Supplemental Guarantor Financial Information | 3 Months Ended |
Mar. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Guarantor Financial Information | NOTE 17. |
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SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION |
The following information is presented as required under Rule 3-10 of Regulation S-X, in connection with the Company’s issuance of debt securities that are fully and unconditionally guaranteed by Domtar Paper Company, LLC, a 100% owned subsidiary of the Company, Domtar Industries LLC (and subsidiaries, excluding Domtar Funding LLC), Ariva Distribution Inc., Domtar Delaware Investments Inc., Domtar Delaware Holdings, LLC, Domtar A.W. LLC (and subsidiary), Domtar AI Inc., Attends Healthcare Products Inc., EAM Corporation, Domtar Personal Care Absorbent Hygiene Inc, and Associated Hygienic Products LLC., all 100% owned subsidiaries of the Company (“Guarantor Subsidiaries”), on a joint and several basis. The Guaranteed Debt will not be guaranteed by certain of Domtar’s own 100% owned subsidiaries; including Domtar Delaware Holdings Inc. and its foreign subsidiaries, including Attends Healthcare Limited, Domtar Inc. and Laboratorios Indas. S.A.U., (collectively the “Non-Guarantor Subsidiaries”). The subsidiary’s guarantee may be released in certain customary circumstances, such as if the subsidiary is sold or sells all of its assets, if the subsidiary’s guarantee of the Credit Agreement is terminated or released and if the requirements for legal defeasance to discharge the indenture have been satisfied. |
The following supplemental condensed consolidating financial information sets forth, on an unconsolidated basis, the Balance Sheets at March 31, 2015 and December 31, 2014 and the Statements of Earnings and Comprehensive (Loss) Income and Cash Flows for the three months ended March 31, 2015, and March 31, 2014 for Domtar Corporation (the “Parent”), and on a combined basis for the Guarantor Subsidiaries and, on a combined basis, the Non-Guarantor Subsidiaries. The supplemental condensed consolidating financial information reflects the investments of the Parent in the Guarantor Subsidiaries, as well as the investments of the Guarantor Subsidiaries in the Non-Guarantor Subsidiaries, using the equity method. |
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| | For the three months ended March 31, 2015 | |
CONDENSED CONSOLIDATING STATEMENT OF EARNINGS AND | | Parent | | | Guarantor | | | Non- | | | Consolidating | | | Consolidated | |
COMPREHENSIVE LOSS | Subsidiaries | Guarantor | Adjustments |
| | Subsidiaries | |
| | $ | | | $ | | | $ | | | $ | | | $ | |
Sales | | | — | | | | 1,116 | | | | 533 | | | | (301 | ) | | | 1,348 | |
Operating expenses | | | | | | | | | | | | | | | | | | | | |
Cost of sales, excluding depreciation and amortization | | | — | | | | 976 | | | | 387 | | | | (301 | ) | | | 1,062 | |
Depreciation and amortization | | | — | | | | 64 | | | | 26 | | | | — | | | | 90 | |
Selling, general and administrative | | | 5 | | | | 33 | | | | 62 | | | | — | | | | 100 | |
Impairment and write-down of property, plant and equipment | | | — | | | | 19 | | | | — | | | | — | | | | 19 | |
Closure and restructuring costs | | | — | | | | — | | | | 1 | | | | — | | | | 1 | |
Other operating loss (income), net | | | 2 | | | | 5 | | | | (2 | ) | | | — | | | | 5 | |
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| | | 7 | | | | 1,097 | | | | 474 | | | | (301 | ) | | | 1,277 | |
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Operating (loss) income | | | (7 | ) | | | 19 | | | | 59 | | | | — | | | | 71 | |
Interest expense (income), net | | | 26 | | | | 7 | | | | (7 | ) | | | — | | | | 26 | |
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(Loss) earnings before income taxes | | | (33 | ) | | | 12 | | | | 66 | | | | — | | | | 45 | |
Income tax (benefit) expense | | | (9 | ) | | | 1 | | | | 17 | | | | — | | | | 9 | |
Share in earnings of equity accounted investees | | | 60 | | | | 49 | | | | — | | | | (109 | ) | | | — | |
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Net earnings | | | 36 | | | | 60 | | | | 49 | | | | (109 | ) | | | 36 | |
Other comprehensive loss | | | (178 | ) | | | (180 | ) | | | (166 | ) | | | 346 | | | | (178 | ) |
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Comprehensive loss | | | (142 | ) | | | (120 | ) | | | (117 | ) | | | 237 | | | | (142 | ) |
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| | For the three months ended March 31, 2014 | |
CONDENSED CONSOLIDATING STATEMENT OF EARNINGS AND | | Parent | | | Guarantor | | | Non- | | | Consolidating | | | Consolidated | |
COMPREHENSIVE INCOME | Subsidiaries | Guarantor | Adjustments |
| | Subsidiaries | |
| | $ | | | $ | | | $ | | | $ | | | $ | |
Sales | | | — | | | | 1,109 | | | | 554 | | | | (269 | ) | | | 1,394 | |
Operating expenses | | | | | | | | | | | | | | | | | | | | |
Cost of sales, excluding depreciation and amortization | | | — | | | | 933 | | | | 439 | | | | (269 | ) | | | 1,103 | |
Depreciation and amortization | | | — | | | | 68 | | | | 31 | | | | — | | | | 99 | |
Selling, general and administrative | | | 13 | | | | 73 | | | | 28 | | | | — | | | | 114 | |
Closure and restructuring costs | | | — | | | | 1 | | | | — | | | | — | | | | 1 | |
Other operating loss, net | | | — | | | | (1 | ) | | | (1 | ) | | | — | | | | (2 | ) |
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| | | 13 | | | | 1,074 | | | | 497 | | | | (269 | ) | | | 1,315 | |
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Operating (loss) income | | | (13 | ) | | | 35 | | | | 57 | | | | — | | | | 79 | |
Interest expense (income), net | | | 25 | | | | 5 | | | | (5 | ) | | | — | | | | 25 | |
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(Loss) earnings before income taxes | | | (38 | ) | | | 30 | | | | 62 | | | | — | | | | 54 | |
Income tax (benefit) expense | | | (10 | ) | | | 8 | | | | 17 | | | | — | | | | 15 | |
Share in earnings of equity accounted investees | | | 67 | | | | 45 | | | | — | | | | (112 | ) | | | — | |
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Net earnings | | | 39 | | | | 67 | | | | 45 | | | | (112 | ) | | | 39 | |
Other comprehensive income (loss) | | | 1 | | | | (1 | ) | | | (35 | ) | | | — | | | | (35 | ) |
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Comprehensive income | | | 40 | | | | 66 | | | | 10 | | | | (112 | ) | | | 4 | |
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| | March 31, 2015 | |
CONDENSED CONSOLIDATING BALANCE SHEET | | Parent | | | Guarantor | | | Non- | | | Consolidating | | | Consolidated | |
Subsidiaries | Guarantor | Adjustments |
| Subsidiaries | |
| | $ | | | $ | | | $ | | | $ | | | $ | |
Assets | | | | |
Current assets | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | 79 | | | | 20 | | | | 84 | | | | — | | | | 183 | |
Receivables | | | — | | | | 407 | | | | 253 | | | | — | | | | 660 | |
Inventories | | | — | | | | 482 | | | | 222 | | | | — | | | | 704 | |
Prepaid expenses | | | 11 | | | | 9 | | | | 8 | | | | — | | | | 28 | |
Income and other taxes receivable | | | 49 | | | | — | | | | 8 | | | | (45 | ) | | | 12 | |
Intercompany accounts | | | 975 | | | | 4,611 | | | | 15 | | | | (5,601 | ) | | | — | |
Deferred income taxes | | | — | | | | 49 | | | | 29 | | | | — | | | | 78 | |
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Total current assets | | | 1,114 | | | | 5,578 | | | | 619 | | | | (5,646 | ) | | | 1,665 | |
Property, plant and equipment, at cost | | | — | | | | 6,156 | | | | 2,570 | | | | — | | | | 8,726 | |
Accumulated depreciation | | | — | | | | (4,063 | ) | | | (1,668 | ) | | | — | | | | (5,731 | ) |
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Net property, plant and equipment | | | — | | | | 2,093 | | | | 902 | | | | — | | | | 2,995 | |
Goodwill | | | — | | | | 296 | | | | 241 | | | | — | | | | 537 | |
Intangible assets, net of amortization | | | — | | | | 261 | | | | 351 | | | | — | | | | 612 | |
Investments in affiliates | | | 7,895 | | | | 2,028 | | | | — | | | | (9,923 | ) | | | — | |
Intercompany long-term advances | | | 6 | | | | 80 | | | | 435 | | | | (521 | ) | | | — | |
Other assets | | | 31 | | | | 23 | | | | 126 | | | | (29 | ) | | | 151 | |
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Total assets | | | 9,046 | | | | 10,359 | | | | 2,674 | | | | (16,119 | ) | | | 5,960 | |
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Liabilities and shareholders’ equity | | | | | | | | | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | | | | | | | | | |
Bank indebtedness | | | — | | | | 6 | | | | — | | | | — | | | | 6 | |
Trade and other payables | | | 70 | | | | 420 | | | | 207 | | | | — | | | | 697 | |
Intercompany accounts | | | 4,606 | | | | 917 | | | | 78 | | | | (5,601 | ) | | | — | |
Income and other taxes payable | | | 28 | | | | 42 | | | | 14 | | | | (45 | ) | | | 39 | |
Long-term debt due within one year | | | 166 | | | | 2 | | | | 1 | | | | — | | | | 169 | |
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Total current liabilities | | | 4,870 | | | | 1,387 | | | | 300 | | | | (5,646 | ) | | | 911 | |
Long-term debt | | | 1,168 | | | | 1 | | | | 10 | | | | — | | | | 1,179 | |
Intercompany long-term loans | | | 273 | | | | 248 | | | | — | | | | (521 | ) | | | — | |
Deferred income taxes and other | | | 4 | | | | 648 | | | | 167 | | | | (29 | ) | | | 790 | |
Other liabilities and deferred credits | | | 21 | | | | 180 | | | | 169 | | | | — | | | | 370 | |
Shareholders’ equity | | | 2,710 | | | | 7,895 | | | | 2,028 | | | | (9,923 | ) | | | 2,710 | |
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Total liabilities and shareholders’ equity | | | 9,046 | | | | 10,359 | | | | 2,674 | | | | (16,119 | ) | | | 5,960 | |
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| | December 31, 2014 | |
CONDENSED CONSOLIDATING BALANCE SHEET | | Parent | | | Guarantor | | | Non- | | | Consolidating | | | Consolidated | |
Subsidiaries | Guarantor | Adjustments |
| Subsidiaries | |
| | $ | | | $ | | | $ | | | $ | | | $ | |
Assets | | | | | | | | | | | | | | | | | | | | |
Current assets | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | 79 | | | | 18 | | | | 77 | | | | — | | | | 174 | |
Receivables | | | — | | | | 370 | | | | 258 | | | | — | | | | 628 | |
Inventories | | | — | | | | 495 | | | | 219 | | | | — | | | | 714 | |
Prepaid expenses | | | 11 | | | | 7 | | | | 7 | | | | — | | | | 25 | |
Income and other taxes receivable | | | 37 | | | | — | | | | 17 | | | | — | | | | 54 | |
Intercompany accounts | | | 977 | | | | 4,613 | | | | 13 | | | | (5,603 | ) | | | — | |
Deferred income taxes | | | — | | | | 40 | | | | 35 | | | | — | | | | 75 | |
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Total current assets | | | 1,104 | | | | 5,543 | | | | 626 | | | | (5,603 | ) | | | 1,670 | |
Property, plant and equipment, at cost | | | — | | | | 6,119 | | | | 2,790 | | | | — | | | | 8,909 | |
Accumulated depreciation | | | — | | | | (3,985 | ) | | | (1,793 | ) | | | — | | | | (5,778 | ) |
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Net property, plant and equipment | | | — | | | | 2,134 | | | | 997 | | | | — | | | | 3,131 | |
Goodwill | | | — | | | | 296 | | | | 271 | | | | — | | | | 567 | |
Intangible assets, net of amortization | | | — | | | | 263 | | | | 398 | | | | — | | | | 661 | |
Investments in affiliates | | | 8,015 | | | | 2,153 | | | | — | | | | (10,168 | ) | | | — | |
Intercompany long-term advances | | | 6 | | | | 80 | | | | 434 | | | | (520 | ) | | | — | |
Other assets | | | 31 | | | | 11 | | | | 135 | | | | (21 | ) | | | 156 | |
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Total assets | | | 9,156 | | | | 10,480 | | | | 2,861 | | | | (16,312 | ) | | | 6,185 | |
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Liabilities and shareholders’ equity | | | | | | | | | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | | | | | | | | | |
Bank indebtedness | | | — | | | | 10 | | | | — | | | | — | | | | 10 | |
Trade and other payables | | | 69 | | | | 409 | | | | 243 | | | | — | | | | 721 | |
Intercompany accounts | | | 4,582 | | | | 925 | | | | 96 | | | | (5,603 | ) | | | — | |
Income and other taxes payable | | | 2 | | | | 9 | | | | 15 | | | | — | | | | 26 | |
Long-term debt due within one year | | | 166 | | | | 2 | | | | 1 | | | | — | | | | 169 | |
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Total current liabilities | | | 4,819 | | | | 1,355 | | | | 355 | | | | (5,603 | ) | | | 926 | |
Long-term debt | | | 1,168 | | | | 2 | | | | 11 | | | | — | | | | 1,181 | |
Intercompany long-term loans | | | 260 | | | | 260 | | | | — | | | | (520 | ) | | | — | |
Deferred income taxes and other | | | — | | | | 675 | | | | 156 | | | | (21 | ) | | | 810 | |
Other liabilities and deferred credits | | | 19 | | | | 173 | | | | 186 | | | | — | | | | 378 | |
Shareholders’ equity | | | 2,890 | | | | 8,015 | | | | 2,153 | | | | (10,168 | ) | | | 2,890 | |
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Total liabilities and shareholders’ equity | | | 9,156 | | | | 10,480 | | | | 2,861 | | | | (16,312 | ) | | | 6,185 | |
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| | For the three months ended March 31, 2015 | |
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | | Parent | | | Guarantor | | | Non- | | | Consolidating | | | Consolidated | |
Subsidiaries | Guarantor | Adjustments |
| Subsidiaries | |
| | $ | | | $ | | | $ | | | $ | | | $ | |
Operating activities | | | | | | | | | | | | | | | | | | | | |
Net earnings | | | 36 | | | | 60 | | | | 49 | | | | (109 | ) | | | 36 | |
Changes in operating and intercompany assets and liabilities and non-cash items, included in net earnings | | | (10 | ) | | | 17 | | | | (25 | ) | | | 109 | | | | 91 | |
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Cash flows provided from operating activities | | | 26 | | | | 77 | | | | 24 | | | | — | | | | 127 | |
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Investing activities | | | | | | | | | | | | | | | | | | | | |
Additions to property, plant and equipment | | | — | | | | (46 | ) | | | (24 | ) | | | — | | | | (70 | ) |
Proceeds from disposals of property, plant and equipment | | | — | | | | — | | | | 1 | | | | — | | | | 1 | |
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Cash flows used for investing activities | | | — | | | | (46 | ) | | | (23 | ) | | | — | | | | (69 | ) |
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Financing activities | | | | | | | | | | | | | | | | | | | | |
Dividend payments | | | (24 | ) | | | — | | | | — | | | | — | | | | (24 | ) |
Net change in bank indebtedness | | | — | | | | (4 | ) | | | — | | | | — | | | | (4 | ) |
Repayment of long-term debt | | | — | | | | (1 | ) | | | — | | | | — | | | | (1 | ) |
Stock repurchase | | | (13 | ) | | | — | | | | — | | | | — | | | | (13 | ) |
Increase in long-term advances to related parties | | | — | | | | (24 | ) | | | — | | | | 24 | | | | — | |
Decrease in long-term advances to related parties | | | 10 | | | | — | | | | 14 | | | | (24 | ) | | | — | |
Other | | | 1 | | | | — | | | | — | | | | — | | | | 1 | |
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Cash flows (used for) provided from financing activities | | | (26 | ) | | | (29 | ) | | | 14 | | | | — | | | | (41 | ) |
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Net increase in cash and cash equivalents | | | — | | | | 2 | | | | 15 | | | | — | | | | 17 | |
Impact of foreign exchange on cash | | | — | | | | — | | | | (8 | ) | | | — | | | | (8 | ) |
Cash and cash equivalents at beginning of period | | | 79 | | | | 18 | | | | 77 | | | | — | | | | 174 | |
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Cash and cash equivalents at end of period | | | 79 | | | | 20 | | | | 84 | | | | — | | | | 183 | |
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| | For the three months ended March 31, 2014 | |
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | | Parent | | | Guarantor | | | Non- | | | Consolidating | | | Consolidated | |
Subsidiaries | Guarantor | Adjustments |
| Subsidiaries | |
| | $ | | | $ | | | $ | | | $ | | | $ | |
Operating activities | | | | | | | | | | | | | | | | | | | | |
Net earnings | | | 39 | | | | 67 | | | | 45 | | | | (112 | ) | | | 39 | |
Changes in operating and intercompany assets and liabilities and non-cash items, included in net earnings | | | 41 | | | | (42 | ) | | | (9 | ) | | | 112 | | | | 102 | |
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Cash flows provided from operating activities | | | 80 | | | | 25 | | | | 36 | | | | — | | | | 141 | |
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Investing activities | | | | | | | | | | | | | | | | | | | | |
Additions to property, plant and equipment | | | — | | | | (30 | ) | | | (15 | ) | | | — | | | | (45 | ) |
Acquisition of business, net of cash acquired | | | — | | | | — | | | | (546 | ) | | | — | | | | (546 | ) |
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Cash flows used for investing activities | | | — | | | | (30 | ) | | | (561 | ) | | | — | | | | (591 | ) |
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Financing activities | | | | | | | | | | | | | | | | | | | | |
Dividend payments | | | (18 | ) | | | — | | | | — | | | | — | | | | (18 | ) |
Net change in bank indebtedness | | | (1 | ) | | | (7 | ) | | | — | | | | — | | | | (8 | ) |
Change of revolving bank credit facility | | | (80 | ) | | | — | | | | — | | | | — | | | | (80 | ) |
Proceeds from receivables securitization facilities | | | — | | | | — | | | | 90 | | | | — | | | | 90 | |
Payments on receivables securitization facilities | | | — | | | | — | | | | (58 | ) | | | — | | | | (58 | ) |
Increase in long-term advances to related parties | | | (389 | ) | | | (6 | ) | | | — | | | | 395 | | | | — | |
Decrease in long-term advances to related parties | | | — | | | | — | | | | 395 | | | | (395 | ) | | | — | |
Other | | | 2 | | | | — | | | | (1 | ) | | | — | | | | 1 | |
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Cash flows (used for) provided from financing activities | | | (486 | ) | | | (13 | ) | | | 426 | | | | — | | | | (73 | ) |
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Net decrease in cash and cash equivalents | | | (406 | ) | | | (18 | ) | | | (99 | ) | | | — | | | | (523 | ) |
Impact of foreign exchange on cash | | | — | | | | — | | | | (2 | ) | | | — | | | | (2 | ) |
Cash and cash equivalents at beginning of period | | | 439 | | | | 22 | | | | 194 | | | | — | | | | 655 | |
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Cash and cash equivalents at end of period | | | 33 | | | | 4 | | | | 93 | | | | — | | | | 130 | |
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