other things, reopen their economies by allowing businesses to restart and encourage economic recovery. The results of such economic measures and the reopening have varied from country to country, with certain countries currently reporting relatively stable infection rates and others, such as the United States, reporting a spike in infections and fatalities. Currently we are unable to predict the outcome or pace of such economic reopening and the strength or timing of any recovery. Neither can we predict whether the easing of pandemic health restrictions will result in such a material resurgence in infections and fatalities as would cause governments to re-impose some or all prior or new restrictive measures, including business closures.

Our products are an important constituent of many pandemic related high demand goods such as tissue and cleaning products and certain personal protective equipment. However, our mills could experience disruptions, downtime and closures in the future as a result of changes to existing government response measures, outbreaks of the virus among our employees or operations or disruptions to raw material supplies or access to logistics networks.

 

The magnitude and duration of the disruption and resulting decline in business activity resulting from the COVID-19 pandemic is currently uncertain. The extent to which the COVID-19 pandemic impacts our business, operations and financial results will depend on numerous evolving factors that we may not be able to accurately predict, including:

 

FORM 10-Q

QUARTERLY REPORT - PAGE 40


 

the duration and scope of the pandemic;

 

 

governmental, business and individuals’individuals' actions that have been and continue tomay in the future be taken in response to the pandemic;pandemic including any resurgence or additional waves of viral infection;

 

 

the impact of the pandemic on economic activity and actions taken in response;response including the recent easing of health and safety restrictions, measures and closures to reopen economies;

any resurgence in infections and fatalities resulting from recent efforts of governments to reopen economies;

any additional waves of the virus;

if any successful treatment option or vaccine will be developed and, if so, when will they be widely available;

 

 

the effect on our customers’customers' demand for pulp and wood products;

 

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QUARTERLY REPORT - PAGE 36


 

our vendors' ability to supply us with raw materials;

 

 

the availability of logistics networks, and our ability to ship our products to customers;customers and the availability of any required contractors to perform maintenance services;

 

 

the ability of our customers to pay for our products; and

 

 

any closures of our and our customers’customers' facilities and offices.

 

The effect of the pandemic, including remote working arrangements for employees, mayhas also increaseincreased the risk of cyberattacks on, and other material breaches of, our and our third party service providers' information technology systems.

 

Any of these events could cause or contribute to the risks and uncertainties enumerated in our annual report on Form 10-K for the year ended December 31, 2019 and could materially adversely affect our business, financial position and results of operations.

ITEM 2.

UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

In May 2019, our board of directors authorized a common stock repurchase program under which we may purchase up to $50 million of our shares untilwhich expired in May 2020. Repurchases may be made from time to time under the program through open market or in privately negotiated transactions, through block trades or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 under the Exchange Act. The repurchase program iswas subject to market conditions, applicable legal requirements and other factors. The repurchase program does not obligate us to acquire any specific number of shares and may be suspended or terminated at any time.

Period

 

Total Number of Shares Purchased

 

 

Average Price Paid Per Share

 

 

Total Number of Shares Purchased as Part of a Publicly Announced Program

 

 

Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program

 

 

March 1 - March 31, 2020

 

 

23,584

 

 

$

6.84

 

 

 

23,584

 

 

$

49,084,880

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

None.

FORM 10-Q

QUARTERLY REPORT - PAGE 41


ITEM 4.

MINE SAFETY DISCLOSURES

None.

ITEM 5.

OTHER INFORMATION

None.

 

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QUARTERLY REPORT - PAGE 3742


 

ITEM 6.

EXHIBITS

 

Exhibit No.

 

Description

 

 

 

 

 

 

31.1

 

Section 302 Certification of Chief Executive Officer

 

 

 

31.2

 

Section 302 Certification of Chief Financial Officer

 

 

 

32.1*

 

Section 906 Certification of Chief Executive Officer

 

 

 

32.2*

 

Section 906 Certification of Chief Financial Officer

 

 

 

101

 

The following financial information from the Quarterly Report on Form 10-Q for the fiscal period ended March 31,June 30, 2020 of Mercer International Inc., formatted in Inline Extensible Business Reporting Language (iXBRL): (i) Interim Consolidated Statements of Operations; (ii) Interim Consolidated Statements of Comprehensive Income (Loss); (iii) Interim Consolidated Balance Sheets; (iv) Interim Consolidated Statements of Changes in Shareholders' Equity; (v) Interim Consolidated Statements of Cash Flows; and (vi) Notes to the Interim Consolidated Financial Statements.

104

 

The cover page from the Company’sCompany's Quarterly Report on Form 10-Q for the quarter ended March 31,June 30, 2020 has been formatted in Inline XBRL.

 

*

In accordance with Release No. 33-8212 of the SEC, these Certifications: (i) are "furnished" to the SEC and are not "filed" for the purposes of liability under the Securities Exchange Act of 1934, as amended; and (ii) are not to be subject to automatic incorporation by reference into any of the Company's registration statements filed under the Securities Act of 1933, as amended, for the purposes of liability thereunder or any offering memorandum, unless the Company specifically incorporates them by reference therein.

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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.

 

 

MERCER INTERNATIONAL INC.

 

 

 

 

 

By:

 

/s/ David M. Gandossi

 

 

 

David M. Gandossi

 

 

 

Chief Executive Officer and President

 

Date: AprilJuly 30, 2020

 

 

 

FORM 10-Q

QUARTERLY REPORT - PAGE 3944