Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 28, 2019 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | PotlatchDeltic Corporation | |
Entity Central Index Key | 0001338749 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 67,221,086 | |
Entity Shell Company | false | |
Entity File Number | 1-32729 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-0156045 | |
Entity Address, Address Line One | 601 West First Avenue | |
Entity Address, Address Line Two | Suite 1600 | |
Entity Address, City or Town | Spokane | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 99201 | |
City Area Code | (509) | |
Local Phone Number | 835-1500 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of each class | Common Stock | |
Trading symbol(s) | PCH | |
Name of each exchange on which registered | NASDAQ |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Income Statement [Abstract] | |||||
Revenues | $ 226,302 | $ 289,199 | $ 623,599 | $ 757,329 | |
Costs and expenses: | |||||
Cost of goods sold | 182,634 | 195,584 | 512,522 | 515,645 | |
Selling, general and administrative expenses | 12,472 | 14,901 | 43,994 | 45,449 | |
Gain on sale of facility | (9,176) | ||||
Deltic merger-related costs | [1] | 972 | 21,245 | ||
Total costs and expenses | 195,106 | 211,457 | 547,340 | 582,339 | |
Operating income | 31,196 | 77,742 | 76,259 | 174,990 | |
Interest expense, net | [2] | (8,475) | (10,109) | (21,821) | (25,125) |
Loss on extinguishment of debt | (5,512) | ||||
Non-operating pension and other postretirement employee benefit costs | (935) | (1,942) | (2,804) | (5,707) | |
Income before income taxes | 21,786 | 65,691 | 46,122 | 144,158 | |
Income tax expense | (1,221) | (5,355) | (1,860) | (23,077) | |
Net income | $ 20,565 | $ 60,336 | $ 44,262 | $ 121,081 | |
Net income per share: | |||||
Basic (in dollars per share) | $ 0.30 | $ 0.96 | $ 0.65 | $ 2.06 | |
Diluted (in dollars per share) | 0.30 | 0.93 | 0.65 | 2.03 | |
Dividends per share (in dollars per share) | $ 0.40 | $ 0.40 | $ 1.20 | $ 1.20 | |
Weighted-average shares outstanding: | |||||
Basic (in shares) | 67,446 | 62,986 | 67,781 | 58,765 | |
Diluted (in shares) | 67,545 | 64,722 | 67,848 | 59,542 | |
[1] | For integration and restructuring costs related to the merger with Deltic see Note 3: Merger with Deltic. | ||||
[2] | Bond discounts and deferred loan fees are reported within interest expense, net on the Condensed Consolidated Statements of Income |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 20,565 | $ 60,336 | $ 44,262 | $ 121,081 |
Other comprehensive (loss) income, net of tax: | ||||
Amortization of prior service credit included in net income, net of tax benefit of $(562), $(565), $(1,684) and $(1,695) | (1,598) | (1,608) | (4,792) | (4,824) |
Amortization of actuarial loss included in net income, net of tax expense of $943, $1,164, $2,829 and $3,491 | 2,685 | 3,311 | 8,053 | 9,934 |
Cash flow hedges, net of tax (benefit) expense of $(387), $166, $(1,300) and $386 | (6,978) | 1,591 | (25,908) | 1,850 |
Other comprehensive (loss) income, net of tax | (5,891) | 3,294 | (22,647) | 6,960 |
Comprehensive income | $ 14,674 | $ 63,630 | $ 21,615 | $ 128,041 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Amortization of prior service credit included in net income, tax benefit | $ (562) | $ (565) | $ (1,684) | $ (1,695) |
Amortization of actuarial loss included in net income, tax expense | 943 | 1,164 | 2,829 | 3,491 |
Cash flow hedge, tax (benefit) expense | $ (387) | $ 166 | $ (1,300) | $ 386 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 94,747 | $ 76,639 |
Customer receivables, net | 27,214 | 21,405 |
Inventories, net | 54,202 | 60,805 |
Other current assets | 23,492 | 22,675 |
Assets held for sale | 80,674 | |
Total current assets | 199,655 | 262,198 |
Property, plant and equipment, net | 278,587 | 272,193 |
Investment in real estate held for development and sale | 76,924 | 79,537 |
Timber and timberlands, net | 1,649,196 | 1,672,815 |
Intangible assets, net | 17,244 | 17,828 |
Other long-term assets | 35,448 | 21,281 |
Total assets | 2,257,054 | 2,325,852 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 78,274 | 60,993 |
Current portion of long-term debt | 39,995 | 39,973 |
Current portion of pension and other postretirement employee benefits | 5,997 | 5,997 |
Liabilities held for sale | 29,321 | |
Total current liabilities | 124,266 | 136,284 |
Long-term debt | 716,350 | 715,391 |
Pension and other postretirement employee benefits | 110,548 | 110,659 |
Deferred tax liabilities, net | 14,913 | 32,009 |
Other long-term obligations | 55,248 | 16,730 |
Total liabilities | 1,021,325 | 1,011,073 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, authorized 4,000 shares, no shares issued | ||
Common stock, $1 par value, authorized 100,000 shares, issued and outstanding 67,221 and 67,570 shares | 67,221 | 67,570 |
Additional paid-in capital | 1,664,333 | 1,659,031 |
Accumulated deficit | (343,747) | (282,391) |
Accumulated other comprehensive loss | (152,078) | (129,431) |
Total stockholders’ equity | 1,235,729 | 1,314,779 |
Total liabilities and stockholders' equity | $ 2,257,054 | $ 2,325,852 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, authorized | 4,000,000 | 4,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 1 | $ 1 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 67,221,000 | 67,570,000 |
Common stock, outstanding | 67,221,000 | 67,570,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | ||
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $ 44,262 | $ 121,081 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, depletion and amortization | 52,589 | 53,685 | |
Basis of real estate sold | 14,211 | 10,673 | |
Gain on sale of facility | (9,176) | ||
Loss on extinguishment of debt | 5,512 | ||
Change in deferred taxes | (16,943) | 13,879 | |
Pension and other postretirement employee benefits | 8,907 | 12,221 | |
Equity-based compensation expense | 5,362 | 6,518 | |
Other, net | (2,692) | (1,220) | |
Change in working capital and operating-related activities, net | 13,745 | (9,429) | |
Real estate development expenditures | (5,738) | (3,081) | |
Funding of pension and other postretirement employee benefits | (4,612) | (55,959) | |
Net cash provided by operating activities | 105,427 | 148,368 | |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Property, plant and equipment additions | (25,596) | (18,496) | |
Timberlands reforestation and roads | (13,269) | (12,464) | |
Acquisition of timber and timberlands | (278) | (166) | |
Proceeds on sale of facility | 58,793 | ||
Proceeds on disposition of property, plant and equipment | 2,017 | 11 | |
Other, net | 520 | 644 | |
Cash and cash equivalents acquired in Deltic merger | 3,419 | ||
Net cash provided by (used in) investing activities | 22,187 | (27,052) | |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Dividends to common stockholders | (80,834) | (75,305) | |
Proceeds from Potlatch revolving line of credit | 100,000 | ||
Repayment of revolving line of credit | (100,000) | ||
Proceeds from issue of long-term debt | 150,000 | 100,000 | |
Repayment of long-term debt | (150,000) | (14,250) | |
Premiums and fees on debt retirement | (4,865) | ||
Repurchase of common stock | (25,173) | ||
Other, net | (393) | (4,975) | |
Net cash used in financing activities | (111,265) | (100,530) | |
Change in cash, cash equivalents and restricted cash | 16,349 | 20,786 | |
Cash, cash equivalents and restricted cash at beginning of period | 79,441 | 120,457 | |
Cash, cash equivalents and restricted cash at end of period | 95,790 | 141,243 | |
NONCASH INVESTING AND FINANCING ACTIVITIES | |||
Long-term debt assumed by buyer in sale of facility | 29,000 | ||
Accrued property, plant and equipment additions | 453 | 785 | |
Accrued timberlands reforestation and roads | 1,406 | 1,034 | |
Earnings and profits distribution payable | 222,000 | ||
Cash and cash equivalents | 94,747 | 137,535 | |
Restricted cash included in other short-term and long-term assets | [1] | $ 1,043 | $ 3,708 |
Restricted Cash, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsMember | us-gaap:OtherAssetsMember | |
Deltic [Member] | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Repayment of revolving line of credit | $ (106,000) | ||
NONCASH INVESTING AND FINANCING ACTIVITIES | |||
Equity issued as consideration for our merger with Deltic | $ 1,142,775 | ||
[1] | Amounts included in restricted cash represent proceeds held by a qualified intermediator that are intended to be reinvested in timber and timberlands. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Balance, beginning of period at Dec. 31, 2017 | $ 200,542 | $ 40,612 | $ 359,144 | $ (104,363) | $ (94,851) |
Balance, beginning of period (shares) at Dec. 31, 2017 | 40,612 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 14,597 | 14,597 | |||
Shares issued for stock compensation | $ 162 | (162) | |||
Shares issued for stock compensation (shares) | 162 | ||||
Common stock issued for Deltic merger | 1,142,775 | $ 21,981 | 1,120,794 | ||
Common stock issued for Deltic merger (shares) | 21,981 | ||||
Equity-based compensation expense | 3,279 | 3,279 | |||
Pension plans and OPEB obligations | 1,725 | 1,725 | |||
Cash flow hedges | (990) | (990) | |||
Cumulative effects of adoption of accounting standards | 1,299 | 24,564 | (23,265) | ||
Common dividends, $0.40 per share | (25,102) | (25,102) | |||
Other transactions, net | (2,683) | (2,653) | (30) | ||
Balance, end of period at Mar. 31, 2018 | 1,335,442 | $ 62,755 | 1,480,402 | (90,334) | (117,381) |
Balance, end of period (shares) at Mar. 31, 2018 | 62,755 | ||||
Balance, beginning of period at Dec. 31, 2017 | 200,542 | $ 40,612 | 359,144 | (104,363) | (94,851) |
Balance, beginning of period (shares) at Dec. 31, 2017 | 40,612 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 121,081 | ||||
Cash flow hedges | $ 1,850 | ||||
Repurchase of common stock (shares) | 0 | ||||
Balance, end of period at Sep. 30, 2018 | $ 1,179,069 | $ 62,755 | 1,483,750 | (256,280) | (111,156) |
Balance, end of period (shares) at Sep. 30, 2018 | 62,755 | ||||
Balance, beginning of period at Mar. 31, 2018 | 1,335,442 | $ 62,755 | 1,480,402 | (90,334) | (117,381) |
Balance, beginning of period (shares) at Mar. 31, 2018 | 62,755 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 46,148 | 46,148 | |||
Shares issued for stock compensation | $ (1) | 1 | |||
Shares issued for stock compensation (shares) | (1) | ||||
Equity-based compensation expense | 1,610 | 1,610 | |||
Pension plans and OPEB obligations | 1,682 | 1,682 | |||
Cash flow hedges | 1,249 | 1,249 | |||
Common dividends, $0.40 per share | (25,101) | (25,101) | |||
Other transactions, net | (104) | 35 | (139) | ||
Balance, end of period at Jun. 30, 2018 | 1,360,926 | $ 62,754 | 1,482,048 | (69,426) | (114,450) |
Balance, end of period (shares) at Jun. 30, 2018 | 62,754 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 60,336 | 60,336 | |||
Shares issued for stock compensation | $ 1 | (1) | |||
Shares issued for stock compensation (shares) | 1 | ||||
Equity-based compensation expense | 1,629 | 1,629 | |||
Pension plans and OPEB obligations | 1,703 | 1,703 | |||
Cash flow hedges | 1,591 | 1,591 | |||
Common dividends, $0.40 per share | $ (25,102) | (25,102) | |||
Repurchase of common stock (shares) | 0 | ||||
Deltic earnings and profits special distribution, $3.54 per share | $ (222,000) | (222,000) | |||
Other transactions, net | (14) | 74 | (88) | ||
Balance, end of period at Sep. 30, 2018 | 1,179,069 | $ 62,755 | 1,483,750 | (256,280) | (111,156) |
Balance, end of period (shares) at Sep. 30, 2018 | 62,755 | ||||
Balance, beginning of period at Dec. 31, 2018 | $ 1,314,779 | $ 67,570 | 1,659,031 | (282,391) | (129,431) |
Balance, beginning of period (shares) at Dec. 31, 2018 | 67,570,000 | 67,570 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | $ 6,560 | 6,560 | |||
Shares issued for stock compensation | $ 297 | (297) | |||
Shares issued for stock compensation (shares) | 297 | ||||
Equity-based compensation expense | 1,617 | 1,617 | |||
Pension plans and OPEB obligations | 1,166 | 1,166 | |||
Cash flow hedges | (8,513) | (8,513) | |||
Common dividends, $0.40 per share | (27,065) | (27,065) | |||
Repurchase of common stock | (10,158) | $ (279) | (9,879) | ||
Repurchase of common stock (shares) | (279) | ||||
Other transactions, net | 99 | (99) | |||
Balance, end of period at Mar. 31, 2019 | 1,278,386 | $ 67,588 | 1,660,450 | (312,874) | (136,778) |
Balance, end of period (shares) at Mar. 31, 2019 | 67,588 | ||||
Balance, beginning of period at Dec. 31, 2018 | $ 1,314,779 | $ 67,570 | 1,659,031 | (282,391) | (129,431) |
Balance, beginning of period (shares) at Dec. 31, 2018 | 67,570,000 | 67,570 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Repurchase of common stock | $ (25,200) | ||||
Repurchase of common stock (shares) | (700,000) | ||||
Balance, end of period at Jun. 30, 2019 | $ 1,246,050 | $ 67,186 | 1,662,381 | (337,330) | (146,187) |
Balance, end of period (shares) at Jun. 30, 2019 | 67,186 | ||||
Balance, beginning of period at Dec. 31, 2018 | $ 1,314,779 | $ 67,570 | 1,659,031 | (282,391) | (129,431) |
Balance, beginning of period (shares) at Dec. 31, 2018 | 67,570,000 | 67,570 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | $ 44,262 | ||||
Shares issued for stock compensation (shares) | 300,000 | ||||
Cash flow hedges | $ (25,908) | ||||
Balance, end of period at Sep. 30, 2019 | $ 1,235,729 | $ 67,221 | 1,664,333 | (343,747) | (152,078) |
Balance, end of period (shares) at Sep. 30, 2019 | 67,221,000 | 67,221 | |||
Balance, beginning of period at Mar. 31, 2019 | $ 1,278,386 | $ 67,588 | 1,660,450 | (312,874) | (136,778) |
Balance, beginning of period (shares) at Mar. 31, 2019 | 67,588 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 17,137 | 17,137 | |||
Shares issued for stock compensation | $ 5 | (5) | |||
Shares issued for stock compensation (shares) | 5 | ||||
Equity-based compensation expense | 1,832 | 1,832 | |||
Pension plans and OPEB obligations | 1,008 | 1,008 | |||
Cash flow hedges | (10,417) | (10,417) | |||
Common dividends, $0.40 per share | (26,881) | (26,881) | |||
Repurchase of common stock | (15,015) | $ (407) | (14,608) | ||
Repurchase of common stock (shares) | (407) | ||||
Other transactions, net | 104 | (104) | |||
Balance, end of period at Jun. 30, 2019 | 1,246,050 | $ 67,186 | 1,662,381 | (337,330) | (146,187) |
Balance, end of period (shares) at Jun. 30, 2019 | 67,186 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 20,565 | 20,565 | |||
Shares issued for stock compensation | $ 35 | (35) | |||
Shares issued for stock compensation (shares) | 35 | ||||
Equity-based compensation expense | 1,913 | 1,913 | |||
Pension plans and OPEB obligations | 1,087 | 1,087 | |||
Cash flow hedges | (6,978) | (6,978) | |||
Common dividends, $0.40 per share | $ (26,888) | (26,888) | |||
Repurchase of common stock (shares) | 0 | ||||
Other transactions, net | $ (20) | 74 | (94) | ||
Balance, end of period at Sep. 30, 2019 | $ 1,235,729 | $ 67,221 | $ 1,664,333 | $ (343,747) | $ (152,078) |
Balance, end of period (shares) at Sep. 30, 2019 | 67,221,000 | 67,221 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | |||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | |
Common dividends, per share | $ 0.40 | $ 0.40 | $ 0.40 | $ 0.40 | $ 0.40 | $ 0.40 |
Deltic [Member] | Special Distribution [Member] | ||||||
Common dividends, per share | $ 3.54 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | NOTE 1. BASIS OF PRESENTATION For purposes of this report, any reference to “ PotlatchDeltic Potlatch the company we us our We are primarily engaged in activities associated with timberland management, including the sale of timber, the management of approximately 1.9 million acres of timberlands and the purchase and sale of timberlands. We are also engaged in the manufacture and sale of wood products and the development of real estate. The accompanying unaudited Condensed Consolidated Financial Statements Notes to Condensed Consolidated Financial Statements Condensed Consolidated Financial Statements Commitments and Contingencies At any given time, we are subject to claims and actions incidental to the operations of our business. Based on information currently available, we do not expect that any sums we may receive or have to pay in connection with any legal proceeding would have a materially adverse effect on our consolidated financial position or net cash flow. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | NOTE 2. RECENT ACCOUNTING PRONOUNCEMENTS New Accounting Standards Recently Adopted In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) We adopted ASU 2016-02, along with subsequent amendments, on January 1, 2019 and used the effective date as our date of initial application. Consequently, financial information will not be updated, and the disclosures required under the new standard will not be provided, for dates and periods before January 1, 2019. The new standard provides several optional practical expedients in transition and for an entity’s ongoing accounting. We elected the following practical expedients as part of our adoption of the standard: • to not reassess whether any expired or existing contracts are or contain leases; • to not reassess the lease classification for any expired or existing leases; • to not reassess initial direct costs for any existing leases; • to apply the short-term lease recognition exemption for all leases that qualify; • to not separate non-lease components from lease components; and • to apply the land easement practical expedient for transition of all existing land easements. Upon adoption of this ASU we recorded $14.0 million for right of use assets and lease liabilities for our operating leases on our Condensed Consolidated Balance Sheet Condensed Consolidated Statement of Income Condensed Consolidated Statement of Cash Flows Note 14: Leases New Accounting Standards Being Evaluated In August 2018, the FASB issued ASU No. 2018-15 Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
Merger with Deltic
Merger with Deltic | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Merger with Deltic | NOTE 3. MERGER WITH DELTIC On February 20, 2018 Deltic Timber Corporation (Deltic) merged with a wholly owned subsidiary of PotlatchDeltic. Deltic owned approximately 530,000 acres of timberland, operated two sawmills, a medium density fiberboard facility (MDF) and was engaged in real estate development primarily in Arkansas. The acquisition of total assets of $1.4 billion was a noncash investing and financing activity comprised of $1.1 billion in equity consideration transferred to Deltic shareholders and $0.3 billion of liabilities assumed. We expensed $1.0 million and $21.2 million of merger-related costs during the three and nine months ended September 30, 2018, respectively. Total merger-related costs consisted of: • $11.5 million of merger-related costs for professional fees such as investment banker fees, legal, accounting and appraisal services; and • $9.7 million of restructuring costs primarily for termination benefits, which included accelerated share-based payment costs, for qualifying terminations. These costs are included in Deltic merger-related costs in our Condensed Consolidated Statements of Income . The amount of revenue and income before income taxes from the acquired Deltic operations included in our Condensed Consolidated Statements of Income (in thousands, except per share amounts) Three Months Ended, September 30, 2018 Nine Months Ended, September 30, 2018 Net sales $ 83,385 $ 192,244 Income before income taxes $ 17,180 $ 25,869 The following presents the unaudited pro forma consolidated financial information of the company as if the merger with Deltic was completed on January 1, 2017: (in thousands, except per share amounts) Three Months Ended, September 30, 2018 Nine Months Ended, September 30, 2018 Net sales $ 289,199 $ 795,992 Net earnings attributable to PotlatchDeltic common shareholders $ 61,327 $ 142,314 Basic earnings per share attributable to PotlatchDeltic common shareholders $ 0.91 $ 2.13 Diluted earnings per share attributable to PotlatchDeltic common shareholders $ 0.91 $ 2.12 Pro forma net earnings attributable to PotlatchDeltic common shareholders excludes $1.0 million and $26.7 million of non-recurring merger-related costs incurred by both companies during the three and nine months ended September 30, 2018, of which $5.4 million were incurred by Deltic prior to the merger. Pro forma data may not be indicative of the results that would have been obtained had these events occurred at the beginning of the periods presented, nor is it intended to be a projection of future results. |
Sale of Deltic MDF Facility
Sale of Deltic MDF Facility | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Sale of Deltic MDF Facility | NOTE 4. SALE OF DELTIC MDF FACILITY On December 20, 2018, we entered into an Asset Purchase and Sale Agreement (the Agreement) with Roseburg Forest Products Co. to sell the Deltic MDF facility for $92.0 million, consisting of $63.0 million in cash and assumption of $29.0 million of revenue bonds. The purchase price was subject to post-closing adjustments for certain changes in working capital as defined in the Agreement. The transaction closed on February 12, 2019 resulting in a $9.2 million pre-tax gain on sale. Cash proceeds received after working capital adjustments, closing costs and other expenses were approximately $58.8 million. A portion of the purchase price is escrowed pending satisfaction of certain covenants as outlined in the Agreement. In addition, we had a carryover tax basis in the facility from the Deltic merger, and as a result, we recorded a reduction to deferred tax liabilities and increase to income taxes payable of $15.8 million at the date of sale. At December 31, 2018, the assets and liabilities to be disposed met the criteria to be classified as held for sale and were reflected as such at their carrying value. At December 31, 2018, assets held for sale on the Condensed Consolidated Balance Sheet Condensed Consolidated Balance Sheet |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | NOTE 5. REVENUE RECOGNITION The majority of our revenues are derived from the sale of delivered logs, manufactured wood products, residual wood by-products and real estate. We recognize revenue in accordance with FASB Accounting Standards Codification Topic 606, Revenue from Contracts with Customers At September 30, 2019 and December 31, 2018, we recorded $7.2 million and $4.3 million, respectively, for contract liabilities recorded as deferred revenue. These contract related liabilities predominately relate to hunting and other access rights on our timberlands and member related activities at the Chenal Country Club. These contract liabilities are recognized over the term of the contracts, which is typically twelve months or less, except membership initiation fees at the Chenal Country Club which typically are recognized up to 10 years. Other contract asset and liability balances, such as prepayments, are immaterial. For real estate sales, we typically receive the entire consideration in cash at closing. The following table represents our revenues by major product. For additional information regarding our segments, see Note 6: Segment Information Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Timberlands Northern region Sawlogs $ 53,152 $ 69,658 $ 116,118 $ 168,869 Pulpwood 1,489 1,575 4,698 4,654 Stumpage 3 39 109 175 Other 1,085 765 1,649 1,233 55,729 72,037 122,574 174,931 Southern region Sawlogs 24,053 21,974 63,469 61,194 Pulpwood 15,754 13,700 38,847 36,138 Stumpage 767 653 1,233 2,106 Other 2,506 3,057 7,725 6,069 43,080 39,384 111,274 105,507 Total Timberlands revenues 98,809 111,421 233,848 280,438 Wood Products Lumber 108,364 138,281 301,923 367,062 Residuals and Panels 35,279 60,744 112,056 165,363 Total Wood Products revenues 143,643 199,025 413,979 532,425 Real Estate Rural real estate 9,689 8,238 44,223 29,740 Development real estate 7,674 1,287 12,102 4,249 Other 1 1,500 1,708 5,134 4,230 Total Real Estate revenues 18,863 11,233 61,459 38,219 Total Segment Revenues 261,315 321,679 709,286 851,082 Intersegment Timberlands revenues 2 (35,013 ) (32,480 ) (85,687 ) (93,753 ) Total consolidated revenues $ 226,302 $ 289,199 $ 623,599 $ 757,329 1 Other Real Estate revenues primarily relate to the Chenal Country Club. 2 Intersegment revenues represent logs sold by our Timberlands segment to our Wood Products segment. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 6. SEGMENT INFORMATION During the second quarter of 2019, we changed the name of our Resource segment to Timberlands. There were no changes in the segment’s business activities, components or information provided to our chief operating decision makers as a result of the change. Our businesses are organized into three reportable operating segments: Timberlands, Wood Products and Real Estate. Management activities in the Timberlands segment include planting and harvesting trees and building and maintaining roads. The Timberlands segment also generates revenues from non-timber resources such as hunting leases, recreation permits and leases, mineral rights contracts, oil and gas royalties, biomass production and carbon sequestration. The Wood Products segment manufactures and markets lumber and plywood. The business of our Real Estate segment includes the sale of land holdings deemed non-strategic or identified as having higher and better use alternatives. The Real Estate segment also engages in master planned communities, development activities and includes the Chenal Country Club. The reportable segments follow the same accounting policies used for our Condensed Consolidated Financial Statements nventories not valued under LIFO are recorded at the lower of average cost or net realizable value. Management primarily evaluates the performance of its segments and allocates resources to them based upon Adjusted EBITDDA. EBITDDA is calculated as net income (loss) before interest expense, income taxes, basis of real estate sold, depreciation, depletion and amortization. Adjusted EBITDDA further excludes certain specific items that are considered to hinder comparison of the performance of our businesses either year-on-year or with other businesses. Our calculation of Adjusted EBITDDA may not be comparable to that reported by other companies. The following table summarizes information on revenues, intersegment eliminations, Adjusted EBITDDA, depreciation, depletion and amortization, basis of real estate sold and total assets for each of the company’s reportable segments and includes a reconciliation of Total Adjusted EBITDDA to income before income taxes. Corporate information is included to reconcile segment data to the Condensed Consolidated Financial Statements . Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Revenues: Timberlands $ 98,809 $ 111,421 $ 233,848 $ 280,438 Wood Products 143,643 199,025 413,979 532,425 Real Estate 18,863 11,233 61,459 38,219 261,315 321,679 709,286 851,082 Intersegment Timberlands revenues 1 (35,013 ) (32,480 ) (85,687 ) (93,753 ) Consolidated revenues $ 226,302 $ 289,199 $ 623,599 $ 757,329 Adjusted EBITDDA: Timberlands $ 42,996 $ 58,680 $ 95,977 $ 140,068 Wood Products 5,903 46,446 11,058 126,962 Real Estate 14,678 7,467 48,697 27,769 Corporate (6,930 ) (8,989 ) (26,930 ) (28,969 ) Eliminations and adjustments (1,635 ) (1,794 ) 3,542 (5,080 ) Total Adjusted EBITDDA 55,012 101,810 132,344 260,750 Basis of real estate sold (5,228 ) (4,248 ) (14,211 ) (10,673 ) Depreciation, depletion and amortization (18,786 ) (18,836 ) (51,310 ) (51,982 ) Interest expense, net 2 (8,475 ) (10,109 ) (21,821 ) (25,125 ) Loss on extinguishment of debt — — (5,512 ) — Non-operating pension and other postretirement employee benefits (935 ) (1,942 ) (2,804 ) (5,707 ) Gain (loss) on fixed assets 198 (12 ) 260 (11 ) Gain on sale of facility — — 9,176 — Inventory purchase price adjustment in cost of goods sold 3 — — — (1,849 ) Deltic merger-related costs 4 — (972 ) — (21,245 ) Income before income taxes $ 21,786 $ 65,691 $ 46,122 $ 144,158 Depreciation, depletion and amortization: Timberlands $ 12,627 $ 12,730 $ 33,361 $ 35,974 Wood Products 5,763 5,827 16,666 15,250 Real Estate 152 81 508 198 Corporate 244 198 775 560 18,786 18,836 51,310 51,982 Bond discounts and deferred loan fees 2 392 609 1,279 1,703 Total depreciation, depletion and amortization $ 19,178 $ 19,445 $ 52,589 $ 53,685 Basis of real estate sold: Real Estate $ 5,283 $ 4,267 $ 14,326 $ 10,886 Eliminations and adjustments (55 ) (19 ) (115 ) (213 ) Total basis of real estate sold $ 5,228 $ 4,248 $ 14,211 $ 10,673 1 2 Condensed Consolidated Statements of Income 3 4 Note 3: Merger with Deltic. A reconciliation of our business segment total assets to total assets in the Condensed Consolidated Balance Sheets (in thousands) September 30, 2019 December 31, 2018 Total assets: Timberlands 1 $ 1,675,064 $ 1,693,162 Wood Products 385,792 456,306 Real Estate 2 95,804 93,208 2,156,660 2,242,676 Corporate 100,394 83,176 Total consolidated assets $ 2,257,054 $ 2,325,852 1 We do not report rural real estate separate from Timberlands as we do not report these assets separately to management. 2 |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per Share | NOTE 7. EARNINGS PER SHARE The following table reconciles the number of shares used in calculating basic and diluted earnings per share: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share amounts) 2019 2018 2019 2018 Net income $ 20,565 $ 60,336 $ 44,262 $ 121,081 Basic weighted-average shares outstanding 67,446 62,986 67,781 58,765 Incremental shares due to: Performance shares 65 270 50 263 Restricted stock units 34 37 17 33 Stock portion of earnings and profits distribution — 1,429 — 481 Diluted weighted-average shares outstanding 67,545 64,722 67,848 59,542 Basic net income per share $ 0.30 $ 0.96 $ 0.65 $ 2.06 Diluted net income per share $ 0.30 $ 0.93 $ 0.65 $ 2.03 For stock-based awards, the dilutive effect is calculated using the treasury stock method. Under this method, the dilutive effect is computed as if the awards were exercised at the beginning of the period (or at time of issuance, if later) and assumes the related proceeds were used to repurchase common stock at the average market price during the period. Related proceeds include future compensation cost associated with the stock award. For the three and nine months ended September 30, 2019, there were approximately 25,000 and 134,000 stock-based awards that were excluded from the calculation of diluted earnings per share because they were anti-dilutive. For the three and nine months ended September 30, 2018, there were approximately 16,000 and 38,000 stock-based awards that were excluded from the calculation of diluted earnings per share because they were anti-dilutive. Anti-dilutive stock-based awards could be dilutive in future periods. Share Issuances Related to the Deltic Merger In February 2018 we issued 22.0 million shares in connection with the Deltic merger. Further, on August 30, 2018, the board of directors approved a special distribution of $222.0 million, or approximately $3.54 per share. The special distribution amount equaled our determination of the accumulated earnings and profits of Deltic as of the merger date and was distributed in order to maintain the company’s qualification as a REIT for U.S. federal income tax purposes. The special distribution 4.8 million shares of our common stock and distribution of $44.4 million in cash. The weighted average shares for the dilutive effect on earnings per share from the stock portion of the special distribution was based on the August 30, 2018 declaration date for the three and nine months ended September 30, 2018. Note 3: Merger with Deltic S hare Repurchase Program On August 30, 2018, our board of directors authorized management to repurchase up to $100.0 million of common stock with no time limit set for the repurchase (the 2018 Repurchase Program). We repurchased 0.7 million shares of common stock (at a total consideration of $25.2 million) during the six months ended June 30, 2019, and we repurchased no shares during the three months ended September 30, 2019 under the 2018 Repurchase Program. All common stock purchases under the 2018 Repurchase Programs were made in open-market transactions. No shares were repurchased during the three and nine months ended September 30, 2018. At September 30, 2019, we had remaining authorization of $74.8 million for future stock repurchases under the 2018 Repurchase Program. We record share repurchases upon trade date as opposed to the settlement date when cash is disbursed. We record a liability to account for repurchases that have not been cash settled. There were no unsettled repurchases as of September 30, 2019. We retire shares upon repurchase. Any excess repurchase price over par is recorded in accumulated deficit. |
Certain Balance Sheet Component
Certain Balance Sheet Components | 9 Months Ended |
Sep. 30, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Certain Balance Sheet Components | NOTE 8. CERTAIN BALANCE SHEET COMPONENTS Inventories (in thousands) September 30, 2019 December 31, 2018 Logs $ 26,657 $ 37,303 Lumber, panels and veneer 30,390 27,420 Materials and supplies 12,383 11,310 Total inventories 69,430 76,033 Less: LIFO reserve (15,228 ) (15,228 ) Total inventories, net $ 54,202 $ 60,805 Property, plant and equipment (in thousands) September 30, 2019 December 31, 2018 Property, plant and equipment $ 492,798 $ 472,695 Less: accumulated depreciation (214,211 ) (200,502 ) Total property, plant and equipment, net $ 278,587 $ 272,193 Timber and timberlands (in thousands) September 30, 2019 December 31, 2018 Timber and timberlands $ 1,565,890 $ 1,590,997 Logging roads 83,306 81,818 Total timber and timberlands, net $ 1,649,196 $ 1,672,815 Accounts payable and accrued liabilities (in thousands) September 30, 2019 December 31, 2018 Accrued payroll and benefits $ 16,004 $ 20,130 Accounts payable 16,565 12,073 Accrued interest 5,818 8,642 Accrued taxes 18,902 7,389 Deferred revenue 7,242 4,282 Operating lease liabilities 4,883 — Other current liabilities 8,860 8,477 Total accounts payable and accrued liabilities $ 78,274 $ 60,993 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 9. DEBT In January 2019, we refinanced $150.0 million of 7.50% senior notes (Senior Notes) due in 2019 with a $150.0 million term loan that will mature in 2029. The new term loan carries a variable interest rate of one-month LIBOR plus 1.85%. We paid $0.5 million of lender fees on the new term loan. Concurrent with the new term loan, we entered into a $150.0 million interest rate swap to fix the rate at 4.56%. Upon the refinancing, we redeemed and paid all outstanding Senior Notes, including a redemption premium of $4.9 million which is included in the loss on extinguishment of debt in our Condensed Consolidated Statements of Income As part of the Deltic merger, we assumed the obligations relating to the letter of credit supporting Deltic’s $29.0 million Union County, Arkansas Taxable Industrial Revenue Bonds 1998 Series due October 1, 2027 associated with the Deltic MDF facility. As of December 31, 2018, the bonds were classified as held for sale as part of the sale of the Deltic MDF facility and excluded from long-term debt. As part of the sale of the MDF facility, the bonds were assumed by the buyer and the letter of credit was terminated. See Note 4: Sale of Deltic MDF Facility . As of September 30, 2019, we were in compliance with all debt and credit agreement covenants and approximately $1.0 million of our $380.0 million credit facility was utilized by outstanding letters of credit. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instrument Detail [Abstract] | |
Derivative Instruments | NOTE 10. DERIVATIVE INSTRUMENTS From time to time, we enter into derivative financial instruments to manage certain cash flow and fair value risks. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset or liability to a particular risk are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in the cash flows of a specific asset or liability that is attributable to a particular risk, such as interest rate risk, are considered cash flow hedges. We have a $40.0 million term loan that matures in December 2019. In September 2019, we entered into a $40.0 million interest rate swap, t he objective which is to lock in the index component rate on an expected new term loan in December 2019. This cash flow hedge requires settlement in December 2019. Additionally, at September 30, 2019, we have five interest rate swaps associated with $357.5 million of term loan debt. These cash flow hedges convert variable rates ranging from three-month and one-month LIBOR plus 1.85% to 2.15%, to fixed rates ranging from 3.88% to 4.82%. Our cash flow hedges are expected to be highly effective in achieving offsetting cash flows attributable to the hedged interest rate risk through the term of the hedge. At September 30, 2019, the amount of net losses expected to be reclassified into earnings in the next 12 months is approximately $3.6 million. The following table presents the gross fair values of derivative instruments on our Condensed Consolidated Balance Sheets Asset Derivatives Liability Derivatives (in thousands) Location September 30, 2019 December 31, 2018 Location September 30, 2019 December 31, 2018 Derivatives designated in cash flow hedging relationships: Interest rate contracts Other assets, non-current $ 736 $ 1,510 Other long-term obligations $ 29,322 $ 2,888 The following table details the effect of derivatives on our Condensed Consolidated Statements of Income Three Months Ended September 30, Nine Months Ended September 30, (in thousands) Location 2019 2018 2019 2018 Derivatives designated in fair value hedging relationships: Interest rate contracts Realized loss on interest rate contracts 1 Interest expense $ — $ (52 ) $ (18 ) $ (138 ) Loss on hedged debt basis adjustment included in debt extinguishment — — (165 ) — $ — $ (52 ) $ (183 ) $ (138 ) Derivatives designated in cash flow hedging relationships: Interest rate contracts (Loss) income recognized in other comprehensive income, net of tax $ (7,384 ) $ 1,330 $ (26,576 ) $ 1,394 Loss reclassified from accumulated other comprehensive income 1 Interest expense $ (406 ) $ (261 ) $ (668 ) $ (456 ) Interest expense, net $ 8,475 $ 10,109 $ 21,821 $ 25,125 1 Realized gain (loss) on hedging instruments consist of net cash settlements and interest accruals on interest rate swaps during the periods. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instrument Detail [Abstract] | |
Fair Value Measurements | NOTE 11. FAIR VALUE MEASUREMENTS The following table presents the estimated fair values of our financial instruments: September 30, 2019 December 31, 2018 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value Derivative assets related to interest rate swaps (Level 2) $ 736 $ 736 $ 1,510 $ 1,510 Derivative liabilities related to interest rate swaps (Level 2) $ (29,322 ) $ (29,322 ) $ (2,888 ) $ (2,888 ) Long-term debt, including current portion (Level 2): Term loans $ (689,657 ) $ (704,498 ) $ (539,169 ) $ (539,037 ) Senior notes — — (149,786 ) (154,328 ) Revenue bonds (65,735 ) (68,384 ) (94,735 ) (93,144 ) Medium-term notes (3,000 ) (3,484 ) (3,000 ) (3,419 ) Total long-term debt 1 $ (758,392 ) $ (776,366 ) $ (786,690 ) $ (789,928 ) Company owned life insurance asset (COLI) (Level 3) $ 4,073 $ 4,073 $ 3,104 $ 3,104 1 The carrying amount of long-term debt includes principal and unamortized discounts. The fair value of interest rate swaps are determined using a discounted cash flow analysis on the expected cash flows of each derivative. The analysis reflects the contractual terms of the derivatives, including the period to maturity and uses observable market-based inputs, including interest rate forward curves. The fair value of our long-term debt is estimated based upon quoted market prices for similar debt issues or estimated based on average market prices for comparable debt when there is no quoted market price. The contract value of our company owned life insurance is based on the amount at which it could be redeemed and, accordingly, approximates fair value. We believe that our other financial instruments, including cash and cash equivalents, receivables and payables have net carrying values that approximate their fair values with only insignificant differences. This is primarily due to the short-term nature of these instruments and the allowance for doubtful accounts. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Share Based Compensation [Abstract] | |
Equity-Based Compensation | NOTE 12. EQUITY-BASED COMPENSATION On May 6, 2019 (the Effective Date) the stockholders approved our 2019 Long-Term Incentive Plan (the 2019 Plan). The total amount of PotlatchDeltic common stock authorized for issuance under the 2019 Plan includes, in addition to 1.2 million new shares approved by our stockholders: (i) the total number of shares available for future awards under the Potlatch Corporation 2014 Long-Term Incentive Plan and its predecessor plans (the Prior Plans) as of the Effective Date and (ii) the number of undelivered shares subject to outstanding awards under the Prior Plans that will become available for future issuance as provided for under the 2019 Plan. At September 30, 2019, approximately 1.4 million shares are available for future use under our long-term incentive plans. Share-based compensation activity during the nine months ended September 30, 2019 included the following: (Shares in thousands) Granted Vested Forfeited Performance Share Awards (PSAs) 142 — 6 Restricted Stock Units (RSUs) 102 19 2 A total of 0.3 million shares of common stock were issued during the nine months ended September 30, 2019. The following table details equity-based compensation expense and the related income tax benefit. Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Equity-based compensation expense: Performance share awards $ 1,186 $ 1,074 $ 3,417 $ 3,084 Restricted stock units 705 536 1,892 1,470 Deferred compensation stock equivalent units expense 22 16 53 197 Accelerated share-based termination benefits in connection with the merger — 3 — 1,767 Total equity-based compensation expense $ 1,913 $ 1,629 $ 5,362 $ 6,518 Total tax benefit recognized for equity-based expense $ 79 $ 74 $ 234 $ 258 Performance Share Awards PSAs granted under the stock incentive plans have a three-year performance period and shares are issued at the end of the period if the performance measures are met. The performance measures are based on the percentile ranking of our total shareholder return relative to the total shareholder return performance of both a selected peer group of companies and a larger group of indexed companies over the three-year performance period. The number of shares actually issued, as a percentage of the amount subject to the PSA, could range from 0% to 200%. PSAs granted under our stock incentive plans do not have voting rights unless and until shares are issued upon settlement. If shares are issued at the end of the three-year performance measurement period, the recipients will receive dividend equivalents in the form of additional shares at the time of payment equal to the dividends that would have been paid on the shares earned had the recipients owned the shares during the three-year period. Therefore, the shares are not considered participating securities. The fair value of performance shares granted in 2019 was $37.87 per share. The following table presents the key inputs used in the Monte Carlo simulation to calculate the fair value of the performance share awards in 2019: Stock price as of valuation date $ 35.01 Risk-free rate 2.47 % Expected volatility 25.15 % Expected dividend yield (assuming full reinvestment) — Expected term (years) 3.00 R estricted Stock Units RSU awards accrue dividend equivalents based on dividends paid during the RSU vesting period. The dividend equivalents will be converted into additional RSUs that will vest in the same manner as the underlying RSUs to which they relate. Therefore, the shares are not considered participating securities. The terms of the awards state that the RSUs will vest in a given time period of one to three years and the terms of certain awards follow a vesting schedule within the given time period. The fair value of RSUs granted equaled our common share price on the date of grant factoring in any required post-vesting holding periods. The weighted average fair value of all RSUs granted during the nine months ended September 30, 2019 was $36.64. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 13. INCOME TAXES As a real estate investment trust (REIT), we generally are not subject to federal and state corporate income taxes on income of the REIT that we distribute to our shareholders. We conduct certain activities through our taxable REIT subsidiaries (TRS), which are subject to corporate level federal and state income taxes. These taxable activities are principally comprised of our wood products manufacturing operations and certain real estate investments. Therefore, income tax expense or benefit is primarily due to income or loss of the TRS, as well as permanent book versus tax differences. In addition, we had carryover tax basis in the MDF facility from the Deltic merger and as a result, during the nine months ended September 30, 2019, we recorded a reduction to deferred tax liabilities and increase to income taxes payable of $15.8 million at the date of sale. See Note 4: Sale of Deltic MDF Facility In addition, during the third quarter of 2018, we recorded a tax benefit of $5.3 million primarily related to deducting contributions to our qualified pension plans at the higher 2017 income tax rate. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | NOTE 14. LEASES We lease certain equipment, office space and land. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, which is derived from information available at the lease commencement date, in determining the present value of lease payments. We consider our recent debt issuances as well as publicly available data for instruments with similar characteristics when calculating our incremental borrowing rates. Most leases include one or more options to renew, with renewal terms that can extend the lease term between one to five years. The exercise of lease renewal options is at our sole discretion. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Finance lease assets and liabilities were $1.9 million at September 30, 2019. For certain equipment leases, we apply a portfolio approach to effectively account for the operating lease ROU assets and liabilities. For certain equipment leases, such as vehicles, we account for the lease and non-lease components as a single lease component. Certain leases also include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Certain of our lease agreements include rental payments adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants and we do not have any significant sublease income. Balance Sheet Classification (in thousands) Classification September 30, 2019 Assets Operating lease assets Other long-term assets $ 16,241 Liabilities Current operating lease liability Accounts payable and accrued liabilities $ 4,883 Noncurrent operating lease liability Other long-term obligations 11,433 Total lease liabilities $ 16,316 Other Operating Lease Information Nine Months Ended (in thousands) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 4,503 Leased assets exchanged for new operating lease liabilities $ 6,317 September 30, 2019 Weighted-average remaining terms (years) 4.40 Weighted-average discount rate 4.13 % Operating lease costs (excluding short-term leases and variable lease costs, which are immaterial) for the three and nine months ended September 30, 2019 were $1.6 million and $4.5 million, respectively. Maturity of Operating Lease Liabilities At September 30, 2019, the future minimum lease payment obligations under noncancelable operating leases were as follows: (in thousands) 2019 $ 1,432 2020 5,282 2021 4,263 2022 2,597 2023 1,662 After 2023 2,610 Total lease payments 17,846 Less: interest 1 1,530 Present value of lease liabilities $ 16,316 1 Disclosures Related to Periods Prior to Adoption of the New Lease Standard We did not have any capital leases during 2018. Operating lease rent expense primarily for office space, machinery and equipment was $1.2 million and $3.6 million for the three and nine months ended September 30, 2018, respectively. At December 31, 2018, future minimum lease payment obligations under noncancelable operating leases were as follows: (in thousands) 2019 $ 5,130 2020 4,135 2021 3,142 2022 1,538 2023 629 2024 and thereafter 575 Total $ 15,149 |
Pension and Other Postretiremen
Pension and Other Postretirement Employee Benefits | 9 Months Ended |
Sep. 30, 2019 | |
General Discussion Of Pension And Other Postretirement Benefits [Abstract] | |
Pension and Other Postretirement Employee Benefits | NOTE 15. PENSION AND OTHER POSTRETIREMENT EMPLOYEE BENEFITS The following tables detail the components of net periodic cost (benefit) of our pension plans and other postretirement employee benefits (OPEB): Three Months Ended September 30, Pension OPEB (in thousands) 2019 2018 2019 2018 Service cost $ 1,942 $ 2,181 $ 93 $ 99 Interest cost 4,618 4,344 397 391 Expected return on plan assets (5,548 ) (5,095 ) — — Amortization of prior service cost (credit) 52 46 (2,211 ) (2,219 ) Amortization of actuarial loss 3,374 4,148 253 327 Net periodic cost (benefit) $ 4,438 $ 5,624 $ (1,468 ) $ (1,402 ) Nine Months Ended September 30, Pension OPEB (Dollars in thousands) 2019 2018 2019 2018 Service cost $ 5,825 $ 6,272 $ 278 $ 242 Interest cost 13,849 12,648 1,191 1,091 Expected return on plan assets (16,643 ) (14,938 ) — — Amortization of prior service cost (credit) 158 139 (6,633 ) (6,658 ) Amortization of actuarial loss 10,122 12,442 760 983 Net periodic cost (benefit) $ 13,311 $ 16,563 $ (4,404 ) $ (4,342 ) During the nine months ended September 30, 2019 and 2018, funding of pension and other postretirement employee benefit plans was $4.6 million and $56.0 million, respectively. $52.1 million of qualified pension benefit contributions during the nine months ended September 30, 2018 were designated for and included as deductions on our 2017 income tax return which allowed us to deduct those payments at a higher rate. |
Components of Accumulated Other
Components of Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss | NOTE 16. COMPONENTS OF ACCUMULATED OTHER COMPREHENSIVE LOSS During 2019, changes in amounts included in our accumulated other comprehensive loss (AOCL) by component on our Condensed Consolidated Balance Sheets Pension Plans OPEB (in thousands) Gains and losses on cash flow hedges Actuarial Loss Prior Service Cost Actuarial Loss Prior Service Credit Total Balance at December 31, 2018 $ 1,560 $ 128,849 $ 404 $ 7,269 $ (8,651 ) $ 129,431 Amounts arising during the period 26,576 — — — — 26,576 Amounts reclassified from AOCL to earnings (668 ) (7,490 ) (117 ) (563 ) 4,909 (3,929 ) Net change 25,908 (7,490 ) (117 ) (563 ) 4,909 22,647 Balance at September 30, 2019 $ 27,468 $ 121,359 $ 287 $ 6,706 $ (3,742 ) $ 152,078 Amortization of actuarial loss and prior service (cost) credit are components of net periodic benefit cost (credit), see Note 15: Pension and Other Postretirement Employee Benefits Note 10: Derivative Instruments |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Standards Recently Adopted In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) We adopted ASU 2016-02, along with subsequent amendments, on January 1, 2019 and used the effective date as our date of initial application. Consequently, financial information will not be updated, and the disclosures required under the new standard will not be provided, for dates and periods before January 1, 2019. The new standard provides several optional practical expedients in transition and for an entity’s ongoing accounting. We elected the following practical expedients as part of our adoption of the standard: • to not reassess whether any expired or existing contracts are or contain leases; • to not reassess the lease classification for any expired or existing leases; • to not reassess initial direct costs for any existing leases; • to apply the short-term lease recognition exemption for all leases that qualify; • to not separate non-lease components from lease components; and • to apply the land easement practical expedient for transition of all existing land easements. Upon adoption of this ASU we recorded $14.0 million for right of use assets and lease liabilities for our operating leases on our Condensed Consolidated Balance Sheet Condensed Consolidated Statement of Income Condensed Consolidated Statement of Cash Flows Note 14: Leases New Accounting Standards Being Evaluated In August 2018, the FASB issued ASU No. 2018-15 Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
Merger with Deltic (Tables)
Merger with Deltic (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Summary of Revenue and Income Before Income Taxes From Acquired Deltic Operations | The amount of revenue and income before income taxes from the acquired Deltic operations included in our Condensed Consolidated Statements of Income (in thousands, except per share amounts) Three Months Ended, September 30, 2018 Nine Months Ended, September 30, 2018 Net sales $ 83,385 $ 192,244 Income before income taxes $ 17,180 $ 25,869 |
Summary of Unaudited Pro Forma Information | The following presents the unaudited pro forma consolidated financial information of the company as if the merger with Deltic was completed on January 1, 2017: (in thousands, except per share amounts) Three Months Ended, September 30, 2018 Nine Months Ended, September 30, 2018 Net sales $ 289,199 $ 795,992 Net earnings attributable to PotlatchDeltic common shareholders $ 61,327 $ 142,314 Basic earnings per share attributable to PotlatchDeltic common shareholders $ 0.91 $ 2.13 Diluted earnings per share attributable to PotlatchDeltic common shareholders $ 0.91 $ 2.12 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Revenues by Major Product | The following table represents our revenues by major product. For additional information regarding our segments, see Note 6: Segment Information Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Timberlands Northern region Sawlogs $ 53,152 $ 69,658 $ 116,118 $ 168,869 Pulpwood 1,489 1,575 4,698 4,654 Stumpage 3 39 109 175 Other 1,085 765 1,649 1,233 55,729 72,037 122,574 174,931 Southern region Sawlogs 24,053 21,974 63,469 61,194 Pulpwood 15,754 13,700 38,847 36,138 Stumpage 767 653 1,233 2,106 Other 2,506 3,057 7,725 6,069 43,080 39,384 111,274 105,507 Total Timberlands revenues 98,809 111,421 233,848 280,438 Wood Products Lumber 108,364 138,281 301,923 367,062 Residuals and Panels 35,279 60,744 112,056 165,363 Total Wood Products revenues 143,643 199,025 413,979 532,425 Real Estate Rural real estate 9,689 8,238 44,223 29,740 Development real estate 7,674 1,287 12,102 4,249 Other 1 1,500 1,708 5,134 4,230 Total Real Estate revenues 18,863 11,233 61,459 38,219 Total Segment Revenues 261,315 321,679 709,286 851,082 Intersegment Timberlands revenues 2 (35,013 ) (32,480 ) (85,687 ) (93,753 ) Total consolidated revenues $ 226,302 $ 289,199 $ 623,599 $ 757,329 1 Other Real Estate revenues primarily relate to the Chenal Country Club. 2 Intersegment revenues represent logs sold by our Timberlands segment to our Wood Products segment. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Summary of Information by Business Segment | Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Revenues: Timberlands $ 98,809 $ 111,421 $ 233,848 $ 280,438 Wood Products 143,643 199,025 413,979 532,425 Real Estate 18,863 11,233 61,459 38,219 261,315 321,679 709,286 851,082 Intersegment Timberlands revenues 1 (35,013 ) (32,480 ) (85,687 ) (93,753 ) Consolidated revenues $ 226,302 $ 289,199 $ 623,599 $ 757,329 Adjusted EBITDDA: Timberlands $ 42,996 $ 58,680 $ 95,977 $ 140,068 Wood Products 5,903 46,446 11,058 126,962 Real Estate 14,678 7,467 48,697 27,769 Corporate (6,930 ) (8,989 ) (26,930 ) (28,969 ) Eliminations and adjustments (1,635 ) (1,794 ) 3,542 (5,080 ) Total Adjusted EBITDDA 55,012 101,810 132,344 260,750 Basis of real estate sold (5,228 ) (4,248 ) (14,211 ) (10,673 ) Depreciation, depletion and amortization (18,786 ) (18,836 ) (51,310 ) (51,982 ) Interest expense, net 2 (8,475 ) (10,109 ) (21,821 ) (25,125 ) Loss on extinguishment of debt — — (5,512 ) — Non-operating pension and other postretirement employee benefits (935 ) (1,942 ) (2,804 ) (5,707 ) Gain (loss) on fixed assets 198 (12 ) 260 (11 ) Gain on sale of facility — — 9,176 — Inventory purchase price adjustment in cost of goods sold 3 — — — (1,849 ) Deltic merger-related costs 4 — (972 ) — (21,245 ) Income before income taxes $ 21,786 $ 65,691 $ 46,122 $ 144,158 Depreciation, depletion and amortization: Timberlands $ 12,627 $ 12,730 $ 33,361 $ 35,974 Wood Products 5,763 5,827 16,666 15,250 Real Estate 152 81 508 198 Corporate 244 198 775 560 18,786 18,836 51,310 51,982 Bond discounts and deferred loan fees 2 392 609 1,279 1,703 Total depreciation, depletion and amortization $ 19,178 $ 19,445 $ 52,589 $ 53,685 Basis of real estate sold: Real Estate $ 5,283 $ 4,267 $ 14,326 $ 10,886 Eliminations and adjustments (55 ) (19 ) (115 ) (213 ) Total basis of real estate sold $ 5,228 $ 4,248 $ 14,211 $ 10,673 1 2 Condensed Consolidated Statements of Income 3 4 Note 3: Merger with Deltic. |
Reconciliation of Business Segment Total Assets to Total Assets | A reconciliation of our business segment total assets to total assets in the Condensed Consolidated Balance Sheets (in thousands) September 30, 2019 December 31, 2018 Total assets: Timberlands 1 $ 1,675,064 $ 1,693,162 Wood Products 385,792 456,306 Real Estate 2 95,804 93,208 2,156,660 2,242,676 Corporate 100,394 83,176 Total consolidated assets $ 2,257,054 $ 2,325,852 1 We do not report rural real estate separate from Timberlands as we do not report these assets separately to management. 2 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Number of Shares Used in Calculating Basic and Diluted Earnings per Share | The following table reconciles the number of shares used in calculating basic and diluted earnings per share: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share amounts) 2019 2018 2019 2018 Net income $ 20,565 $ 60,336 $ 44,262 $ 121,081 Basic weighted-average shares outstanding 67,446 62,986 67,781 58,765 Incremental shares due to: Performance shares 65 270 50 263 Restricted stock units 34 37 17 33 Stock portion of earnings and profits distribution — 1,429 — 481 Diluted weighted-average shares outstanding 67,545 64,722 67,848 59,542 Basic net income per share $ 0.30 $ 0.96 $ 0.65 $ 2.06 Diluted net income per share $ 0.30 $ 0.93 $ 0.65 $ 2.03 |
Certain Balance Sheet Compone_2
Certain Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Inventories | Inventories (in thousands) September 30, 2019 December 31, 2018 Logs $ 26,657 $ 37,303 Lumber, panels and veneer 30,390 27,420 Materials and supplies 12,383 11,310 Total inventories 69,430 76,033 Less: LIFO reserve (15,228 ) (15,228 ) Total inventories, net $ 54,202 $ 60,805 |
Schedule of Property, Plant and Equipment | Property, plant and equipment (in thousands) September 30, 2019 December 31, 2018 Property, plant and equipment $ 492,798 $ 472,695 Less: accumulated depreciation (214,211 ) (200,502 ) Total property, plant and equipment, net $ 278,587 $ 272,193 |
Schedule of Timber and Timberlands | Timber and timberlands (in thousands) September 30, 2019 December 31, 2018 Timber and timberlands $ 1,565,890 $ 1,590,997 Logging roads 83,306 81,818 Total timber and timberlands, net $ 1,649,196 $ 1,672,815 |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities (in thousands) September 30, 2019 December 31, 2018 Accrued payroll and benefits $ 16,004 $ 20,130 Accounts payable 16,565 12,073 Accrued interest 5,818 8,642 Accrued taxes 18,902 7,389 Deferred revenue 7,242 4,282 Operating lease liabilities 4,883 — Other current liabilities 8,860 8,477 Total accounts payable and accrued liabilities $ 78,274 $ 60,993 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instrument Detail [Abstract] | |
Fair Values of Derivative Instruments | The following table presents the gross fair values of derivative instruments on our Condensed Consolidated Balance Sheets Asset Derivatives Liability Derivatives (in thousands) Location September 30, 2019 December 31, 2018 Location September 30, 2019 December 31, 2018 Derivatives designated in cash flow hedging relationships: Interest rate contracts Other assets, non-current $ 736 $ 1,510 Other long-term obligations $ 29,322 $ 2,888 |
Effect of Derivatives on Condensed Consolidated Statements of Income | The following table details the effect of derivatives on our Condensed Consolidated Statements of Income Three Months Ended September 30, Nine Months Ended September 30, (in thousands) Location 2019 2018 2019 2018 Derivatives designated in fair value hedging relationships: Interest rate contracts Realized loss on interest rate contracts 1 Interest expense $ — $ (52 ) $ (18 ) $ (138 ) Loss on hedged debt basis adjustment included in debt extinguishment — — (165 ) — $ — $ (52 ) $ (183 ) $ (138 ) Derivatives designated in cash flow hedging relationships: Interest rate contracts (Loss) income recognized in other comprehensive income, net of tax $ (7,384 ) $ 1,330 $ (26,576 ) $ 1,394 Loss reclassified from accumulated other comprehensive income 1 Interest expense $ (406 ) $ (261 ) $ (668 ) $ (456 ) Interest expense, net $ 8,475 $ 10,109 $ 21,821 $ 25,125 1 Realized gain (loss) on hedging instruments consist of net cash settlements and interest accruals on interest rate swaps during the periods. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instrument Detail [Abstract] | |
Estimated Fair Value of Financial Instruments | The following table presents the estimated fair values of our financial instruments: September 30, 2019 December 31, 2018 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value Derivative assets related to interest rate swaps (Level 2) $ 736 $ 736 $ 1,510 $ 1,510 Derivative liabilities related to interest rate swaps (Level 2) $ (29,322 ) $ (29,322 ) $ (2,888 ) $ (2,888 ) Long-term debt, including current portion (Level 2): Term loans $ (689,657 ) $ (704,498 ) $ (539,169 ) $ (539,037 ) Senior notes — — (149,786 ) (154,328 ) Revenue bonds (65,735 ) (68,384 ) (94,735 ) (93,144 ) Medium-term notes (3,000 ) (3,484 ) (3,000 ) (3,419 ) Total long-term debt 1 $ (758,392 ) $ (776,366 ) $ (786,690 ) $ (789,928 ) Company owned life insurance asset (COLI) (Level 3) $ 4,073 $ 4,073 $ 3,104 $ 3,104 1 The carrying amount of long-term debt includes principal and unamortized discounts. |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Share Based Compensation [Abstract] | |
Share-based Compensation Activity | Share-based compensation activity during the nine months ended September 30, 2019 included the following: (Shares in thousands) Granted Vested Forfeited Performance Share Awards (PSAs) 142 — 6 Restricted Stock Units (RSUs) 102 19 2 |
Details of Equity-Based Compensation Expense and Related Income Tax Benefit | The following table details equity-based compensation expense and the related income tax benefit. Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Equity-based compensation expense: Performance share awards $ 1,186 $ 1,074 $ 3,417 $ 3,084 Restricted stock units 705 536 1,892 1,470 Deferred compensation stock equivalent units expense 22 16 53 197 Accelerated share-based termination benefits in connection with the merger — 3 — 1,767 Total equity-based compensation expense $ 1,913 $ 1,629 $ 5,362 $ 6,518 Total tax benefit recognized for equity-based expense $ 79 $ 74 $ 234 $ 258 |
Fair Value of Performance Share Awards | The following table presents the key inputs used in the Monte Carlo simulation to calculate the fair value of the performance share awards in 2019: Stock price as of valuation date $ 35.01 Risk-free rate 2.47 % Expected volatility 25.15 % Expected dividend yield (assuming full reinvestment) — Expected term (years) 3.00 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule of Balance Sheet Classification | Balance Sheet Classification (in thousands) Classification September 30, 2019 Assets Operating lease assets Other long-term assets $ 16,241 Liabilities Current operating lease liability Accounts payable and accrued liabilities $ 4,883 Noncurrent operating lease liability Other long-term obligations 11,433 Total lease liabilities $ 16,316 |
Schedule of Other Operating Lease Information | Other Operating Lease Information Nine Months Ended (in thousands) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 4,503 Leased assets exchanged for new operating lease liabilities $ 6,317 September 30, 2019 Weighted-average remaining terms (years) 4.40 Weighted-average discount rate 4.13 % Operating lease costs (excluding short-term leases and variable lease costs, which are immaterial) for the three and nine months ended September 30, 2019 were $1.6 million and $4.5 million, respectively. |
Schedule of Maturity of Lease Liabilities | Maturity of Operating Lease Liabilities At September 30, 2019, the future minimum lease payment obligations under noncancelable operating leases were as follows: (in thousands) 2019 $ 1,432 2020 5,282 2021 4,263 2022 2,597 2023 1,662 After 2023 2,610 Total lease payments 17,846 Less: interest 1 1,530 Present value of lease liabilities $ 16,316 1 |
Schedule of Future Minimum Lease Payment for Operating Leases | At December 31, 2018, future minimum lease payment obligations under noncancelable operating leases were as follows: (in thousands) 2019 $ 5,130 2020 4,135 2021 3,142 2022 1,538 2023 629 2024 and thereafter 575 Total $ 15,149 |
Pension and Other Postretirem_2
Pension and Other Postretirement Employee Benefits (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
General Discussion Of Pension And Other Postretirement Benefits [Abstract] | |
Components of Net Periodic Cost (Benefit) | The following tables detail the components of net periodic cost (benefit) of our pension plans and other postretirement employee benefits (OPEB): Three Months Ended September 30, Pension OPEB (in thousands) 2019 2018 2019 2018 Service cost $ 1,942 $ 2,181 $ 93 $ 99 Interest cost 4,618 4,344 397 391 Expected return on plan assets (5,548 ) (5,095 ) — — Amortization of prior service cost (credit) 52 46 (2,211 ) (2,219 ) Amortization of actuarial loss 3,374 4,148 253 327 Net periodic cost (benefit) $ 4,438 $ 5,624 $ (1,468 ) $ (1,402 ) Nine Months Ended September 30, Pension OPEB (Dollars in thousands) 2019 2018 2019 2018 Service cost $ 5,825 $ 6,272 $ 278 $ 242 Interest cost 13,849 12,648 1,191 1,091 Expected return on plan assets (16,643 ) (14,938 ) — — Amortization of prior service cost (credit) 158 139 (6,633 ) (6,658 ) Amortization of actuarial loss 10,122 12,442 760 983 Net periodic cost (benefit) $ 13,311 $ 16,563 $ (4,404 ) $ (4,342 ) |
Components of Accumulated Oth_2
Components of Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | During 2019, changes in amounts included in our accumulated other comprehensive loss (AOCL) by component on our Condensed Consolidated Balance Sheets Pension Plans OPEB (in thousands) Gains and losses on cash flow hedges Actuarial Loss Prior Service Cost Actuarial Loss Prior Service Credit Total Balance at December 31, 2018 $ 1,560 $ 128,849 $ 404 $ 7,269 $ (8,651 ) $ 129,431 Amounts arising during the period 26,576 — — — — 26,576 Amounts reclassified from AOCL to earnings (668 ) (7,490 ) (117 ) (563 ) 4,909 (3,929 ) Net change 25,908 (7,490 ) (117 ) (563 ) 4,909 22,647 Balance at September 30, 2019 $ 27,468 $ 121,359 $ 287 $ 6,706 $ (3,742 ) $ 152,078 |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) a in Millions | Sep. 30, 2019a |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Timber And Timberlands Acres Owned | 1.9 |
Recent Accounting Pronounceme_3
Recent Accounting Pronouncements (Narrative) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Operating lease, right of use asset | $ 16,241 |
Operating lease, liability | 16,316 |
ASU 2016-02 [Member] | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Operating lease, right of use asset | 14,000 |
Operating lease, liability | $ 14,000 |
Merger with Deltic (Narrative)
Merger with Deltic (Narrative) (Details) $ in Thousands | Feb. 20, 2018USD ($)aSawmill | Feb. 19, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($) | |
Business Acquisition [Line Items] | |||||
Merger-related costs | [1] | $ 972 | $ 21,245 | ||
Deltic [Member] | |||||
Business Acquisition [Line Items] | |||||
Acres of timberland | a | 530,000 | ||||
Number of sawmills | Sawmill | 2 | ||||
Total assets acquired | $ 1,400,000 | ||||
Equity consideration transferred | 1,100,000 | ||||
Liabilities assumed | $ 300,000 | ||||
Merger-related costs | 1,000 | 21,200 | |||
Merger related costs, professional fees | 11,500 | ||||
Restructuring costs, termination benefits | 9,700 | ||||
Non-recurring merger-related costs | $ 5,400 | $ 1,000 | $ 26,700 | ||
[1] | For integration and restructuring costs related to the merger with Deltic see Note 3: Merger with Deltic. |
Merger with Deltic (Summary of
Merger with Deltic (Summary of Revenue and Income Before Income Taxes From Acquired Deltic Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Net sales | $ 226,302 | $ 289,199 | $ 623,599 | $ 757,329 |
Income before income taxes | $ 21,786 | 65,691 | $ 46,122 | 144,158 |
Deltic [Member] | ||||
Business Acquisition [Line Items] | ||||
Net sales | 83,385 | 192,244 | ||
Income before income taxes | $ 17,180 | $ 25,869 |
Merger with Deltic (Summary o_2
Merger with Deltic (Summary of Unaudited Pro Forma Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Business Combinations [Abstract] | ||
Net sales | $ 289,199 | $ 795,992 |
Net earnings attributable to PotlatchDeltic common shareholders | $ 61,327 | $ 142,314 |
Basic earnings per share attributable to PotlatchDeltic common shareholders | $ 0.91 | $ 2.13 |
Diluted earnings per share attributable to PotlatchDeltic common shareholders | $ 0.91 | $ 2.12 |
Sale of Deltic MDF Facility (Na
Sale of Deltic MDF Facility (Narrative) (Details) - USD ($) $ in Thousands | Feb. 12, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 20, 2018 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Pre-tax gain on sale of facility | $ 9,176 | |||
Proceeds on sale of facility | 58,793 | |||
Assets held for sale | $ 80,674 | |||
Liabilities held for sale | 29,321 | |||
Deltic MDF Facility [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Reduction to deferred tax liabilities | (15,800) | |||
Increase to income taxes payable | $ 15,800 | |||
Assets held for sale | 80,700 | |||
Liabilities held for sale | 29,300 | |||
Deltic MDF Facility [Member] | Revenue Bonds [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Liabilities held for sale | 29,000 | |||
Deltic MDF Facility [Member] | Inventories [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Assets held for sale | 7,700 | |||
Deltic MDF Facility [Member] | Property and Equipment [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Assets held for sale | 72,100 | |||
Deltic MDF Facility [Member] | Customer List Intangibles [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Assets held for sale | $ 900 | |||
Roseburg Forest Products Co [Member] | Deltic MDF Facility [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Total purchase price | $ 92,000 | |||
Purchase price, cash | 63,000 | |||
Purchase price, assumption of revenue bonds | $ 29,000 | |||
Pre-tax gain on sale of facility | $ 9,200 | |||
Proceeds on sale of facility | 58,800 | |||
Reduction to deferred tax liabilities | (15,800) | |||
Increase to income taxes payable | $ 15,800 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Revenue Recognition [Line Items] | ||
Contract liabilities related to hunting and other access rights | $ 7.2 | $ 4.3 |
Membership Initiation Fees [Member] | ||
Revenue Recognition [Line Items] | ||
Contract liability recognized period | 10 years |
Revenue Recognition (Summary of
Revenue Recognition (Summary of Revenues by Major Product) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | $ 226,302 | $ 289,199 | $ 623,599 | $ 757,329 | |
Operating Segments [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 261,315 | 321,679 | 709,286 | 851,082 | |
Intersegment Eliminations [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | [1] | (35,013) | (32,480) | (85,687) | (93,753) |
Timberlands [Member] | Operating Segments [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 98,809 | 111,421 | 233,848 | 280,438 | |
Timberlands [Member] | Operating Segments [Member] | Northern Region [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 55,729 | 72,037 | 122,574 | 174,931 | |
Timberlands [Member] | Operating Segments [Member] | Northern Region [Member] | Sawlogs [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 53,152 | 69,658 | 116,118 | 168,869 | |
Timberlands [Member] | Operating Segments [Member] | Northern Region [Member] | Pulpwood [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 1,489 | 1,575 | 4,698 | 4,654 | |
Timberlands [Member] | Operating Segments [Member] | Northern Region [Member] | Stumpage [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 3 | 39 | 109 | 175 | |
Timberlands [Member] | Operating Segments [Member] | Northern Region [Member] | Other [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 1,085 | 765 | 1,649 | 1,233 | |
Timberlands [Member] | Operating Segments [Member] | Southern Region [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 43,080 | 39,384 | 111,274 | 105,507 | |
Timberlands [Member] | Operating Segments [Member] | Southern Region [Member] | Sawlogs [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 24,053 | 21,974 | 63,469 | 61,194 | |
Timberlands [Member] | Operating Segments [Member] | Southern Region [Member] | Pulpwood [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 15,754 | 13,700 | 38,847 | 36,138 | |
Timberlands [Member] | Operating Segments [Member] | Southern Region [Member] | Stumpage [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 767 | 653 | 1,233 | 2,106 | |
Timberlands [Member] | Operating Segments [Member] | Southern Region [Member] | Other [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 2,506 | 3,057 | 7,725 | 6,069 | |
Wood Products [Member] | Operating Segments [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 143,643 | 199,025 | 413,979 | 532,425 | |
Wood Products [Member] | Operating Segments [Member] | Lumber [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 108,364 | 138,281 | 301,923 | 367,062 | |
Wood Products [Member] | Operating Segments [Member] | Residuals and Panels [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 35,279 | 60,744 | 112,056 | 165,363 | |
Real Estate Segment [Member] | Operating Segments [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 18,863 | 11,233 | 61,459 | 38,219 | |
Real Estate Segment [Member] | Operating Segments [Member] | Rural Real Estate [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 9,689 | 8,238 | 44,223 | 29,740 | |
Real Estate Segment [Member] | Operating Segments [Member] | Development Real Estate [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | 7,674 | 1,287 | 12,102 | 4,249 | |
Real Estate Segment [Member] | Operating Segments [Member] | Other [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues | [2] | $ 1,500 | $ 1,708 | $ 5,134 | $ 4,230 |
[1] | Intersegment revenues represent logs sold by our Timberlands segment to our Wood Products segment. | ||||
[2] | Other Real Estate revenues primarily relate to the Chenal Country Club. |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment Information (Summary Of
Segment Information (Summary Of Information By Business Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 226,302 | $ 289,199 | $ 623,599 | $ 757,329 | |
Adjusted EBITDDA | 55,012 | 101,810 | 132,344 | 260,750 | |
Basis of real estate sold | 5,228 | 4,248 | 14,211 | 10,673 | |
Depreciation, depletion and amortization | 18,786 | 18,836 | 51,310 | 51,982 | |
Interest expense, net | [1] | (8,475) | (10,109) | (21,821) | (25,125) |
Loss on extinguishment of debt | (5,512) | ||||
Non-operating pension and other postretirement employee benefits | (935) | (1,942) | (2,804) | (5,707) | |
Gain (loss) on fixed assets | 198 | (12) | 260 | (11) | |
Gain on sale of facility | 9,176 | ||||
Deltic merger-related costs | [2] | (972) | (21,245) | ||
Income before income taxes | 21,786 | 65,691 | 46,122 | 144,158 | |
Bond discounts and deferred loan fees | [1] | 392 | 609 | 1,279 | 1,703 |
Total depreciation, depletion and amortization | 19,178 | 19,445 | 52,589 | 53,685 | |
Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 261,315 | 321,679 | 709,286 | 851,082 | |
Depreciation, depletion and amortization | 18,786 | 18,836 | 51,310 | 51,982 | |
Operating Segments [Member] | Timberlands [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 98,809 | 111,421 | 233,848 | 280,438 | |
Adjusted EBITDDA | 42,996 | 58,680 | 95,977 | 140,068 | |
Depreciation, depletion and amortization | 12,627 | 12,730 | 33,361 | 35,974 | |
Operating Segments [Member] | Wood Products [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 143,643 | 199,025 | 413,979 | 532,425 | |
Adjusted EBITDDA | 5,903 | 46,446 | 11,058 | 126,962 | |
Depreciation, depletion and amortization | 5,763 | 5,827 | 16,666 | 15,250 | |
Operating Segments [Member] | Real Estate Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 18,863 | 11,233 | 61,459 | 38,219 | |
Adjusted EBITDDA | 14,678 | 7,467 | 48,697 | 27,769 | |
Basis of real estate sold | 5,283 | 4,267 | 14,326 | 10,886 | |
Depreciation, depletion and amortization | 152 | 81 | 508 | 198 | |
Intersegment Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [3] | (35,013) | (32,480) | (85,687) | (93,753) |
Adjusted EBITDDA | (1,635) | (1,794) | 3,542 | (5,080) | |
Basis of real estate sold | (55) | (19) | (115) | (213) | |
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Adjusted EBITDDA | (6,930) | (8,989) | (26,930) | (28,969) | |
Depreciation, depletion and amortization | $ 244 | $ 198 | $ 775 | 560 | |
Costs of Goods Sold [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Inventory purchase price adjustment in cost of goods sold | [4] | $ (1,849) | |||
[1] | Bond discounts and deferred loan fees are reported within interest expense, net on the Condensed Consolidated Statements of Income | ||||
[2] | For integration and restructuring costs related to the merger with Deltic see Note 3: Merger with Deltic. | ||||
[3] | Intersegment revenues represent logs sold by our Timberlands segment to our Wood Products segment. | ||||
[4] | The effect on cost of goods sold for fair value adjustments to the carrying amounts of inventory acquired in the Deltic merger. |
Segment Information (Reconcilia
Segment Information (Reconciliation of Business Segment Total Assets to Total Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | $ 2,257,054 | $ 2,325,852 | |
Operating Segments [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | 2,156,660 | 2,242,676 | |
Operating Segments [Member] | Timberlands [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | [1] | 1,675,064 | 1,693,162 |
Operating Segments [Member] | Wood Products [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | 385,792 | 456,306 | |
Operating Segments [Member] | Real Estate Segment [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | [2] | 95,804 | 93,208 |
Corporate [Member] | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | $ 100,394 | $ 83,176 | |
[1] | We do not report rural real estate separate from Timberlands as we do not report these assets separately to management. | ||
[2] | Real Estate assets primarily consist of real estate development acquired with the Deltic merger. |
Earnings per Share (Reconciliat
Earnings per Share (Reconciliation of Number of Shares Used in Calculating Basic and Diluted Earnings per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings per Share [Line Items] | ||||||||
Net income | $ 20,565 | $ 17,137 | $ 6,560 | $ 60,336 | $ 46,148 | $ 14,597 | $ 44,262 | $ 121,081 |
Basic weighted-average shares outstanding | 67,446 | 62,986 | 67,781 | 58,765 | ||||
Diluted weighted-average shares outstanding | 67,545 | 64,722 | 67,848 | 59,542 | ||||
Basic net income per share | $ 0.30 | $ 0.96 | $ 0.65 | $ 2.06 | ||||
Diluted net income per share | $ 0.30 | $ 0.93 | $ 0.65 | $ 2.03 | ||||
Performance shares [Member] | ||||||||
Earnings per Share [Line Items] | ||||||||
Incremental shares | 65 | 270 | 50 | 263 | ||||
Restricted stock units [Member] | ||||||||
Earnings per Share [Line Items] | ||||||||
Incremental shares | 34 | 37 | 17 | 33 | ||||
Stock portion of earnings and profits distribution [Member] | ||||||||
Earnings per Share [Line Items] | ||||||||
Incremental shares | 1,429 | 481 |
Earnings per Share (Narrative)
Earnings per Share (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 15, 2018 | Aug. 30, 2018 | Feb. 28, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 |
Earnings per Share [Line Items] | ||||||||||||
Total anti-dilutive shares excluded from the calculation (in shares) | 25,000 | 16,000 | 134,000 | 38,000 | ||||||||
Dividend distribution, cash paid | $ 26,888 | $ 26,881 | $ 27,065 | $ 25,102 | $ 25,101 | $ 25,102 | ||||||
Number of shares repurchased | 0 | 0 | 700,000 | 0 | ||||||||
Number of shares repurchased, cost | $ 15,015 | $ 10,158 | $ 25,200 | |||||||||
Stock repurchase program, remaining amount | $ 74,800 | $ 74,800 | ||||||||||
Unsettled repurchase shares | 0 | 0 | ||||||||||
Maximum [Member] | ||||||||||||
Earnings per Share [Line Items] | ||||||||||||
Stock repurchase program, authorized amount | $ 100,000 | |||||||||||
Deltic [Member] | ||||||||||||
Earnings per Share [Line Items] | ||||||||||||
Number of shares issued upon merger | 22,000,000 | |||||||||||
Deltic [Member] | Special Distribution [Member] | ||||||||||||
Earnings per Share [Line Items] | ||||||||||||
Number of shares issued upon merger | 4,800,000 | |||||||||||
Distribution payable | $ 222,000 | |||||||||||
Dividend payable, per share | $ 3.54 | |||||||||||
Dividend distribution, cash paid | $ 44,400 | |||||||||||
Distribution, date of declared | Aug. 30, 2018 | |||||||||||
Distribution, date to be paid | Nov. 15, 2018 | |||||||||||
Distribution, date of record | Sep. 27, 2018 |
Certain Balance Sheet Compone_3
Certain Balance Sheet Components (Schedule of Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Logs | $ 26,657 | $ 37,303 |
Lumber, panels and veneer | 30,390 | 27,420 |
Materials and supplies | 12,383 | 11,310 |
Inventories gross | 69,430 | 76,033 |
Less: LIFO reserve | (15,228) | (15,228) |
Total inventories | $ 54,202 | $ 60,805 |
Certain Balance Sheet Compone_4
Certain Balance Sheet Components (Schedule of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Abstract] | ||
Property, plant and equipment | $ 492,798 | $ 472,695 |
Less: accumulated depreciation | (214,211) | (200,502) |
Total property, plant and equipment, net | $ 278,587 | $ 272,193 |
Certain Balance Sheet Compone_5
Certain Balance Sheet Components (Schedule of Timber and Timberlands) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Timber And Timberlands [Abstract] | ||
Timber and timberlands | $ 1,565,890 | $ 1,590,997 |
Logging roads | 83,306 | 81,818 |
Total timber and timberlands, net | $ 1,649,196 | $ 1,672,815 |
Certain Balance Sheet Compone_6
Certain Balance Sheet Components (Schedule of Accounts Payable and Accrued Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Accounts Payable And Accrued Liabilities Current [Abstract] | ||
Accrued payroll and benefits | $ 16,004 | $ 20,130 |
Accounts payable | 16,565 | 12,073 |
Accrued interest | 5,818 | 8,642 |
Accrued taxes | 18,902 | 7,389 |
Deferred revenue | 7,242 | 4,282 |
Operating lease liabilities | 4,883 | |
Other current liabilities | 8,860 | 8,477 |
Total accounts payable and accrued liabilities | $ 78,274 | $ 60,993 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | Dec. 31, 2018 | Jan. 31, 2019 | Sep. 30, 2019 |
Debt Instrument [Line Items] | |||
Interest Rate | 4.56% | ||
Long-term Debt, refinancing amount | $ 150,000,000 | ||
Debt instrument maturity date | 2029 | ||
Debt Instrument, outstanding amount including redemption premium | $ 4,900,000 | ||
Debt Instrument, lender fee | 500,000 | ||
Revenue Bonds [Member] | Union County, Arkansas [Member] | Deltic [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument maturity date | Oct. 1, 2027 | ||
Revenue Bonds [Member] | Union County, Arkansas [Member] | Letter of Credit [Member] | Deltic [Member] | |||
Debt Instrument [Line Items] | |||
Debt assumed | $ 29,000,000 | ||
Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, amount outstanding | $ 1,000,000 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum Borrowing Capacity | $ 380,000,000 | ||
Amended Term Loan Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, amount outstanding | $ 693,500,000 | ||
London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.85% | ||
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Proceeds from Issuance of Debt | $ 150,000,000 | ||
Interest Rate | 7.50% |
Derivative Instruments (Narrati
Derivative Instruments (Narrative) (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($)Derivative | |
Derivatives Fair Value [Line Items] | |
Term loan maturity period | 2019-12 |
Net losses expected to be reclassified into earnings in the next twelve months | $ 3.6 |
Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | |
Derivatives Fair Value [Line Items] | |
Number of interest rate swap agreements | Derivative | 5 |
Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | Minimum [Member] | |
Derivatives Fair Value [Line Items] | |
Swaps fixed interest rate | 3.88% |
LIBOR variable interest rate | 1.85% |
Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | Maximum [Member] | |
Derivatives Fair Value [Line Items] | |
Swaps fixed interest rate | 4.82% |
LIBOR variable interest rate | 2.15% |
Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | Term Loans Maturing in December 2019 [Member] | |
Derivatives Fair Value [Line Items] | |
Term loan debt | $ 40 |
Interest Rate Swaps [Member] | Cash Flow Hedging [Member] | Term Loans [Member] | |
Derivatives Fair Value [Line Items] | |
Term loan debt | $ 357.5 |
Derivative Instruments (Fair Va
Derivative Instruments (Fair Value of Derivative Instruments) (Details) - Designated as Hedging Instrument [Member] - Cash Flow Hedging [Member] - Interest rate contracts [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Other Noncurrent Assets [Member] | ||
Derivatives Fair Value [Line Items] | ||
Asset Derivatives, Fair Value | $ 736 | $ 1,510 |
Other Long-term Obligations [Member] | ||
Derivatives Fair Value [Line Items] | ||
Liability Derivatives, Fair Value | $ 29,322 | $ 2,888 |
Derivative Instruments (Effect
Derivative Instruments (Effect of Derivatives on Condensed Consolidated Statements of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest expense, net | [1] | $ 8,475 | $ 10,109 | $ 21,821 | $ 25,125 |
Designated as Hedging Instrument [Member] | Fair Value Hedging [Member] | Interest rate contracts [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives designated in fair value hedging | (52) | (183) | (138) | ||
Designated as Hedging Instrument [Member] | Fair Value Hedging [Member] | Interest rate contracts [Member] | Interest Expense [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives designated in fair value hedging | [2] | (52) | (18) | (138) | |
Designated as Hedging Instrument [Member] | Fair Value Hedging [Member] | Interest rate contracts [Member] | Debt Extinguishment [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives designated in fair value hedging | (165) | ||||
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest rate contracts [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
(Loss) income recognized in other comprehensive income, net of tax | (7,384) | 1,330 | (26,576) | 1,394 | |
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest rate contracts [Member] | Interest Expense [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Loss reclassified from accumulated other comprehensive income | [2] | $ (406) | $ (261) | $ (668) | $ (456) |
[1] | Bond discounts and deferred loan fees are reported within interest expense, net on the Condensed Consolidated Statements of Income | ||||
[2] | Realized gain (loss) on hedging instruments consist of net cash settlements and interest accruals on interest rate swaps during the periods. |
Fair Value Measurements (Estima
Fair Value Measurements (Estimated Fair Values of Financial Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Carrying Amount [Member] | Level 2 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | [1] | $ (758,392) | $ (786,690) |
Carrying Amount [Member] | Level 2 [Member] | Interest rate contracts [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative assets | 736 | 1,510 | |
Derivative liabilities related to interest rate swaps | (29,322) | (2,888) | |
Carrying Amount [Member] | Level 2 [Member] | Term Loans [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (689,657) | (539,169) | |
Carrying Amount [Member] | Level 2 [Member] | Senior notes [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (149,786) | ||
Carrying Amount [Member] | Level 2 [Member] | Revenue bonds [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (65,735) | (94,735) | |
Carrying Amount [Member] | Level 2 [Member] | Medium-term notes [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (3,000) | (3,000) | |
Carrying Amount [Member] | Level 3 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Company owned life insurance asset (COLI) | 4,073 | 3,104 | |
Fair Value [Member] | Level 2 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | [1] | (776,366) | (789,928) |
Fair Value [Member] | Level 2 [Member] | Interest rate contracts [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative assets | 736 | 1,510 | |
Derivative liabilities related to interest rate swaps | (29,322) | (2,888) | |
Fair Value [Member] | Level 2 [Member] | Term Loans [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (704,498) | (539,037) | |
Fair Value [Member] | Level 2 [Member] | Senior notes [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (154,328) | ||
Fair Value [Member] | Level 2 [Member] | Revenue bonds [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (68,384) | (93,144) | |
Fair Value [Member] | Level 2 [Member] | Medium-term notes [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Long-term debt, including current portion | (3,484) | (3,419) | |
Fair Value [Member] | Level 3 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Company owned life insurance asset (COLI) | $ 4,073 | $ 3,104 | |
[1] | The carrying amount of long-term debt includes principal and unamortized discounts. |
Equity-Based Compensation (Narr
Equity-Based Compensation (Narrative) (Details) - $ / shares | May 06, 2019 | Sep. 30, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock issued | 300,000 | |
Performance stock awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance share award granted under stock incentive plan, performance period | 3 years | |
Fair value of shares granted | $ 37.87 | |
Restricted stock units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value of shares granted | $ 36.64 | |
Minimum [Member] | Performance stock awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares Actually Issued, as a Percent of the Amount Subject to the Performance Share Award | 0.00% | |
Minimum [Member] | Restricted stock units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting Period | 1 year | |
Maximum [Member] | Performance stock awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares Actually Issued, as a Percent of the Amount Subject to the Performance Share Award | 200.00% | |
Maximum [Member] | Restricted stock units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting Period | 3 years | |
2019 Long-Term Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of additional shares authorized | 1,200,000 | |
Long-Term Incentive Plans [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares available for future use | 1,400,000 |
Equity-Based Compensation (Shar
Equity-Based Compensation (Share-Based Compensation Activity) (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2019shares | |
Restricted stock units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted | 102 |
Vested | 19 |
Forfeited | 2 |
Performance stock awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted | 142 |
Forfeited | 6 |
Equity-Based Compensation (Deta
Equity-Based Compensation (Details of Equity-Based Compensation Expense and Related Income Tax Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 1,913 | $ 1,629 | $ 5,362 | $ 6,518 |
Deferred compensation stock equivalent units expense | 22 | 16 | 53 | 197 |
Accelerated share-based termination benefits in connection with the merger | 3 | 1,767 | ||
Total tax benefit recognized for equity-based expense | 79 | 74 | 234 | 258 |
Performance stock awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | 1,186 | 1,074 | 3,417 | 3,084 |
Restricted stock units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 705 | $ 536 | $ 1,892 | $ 1,470 |
Equity-Based Compensation (Fair
Equity-Based Compensation (Fair Value of Performance Share Awards) (Details) - Performance stock awards [Member] | 9 Months Ended |
Sep. 30, 2019$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock price as of valuation date (in dollars per share) | $ 35.01 |
Risk-free rate | 2.47% |
Expected volatility | 25.15% |
Expected term (years) | 3 years |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Taxes [Line Items] | ||||
Tax benefit | $ (1,221) | $ (5,355) | $ (1,860) | $ (23,077) |
Pension Plans [Member] | Qualified Plan [Member] | ||||
Income Taxes [Line Items] | ||||
Tax benefit | $ 5,300 | |||
Deltic MDF Facility [Member] | ||||
Income Taxes [Line Items] | ||||
Reduction to deferred tax liabilities | (15,800) | |||
Increase to income taxes payable | $ 15,800 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Lessee Lease Description [Line Items] | ||||
Option to extend, existence, operating lease | true | |||
Finance leases, assets | $ 1.9 | $ 1.9 | ||
Finance leases, liabilities | 1.9 | 1.9 | ||
Operating lease costs | $ 1.6 | $ 4.5 | ||
Operating leases rent expense | $ 1.2 | $ 3.6 | ||
Minimum [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating leases, options to extend leases term | 1 year | 1 year | ||
Maximum [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating leases, options to extend leases term | 5 years | 5 years |
Leases - Schedule of Balance Sh
Leases - Schedule of Balance Sheet Classification (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
Operating lease, right of use asset | $ 16,241 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent |
Operating lease liabilities | $ 4,883 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccountsPayableAndAccruedLiabilitiesCurrent |
Noncurrent operating lease liability | $ 11,433 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent |
Total lease liabilities | $ 16,316 |
Leases - Schedule of Other Oper
Leases - Schedule of Other Operating Lease Information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows for operating leases | $ 4,503 |
Leased assets exchanged for new operating lease liabilities | $ 6,317 |
Weighted-average remaining terms (years) | 4 years 4 months 24 days |
Weighted-average discount rate | 4.13% |
Leases - Schedule of Maturity o
Leases - Schedule of Maturity of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2019USD ($) | |
Leases [Abstract] | ||
2019 | $ 1,432 | |
2020 | 5,282 | |
2021 | 4,263 | |
2022 | 2,597 | |
2023 | 1,662 | |
After 2023 | 2,610 | |
Total lease payments | 17,846 | |
Less: interest | 1,530 | [1] |
Present value of lease liabilities | $ 16,316 | |
[1] | Calculated using the interest rate for each lease. |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payment (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 5,130 |
2020 | 4,135 |
2021 | 3,142 |
2022 | 1,538 |
2023 | 629 |
2024 and thereafter | 575 |
Total | $ 15,149 |
Pension and Other Postretirem_3
Pension and Other Postretirement Employee Benefits (Components Of Net Periodic Cost (Benefit)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Pension Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 1,942 | $ 2,181 | $ 5,825 | $ 6,272 |
Interest cost | 4,618 | 4,344 | 13,849 | 12,648 |
Expected return on plan assets | (5,548) | (5,095) | (16,643) | (14,938) |
Amortization of prior service cost (credit) | 52 | 46 | 158 | 139 |
Amortization of actuarial loss | 3,374 | 4,148 | 10,122 | 12,442 |
Net periodic cost (benefit) | 4,438 | 5,624 | 13,311 | 16,563 |
OPEB [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 93 | 99 | 278 | 242 |
Interest cost | 397 | 391 | 1,191 | 1,091 |
Amortization of prior service cost (credit) | (2,211) | (2,219) | (6,633) | (6,658) |
Amortization of actuarial loss | 253 | 327 | 760 | 983 |
Net periodic cost (benefit) | $ (1,468) | $ (1,402) | $ (4,404) | $ (4,342) |
Pension and Other Postretirem_4
Pension and Other Postretirement Employee Benefits (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Funding of pension and other postretirement benefit plans | $ 4,612 | $ 55,959 |
Qualified Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Contributions by employer | $ 52,100 |
Components of Accumulated Oth_3
Components of Accumulated Other Comprehensive Loss (Changes in Accumulated Other Comprehensive Loss) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | $ (1,314,779) |
Amounts arising during the period | 26,576 |
Amounts reclassified from AOCL to earnings | (3,929) |
Net change | 22,647 |
Balance at end of period | (1,235,729) |
Gains and losses on cash flow hedges [Member] | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | 1,560 |
Amounts arising during the period | 26,576 |
Amounts reclassified from AOCL to earnings | (668) |
Net change | 25,908 |
Balance at end of period | 27,468 |
Accumulated Other Comprehensive Loss [Member] | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | 129,431 |
Balance at end of period | 152,078 |
Pension Plans [Member] | Actuarial Loss [Member] | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | 128,849 |
Amounts reclassified from AOCL to earnings | (7,490) |
Net change | (7,490) |
Balance at end of period | 121,359 |
Pension Plans [Member] | Prior Service Cost [Member] | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | 404 |
Amounts reclassified from AOCL to earnings | (117) |
Net change | (117) |
Balance at end of period | 287 |
OPEB [Member] | Actuarial Loss [Member] | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | 7,269 |
Amounts reclassified from AOCL to earnings | (563) |
Net change | (563) |
Balance at end of period | 6,706 |
OPEB [Member] | Prior Service Cost [Member] | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Balance at beginning of period | (8,651) |
Amounts reclassified from AOCL to earnings | 4,909 |
Net change | 4,909 |
Balance at end of period | $ (3,742) |