Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 28, 2015 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | merc | |
Entity Registrant Name | MERCER INTERNATIONAL INC. | |
Entity Central Index Key | 1,333,274 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 64,501,896 |
INTERIM CONSOLIDATED BALANCE SH
INTERIM CONSOLIDATED BALANCE SHEETS € in Thousands, $ in Thousands | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) |
Current assets | ||
Cash and cash equivalents | $ 137,288 | $ 53,172 |
Restricted cash (Note 9) | 9,488 | 10,286 |
Receivables | 139,405 | 141,088 |
Inventories (Note 2) | 139,829 | 146,576 |
Prepaid expenses and other | 7,197 | 6,745 |
Deferred income tax | 19,863 | 19,968 |
Total current assets | 453,070 | 377,835 |
Property, plant and equipment, net | 783,773 | 883,150 |
Other assets | 21,374 | 22,767 |
Deferred income tax | 14,200 | 43,055 |
Total assets | 1,272,417 | 1,326,807 |
Current liabilities | ||
Accounts payable and other (Note 3) | 127,677 | 102,225 |
Dividends payable (Note 6) | 7,418 | 0 |
Pension and other post-retirement benefit obligations (Note 5) | 1,019 | 1,177 |
Debt (Note 4) | 0 | 12,101 |
Total current liabilities | 136,114 | 115,503 |
Debt (Note 4) | 670,092 | 675,412 |
Interest rate derivative liability (Note 9) | 11,411 | 17,962 |
Pension and other post-retirement benefit obligations (Note 5) | 29,808 | 34,837 |
Capital leases and other | 13,347 | 15,321 |
Deferred income tax | 18,684 | 28,892 |
Total liabilities | 879,456 | 887,927 |
Shareholders' equity | ||
Common shares | 388,897 | 386,338 |
Paid In Capital | 4,149 | 4,769 |
Retained earnings | 146,602 | 100,214 |
Accumulated other comprehensive income (loss) (Note 8) | (146,687) | (52,441) |
Total shareholders' equity | 392,961 | 438,880 |
Total liabilities and shareholders' equity | $ 1,272,417 | $ 1,326,807 |
Commitments and contingencies (Note 11) |
INTERIM CONSOLIDATED BALANCE S3
INTERIM CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
INTERIM CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 64,502,000 | 64,274,000 |
Common Stock, Shares, Outstanding | 64,502,000 | 64,274,000 |
Common Stock, Par or Stated Value Per Share | $ 1 | $ 1 |
INTERIM CONSOLIDATED STATEMENTS
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues | ||||
Pulp | $ 249,141 | $ 276,959 | $ 729,924 | $ 814,947 |
Energy and chemicals | 21,752 | 24,651 | 65,452 | 77,540 |
Total revenues | 270,893 | 301,610 | 795,376 | 892,487 |
Costs and expenses | ||||
Operating costs | 197,506 | 222,831 | 587,747 | 689,600 |
Operating depreciation and amortization | 16,890 | 19,314 | 50,587 | 58,784 |
Selling, general and administrative expenses | 12,465 | 11,279 | 35,530 | 34,653 |
Operating income | 44,032 | 48,186 | 121,512 | 109,450 |
Other income (expense) | ||||
Interest expense | (13,275) | (17,456) | (40,635) | (52,071) |
Gain on settlement of debt | 0 | 31,851 | 0 | 31,851 |
Foreign exchange loss on intercompany debt | (20) | (3,178) | (4,432) | (3,365) |
Gain (loss) on derivative instruments (Note 9) | (342) | 3,447 | (699) | 9,224 |
Other expense | (56) | (230) | (169) | (119) |
Total other income (expense) | (13,693) | 14,434 | (45,935) | (14,480) |
Income before income taxes | 30,339 | 62,620 | 75,577 | 94,970 |
Income tax benefit (provision) | ||||
Income tax benefit (provision) - current | (2,789) | (1,106) | (9,290) | (2,633) |
Income tax benefit (provision) - deferred | (3,790) | 30,305 | (12,481) | 25,424 |
Net income | 23,760 | 91,819 | 53,806 | 117,761 |
Less: net income attributable to noncontrolling interest | 0 | (3,482) | 0 | (7,812) |
Net income attributable to common shareholders | $ 23,760 | $ 88,337 | $ 53,806 | $ 109,949 |
Net income per share attributable to common shareholders (Note 7) | ||||
Basic | $ 0.37 | $ 1.38 | $ 0.84 | $ 1.79 |
Diluted | 0.37 | 1.37 | 0.83 | 1.78 |
Cash dividend declared per common share (Note 6) | $ 0.115 | $ 0 | $ 0.115 | $ 0 |
INTERIM CONSOLIDATED STATEMENT5
INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Interim Consolidated Statements Of Comprehensive Income (Loss) [Abstract] | ||||
Net income | $ 23,760 | $ 91,819 | $ 53,806 | $ 117,761 |
Other comprehensive income (loss), net of taxes | ||||
Foreign currency translation adjustment (net of tax effect of $nil in all periods) | (14,106) | (41,527) | (94,866) | (44,506) |
Change in unrecognized losses and prior service costs related to defined benefit plans (net of tax effect of $nil in all periods) | 273 | 197 | 732 | 587 |
Change in unrealized gains on marketable securities (net of tax effect of $nil in all periods) | (34) | (14) | (112) | (3) |
Other comprehensive income (loss), net of taxes | (13,867) | (41,344) | (94,246) | (43,922) |
Total comprehensive income (loss) | 9,893 | 50,475 | (40,440) | 73,839 |
Comprehensive income attributable to noncontrolling interest | 0 | (3,482) | 0 | (7,812) |
Comprehensive income (loss) attributable to common shareholders | $ 9,893 | $ 46,993 | $ (40,440) | $ 66,027 |
INTERIM CONSOLIDATED STATEMENT6
INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Interim Consolidated Statements Of Comprehensive Income (Loss) [Abstract] | ||||
Foreign currency translation adjustment, tax effect | $ 0 | $ 0 | $ 0 | $ 0 |
Change in unrecognized losses and prior service costs related to defined benefit plans, tax effect | 0 | 0 | 0 | 0 |
Change in unrealized gains on marketable securities, tax effect | $ 0 | $ 0 | $ 0 | $ 0 |
INTERIM CONSOLIDATED STATEMENT7
INTERIM CONSOLIDATED STATEMENTS OF RETAINED EARNINGS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Retained Earnings (Accumulated Deficit) [Abstract] | ||||
Net income attributable to common shareholders | $ 23,760 | $ 88,337 | $ 53,806 | $ 109,949 |
Acquisition of noncontrolling interest | 0 | (23,755) | 0 | (23,755) |
Cash dividends declared ($0.115 per common share) | 7,418 | 0 | 7,418 | 0 |
Retained earnings, beginning of period | 130,260 | 32,427 | 100,214 | 10,815 |
Retained earnings, end of period | $ 146,602 | $ 97,009 | $ 146,602 | $ 97,009 |
INTERIM CONSOLIDATED STATEMENT8
INTERIM CONSOLIDATED STATEMENTS OF RETAINED EARNINGS (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Retained Earnings (Accumulated Deficit) [Abstract] | ||||
Cash dividend declared per common share | $ 0.115 | $ 0 | $ 0.115 | $ 0 |
INTERIM CONSOLIDATED STATEMENT9
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from (used in) operating activities | ||||
Net income | $ 23,760 | $ 91,819 | $ 53,806 | $ 117,761 |
Adjustments to reconcile net income to cash flows from operating activities | ||||
Gain on settlement of debt | 0 | (31,851) | 0 | (31,851) |
Unrealized (gain) loss on derivative instruments | 342 | (3,447) | 575 | (9,224) |
Depreciation and amortization | 17,086 | 19,397 | 50,956 | 59,035 |
Deferred income taxes | 3,790 | (30,305) | 12,481 | (25,424) |
Foreign exchange loss on intercompany debt | 20 | 3,178 | 4,432 | 3,365 |
Defined benefit pension plan and post-retirement benefit plan expense | 533 | 629 | 1,627 | 1,875 |
Stock compensation expense | 427 | 592 | 1,785 | 923 |
Other | 767 | 2,308 | 1,802 | 4,022 |
Defined benefit pension plan and post-retirement benefit plan contributions | (431) | (724) | (1,344) | (1,950) |
Changes in working capital | ||||
Receivables | 10,623 | (14,439) | (12,059) | (17,254) |
Inventories | (2,054) | (147) | (7,702) | 5,186 |
Accounts payable and accrued expenses | 18,522 | 19 | 36,593 | 14,199 |
Other | (1,695) | (172) | (983) | (2,846) |
Net cash from (used in) operating activities | 71,690 | 36,857 | 141,969 | 117,817 |
Cash flows from (used in) investing activities | ||||
Purchase of property, plant and equipment | (9,413) | (9,418) | (28,184) | (22,135) |
Purchase of intangible assets | (1,005) | (1,135) | (2,895) | (3,590) |
Other | 27 | (418) | 324 | (145) |
Net cash from (used in) investing activities | (10,391) | (10,971) | (30,755) | (25,870) |
Cash flows from (used in) financing activities | ||||
Repayment of debt | 0 | (14,683) | (10,763) | (45,224) |
Proceeds from issuance of shares | 0 | (84) | 0 | 53,858 |
Payment of interest rate derivative liability | 0 | 0 | (7,015) | 0 |
Repayment of capital lease obligations | (578) | (580) | (1,718) | (1,772) |
Proceeds from sale and lease-back transactions | 0 | 0 | 466 | 1,047 |
Proceeds from (repayment of) credit facilities, net | (12,881) | 0 | (3,358) | 0 |
Proceeds from government grants | 0 | 2,028 | 159 | 6,086 |
Other | 0 | (592) | (106) | (592) |
Net cash from (used in) financing activities | (13,459) | (13,911) | (22,335) | 13,403 |
Effect of exchange rate changes on cash and cash equivalents | (1,419) | (13,075) | (4,763) | (13,155) |
Net increase (decrease) in cash and cash equivalents | 46,421 | (1,100) | 84,116 | 92,195 |
Cash and cash equivalents, beginning of period | 90,867 | 241,023 | 53,172 | 147,728 |
Cash and cash equivalents, end of period | 137,288 | 239,923 | 137,288 | 239,923 |
Cash paid during the period for | ||||
Interest | 1,138 | 2,903 | 27,043 | 35,792 |
Income taxes | 412 | 498 | 1,227 | 2,316 |
Supplemental schedule of non-cash investing and financing activities | ||||
Payment-in-kind note issued to acquire noncontrolling interest | 0 | 12,101 | 0 | 12,101 |
Acquisition of production and other equipment under capital lease obligations | 0 | (7) | 0 | 611 |
Increase (decrease) in accounts payable and accrued purchases for property, plant and equipment | 715 | (1,040) | (83) | (3,334) |
Increase (decrease) in receivables of government grants for long-term assets | $ 0 | $ 33 | $ 0 | $ (2,929) |
The Company And Summary Of Sign
The Company And Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
The Company And Summary Of Significant Accounting Policies | Note 1. The Company and Summary of Significant Accounting Policies 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"). The Company ’ s shares of common stock are quoted and listed for trading on both the NASDAQ Global Market and the Toronto Stock Exchange. The interim consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the U.S. 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 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, 2014. In the opinion of the Company, the unaudited interim consolidated financial statements contained herein 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. The Company has three pulp mills that are aggregated into one reportable business segment, market pulp. Accordingly, the results presented are those of the reportable business segment. 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), depreciation and amortization, future cash flows associated with impairment testing for long-lived assets, intercompany loans of a long-term investment nature, legal liabilities and contingencies. Actual results could differ materially from these estimates, and changes in these estimates are recorded when known. New Accounting Standards In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update 2014-09 , Revenue Recognition – Revenue from Contracts with Customers ( " ASU 2014-09 " ) that requires companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. This update is effective for annual reporting periods beginning on or after December 15, 201 7 and interim periods therein and requires expanded disclosures. The Company is currently assessing the impact, if any, the adoption of ASU 2014-09 will have on its consolidated financial statements. In April 2015, the Financial Accounting Standards Board issued Accounting Standards Update 2015-03, Simplifying the Presentation of Debt Issuance Costs ( " ASU 2015-03 " ) which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. This standard is effective for financial statements issued for fiscal years beginning after December 15, 2015. The Company is currently assessing the impact the adoption of ASU 2015-03 will have on its consolidated financial statements . |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2015 | |
Inventories [Abstract] | |
Inventories | Note 2. Inventories September 30, December 31, 2015 2014 Raw materials $ $ Finished goods Spare parts and other $ $ |
Accounts Payable and Other
Accounts Payable and Other | 9 Months Ended |
Sep. 30, 2015 | |
Accounts Payable and Other [Abstract] | |
Accounts Payable and Other | Note 3. Accounts Payable and Other September 30, December 31, 2015 2014 Trade payables $ $ Accrued liabilities Interest rate derivative liability, current portion (Note 9) Accrued interest payable Other $ $ |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt [Abstract] | |
Debt | Note 4 . Debt Debt consists of the following: September 30, December 31, 2015 2014 2019 Senior Notes, unsecured (a) $ $ 2022 Senior Notes, unsecured (a) Payment-in-kind note (b) - Revolving credit facilities €75.0 million (c) C$40.0 million (d) - - €25.0 million (e) - - €5.0 million (f) - - Less: current portion - Debt, less current portion $ $ As at September 30, 2015, the maturities of debt are as follows: Matures Amount 2015 $ - 2016 - 2017 - 2018 - 2019 Thereafter $ Note 4 . Debt (continued) Certain of the Company’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 at September 30, 2015, the Company is in compliance with the terms of its debt agreements. (a) On November 26, 2014 , the Company completed a private offering of $250,000 in aggregate principal amount of 7.00% senior notes which mature on December 1, 2019 ( " 2019 Senior Notes " ) and $400,000 in aggregate principal amount of 7.75% senior notes which mature on December 1, 2022 ( " 2022 Senior Notes " and collectively with the 2019 Senior Notes, the " Senior Notes " ). The Senior Notes were issued at a price of 100% of their principal amount. 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’s subsidiaries. The Company may redeem all or a part of the Senior Notes, upon not less than 30 days ’ or more than 60 days ’ notice, at the redemption prices (expressed as percentages of principal amount) discussed below, plus accrued and unpaid interest to (but not including) the applicable redemption date. The 2019 Senior Notes redemption prices are equal to 103.50% for the twelve month period beginning on December 1, 2016 , 101.75% for the twelve month period beginning on December 1, 2017 , and 100.00% beginning on December 1, 2018 and at any time thereafter. The 2022 Senior Notes redemption prices are equal to 105.813% for the twelve month period beginning on December 1, 2017 , 103.875% for the twelve month period beginning on December 1, 2018 , 101.938% for the twelve month period beginning on December 1, 2019 , and 100.00% beginning on December 1, 2020 and at any time thereafter. (b) A €10.0 million payment-in-kind note due to the former noncontrolling shareholder of the Stendal mill which the Company redeemed on April 20, 2015 for a cash payment of €10.0 million ( $10,763 ). (c) A €75.0 million revolving credit facility at the Stendal mill that matures in October 2019 . Borrowings under the facility are collateralized by the mill’s inventory and receivables and bear interest at Euribor plus 3.50% . As at September 30, 2015, €18.0 million ( $20,092 ) of this facility was drawn and was accruing interest at a rate of 3.50% , and approximately €57.0 million ( $63,623 ) was available. (d) A C$40.0 million revolving credit facility at the Celgar mill that matures in May 2019 . Borrowings under the facility are collateralized by the mill’s inventory and receivables and are restricted by a borrowing base calculated on the mill’s inventory and receivables. Canadian dollar denominated amounts bear interest at bankers acceptance plus 1.50% or Canadian prime . U.S. dollar denominated amounts bear interest at LIBOR plus 1.50% or U.S. base . As at September 30, 2015, approximately C$1.7 million ( $1,268 ) was supporting letters of credit and approximately C$38.3 million ( $28,596 ) was available. (e) A €25.0 million revolving credit facility at the Rosenthal mill that matures in October 2016 . Borrowings under the facility are collateralized by the mill’s inventory and receivables and bear interest at Euribor plus 3.50% . As at September 30, 2015, approximately € 0. 4 million ( $446 ) of this facility was supporting bank guarantees leaving approximately € 24.6 million ( $27,459 ) available. (f) A €5.0 million revolving credit facility at the Rosenthal mill that matures in December 2015 . Borrowings under this facility bear interest at the rate of the three -month Euribor plus 3.50% and are secured by certain land at the Rosenthal mill. As at September 30, 2015 approximately € 1.3 million ( $1,396 ) of this facility was supporting bank guarantees leaving approximately € 3.7 million ( $4,185 ) available . |
Pension and Other Post-Retireme
Pension and Other Post-Retirement Benefit Obligations | 9 Months Ended |
Sep. 30, 2015 | |
Pension And Other Post-Retirement Benefit Obligations [Abstract] | |
Pension and Other Post-Retirement Benefit Obligations | Note 5 . Pension and Other Post-Retirement Benefit Obligations Defined Benefit Plans Included in pension and other post-retirement benefit obligations are amounts related to the Company ’ s Celgar and Rosenthal mills. The largest component of this obligation is with respect to the Celgar mill which maintains a defined benefit pension plan and post-retirement benefit plans for certain employees (the "Celgar Defined Benefit Plans"). Pension benefits are based on employees ’ earnings and years of service. The Celgar Defined Benefit Plans are funded by contributions from the Company based on actuarial estimates and s tatutory requirements. Pension contributions during the three and nine month periods ended September 30, 2015 totaled $431 and $1,344 , respectively (2014 – $ 724 and $1,950 ) . The components of the net periodic benefit costs relating to the Celgar Defined Benefit Plans for the three and nine month periods ended September 30, 2015 and 2014 were as follows: Three Months Ended September 30, 2015 2014 Pension Benefits Post-Retirement Benefits Pension Benefits Post-Retirement Benefits Service cost $ $ $ $ Interest cost Expected return on plan assets - - Amortization of unrecognized items Net periodic benefit cost $ $ $ $ Nine Months Ended September 30, 2015 2014 Pension Benefits Post-Retirement Benefits Pension Benefits Post-Retirement Benefits Service cost $ $ $ $ Interest cost Expected return on plan assets - - Amortization of unrecognized items Net periodic benefit cost $ $ $ $ Defined Contribution Plan Effective December 31, 2008, the Celgar Defined Benefit Plans were closed to new members. In addition, the 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 nine month periods ended September 30, 2015 , the Company made co ntributions of $173 and $521 , respectively (2014 – $157 and $556 ), to this plan. 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 ag reement. The Company has no current or future contribution obligations in excess of the contractual contributions. Contributions during the three and nine month periods ended September 30, 2015 totaled $399 and $1,249 , respectiv ely (2014 – $392 and $1,413 ). |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Note 6 . Shareholders’ Equity Dividends In July 2015 , the Company’s Board of Directors declared a quarterly dividend of $0.115 per common share. This dividend was paid on October 5, 2015 to all shareholders of record on September 28, 2015 . In October 2015 , the Company’s Board of Directors declared a quarterly dividend of $0.115 per common share. Payment of the dividend will be made in on January 5, 2016 to all shareholders of record on December 28, 2015 . Future dividends are subject to approval by the Board of Directors and may be adjusted as business and industry conditions warrant. Stock Based Compensation In June 2010, the Company adopted a stock incentive plan (the "2010 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 nine months ended September 30, 2015 , there were no issued and outstanding restricted stock rights, performance shares or stock appreciation rights. As at September 30, 2015 , after factoring in all allocated shares, there remain ap proximately 2. 1 million com mon 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 periods are generally three years. For the three and nine month periods ended September 30, 2015, the Company recognized an expense of $ 262 and $1,359 , respectively, related to PSUs (2014 – $449 an d $503 ) . The following table summarizes PSU activity during the period: Number of PSUs Outstanding at January 1, 2015 Granted Vested and issued Forfeited Outstanding at September 30, 2015 Restricted Shares Restricted shares generally vest over one year; however, 200,000 restricted shares granted during the year ended December 31, 2011 vest in equal amounts over a five -year period commencing in 2012. Expense recognized for the three and nine month periods ended September 30, 20 15 was $165 and $426 respectively (2014 – $143 and $420) . As at September 30, 2015 , the total remaining unrecognized compensation cost related to restricted shares amounted to approximately $409 (2014 – $427 ), which will be amortized over the remaining vesting periods. T he following table summarizes restricted share activity during the period: Number of Restricted Shares Outstanding at January 1, 2015 Granted Vested Outstanding at September 30, 2015 Note 6 . Shareholders’ Equity (continued) Stock Options During the nine month period ended September 30, 2015 , 30,000 stock options were exercised (2014 – nil ) for proceeds of $219 , and 25,000 stock options were cancelled (2014 – nil ) in exchange for $149 . The Company has no stock options outstanding as at September 30, 2015 . |
Net Income Per Share Attributab
Net Income Per Share Attributable To Common Shareholders | 9 Months Ended |
Sep. 30, 2015 | |
Net Income Per Share Attributable To Common Shareholders [Abstract] | |
Net Income Per Share Attributable To Common Shareholders | Note 7 . Net Income Per Share Attributable to Common Shareholders Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net income attributable to common shareholders: Basic and diluted $ $ $ $ Net income per share attributable to common shareholders: Basic $ $ $ $ Diluted $ $ $ $ Weighted average number of common shares outstanding: Basic (1) Effect of dilutive instruments: PSUs Restricted shares Stock options - Diluted ________ (1) For the three and nine month periods ended September 30, 2015 , t he basic weighted average number of shares excludes 78,000 restricted shares which hav e been issued, but have not vested as at September 30, 2015 (2014 – 118,000 restricted shares). The calculation of diluted net income per share attributable to common shareholders does not assume the exercise of any instruments that would have an anti-dilutive effect on net income per share. There were no anti-dilutive instruments for the three and nine month periods ended September 30, 2015 and 2014. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Comprehensive Income (Loss) Note [Text Block] | Note 8 . Accumulated Other Comprehensive Income (Loss) Changes in amounts included in accumulated other comprehensive income (loss) by component are as follows: Foreign Defined Benefit Unrealized Currency Pension and Gains on Translation Post-Retirement Marketable Adjustments Benefit Items Securities Total Balance December 31, 2014 $ $ $ $ Other comprehensive income (loss) before reclassifications - Amounts reclassified from accumulated other comprehensive income (loss) - - Other comprehensive income (loss), net of taxes Balance September 30, 2015 $ $ $ $ |
Derivative Transactions
Derivative Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Transactions [Abstract] | |
Derivative Transactions | Note 9 . Derivative Transactions The Company is exposed to certain market risks relating to its ongoing business. The Company seeks to manage these risks through internal risk management policies as well as, from time to time, the use of derivatives. The derivatives are measured at fair value with changes in fair value immediately recognized in gain (loss) on derivative instruments in the Interim Consolidated Statement of Operations. Interest Rate Derivative During 2002, the Company entered into certain variable-to-fixed interest rate swaps in connection with the Stendal mill with respect to an aggregate maximum amount of approximately € 612.6 million of the principal amount of the indebtedness under the Stendal mill ’ s senior project finance facility, which was settled in November 2014. Under the remaining interest rate swaps, the Company p ays a fixed rate and receives a floating rate with the derivative payments being calculated on a notional amount. As at September 30, 2015, the contract has a fair value of €21.2 million ( $23,706 ) of which €11.0 million ( $12,295 ) is classified as current within accounts payable and other and €10.2 million ( $11 ,411 ) is classified as a long-term liability in the Interim Consolidated Balance Sheet. The contract has an aggregate notional amount of € 222.7 million, a fixed interest rate of 5.28 % and m atures in October 2017 . The Company has pledged as collateral cash in the amount of 67% of the fair value of the interest rate swap up to €8.5 million to the derivative counterparty. The calculation to determine the collateral is performed semi-annually, with the final calculation in October 2017. As at September 30, 2015 , the collateral was €8.5 million ( $9,488 ). This cash has been classified as restricted cash in the Interim Consolidated Balance Sheet. The interest rate derivative is with a bank that is part of a banking syndicate that holds the Stendal €75.0 million revolving credit facility and the Company does not anticipate non-performance by the bank. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Financial Instruments [Abstract] | |
Financial Instruments | Note 10 . Financial Instruments The fair value of financial instruments is summarized as follows: September 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ $ $ $ Restricted cash $ $ $ $ Marketable securities $ $ $ $ Interest rate derivative liability $ $ $ $ Debt $ $ $ $ The carrying value of cash and cash equivalents and restricted cash approximates the fair value due to the immediate or short-term maturity of these financial instruments. Marketable securities are recorded at fair value based on quoted prices in an active market. See the Fair Value Measurement and Disclosure section below for details on how the fair value of the interest rate derivative and debt was determined. Fair Value Measurement and Disclosure The Company classified its marketable securities within Level 1 of the valuation hierarchy because quoted prices are available in an active market for the exchange-traded equities. The Company ’ s interest rate derivative is classified within Level 2 of the valuation hierarchy, as it is valued using internal models that use as their basis readily observable market inputs, such as forward interest rates and yield curves observable at specified intervals. The observable inputs reflect market data obtained from independent sources. The Company ’ s debt is recognized at amortized cost. The fair value of debt classified as Level 2 reflects recent market transactions. Note 10 . Financial Instruments (continued) The following table presents a summary of the Company ’ s outstanding financial instruments and their estimated fair values under the fair value hierarchy: Fair value measurements at September 30, 2015 using: Description Level 1 Level 2 Level 3 Total Assets Marketable securities $ $ - $ - $ Liabilities Interest rate derivative $ - $ $ - $ Debt Senior Notes - - Revolving credit facilities - - $ - $ $ - $ Fair value measurements at December 31, 2014 using: Description Level 1 Level 2 Level 3 Total Assets Marketable securities $ $ - $ - $ Liabilities Interest rate derivative $ - $ $ - $ Debt Senior Notes - - Revolving credit facilities - - Payment-in-kind note - - $ - $ $ $ |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies [Abstract] | |
Commitments and Contingencies | Note 11. 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 claim which is 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) In 2012, as a result of a regular tax field audit for the Stendal mill, German public authorities commenced a preliminary investigation into past managers of the mill relating to whether certain settlement amounts received by the Stendal mill in 2007, 2010 and 2011 from the main contractor under the Engineering, Procurement and Construction Contract for the construction of the Stendal mill should have reduced the assessment base for the original investment subsidies granted to the mill by German authorities. The payments were made by the contractor to the Stendal mill to settle certain warranty, performance and remediation claims that the Stendal mill made against the contractor after completion of mill construction in 2004. The amounts currently under review aggregate approximately €8.3 million ( $9,264 ) . Investment subsidies received by the Stendal mill were generally based upon a percentage of the assessment base for subsidies of the mill. If the settlement payments received by the Stendal mill result in a reduction of the assessment base for subsidies under applicable German rules there could be a proportionate reduction in the investment subsidies and the difference could be repayable by the Stendal mill. The Stendal mill believes that it has properly recorded the settlement amounts received from the contractor and that the same do not reduce the assessment base for subsidies of the mill. While it is not reasonably possible to predict the outcome of the legal action and claim, it is the opinion of management that the outcome will not have a material adverse effect on the consolidated financial condition, results of operations or liquidity of the Company. Note 11. Commitments and Contingencies (continued) (c) 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. |
The Company And Summary Of Si21
The Company And Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2015 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
Basis of Presentation | 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"). The Company ’ s shares of common stock are quoted and listed for trading on both the NASDAQ Global Market and the Toronto Stock Exchange. The interim consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the U.S. 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 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, 2014. In the opinion of the Company, the unaudited interim consolidated financial statements contained herein 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. The Company has three pulp mills that are aggregated into one reportable business segment, market pulp. Accordingly, the results presented are those of the reportable business segment. 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 | 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), depreciation and amortization, future cash flows associated with impairment testing for long-lived assets, intercompany loans of a long-term investment nature, legal liabilities and contingencies. Actual results could differ materially from these estimates, and changes in these estimates are recorded when known. |
New Accounting Standards | New Accounting Standards In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update 2014-09 , Revenue Recognition – Revenue from Contracts with Customers ( " ASU 2014-09 " ) that requires companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. This update is effective for annual reporting periods beginning on or after December 15, 201 7 and interim periods therein and requires expanded disclosures. The Company is currently assessing the impact, if any, the adoption of ASU 2014-09 will have on its consolidated financial statements. In April 2015, the Financial Accounting Standards Board issued Accounting Standards Update 2015-03, Simplifying the Presentation of Debt Issuance Costs ( " ASU 2015-03 " ) which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. This standard is effective for financial statements issued for fiscal years beginning after December 15, 2015. The Company is currently assessing the impact the adoption of ASU 2015-03 will have on its consolidated financial statements . |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventories [Abstract] | |
Components of Inventory | September 30, December 31, 2015 2014 Raw materials $ $ Finished goods Spare parts and other $ $ |
Accounts Payable and Other (Tab
Accounts Payable and Other (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounts Payable and Other [Abstract] | |
Schedule of Accounts Payable and Other | September 30, December 31, 2015 2014 Trade payables $ $ Accrued liabilities Interest rate derivative liability, current portion (Note 9) Accrued interest payable Other $ $ |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt [Abstract] | |
Schedule Of Debt | September 30, December 31, 2015 2014 2019 Senior Notes, unsecured (a) $ $ 2022 Senior Notes, unsecured (a) Payment-in-kind note (b) - Revolving credit facilities €75.0 million (c) C$40.0 million (d) - - €25.0 million (e) - - €5.0 million (f) - - Less: current portion - Debt, less current portion $ $ |
Principal Maturities Of Debt | Matures Amount 2015 $ - 2016 - 2017 - 2018 - 2019 Thereafter $ |
Pension And Other Post-Retire25
Pension And Other Post-Retirement Benefit Obligations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Pension And Other Post-Retirement Benefit Obligations [Abstract] | |
Schedule of Net Benefit Costs | Three Months Ended September 30, 2015 2014 Pension Benefits Post-Retirement Benefits Pension Benefits Post-Retirement Benefits Service cost $ $ $ $ Interest cost Expected return on plan assets - - Amortization of unrecognized items Net periodic benefit cost $ $ $ $ Nine Months Ended September 30, 2015 2014 Pension Benefits Post-Retirement Benefits Pension Benefits Post-Retirement Benefits Service cost $ $ $ $ Interest cost Expected return on plan assets - - Amortization of unrecognized items Net periodic benefit cost $ $ $ $ |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Performance Share Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary Of Share Based Compensation Arrangement Activity | Number of PSUs Outstanding at January 1, 2015 Granted Vested and issued Forfeited Outstanding at September 30, 2015 |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary Of Share Based Compensation Arrangement Activity | Number of Restricted Shares Outstanding at January 1, 2015 Granted Vested Outstanding at September 30, 2015 |
Net Income Per Share Attribut27
Net Income Per Share Attributable To Common Shareholders (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Net Income Per Share Attributable To Common Shareholders [Abstract] | |
Schedule Of Net Income Per Share Attributable To Common Shareholders | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net income attributable to common shareholders: Basic and diluted $ $ $ $ Net income per share attributable to common shareholders: Basic $ $ $ $ Diluted $ $ $ $ Weighted average number of common shares outstanding: Basic (1) Effect of dilutive instruments: PSUs Restricted shares Stock options - Diluted ________ (1) For the three and nine month periods ended September 30, 2015 , t he basic weighted average number of shares excludes 78,000 restricted shares which hav e been issued, but have not vested as at September 30, 2015 (2014 – 118,000 restricted shares). |
Accumulated Other Comprehensi28
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Foreign Defined Benefit Unrealized Currency Pension and Gains on Translation Post-Retirement Marketable Adjustments Benefit Items Securities Total Balance December 31, 2014 $ $ $ $ Other comprehensive income (loss) before reclassifications - Amounts reclassified from accumulated other comprehensive income (loss) - - Other comprehensive income (loss), net of taxes Balance September 30, 2015 $ $ $ $ |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Financial Instruments [Abstract] | |
Fair Value Of Financial Instruments | September 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ $ $ $ Restricted cash $ $ $ $ Marketable securities $ $ $ $ Interest rate derivative liability $ $ $ $ Debt $ $ $ $ |
Outstanding Financial Instruments And Estimated Fair Values | Fair value measurements at September 30, 2015 using: Description Level 1 Level 2 Level 3 Total Assets Marketable securities $ $ - $ - $ Liabilities Interest rate derivative $ - $ $ - $ Debt Senior Notes - - Revolving credit facilities - - $ - $ $ - $ Fair value measurements at December 31, 2014 using: Description Level 1 Level 2 Level 3 Total Assets Marketable securities $ $ - $ - $ Liabilities Interest rate derivative $ - $ $ - $ Debt Senior Notes - - Revolving credit facilities - - Payment-in-kind note - - $ - $ $ $ |
The Company And Summary Of Si30
The Company And Summary Of Significant Accounting Policies (Details) | 9 Months Ended |
Sep. 30, 2015segment | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
Number of Reportable Segments | 1 |
Number of pulp mills | 3 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Inventories [Abstract] | ||
Raw materials | $ 64,469 | $ 52,877 |
Finished goods | 30,473 | 45,090 |
Spare parts and other | 44,887 | 48,609 |
Inventories | $ 139,829 | $ 146,576 |
Accounts Payable and Other (Det
Accounts Payable and Other (Details) $ in Thousands, € in Millions | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) |
Accounts Payable and Other [Abstract] | |||
Trade payables | $ 29,307 | $ 34,329 | |
Accrued liabilities | 61,070 | 41,368 | |
Interest rate derivative liability, current portion (Note 9) | € 11 | 12,295 | 14,832 |
Accrued interest payable | 16,243 | 4,728 | |
Other | 8,762 | 6,968 | |
Accounts payable and other, total | $ 127,677 | $ 102,225 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) $ in Thousands, € in Millions, CAD in Millions | 9 Months Ended | ||||
Sep. 30, 2015CAD | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Dec. 31, 2014CAD | Dec. 31, 2014EUR (€) | |
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt, offering date | Nov. 26, 2014 | ||||
Issued price percentage of principal amount | 100.00% | 100.00% | 100.00% | ||
Senior Note Redemption Notice Minimum Days | 30 | ||||
Senior Note Redemption Notice Maximum Days | 60 | ||||
Payment-in-kind note [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt, face amount | € 10 | ||||
Debt Instrument Repurchase Date | Apr. 20, 2015 | ||||
Debt Instrument, Repurchase Amount | € 10 | $ 10,763 | |||
2019 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt, face amount | $ | $ 250,000 | ||||
Debt instrument interest rate | 7.00% | 7.00% | 7.00% | ||
Debt, maturity date | Dec. 1, 2019 | ||||
2022 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt, face amount | $ | $ 400,000 | ||||
Debt instrument interest rate | 7.75% | 7.75% | 7.75% | ||
Debt, maturity date | Dec. 1, 2022 | ||||
Celgar Credit Facility - C$40.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt, maturity date | May 1, 2019 | ||||
Maximum borrowing capacity | CAD | CAD 40 | CAD 40 | |||
Letters of Credit Outstanding, Amount | 1.7 | $ 1,268 | |||
Remaining borrowing capacity | CAD 38.3 | $ 28,596 | |||
Stendal Credit Facility - EUR 75.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Varying basis spread | 3.50% | ||||
Description of variable basis spread | Euribor | ||||
Debt Instrument, Interest Rate at Period End | 3.50% | 3.50% | 3.50% | ||
Debt, maturity date | Oct. 1, 2019 | ||||
Maximum borrowing capacity | € 75 | € 75 | |||
Amount drawn | 18 | $ 20,092 | |||
Remaining borrowing capacity | 57 | 63,623 | |||
Rosenthal Credit Facility - EUR 25.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Varying basis spread | 3.50% | ||||
Description of variable basis spread | Euribor | ||||
Debt, maturity date | Oct. 1, 2016 | ||||
Debt Instrument, Amount Of Debt Supporting Bank Guarantees | 0.4 | 446 | |||
Maximum borrowing capacity | 25 | 25 | |||
Remaining borrowing capacity | 24.6 | 27,459 | |||
Rosenthal Credit Facility - EUR 5.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Varying basis spread | 3.50% | ||||
Description of variable basis spread | three-month Euribor | ||||
Debt, maturity date | Dec. 1, 2015 | ||||
Debt Instrument, Amount Of Debt Supporting Bank Guarantees | 1.3 | 1,396 | |||
Maximum borrowing capacity | 5 | € 5 | |||
Remaining borrowing capacity | € 3.7 | $ 4,185 | |||
Canadian Dollar Borrowings Rate Option 1 [Member] | Celgar Credit Facility - C$40.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Varying basis spread | 1.50% | ||||
Description of variable basis spread | bankers acceptance | ||||
Canadian Dollar Borrowings Rate Option 2 [Member] | Celgar Credit Facility - C$40.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Description of variable basis spread | Canadian prime | ||||
US Dollar Borrowings Rate Option 1 [Member] | Celgar Credit Facility - C$40.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Varying basis spread | 1.50% | ||||
Description of variable basis spread | LIBOR | ||||
US Dollar Borrowings Rate Option 2 [Member] | Celgar Credit Facility - C$40.0 Million [Member] | |||||
Debt Instrument [Line Items] | |||||
Description of variable basis spread | U.S. base | ||||
Twelve month period beginning Dec 1, 2016 [Member] | 2019 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 103.50% | ||||
Twelve month period beginning Dec 1, 2017 [Member] | 2019 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 101.75% | ||||
Twelve month period beginning Dec 1, 2017 [Member] | 2022 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 105.813% | ||||
Twelve month period beginning Dec 1, 2018 and thereafter [Member] | 2019 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 100.00% | ||||
Twelve month period beginning Dec 1, 2018 [Member] | 2022 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 103.875% | ||||
Twelve month period beginning Dec 1, 2019 [Member] | 2022 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 101.938% | ||||
Twelve month period beginning Dec 1, 2020 and thereafter [Member] | 2022 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Redemption Price Percentage | 100.00% |
Debt (Schedule Of Debt) (Detail
Debt (Schedule Of Debt) (Details) $ in Thousands, € in Millions, CAD in Millions | Sep. 30, 2015CAD | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Dec. 31, 2014CAD | Dec. 31, 2014EUR (€) | Dec. 31, 2014USD ($) | |
Debt Instrument [Line Items] | |||||||
Total debt | $ 670,092 | $ 687,513 | |||||
Less: current portion | 0 | (12,101) | |||||
Debt, less current portion | 670,092 | 675,412 | |||||
Payment-in-kind note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [1] | 0 | 12,101 | ||||
2019 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [2] | 250,000 | 250,000 | ||||
2022 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [2] | 400,000 | 400,000 | ||||
Stendal Credit Facility - EUR 75.0 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [3] | 20,092 | 25,412 | ||||
Maximum borrowing capacity | € | € 75 | € 75 | |||||
Celgar Credit Facility - C$40.0 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [4] | 0 | 0 | ||||
Maximum borrowing capacity | CAD | CAD 40 | CAD 40 | |||||
Rosenthal Credit Facility - EUR 25.0 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [5] | 0 | 0 | ||||
Maximum borrowing capacity | € | 25 | 25 | |||||
Rosenthal Credit Facility - EUR 5.0 Million [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | [6] | $ 0 | $ 0 | ||||
Maximum borrowing capacity | € | € 5 | € 5 | |||||
[1] | A €10.0 million payment-in-kind note due to the former noncontrolling shareholder of the Stendal mill which the Company redeemed on April 20, 2015 for a cash payment of €10.0 million ($10,763). | ||||||
[2] | On November 26, 2014, the Company completed a private offering of $250,000 in aggregate principal amount of 7.00% senior notes which mature on December 1, 2019 ("2019 Senior Notes") and $400,000 in aggregate principal amount of 7.75% senior notes which mature on December 1, 2022 ("2022 Senior Notes" and collectively with the 2019 Senior Notes, the "Senior Notes"). The Senior Notes were issued at a price of 100% of their principal amount. 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's subsidiaries.The Company may redeem all or a part of the Senior Notes, upon not less than 30 days' or more than 60 days' notice, at the redemption prices (expressed as percentages of principal amount) discussed below, plus accrued and unpaid interest to (but not including) the applicable redemption date. The 2019 Senior Notes redemption prices are equal to 103.50% for the twelve month period beginning on December 1, 2016, 101.75% for the twelve month period beginning on December 1, 2017, and 100.00% beginning on December 1, 2018 and at any time thereafter. The 2022 Senior Notes redemption prices are equal to 105.813% for the twelve month period beginning on December 1, 2017, 103.875% for the twelve month period beginning on December 1, 2018, 101.938% for the twelve month period beginning on December 1, 2019, and 100.00% beginning on December 1, 2020 and at any time thereafter. | ||||||
[3] | A €75.0 million revolving credit facility at the Stendal mill that matures in October 2019. Borrowings under the facility are collateralized by the mill's inventory and receivables and bear interest at Euribor plus 3.50%. As at September 30, 2015, €18.0 million ($20,092) of this facility was drawn and was accruing interest at a rate of 3.50%, and approximately €57.0 million ($63,623) was available. | ||||||
[4] | A C$40.0 million revolving credit facility at the Celgar mill that matures in May 2019. Borrowings under the facility are collateralized by the mill's inventory and receivables and are restricted by a borrowing base calculated on the mill's inventory and receivables. Canadian dollar denominated amounts bear interest at bankers acceptance plus 1.50% or Canadian prime. U.S. dollar denominated amounts bear interest at LIBOR plus 1.50% or U.S. base. As at September 30, 2015, approximately C$1.7 million ($1,268) was supporting letters of credit and approximately C$38.3 million ($28,596) was available. | ||||||
[5] | A €25.0 million revolving credit facility at the Rosenthal mill that matures in October 2016. Borrowings under the facility are collateralized by the mill's inventory and receivables and bear interest at Euribor plus 3.50%. As at September 30, 2015, approximately €0.4 million ($446) of this facility was supporting bank guarantees leaving approximately €24.6 million ($27,459) available. | ||||||
[6] | A €5.0 million revolving credit facility at the Rosenthal mill that matures in December 2015. Borrowings under this facility bear interest at the rate of the three-month Euribor plus 3.50% and are secured by certain land at the Rosenthal mill. As at September 30, 2015 approximately €1.3 million ($1,396) of this facility was supporting bank guarantees leaving approximately €3.7 million ($4,185) available. |
Debt (Principal Maturities Of D
Debt (Principal Maturities Of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt [Abstract] | ||
2,015 | $ 0 | |
2,016 | 0 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 270,092 | |
Thereafter | 400,000 | |
Total debt | $ 670,092 | $ 687,513 |
Pension And Other Post-Retire36
Pension And Other Post-Retirement Benefit Obligations (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Multiemployer Plans, Pension [Member] | ||||
Retirement Benefits [Line Items] | ||||
Company contributions | $ 399 | $ 392 | $ 1,249 | $ 1,413 |
Celgar Defined Benefit Plans [Member] | ||||
Retirement Benefits [Line Items] | ||||
Pension and postretirement benefit contributions | 431 | 724 | 1,344 | 1,950 |
Defined Contribution Plan Jan 1, 2009 [Member] | ||||
Retirement Benefits [Line Items] | ||||
Pension contributions | $ 173 | $ 157 | $ 521 | $ 556 |
Pension And Other Post-Retire37
Pension And Other Post-Retirement Benefit Obligations (Plan Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Pension Benefits [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 29 | $ 31 | $ 92 | $ 92 |
Interest cost | 304 | 466 | 1,028 | 1,390 |
Expected return on plan assets | (500) | (564) | (1,563) | (1,684) |
Amortization of unrecognized items | 271 | 200 | 726 | 596 |
Net periodic benefit costs | 104 | 133 | 283 | 394 |
Post-Retirement Benefits [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 194 | 183 | 607 | 548 |
Interest cost | 233 | 316 | 731 | 942 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of unrecognized items | 2 | (3) | 6 | (9) |
Net periodic benefit costs | $ 429 | $ 496 | $ 1,344 | $ 1,481 |
Shareholders' Equity (Narrative
Shareholders' Equity (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common shares available for grant | 2,100,000 | 2,100,000 | |||
Performance Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expense recognized | $ 262 | $ 449 | $ 1,359 | $ 503 | |
Shares granted | 401,368 | ||||
Vesting period | 3 years | ||||
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expense recognized | 165 | 143 | $ 426 | 420 | |
Shares granted | 38,000 | ||||
Vesting period | 1 year | ||||
Unrecognized compensation cost | $ 409 | $ 427 | $ 409 | $ 427 | |
Restricted Shares, 2011 Grant To Chief Executive Officer | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted | 200,000 | ||||
Vesting period | 5 years | ||||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options exercised | 30,000 | 0 | |||
Stock options cancelled | 25,000 | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 0 | 0 | |||
Proceeds from Stock Options Exercised | $ 219 | ||||
Instrinsic Value of Option Paid In Cash During Period | $ 149 |
Shareholders' Equity (Dividends
Shareholders' Equity (Dividends) (Narrative) (Details) - $ / shares | 3 Months Ended | |
Dec. 31, 2015 | Sep. 30, 2015 | |
Dividends [Abstract] | ||
Dividends Payable, Date Declared | Oct. 1, 2015 | Jul. 1, 2015 |
Dividends Payable, Amount Per Share | $ 0.115 | $ 0.115 |
Dividends Payable, Date to be Paid | Jan. 5, 2016 | Oct. 5, 2015 |
Dividends Payable, Date of Record | Dec. 28, 2015 | Sep. 28, 2015 |
Shareholders' Equity (Summary O
Shareholders' Equity (Summary Of Share Activity - PSU's) (Details) - Performance Share Units [Member] | 9 Months Ended |
Sep. 30, 2015shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding - Beginning | 969,544 |
Granted | 401,368 |
Vested and issued | (160,608) |
Forfeited | (24,505) |
Outstanding - Ending | 1,185,799 |
Shareholders' Equity (Summary41
Shareholders' Equity (Summary Of Share Activity - Restricted Shares) (Details) - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2015shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding - Beginning | 118,000 |
Granted | 38,000 |
Vested | (78,000) |
Outstanding - Ending | 78,000 |
Net Income Per Share Attribut42
Net Income Per Share Attributable to Common Shareholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Net Income Per Share Attributable To Common Shareholders Basic And Diluted [Line Items] | |||||
Net income attributable to common shareholders - basic and diluted | $ 23,760 | $ 88,337 | $ 53,806 | $ 109,949 | |
Net income per share attributable to common shareholders, Basic | $ 0.37 | $ 1.38 | $ 0.84 | $ 1.79 | |
Net income per share attributable to common shareholders, Diluted | $ 0.37 | $ 1.37 | $ 0.83 | $ 1.78 | |
Weighted Average Number of Shares Outstanding, Basic | [1] | 64,423,896 | 64,155,288 | 64,365,962 | 61,290,986 |
Weighted Average Number of Shares Outstanding, Diluted | 64,790,509 | 64,569,489 | 64,764,946 | 61,789,122 | |
Restricted Stock [Member] | |||||
Net Income Per Share Attributable To Common Shareholders Basic And Diluted [Line Items] | |||||
Effect of dilutive instruments | 36,260 | 69,432 | 59,911 | 76,960 | |
Contingently issuable shares excluded from the basic weighted average shares outstanding | 78,000 | 118,000 | 78,000 | 118,000 | |
Stock Options [Member] | |||||
Net Income Per Share Attributable To Common Shareholders Basic And Diluted [Line Items] | |||||
Effect of dilutive instruments | 0 | 18,967 | 5,136 | 13,278 | |
Performance Share Units [Member] | |||||
Net Income Per Share Attributable To Common Shareholders Basic And Diluted [Line Items] | |||||
Effect of dilutive instruments | 330,353 | 325,802 | 333,937 | 407,898 | |
[1] | For the three and nine month periods ended September 30, 2015, the basic weighted average number of shares excludes 78,000 restricted shares which have been issued, but have not vested as at September 30, 2015 (2014 - 118,000 restricted shares). |
Net Income Per Share Attribut43
Net Income Per Share Attributable to Common Shareholders (Anti-dilutive Instruments) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net Income Per Share Attributable To Common Shareholders [Abstract] | ||||
Anti-dilutive securities excluded from EPS computation | 0 | 0 | 0 | 0 |
Accumulated Other Comprehensi44
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance December 31, 2014 | $ (52,441) | |||
Other comprehensive income (loss) before reclassifications | (94,978) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 732 | |||
Other comprehensive income (loss), net of taxes | $ (13,867) | $ (41,344) | (94,246) | $ (43,922) |
Balance September 30, 2015 | (146,687) | (146,687) | ||
Foreign Currency Translation Adjustments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance December 31, 2014 | (33,268) | |||
Other comprehensive income (loss) before reclassifications | (94,866) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | |||
Other comprehensive income (loss), net of taxes | (94,866) | |||
Balance September 30, 2015 | (128,134) | (128,134) | ||
Defined Benefit Pension and Post-Retirement Benefit Items [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance December 31, 2014 | (19,287) | |||
Other comprehensive income (loss) before reclassifications | 0 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 732 | |||
Other comprehensive income (loss), net of taxes | 732 | |||
Balance September 30, 2015 | (18,555) | (18,555) | ||
Unrealized Gains on Marketable Securities [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance December 31, 2014 | 114 | |||
Other comprehensive income (loss) before reclassifications | (112) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | |||
Other comprehensive income (loss), net of taxes | (112) | |||
Balance September 30, 2015 | $ 2 | $ 2 |
Derivative Transactions (Narrat
Derivative Transactions (Narrative) (Details) € in Thousands, $ in Thousands | 9 Months Ended | |||
Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Dec. 31, 2014EUR (€) | Dec. 31, 2014USD ($) | |
Derivative [Line Items] | ||||
Interest rate derivative liability, total | € 21,200 | $ 23,706 | $ 32,794 | |
Interest rate derivative liability, noncurrent | 10,200 | 11,411 | 17,962 | |
Interest rate derivative liability, current | 11,000 | 12,295 | 14,832 | |
Restricted Cash And Cash Equivalents | 8,500 | $ 9,488 | $ 10,286 | |
Interest Rate Swap [Member] | ||||
Derivative [Line Items] | ||||
Aggregate maximum principal amount of the Stendal loan facility covered by interest rate swaps | 612,600 | |||
Aggregate notional amount of interest rate swap | € 222,700 | |||
Derivative fixed interest rate | 5.28% | 5.28% | ||
Derivative maturity date | Oct. 1, 2017 | |||
Percentage Of Fair Value Of Interest Rate Swap Collaterized | 67.00% | 67.00% | ||
Maximum Amount Of Collateral For Interest Rate Swap | € 8,500 | |||
Stendal Credit Facility - EUR 75.0 Million [Member] | ||||
Derivative [Line Items] | ||||
Maximum borrowing capacity | € 75,000 | € 75,000 |
Financial Instruments (Fair Val
Financial Instruments (Fair Value Of Financial Instruments) (Details) € in Thousands, $ in Thousands | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2013USD ($) |
Financial Instruments [Abstract] | |||||||
Cash and cash equivalents | $ 137,288 | $ 90,867 | $ 53,172 | $ 239,923 | $ 241,023 | $ 147,728 | |
Restricted cash | € 8,500 | 9,488 | 10,286 | ||||
Marketable securities | 84 | 196 | |||||
Debt | 670,092 | 687,513 | |||||
Interest rate derivative liability, carrying value and fair value | € 21,200 | 23,706 | 32,794 | ||||
Cash and cash equivalents, Fair Value | 137,288 | 53,172 | |||||
Restricted Cash, Fair Value | 9,488 | 10,286 | |||||
Marketable securities, Fair Value | 84 | 196 | |||||
Debt, Fair Value | $ 676,592 | $ 695,013 |
Financial Instruments (Outstand
Financial Instruments (Outstanding Financial Instruments And Estimated Fair Values) (Details) $ in Thousands, € in Millions | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) |
Marketable securities, Fair Value | $ 84 | $ 196 | |
Interest rate derivative, Fair Value | € 21.2 | 23,706 | 32,794 |
Debt, Fair Value | 676,592 | 695,013 | |
Liabilities Fair Value Disclosure | 700,298 | 727,807 | |
Fair Value, Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Marketable securities, Fair Value | 84 | 196 | |
Interest rate derivative, Fair Value | 0 | 0 | |
Liabilities Fair Value Disclosure | 0 | 0 | |
Fair Value, Significant Other Observable Inputs (Level 2) [Member] | |||
Marketable securities, Fair Value | 0 | 0 | |
Interest rate derivative, Fair Value | 23,706 | 32,794 | |
Liabilities Fair Value Disclosure | 700,298 | 715,706 | |
Fair Value, Significant unobservable inputs (Level 3) [Member] | |||
Marketable securities, Fair Value | 0 | 0 | |
Interest rate derivative, Fair Value | 0 | 0 | |
Liabilities Fair Value Disclosure | 0 | 12,101 | |
Senior Notes [Member] | |||
Debt, Fair Value | 656,500 | 657,500 | |
Senior Notes [Member] | Fair Value, Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Debt, Fair Value | 0 | 0 | |
Senior Notes [Member] | Fair Value, Significant Other Observable Inputs (Level 2) [Member] | |||
Debt, Fair Value | 656,500 | 657,500 | |
Senior Notes [Member] | Fair Value, Significant unobservable inputs (Level 3) [Member] | |||
Debt, Fair Value | 0 | 0 | |
Revolving credit facilities [Member] | |||
Debt, Fair Value | 20,092 | 25,412 | |
Revolving credit facilities [Member] | Fair Value, Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Debt, Fair Value | 0 | 0 | |
Revolving credit facilities [Member] | Fair Value, Significant Other Observable Inputs (Level 2) [Member] | |||
Debt, Fair Value | 20,092 | 25,412 | |
Revolving credit facilities [Member] | Fair Value, Significant unobservable inputs (Level 3) [Member] | |||
Debt, Fair Value | $ 0 | 0 | |
Payment-in-kind note [Member] | |||
Debt, Fair Value | 12,101 | ||
Payment-in-kind note [Member] | Fair Value, Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | |||
Debt, Fair Value | 0 | ||
Payment-in-kind note [Member] | Fair Value, Significant Other Observable Inputs (Level 2) [Member] | |||
Debt, Fair Value | 0 | ||
Payment-in-kind note [Member] | Fair Value, Significant unobservable inputs (Level 3) [Member] | |||
Debt, Fair Value | $ 12,101 |
Commitments And Contingencies (
Commitments And Contingencies (Details) - 9 months ended Sep. 30, 2015 $ in Thousands, € in Millions | EUR (€) | USD ($) |
Commitments And Contingencies [Abstract] | ||
German government grants under review | € 8.3 | $ 9,264 |