Kapstone Paper & Packaging (KS) 10-Q 1 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Oct. 19, 2016
Document and Entity Information
Entity Registrant Name	KAPSTONE PAPER & PACKAGING CORP
Entity Central Index Key	1,325,281
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		96,627,341
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 9,449	$ 6,821
Trade accounts receivable (Includes $356,945 at September 30, 2016, and $345,372 at December 31, 2015, associated with the receivables credit facility)	388,520	363,869
Other receivables	16,398	18,732
Inventories	347,450	335,903
Prepaid expenses and other current assets	12,911	28,932
Total current assets	774,728	754,257
Plant, property and equipment, net	1,419,035	1,406,146
Other assets	22,765	12,532
Intangible assets, net	321,923	344,583
Goodwill	705,617	704,592
Total assets	3,244,068	3,222,110
Current liabilities:
Short-term borrowings	11,500	6,400
Dividend payable	9,987	9,862
Accounts payable	210,987	196,491
Accrued expenses	66,501	73,138
Accrued compensation costs	48,680	64,149
Accrued income taxes	8,052	15
Total current liabilities	355,707	350,055
Other liabilities:
Long-term debt (Includes $269,503 at September 30, 2016, and $265,614 at December 31, 2015, associated with the receivables credit facility)	1,484,373	1,543,748
Pension and postretirement benefits	36,443	40,510
Deferred income taxes	420,669	418,479
Other liabilities	53,336	24,038
Total other liabilities	1,994,821	2,026,775
Stockholders' equity:
Common stock-$0.0001 par value; 175,000,000 shares authorized; 96,624,550 shares issued and outstanding (excluding 40,000 treasury shares) at September 30, 2016 and 96,327,506 shares issued and outstanding (excluding 40,000 treasury shares) at December 31, 2015	10	10
Additional paid-in-capital	274,176	266,220
Retained earnings	681,061	642,306
Accumulated other comprehensive loss	(61,707)	(63,256)
Total stockholders' equity	893,540	845,280
Total liabilities and stockholders' equity	$ 3,244,068	$ 3,222,110

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	175,000,000	175,000,000
Common stock, shares issued	96,624,550	96,327,506
Common stock, shares outstanding	96,624,550	96,327,506
Treasury shares, shares outstanding	40,000	40,000
Receivable Credit Facility
Trade accounts receivable	$ 356,945	$ 345,372
Long term debt portion associated with securitization facility	$ 269,503	$ 265,614

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Consolidated Statements of Comprehensive Income
Net sales	$ 776,636	$ 807,563	$ 2,299,762	$ 2,025,107
Cost of sales, excluding depreciation and amortization	548,811	569,267	1,650,919	1,421,943
Depreciation and Amortization	44,954	42,500	135,528	114,617
Freight and distribution expenses	71,750	70,623	207,787	167,941
Selling, general, and administrative expenses	56,113	63,577	172,407	150,252
Operating income	55,008	61,596	133,121	170,354
Foreign exchange loss	(543)	(766)	(1,518)	(1,704)
Loss on debt extinguishment	679	628	679	628
Interest expense, net	10,148	9,528	29,965	24,456
Income before provision for income taxes	43,638	50,674	100,959	143,566
Provision for income taxes	12,620	16,468	33,045	49,004
Net income	31,018	34,206	67,914	94,562
Pension and postretirement plan reclassification adjustments:
Amortization (accretion) of prior service costs	(104)	12	(312)	36
Amortization net loss	620	192	1,861	574
Other comprehensive income, net of tax	516	204	1,549	610
Total comprehensive income	$ 31,534	$ 34,410	$ 69,463	$ 95,172
Weighted average number of shares outstanding:
Basic (in shares)	96,581,703	96,310,998	96,499,771	96,235,404
Diluted (in shares)	97,888,469	97,629,641	97,639,370	97,631,247
Net income per share:
Basic (in dollars per share)	$ 0.32	$ 0.36	$ 0.70	$ 0.98
Diluted (in dollars per share)	0.32	0.35	0.70	0.97
Dividends declared per common share	$ 0.10	$ 0.10	$ 0.30	$ 0.30

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Operating activities
Net income	$ 67,914	$ 94,562
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation expense	110,143	98,010
Amortization of intangible assets	25,385	16,607
Stock-based compensation expense	7,188	8,122
Pension and postretirement	(1,588)	(8,379)
Excess tax (deficiency) / benefit from stock-based compensation	150	(1,518)
Amortization of debt issuance costs	3,625	4,364
Loss on debt extinguishment	679	628
Loss on disposal of fixed assets	3,156	5
Deferred income taxes	220	6,441
Change in fair value of contingent consideration liability	4,579	2,053
Changes in assets and liabilities:
Trade accounts receivable, net	(23,010)	(27,022)
Other receivables	1,949	2,744
Inventories	(11,086)	(5,639)
Prepaid expenses and other current assets	14,399	(2,595)
Other assets	(995)	(153)
Accounts payable	16,926	(11,005)
Accrued expenses and other liabilities	(650)	6,345
Accrued compensation costs	(15,524)	912
Accrued income taxes	8,927	(7,834)
Net cash provided by operating activities	212,387	176,648
Investing activities
Purchase of intangible assets	(2,025)
Equity method investments	(11,750)
Acquisitions, net of cash acquired	(15,438)	(617,046)
Capital expenditures	(99,246)	(94,895)
Proceeds from the sale of assets	4,881
Net cash used in investing activities	(123,578)	(711,941)
Financing activities
Proceeds from revolving credit facility	353,200	268,200
Repayments on revolving credit facility	(348,100)	(266,200)
Proceeds from receivables credit facility	36,556	112,961
Repayments on receivables credit facility	(32,667)	(18,449)
Proceeds from long-term debt		519,763
Repayments on long-term debt	(64,687)	(64,688)
Payment of loan amendment and debt issuance costs	(2,250)	(10,790)
Proceeds from other current borrowings		6,615
Repayments on other current borrowings		(4,401)
Cash dividend paid	(29,001)	(29,098)
Payment of withholding taxes on vested stock awards	(841)	(2,460)
Proceeds from exercises of stock options	788	778
Proceeds from shares issued to ESPP	971	844
Excess tax (deficiency) / benefit from stock-based compensation	(150)	1,518
Net cash (used in) provided by financing activities	(86,181)	514,593
Net increase in cash and cash equivalents	2,628	(20,700)
Cash and cash equivalents-beginning of period	6,821	28,467
Cash and cash equivalents-end of period	$ 9,449	$ 7,767

Financial Statements

Financial Statements	9 Months Ended
	Sep. 30, 2016
Financial Statements
Financial Statements	1. Financial Statements The accompanying unaudited consolidated financial statements of KapStone Paper and Packaging Corporation (the “Company,” “we,” “us,” “our” or “KapStone”) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of a normal recurring nature) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. For further information, refer to the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2015. We report our operating results in two reportable segments: Paper and Packaging and Distribution. Our Paper and Packaging segment manufactures and sells a wide variety of containerboard, corrugated products and specialty paper for industrial and consumer markets. The Distribution segment was established June 1, 2015 concurrent with the acquisition of Victory Packaging, L.P. and its subsidiaries (“Victory”). For more information about our segments, see Note 12, Segment Information. In 2016, the Company entered into joint venture agreements that are accounted for using the equity method. In these consolidated financial statements, certain amounts in prior periods’ consolidated financial statements have been reclassified to conform to the current period presentation. Amortization of intangible assets and the fair value of the contingent consideration liability are now separately identified in the Statement of Cash Flows and the presentation of Cash Flows for 2015 has been recast to conform to the current year presentation. These reclassifications did not affect our results of operations, financial position, or cash flows.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2016
Recent Accounting Pronouncements
Recent Accounting Pronouncements	2. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB’) issued Accounting Standards Update (“ASU”) No. 2014-09 “Revenue from Contracts with Customers”. The guidance in this update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (for example, insurance contracts or lease contracts). The guidance in this update supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) Topic 605, “Revenue Recognition”, and most industry-specific guidance throughout the Industry Topics of the Codification. Additionally, this update supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition—Construction-Type and Production-Type Contracts”. The standard will be effective for public entities for annual reporting periods beginning after December 15, 2017 and interim periods therein. Additionally the FASB approved the option to early adopt up to the original effective date (fiscal years beginning after December 15, 2016). We are currently evaluating the impact that the adoption of ASU 2014-09 will have on our financial position, results of operations and disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs”, which changes the presentation of debt issuance costs in financial statements. ASU 2015-03 requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. ASU 2015-03 was adopted during the interim period ended March 31, 2016, and it had no material impact on our financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory”, which is intended to simplify the subsequent measurement of inventories by replacing the current lower of cost or market test with a lower of cost and net realizable value test. The guidance applies only to inventories for which cost is determined by methods other than last-in first-out and the retail inventory method. Application of the standard, which should be applied prospectively, is required for the annual and interim periods beginning after December 15, 2016. Early adoption is permitted. The Company does not expect the adoption of this standard to have a material impact on its consolidated balance sheets. In February 2016, the FASB issued ASU 2016-02 “Leases”. This guidance revises existing practice related to accounting for leases under Accounting Standards Codification Topic 840 Leases (ASC 840) for both lessees and lessors. The new guidance in ASU 2016-02 requires lessees to recognize a right-of-use asset and a lease liability for virtually all of their leases (other than leases that meet the definition of a short-term lease). The lease liability will be equal to the present value of lease payments and the right-of-use asset will be based on the lease liability, subject to adjustment such as for initial direct costs. For income statement purposes, the new standard retains a dual model similar to ASC 840, requiring leases to be classified as either operating or finance. For lessees, operating leases will result in straight-line expense (similar to current accounting by lessees for operating leases under ASC 840), while finance leases will result in a front-loaded expense pattern (similar to current accounting by lessees for capital leases under ASC 840). While the new standard maintains similar accounting for lessors as under ASC 840, the new standard reflects updates to, among other things, align with certain changes to the lessee model. The guidance is effective for public entities for fiscal years beginning after December 15, 2018, including interim periods within those years. Early adoption is permitted for all entities. We are currently evaluating the impact that the adoption of ASU 2016-02 will have on our financial position, results of operations and disclosures. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting”, which will require all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. It also will allow an employer to repurchase more of an employee’s shares than it can today for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. The guidance is effective for public business entities for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact that the adoption of ASU 2016-09 will have on our financial position, results of operations and disclosures. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments”, which clarifies the treatment of several cash flow categories. In addition, ASU 2016-15 clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use. This update is effective for annual periods beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted, including adoption in an interim period. We are currently evaluating the impact that the adoption of ASU 2016-15 will have on our cash flows and disclosures.

Acquisition and Equity Method I

Acquisition and Equity Method Investments	9 Months Ended
	Sep. 30, 2016
Acquisition and Equity Method Investments
Acquisition and Equity Method Investments	3. Acquisition and Equity Method Investments Acquisition On July 1, 2016, the Company acquired Central Florida Box Corporation (“CFB”), a corrugated products manufacturer located near Orlando, Florida, for $15.4 million, net of cash acquired. Sales and total assets of CFB are not material to KapStone. Operating results of the acquisition since July 1, 2016 are included in the Company’s Paper and Packaging segment operating results. The Company has allocated the purchase price to the assets acquired and liabilities assumed, of which $10.5 million has been allocated to plant, property and equipment, $1.7 million to net working capital, $1.0 million to goodwill (which is deductible for tax purposes) and $2.2 million to customer relationships (to be amortized over a life of 10 years). The purchase price allocation is preliminary pending further review by management of the fair value assigned to long-lived assets. Transaction fees and expenses for the CFB acquisition related to due diligence, advisory and legal services have been expensed as incurred. These expenses were $0.6 million and $0.8 million, for the three and nine month periods ended September 30, 2016, respectively, and were recorded as selling, general and administrative expenses in the Consolidated Statements of Comprehensive Income. Equity Method Investments In September of 2016, the Company made a $10.5 million investment for a 49 percent equity interest in a sheet feeder operation located in Florida. In April of 2016, the Company made a $1.25 million investment for a 20 percent equity interest in a sheet feeder operation located in California. These investments are expected to increase the Company’s vertical integration by over 60,000 tons per year and will ramp up to that level over eighteen months. New Plant Start-up In May, the Company began building a new sheet plant in Ontario, California with a total estimated cost of approximately $14.0 million. The Company signed a 10 year lease agreement with a total commitment of approximately $9.0 million. The new sheet plant is expected to be manufacturing boxes by January 2017 and is intended to primarily supply the Company’s Victory Packaging operations in Southern California as well as other KapStone customers.

Planned Maintenance Outages

Planned Maintenance Outages	9 Months Ended
	Sep. 30, 2016
Planned Maintenance Outages
Planned Maintenance Outages	4. Planned Maintenance Outages Planned maintenance outage costs for the three months ended September 30, 2016 and 2015 totaled $3.8 million and $4.4 million, respectively, and are included in cost of sales. Planned maintenance outage costs for the nine months ended September 30, 2016 and 2015 totaled $29.4 million and $24.1 million, respectively, and are included in cost of sales. Included in the outage costs for the nine months ended September 30, 2016 and 2015 was the annual planned maintenance outage at the Company’s paper mill in Roanoke Rapids, North Carolina. In 2016, the outage lasted approximately 9 days, with a cost of approximately $8.4 million, and resulted in an 11,700 reduction in tons produced. In 2015, the outage lasted approximately 8 days, with a cost of approximately $8.0 million, and resulted in a 10,400 reduction in tons produced. In addition, the Longview, Washington paper mill incurred $11.9 million of outage costs for the nine months ended September 30, 2016 compared to $9.8 million for the nine months ended September 30, 2015.

Inventories

Inventories	9 Months Ended
	Sep. 30, 2016
Inventories
Inventories	5. Inventories Inventories consist of the following at September 30, 2016 and December 31, 2015, respectively: (unaudited) September 30, December 31, 2016 2015 Raw materials $ $ Work in process Finished goods Replacement parts and supplies Inventory at FIFO costs LIFO inventory reserves ) Inventories $ $

Short-term Borrowings and Long-

Short-term Borrowings and Long-term Debt	9 Months Ended
	Sep. 30, 2016
Short-term Borrowings and Long-term Debt
Short-term Borrowings and Long-term Debt	6. Short-term Borrowings and Long-term Debt KapStone and certain of our subsidiaries are parties to a Second Amended and Restated Credit Agreement dated June 1, 2015 (as amended from time to time, the “Credit Agreement”), which provides for a senior secured credit facility (the “Credit Facility”) of $1.915 billion, consisting of a Term Loan A-1 in the aggregate amount of $940 million and a Term Loan A-2 in the aggregate amount of $475 million and a $500 million revolving credit facility (the “Revolver”). In addition, the Credit Facility also includes an uncommitted accordion feature that allows the Company, subject to certain significant conditions, to request additional commitments from our existing or new lenders under the Credit Facility without further approvals of any existing lenders thereunder. The aggregate amount of such increases in potential commitments (and potential borrowings) is limited to $600 million, unless the Company would maintain a pro forma total leverage ratio of 2.5 to 1.0 or less after giving effect to the increase in potential commitments (and potential borrowings). On February 9, 2016, the Company entered into the First Amendment (“First Amendment”) to the Credit Agreement. The First Amendment modified, among other things, the financial covenant in the Credit Agreement related to maintenance of a maximum total leverage ratio by increasing the permitted total leverage ratio for fiscal quarters ending on or prior to June 30, 2018, and it modified certain defined terms used in the calculation of the financial covenants in a manner favorable to the Company. The First Amendment also modified the pricing grid applicable to interest rates and the unused commitment fee under the Credit Agreement in order to provide for an additional pricing level based on the total leverage ratio of the Company. The Company paid approximately $2.3 million of loan amendment fees associated with the First Amendment, which are being amortized over the term of the Credit Agreement using the effective interest method. In September 2016, the Company made a voluntary prepayment on its term loans under the Credit Facility of $64.7 million and as a result, $0.7 million of unamortized debt issuance costs were written-off as a loss on debt extinguishment. Short-term Borrowings As of September 30, 2016, the Company had $11.5 million of short-term borrowings outstanding under the Revolver, which bear interest at 4.25 percent. As of September 30, 2016, the Company has available borrowing capacity of $471.3 million under the Revolver. Receivables Credit Facility On June 8, 2016, the Company entered into Amendment No. 2 to the Receivables Purchase Agreement (the “Amendment to Receivables Purchase Agreement”) amending its Receivables Purchase Agreement dated as of September 26, 2014 (as previously amended, the “Receivables Purchase Agreement”). In addition, the Company, KapStone Receivables, LLC (“KAR”), KapStone Kraft Paper Corporation, KapStone Container Corporation, KapStone Charleston Kraft LLC, Longview Fibre Paper and Packaging, Inc. and Victory (collectively, the “Originators”), entered into Amendment No. 2 to the Receivables Sales Agreement (the “Amendment to Receivables Sales Agreement” and, together with the Amendment to Receivables Purchase Agreement, the “Amendment”). The Receivables Purchase Agreement and Receivables Sales Agreement, as amended by the Amendment, establishes the primary terms and conditions of an accounts receivable securitization program (the “Securitization Program”). The Amendment extended the “Facility Termination Date” (as defined in the Receivable Purchase Agreement) from June 8, 2016 to June 6, 2017. Under our Securitization Program, the Originators sell, on an ongoing basis without recourse, certain trade receivables to KAR, which is considered a wholly-owned, bankruptcy-remote variable interest entity (“VIE”). The Company has the authority to direct the activities of the VIE and, as a result, we have concluded that we maintain control of the VIE, are the primary beneficiary (as defined by accounting guidance) and, therefore, consolidate the account balances of KAR. As of September 30, 2016, $356.9 million of our trade accounts receivables were sold to KAR. KAR in turn assigns a collateral interest in these receivables to a financial institution under a one-year $275 million facility (the “Receivables Credit Facility”) for proceeds of $269.5 million. The assets of KAR are not available to us until all obligations of KAR are satisfied in the event of bankruptcy or insolvency proceedings. Debt Covenants Our Credit Agreement governing our Credit Facility contains, among other provisions, covenants with which we must comply. The covenants limit our ability to, among other things, incur indebtedness, create additional liens on our assets, make investments, engage in mergers and acquisitions and sell any assets outside the normal course of business. As of September 30, 2016, the Company was in compliance with all applicable covenants in the Credit Agreement. Fair Value of Debt As of September 30, 2016, the fair value of the Company’s debt approximates the carrying value of $1.5 billion as the variable interest rates re-price frequently at current market rates. Our weighted-average cost of borrowings was 2.15 percent and 1.82 percent for the nine months ended September 30, 2016 and September 30, 2015, respectively.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2016
Income Taxes
Income Taxes	7. Income Taxes The Company’s effective income tax rate for the three and nine months ended September 30, 2016 was 28.9 percent and 32.7 percent, respectively, compared to 32.5 percent and 34.1 percent for the three and nine months ended September 30, 2015. The lower effective income tax rate in the three months ended September 30, 2016 is driven by a favorable $1.4 million return-to-provision adjustment from the Company’s recently filed 2015 federal income tax return. In the normal course of business, the Company is subject to examination by taxing authorities. The Company’s open federal tax years are 2013 and 2014. The Company has open tax years for state income tax filings generally starting in 2012.

Net Income per Share

Net Income per Share	9 Months Ended
	Sep. 30, 2016
Net Income per Share
Net Income per Share	8. Net Income per Share The Company’s basic and diluted net income per share for the three and nine months ended September 30, 2016 and 2015 is calculated as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net income $ $ $ $ Weighted-average number of common shares for basic net income per share Incremental effect of dilutive common stock equivalents: Unexercised stock options Unvested restricted stock awards Weighted-average number of shares for diluted net income per share Net income per share - basic $ $ $ $ Net income per share - diluted $ $ $ $ Approximately 1,100,000 of unexercised stock options were outstanding for both of the three month periods ended September 30, 2016 and 2015, respectively, but were not included in the computation of diluted earnings per share because the options were anti-dilutive. Approximately 1,809,000 and 900,000 of unexercised stock options were outstanding for the nine month periods ended September 30, 2016 and 2015, respectively, but were not included in the computation of diluted earnings per share because the options were anti-dilutive.

Pension Plan and Post-Retiremen

Pension Plan and Post-Retirement Benefits	9 Months Ended
	Sep. 30, 2016
Pension Plan and Post-Retirement Benefits
Pension Plan and Post-Retirement Benefits	9. Pension Plan and Post-Retirement Benefits Defined Benefit Plan Net pension cost (benefit) recognized for the three and nine months ended September 30, 2016 and 2015 for the Company’s defined benefit plan (the “Pension Plan”) is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Service cost for benefits earned during the quarter $ $ $ $ Interest cost on projected benefit obligations Expected return on plan assets ) ) ) ) Amortization of net loss Amortization of prior service cost Net pension cost (benefit) $ $ ) $ $ ) The Company currently does not anticipate making any Pension Plan contributions in 2016. This estimate is based on current tax laws, plan asset performance, and liability assumptions, which are subject to change. The Company provides postretirement health care insurance benefits through an indemnity plan for certain salary and non-salary Longview employees and their dependents. The Company anticipates making contributions to its’ postretirement plans in 2016 as claims are submitted. Defined Contribution Plan The Company offers 401(k) Defined Contribution Plans (“Contribution Plans”) to eligible employees. The Company’s monthly contributions are based on the matching of certain employee contributions or based on a union negotiated formula. For the three months ended September 30, 2016 and 2015, the Company recognized expense of $2.5 million and $5.5 million, respectively, for matching contributions. For the nine months ended September 30, 2016 and 2015, the Company recognized expense of $8.5 million and $15.5 million, respectively, for matching contributions. In March 2016, the Company suspended matching contributions to its Contribution Plans for certain employees. As a result, contributions were $3.2 million lower in the quarter ended September 30, 2016, and $8.5 million lower for the nine months ended September 30, 2016, compared to the same period in 2015. This was partially offset by an increase attributable to the inclusion of Victory under the Contribution Plans of $0.2 million for the quarter ended September 30, 2016, and $1.5 million for the nine months ended September 30, 2016 compared to 2015.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2016
Stock-Based Compensation
Stock-Based Compensation	10. Stock-Based Compensation The Company accounts for stock-based awards in accordance with ASC 718, “ Compensation — Stock Compensation ,” which requires that the cost resulting from all share-based payment transactions be recognized as compensation cost over the vesting period based on the fair value of the instrument on the date of grant. Total stock-based compensation expense related to the stock option and restricted stock unit grants for the three and nine months ended September 30, 2016 and 2015 is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Stock option compensation expense $ $ $ $ Restricted stock unit compensation expense Total stock-based compensation expense $ $ $ $ Total unrecognized stock-based compensation cost related to the stock options and restricted stock units as of September 30, 2016 and December 31, 2015 is as follows: September 30, December 31, 2016 2015 Unrecognized stock option compensation expense $ $ Unrecognized restricted stock unit compensation expense Total unrecognized stock-based compensation expense $ $ As of September 30, 2016, total unrecognized compensation cost related to non-vested stock options and restricted stock units is expected to be recognized over a weighted average period of 2.1 years and 2.0 years, respectively. Stock Options The following table summarizes stock options amounts and activity: Weighted Weighted Intrinsic Average Average Value Exercise Remaining (dollars in Options Price Life (Years) thousands) Outstanding at January 1, 2016 $ Granted Exercised ) Lapsed (forfeited or cancelled) ) Outstanding at September 30, 2016 $ Exercisable at September 30, 2016 $ $ For the three and nine months ended September 30, 2016, cash proceeds from the exercise of stock options totaled $0.4 million and $0.8 million, respectively. No options were exercised in the three months ended September 30, 2015. For the nine months ended September 30, 2015, cash proceeds from the exercise of stock options totaled $0.8 million. Restricted Stock The following table summarizes unvested restricted stock units amounts and activity: Weighted Average Grant Units Price Outstanding at January 1, 2016 $ Granted Vested ) Forfeited ) Outstanding at September 30, 2016 $

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2016
Commitments and Contingencies
Commitments and Contingencies	11. Commitments and Contingencies Legal Claims We are from time to time subject to various administrative and legal investigations, claims and proceedings incidental to our business, including environmental and safety matters, labor and employment matters, personal injury claims, contractual disputes and taxes. We establish reserves for claims and proceedings when it is probable that liabilities exist and where reasonable estimates can be made. We also maintain insurance that may limit our financial exposure for defense costs, as well as liability, if any, for claims covered by the insurance (subject also to deductibles and self-insurance amounts). While any investigation, claim or proceeding has an element of uncertainty, and we cannot predict or assure the outcome of any claim or proceeding involving the Company, we believe the outcome of any pending or threatened claim or proceeding (other than those that cannot be assessed due to their preliminary nature), or all of them combined, will not have a material adverse effect on our results of operations, cash flows or financial condition. The Company’s subsidiary, Longview Fibre Paper and Packaging, Inc. (“Longview”), is a potentially responsible party under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) with respect to the Lower Duwamish Waterway Superfund Site in the State of Washington (the “Site”). The U.S. Environmental Protection Agency (“EPA”) asserts that the Site is contaminated as a result of discharges from various businesses and government entities located along the Lower Duwamish Waterway, including a corrugated converting plant owned and operated by Longview. In November 2014, the EPA issued a Record of Decision (“ROD”) for the Site. The ROD includes a selected remedy for the Site. In the ROD, EPA states that the total estimated net present value costs (discounted at 2.3%) for the selected remedy are $342 million. Neither the Company nor Longview has received a specific monetary demand regarding its potential liability for the Site. In addition, Longview is a participant in a non-judicial allocation process with respect to the Site. Pursuant to the non-judicial allocation process, Longview and other participating parties will seek to allocate certain costs, including but not limited to the costs necessary to perform the work under the ROD. The non-judicial allocation process is not scheduled to be completed until 2019. Based upon the information available to the Company at this time, the Company cannot reasonably estimate its potential liability for this Site. There have been no material changes in any of our legal proceedings for the nine months ended September 30, 2016. Contingent Consideration The Company’s contingent consideration obligation relates to the Victory acquisition that was consummated on June 1, 2015 and is considered a Level 3 liability. The fair value of the obligation as of September 30, 2016 and December 31, 2015 was $17.9 million and $13.3 million, respectively. The fair value of the contingent consideration is driven by the probability of reaching the performance measures through December 1, 2017 required by the purchase agreement and the associated discount rate. The probability is estimated by reviewing financial forecasts and assessing the likelihood of reaching the required performance measures based on factors specific to the acquisition. The discount rate is determined by applying a risk premium to a risk-free interest rate. The total potential payout under this obligation is $25.0 million.

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2016
Segment Information
Segment Information	12. Segment Information Paper and Packaging: This segment manufactures and sells a wide variety of container board, corrugated products and specialty paper for industrial and consumer markets. Distribution: Through Victory, a North American distributor of packaging materials, with more than 60 distribution centers located in the United States, Mexico and Canada, the Company provides packaging materials and related products to a wide variety of customers. Each segment’s profits and losses are measured on operating profits before foreign exchange gains / (losses), loss on debt extinguishment, net interest expense and income taxes. Net Sales Operating Depreciation Capital Three Months Ended September 30, 2016 Trade Inter- Total Income (Loss) and Expenditures Assets Paper and Packaging: Containerboard / Corrugated products $ $ $ — — — — Specialty paper — — — — — Other — — — — — Paper and Packaging $ $ $ $ $ $ $ Distribution — Corporate — — — Intersegment eliminations — — — — — $ $ — $ $ $ $ $ Net Sales Operating Depreciation Capital Three Months Ended September 30, 2015 Trade Intersegment Total (Loss) Amortization Expenditures Assets Paper and Packaging: Containerboard / Corrugated products $ $ $ Specialty paper — Other — Paper and Packaging $ $ $ $ $ $ $ Distribution * — Corporate — — — ) Intersegment eliminations — ) ) — — — — $ $ — $ $ $ $ $ Operating Depreciation Net Sales Income and Capital Nine Months Ended September 30, 2016 Trade Intersegment Total (Loss) Amortization Expenditures Paper and Packaging: Containerboard / Corrugated products $ $ $ Specialty paper — Other — Paper and Packaging $ $ $ $ $ $ Distribution * — Corporate — — — ) Intersegment eliminations — ) ) — — — $ $ — $ $ $ $ Net Sales Operating Depreciation Capital Nine Months Ended September 30, 2015 Trade Intersegment Total (Loss) Amortization Expenditures Paper and Packaging: Containerboard / Corrugated products $ $ $ Specialty paper — Other — Paper and Packaging $ $ $ $ $ $ Distribution * — Corporate — — — ) Intersegment eliminations — ) ) — — — $ $ — $ $ $ $ * Reflects acquisition of Victory Packaging on June 1, 2015.

Subsequent Event

Subsequent Event	9 Months Ended
	Sep. 30, 2016
Subsequent Event
Subsequent Event	13. Subsequent Event On Thursday October 6 th , the Company began to prepare for Hurricane Matthew at the North Charleston, South Carolina mill with an orderly shutdown of the paper machines with only essential positions on staff at the mill. The storm made landfall on Saturday, October 8 th . The mill began starting the machines back up on Sunday, October 9 th and was in full operation by Tuesday, October 11 th . In total, the mill was idle for a total of 4 days with a production loss of approximately 10,000 tons with an estimated overall unfavorable impact to operating income of approximately $5.0 million.

Inventories (Tables)

Inventories (Tables)	9 Months Ended
	Sep. 30, 2016
Inventories
Schedule of Inventories	(unaudited) September 30, December 31, 2016 2015 Raw materials $ $ Work in process Finished goods Replacement parts and supplies Inventory at FIFO costs LIFO inventory reserves ) Inventories $ $

Net Income per Share (Tables)

Net Income per Share (Tables)	9 Months Ended
	Sep. 30, 2016
Net Income per Share
Schedule of basic and diluted net income per share	Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net income $ $ $ $ Weighted-average number of common shares for basic net income per share Incremental effect of dilutive common stock equivalents: Unexercised stock options Unvested restricted stock awards Weighted-average number of shares for diluted net income per share Net income per share - basic $ $ $ $ Net income per share - diluted $ $ $ $

Pension Plan and Post-Retirem21

Pension Plan and Post-Retirement Benefits (Tables)	9 Months Ended
	Sep. 30, 2016
Pension Plan and Post-Retirement Benefits
Schedule of pension and other postretirement benefit (income)/costs	Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Service cost for benefits earned during the quarter $ $ $ $ Interest cost on projected benefit obligations Expected return on plan assets ) ) ) ) Amortization of net loss Amortization of prior service cost Net pension cost (benefit) $ $ ) $ $ )

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2016
Stock-Based Compensation
Schedule of total stock-based compensation expense	Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Stock option compensation expense $ $ $ $ Restricted stock unit compensation expense Total stock-based compensation expense $ $ $ $
Schedule of total unrecognized stock-based compensation	September 30, December 31, 2016 2015 Unrecognized stock option compensation expense $ $ Unrecognized restricted stock unit compensation expense Total unrecognized stock-based compensation expense $ $
Summary of stock options amounts and activity	Weighted Weighted Intrinsic Average Average Value Exercise Remaining (dollars in Options Price Life (Years) thousands) Outstanding at January 1, 2016 $ Granted Exercised ) Lapsed (forfeited or cancelled) ) Outstanding at September 30, 2016 $ Exercisable at September 30, 2016 $ $
Summary of unvested restricted stock units amounts and activity	Weighted Average Grant Units Price Outstanding at January 1, 2016 $ Granted Vested ) Forfeited ) Outstanding at September 30, 2016 $

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2016
Segment Information
Schedule of segment sales by product line	Net Sales Operating Depreciation Capital Three Months Ended September 30, 2016 Trade Inter- Total Income (Loss) and Expenditures Assets Paper and Packaging: Containerboard / Corrugated products $ $ $ — — — — Specialty paper — — — — — Other — — — — — Paper and Packaging $ $ $ $ $ $ $ Distribution — Corporate — — — Intersegment eliminations — — — — — $ $ — $ $ $ $ $ Net Sales Operating Depreciation Capital Three Months Ended September 30, 2015 Trade Intersegment Total (Loss) Amortization Expenditures Assets Paper and Packaging: Containerboard / Corrugated products $ $ $ Specialty paper — Other — Paper and Packaging $ $ $ $ $ $ $ Distribution * — Corporate — — — ) Intersegment eliminations — ) ) — — — — $ $ — $ $ $ $ $ Operating Depreciation Net Sales Income and Capital Nine Months Ended September 30, 2016 Trade Intersegment Total (Loss) Amortization Expenditures Paper and Packaging: Containerboard / Corrugated products $ $ $ Specialty paper — Other — Paper and Packaging $ $ $ $ $ $ Distribution * — Corporate — — — ) Intersegment eliminations — ) ) — — — $ $ — $ $ $ $ Net Sales Operating Depreciation Capital Nine Months Ended September 30, 2015 Trade Intersegment Total (Loss) Amortization Expenditures Paper and Packaging: Containerboard / Corrugated products $ $ $ Specialty paper — Other — Paper and Packaging $ $ $ $ $ $ Distribution * — Corporate — — — ) Intersegment eliminations — ) ) — — — $ $ — $ $ $ $ * Reflects acquisition of Victory Packaging on June 1, 2015.

Financial Statements (Details)

Financial Statements (Details)	9 Months Ended
	Sep. 30, 2016segment
Financial Statements
Number of Reportable Segments	2

Acquisition (Details)

Acquisition (Details) - USD ($) $ in Thousands	Jul. 01, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Fair value of the assets acquired and liabilities assumed
Goodwill		$ 705,617		$ 705,617		$ 704,592
Selling, general, and administrative expenses		56,113	$ 63,577	172,407	$ 150,252
Central Florida Box Corporation Acquisition
Fair value of the assets acquired and liabilities assumed
Acquisition consideration, net of cash acquired	$ 15,400
Plant, property and equipment	10,500
Net working capital	1,700
Goodwill	1,000
Customer relationships	$ 2,200
Estimated Useful Life ( in Years)	10 years
Central Florida Box Corporation Acquisition | Selling, general and administrative expenses
Fair value of the assets acquired and liabilities assumed
Transaction fees and expenses		$ 600		$ 800

Equity Method Investments (Deta

Equity Method Investments (Details) $ in Thousands	1 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2016USD ($)	Apr. 30, 2016USD ($)	Sep. 30, 2016T	Sep. 30, 2016USD ($)
Equity Method Investments
Equity investment				$ 11,750
Sheet Feeder Equity Investments
Equity Method Investments
Expected vertical integration ramp up time			18 months
Sheet Feeder Equity Investments | Minimum
Equity Method Investments
Number of tons expected from vertical integration | T			60,000
Sheet Feeder Equity Investment Florida
Equity Method Investments
Equity investment	$ 10,500
Ownership interest (as a percent)	49.00%		49.00%	49.00%
Sheet Feeder Equity Investment California
Equity Method Investments
Equity investment		$ 1,250
Ownership interest (as a percent)		20.00%

New Plant Start-up (Details)

New Plant Start-up (Details) - Asset under Construction -Ontario California $ in Millions	1 Months Ended
	May 31, 2016USD ($)
New Plant Start-up
Estimated sheet plant cost	$ 14
Lease agreement term	10 years
Total lease commitment	$ 9

Planned Maintenance Outages (De

Planned Maintenance Outages (Details) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)T	Sep. 30, 2015USD ($)T
Roanoke Rapids North Carolina
Planned Maintenance Outage
Planned maintenance outage costs			$ 8.4	$ 8
Term of outage			9 days	8 days
Decrease in tons produced | T			11,700	10,400
Longview, Washington
Planned Maintenance Outage
Planned maintenance outage costs			$ 11.9	$ 9.8
Cost of sales
Planned Maintenance Outage
Planned maintenance outage costs	$ 3.8	$ 4.4	$ 29.4	$ 24.1

Inventories (Details)

Inventories (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Inventories
Raw materials	$ 100,048	$ 101,250
Work in process	7,022	6,165
Finished goods	155,545	149,774
Replacement parts and supplies	84,815	79,717
Inventory at FIFO costs	347,430	336,906
LIFO inventory reserves	20	(1,003)
Inventories	$ 347,450	$ 335,903

Short-term Borrowings and Lon30

Short-term Borrowings and Long-term Debt - Second Amended and Restated Credit Agreement, Interest Rates (Details) $ in Thousands	Feb. 09, 2016USD ($)	Jun. 01, 2015USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)
Short-term Borrowings and Long-term Debt
Loss on debt extinguishment				$ 679	$ 628	$ 679	$ 628
Credit Facility
Short-term Borrowings and Long-term Debt
Maximum borrowing capacity		$ 1,915,000
Loan amendment fees	$ 2,300
Voluntary prepayment of term loans			$ 64,700
Loss on debt extinguishment			$ 700
Credit Facility | Maximum
Short-term Borrowings and Long-term Debt
Credit Facility, Pro Forma Leverage Ratio Threshold		2.5
Accordion maximum borrowing capacity		$ 600,000,000
Term Loan A1
Short-term Borrowings and Long-term Debt
Maximum borrowing capacity		940,000
Term Loan A2
Short-term Borrowings and Long-term Debt
Maximum borrowing capacity		475,000
Revolver Credit Facility
Short-term Borrowings and Long-term Debt
Maximum borrowing capacity		$ 500,000

Short-term Borrowings and Lon31

Short-term Borrowings and Long-term Debt - Short-term Borrowings (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Short-term borrowings
Short-term borrowings	$ 11,500	$ 6,400
Revolver Credit Facility
Short-term borrowings
Short-term borrowings	$ 11,500
Line of credit interest rate (as a percent)	4.25%
Current availability under borrowing base	$ 471,300

Short-term Borrowings and Lon32

Short-term Borrowings and Long-term Debt - Receivables Credit Facility(Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Short-term Borrowings and Long-term Debt
Proceeds from receivables credit facility	$ 36,556	$ 112,961
Receivable Credit Facility
Short-term Borrowings and Long-term Debt
Trade receivables with securitization facility	$ 356,945		$ 345,372
Term of debt instrument	1 year
Proceeds from receivables credit facility	$ 269,500
Maximum | Receivable Credit Facility
Short-term Borrowings and Long-term Debt
Maximum borrowing capacity	$ 275,000

Short-term Borrowings and Lon33

Short-term Borrowings and Long-term Debt - Fair Value of Debt, Other Borrowing (Details) - USD ($) $ in Billions	Sep. 30, 2016	Sep. 30, 2015
Fair Value of Debt
Weighted average cost of borrowings	2.15%	1.82%
Level 2
Fair Value of Debt
Fair value of debt	$ 1.5

Income taxes (Details)

Income taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Taxes
Effective tax rate (as a percent)	28.90%	32.50%	32.70%	34.10%
Favorable adjustment due to prior return	$ 1.4

Net income per share (Details)

Net income per share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Net Income per Share
Net income	$ 31,018	$ 34,206	$ 67,914	$ 94,562
Weighted-average number of common shares for basic net income per share	96,581,703	96,310,998	96,499,771	96,235,404
Incremental effect of dilutive common stock equivalents:
Unexercised stock options (in shares)	942,090	1,030,234	840,281	1,112,767
Unvested restricted stock awards (in shares)	364,676	288,409	299,318	283,076
Weighted-average number of shares for diluted net income per share	97,888,469	97,629,641	97,639,370	97,631,247
Net income per share - basic (in dollars per share)	$ 0.32	$ 0.36	$ 0.70	$ 0.98
Net income per share - diluted (in dollars per share)	$ 0.32	$ 0.35	$ 0.70	$ 0.97
Anti-dilutive unexercised stock options (in shares)	1,100,000	1,100,000	1,809,000	900,000

Pension Plan and Post-Retirem36

Pension Plan and Post-Retirement Benefits (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Net pension (benefit) / cost recognized for the Pension Plans
Service cost for benefits earned during the quarter	$ 1,125	$ 1,215	$ 3,374	$ 3,645
Interest cost on projected benefit obligations	7,079	6,900	21,236	20,701
Expected return on plan assets	(9,340)	(10,236)	(28,020)	(30,708)
Amortization of net loss	1,157	533	3,471	1,601
Amortization of prior service cost	24	69	72	207
Net pension cost (benefit)	45	(1,519)	133	(4,554)
Defined Contribution Plan
Defined contribution plan expense recognized	2,500	$ 5,500	8,500	$ 15,500
Decrease in contributions	3,200		8,500
Victory
Defined Contribution Plan
Defined contribution plan expense recognized	$ 200		$ 1,500

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Stock-based compensation
Stock-based compensation expense	$ 1,826	$ 1,585	$ 7,188	$ 8,122
Stock Options
Stock-based compensation
Stock-based compensation expense	928	826	3,669	4,048
Restricted Stock Units
Stock-based compensation
Stock-based compensation expense	$ 898	$ 759	$ 3,519	$ 4,074

Stock-Based Compensation - Unre

Stock-Based Compensation - Unrecognized Compensation (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Unrecognized stock-based compensation expense
Total unrecognized stock-based compensation expense	$ 10,610	$ 9,311
Stock Options
Unrecognized stock-based compensation expense
Unrecognized stock option compensation expense	$ 4,791	4,217
Weighted average period of recognition	2 years 1 month 6 days
Restricted Stock Units
Unrecognized stock-based compensation expense
Unrecognized restricted stock unit compensation expense	$ 5,819	$ 5,094
Weighted average period of recognition	2 years

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Information Related to Stock Options (Details) - Stock Options - USD ($) $ / shares in Units, $ in Thousands	Sep. 30, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Options
Outstanding at the beginning of the period (in shares)				3,265,900
Granted (in shares)				1,263,078
Exercised (in shares)				(107,194)
Lapsed (forfeited or cancelled) (in shares)				(95,897)
Outstanding at the end of the period (in shares)	4,325,887	4,325,887		4,325,887
Exercisable at the end of the period (in shares)	2,321,008	2,321,008		2,321,008
Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)				$ 15.45
Granted (in dollars per share)				12.77
Exercised (in dollars per share)				9.77
Lapsed (forfeited or cancelled) (in dollars per share)				22.80
Outstanding at the end of the period (in dollars per share)	$ 14.64	$ 14.64		14.64
Exercisable at the end of the period (in dollars per share)	$ 10.20	$ 10.20		$ 10.20
Weighted Average Remaining Life (Years)
Exercisable at the end of the period	4 years 8 months 12 days
Intrinsic Value
Exercisable at the end of the period	$ 23,002	$ 23,002		$ 23,002
Additional information
Cash proceeds from exercises of options		$ 400	$ 0	$ 800	$ 800

Stock-Based Compensation - Rest

Stock-Based Compensation - Restricted Stock (Details) - Restricted Stock Units	9 Months Ended
	Sep. 30, 2016$ / sharesshares
Units
Outstanding at the beginning of the period (in shares) | shares	550,009
Granted (in shares) | shares	392,696
Vested (in shares) | shares	(210,988)
Forfeited (in shares) | shares	(31,006)
Outstanding at the end of the period (in shares) | shares	700,711
Weighted Average Grant Date Fair Value
Outstanding at the beginning of the period (in dollars per share) | $ / shares	$ 24.60
Granted (in dollars per share) | $ / shares	12.68
Vested (in dollars per share) | $ / shares	14.87
Forfeited (in dollars per share) | $ / shares	23.49
Outstanding at the end of the period (in dollars per share) | $ / shares	$ 20.89

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Millions	1 Months Ended
	Nov. 30, 2014	Sep. 30, 2016	Dec. 31, 2015
Longview
Legal claims
Discount rate (as a percent)	2.30%
Total estimated remedy	$ 342
Victory
Contingent consideration
Total potential payout		$ 25
Victory | Level 3
Contingent consideration
Fair value of the obligation		$ 17.9	$ 13.3

Segment Information (Details)

Segment Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)segmentitem	Sep. 30, 2015USD ($)	Dec. 31, 2015USD ($)
Segment information
Number of reportable segments | segment			2
Net Sales	$ 776,636	$ 807,563	$ 2,299,762	$ 2,025,107
Operating Income (Loss)	55,008	61,596	133,121	170,354
Depreciation and Amortization	44,954	42,500	135,528	114,617
Capital Expenditures	26,873	31,184	99,246	94,895
Assets	3,244,068	3,249,935	3,244,068	3,249,935	$ 3,222,110
Operating Segment
Segment information
Net Sales	776,636	807,563	2,299,762	2,025,107
Intersegment
Segment information
Net Sales	(18,674)	(7,628)	(55,667)	(8,416)
Corporate
Segment information
Operating Income (Loss)	(10,953)	(9,728)	(33,880)	(32,826)
Depreciation and Amortization	1,668	919	5,580	2,427
Capital Expenditures	1,037	4,453	3,752	11,415
Assets	41,376	41,818	41,376	41,818
Paper And Packaging
Segment information
Net Sales	533,562	559,435	1,586,173	1,683,581
Operating Income (Loss)	57,731	60,185	145,054	190,321
Depreciation and Amortization	37,491	36,059	112,790	104,723
Capital Expenditures	24,900	25,448	91,520	81,954
Assets	2,526,342	2,524,562	2,526,342	2,524,562
Paper And Packaging | Operating Segment
Segment information
Net Sales	552,236	567,063	1,641,840	1,691,997
Paper And Packaging | Intersegment
Segment information
Net Sales	18,674	7,628	55,667	8,416
Distribution
Segment information
Net Sales	243,074	248,128	713,589	341,526
Operating Income (Loss)	8,230	11,139	21,947	12,859
Depreciation and Amortization	5,795	5,522	17,158	7,467
Capital Expenditures	936	1,283	3,934	1,526
Assets	676,350	683,555	676,350	683,555
Distribution | Operating Segment
Segment information
Net Sales	243,074	248,128	713,589	341,526
Containerboard And Corrugated Products
Segment information
Net Sales	342,386	358,216	1,002,995	1,068,315
Containerboard And Corrugated Products | Operating Segment
Segment information
Net Sales	361,060	365,844	1,058,662	1,076,731
Containerboard And Corrugated Products | Intersegment
Segment information
Net Sales	18,674	7,628	55,667	8,416
Specialty Paper
Segment information
Net Sales	169,331	179,451	517,977	548,157
Specialty Paper | Operating Segment
Segment information
Net Sales	169,331	179,451	517,977	548,157
Other Products
Segment information
Net Sales	21,845	21,768	65,201	67,109
Other Products | Operating Segment
Segment information
Net Sales	$ 21,845	$ 21,768	$ 65,201	$ 67,109
Victory | Minimum
Segment information
Number of distribution centers | item			60

Subsequent Event (Details)

Subsequent Event (Details) - Subsequent Event - Hurricane Matthew - North Charleston, South Carolina $ in Millions	Oct. 06, 2016USD ($)T
Subsequent Event
Period for which machine downtime lasted	4 days
Reduction in production (in tons) | T	10,000
Estimated production loss | $	$ 5