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Exhibit 99.1 |
Creditor Diligence Materials
December 2015
Draft Subject to Material Revision Subject to FRE 408 Highly Confidential
Draft Subject to Material Revision Subject to FRE 408 Disclaimer Highly Confidential
This document contains highly confidential information and is solely for informational purposes. You should not rely upon or use it to form the definitive basis for any decision or action whatsoever, with respect to any proposed transaction or otherwise. You and your affiliates and agents must hold this document and any oral information provided in connection with this document, as well as any information derived by you from the information contained herein, in strict confidence and may not communicate, reproduce or disclose it to any other person, or refer to it publicly, in whole or in part at any time except with our prior written consent. If you are not the intended recipient of this document, please delete and destroy all copies immediately.
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Copyright © 2015, PJT Partners LP (and its affiliates, as applicable). 1
Draft Subject to Material Revision Subject to FRE 408 Disclaimer Highly Confidential
Forward-Looking Statements
In this presentation, all statements that are not purely historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by the words “believe,” “expect,” “anticipate,” “project,” “plan,” “estimate,” “intend” and other similar expressions. Forward-looking statements are based on currently available business, economic, financial and other information and reflect the current beliefs, expectations and views of the management team of Verso Corporation (the “Company”) with respect to future developments and their potential effects on the Company. Actual results could vary materially depending on risks and uncertainties that may affect the Company and its business. For a discussion of the risks and uncertainties affecting the Company and its business, please refer to the risks and uncertainties identified elsewhere in this presentation as well as those discussed in the
Company’s filings with the Securities and Exchange Commission. Neither the Company nor PJT assume any obligation to update forward-looking statements made in this presentation to reflect subsequent events or circumstances or actual outcomes.
Non-GAAP Measures
In this presentation, “EBITDA,” “Adjusted EBITDA” and “Adjusted EBITDA margin” are financial measures not prepared in accordance with U.S. GAAP. This confidential presentation does not contain a reconciliation to GAAP financial measures. Information in this presentation is preliminary and may be subject to further revision.
Draft Subject to Material Revision Subject to FRE 408 Highly Confidential
I Introduction 4 II General Market Overview 8 III Company Overview 16 IV Mill Overview 19 V Recent Performance & Historical Financials 27 VI Business Outlook (2016) 35 VII Financial Forecast (2016) 39 VIII Long-Term Forecast 44 IX Restructuring Considerations 47
I. Introduction
Draft Subject to Material Revision Subject to FRE 408 Highly Confidential
Draft Subject to Material Revision Subject to FRE 408 Situation Overview Highly Confidential
Paper market continues to face secular decline, driven largely by increasing digitization in traditional end-user markets (catalogs, magazines, and commercial printing)
Further, recent USD strength has increased competition from lower-cost imports, increasing pressure on domestic paper producers
Company has sought to mitigate the impact of these trends by moving aggressively to cut costs
Synergies enabled by January 2015 NewPage acquisition are on or above target
Mill-level operational improvements have resulted in additional savings
Strategic closure / reconfiguring and / or potential sale of mill assets
Notwithstanding these efforts, the Company’s current capital structure is no longer sustainable
Given the upcoming principal and interest payments in Q1 2016, the Company is focused on achieving consensus with creditors on a path forward prior to the due dates
Draft Subject to Material
Revision
Subject to FRE 408
Capital Structure Highly Confidential
($ in millions) Interest Par Value (9/30/15)(1) Market Value (12/8/2015)(2) Cash Annual
Maturity Payment Date Coupon Principal x EBITDA(3) x EBITDA(4) Price Market Value x EBITDA(3) x EBITDA(4) Rate Cash
NewPage Corp
$350mm ABL Revolver(5) Feb—2019 Quarterly L+175-225 $239 NA $239 2.750% $7
Senior Secured Term Loan(6) Feb—2021 Quarterly L+825 734 37.00 272 9.500% 70
Total NewPage Corp. Debt $973 10.2x 4.7x $510 5.3x 2.5x $76
NewPage 2015E Adj. EBITDA $95
NewPage 2015E Adj. EBITDA (Ex. Synergies & SSA) 205
Verso Holdings
$150mm ABL Revolver(7) May—2017 Quarterly L+175-225 $66 NA $66 3.720% $2
$50mm Cash Flow Revolver May—2017 Quarterly L+325-375 50 NA 50 3.720% 2
11.75% | | Senior Secured 1st Lien Notes—2012 Jan—2019 Jan/July 11.750% 418 18.25 76 11.750% 49 |
11.75% | | Senior Secured 1st Lien Notes—2015 Jan—2019 Jan/July 11.750% 645 14.75 95 11.750% 76 |
Total 1st Lien Debt 1,178 8.1x 34.7x 287 3.0x 12.8x 129
11.75% | | Senior Secured 1.5 Lien Notes Jan—2019 Jan/July 11.750% 272 1.75 5 11.750% 32 |
Total 1.5 Lien Debt 1,450 9.1x 39.0x 292 3.0x 12.9x 161
13% Senior Secured 2nd Lien Notes Aug—2020 Feb/Aug 13.000% 181 1.25 2 10.000% 18
Total Secured Debt 1,631 9.8x 42.0x 294 3.0x 13.0x 179
Old 8.75% 2nd Lien Notes Feb—2019 Feb/Aug 8.750% 97 1.25 1 8.750% 8
16% Senior Subordinated Notes Aug—2020 Feb/Aug 16.000% 65 1.25 1 11.000% 7
Old 11.375% Senior Subordinated Notes Aug—2016 Feb/Aug 11.375% 41 1.25 1 11.375% 5
Total Debt $1,834 10.5x 45.2x $296 3.0x 13.0x $199
Total Verso Holdings $2,807 $807 $276
Less: Cash & Equivalents(10)(10)
Net Debt $2,797 10.5x 10.5x $797 3.0x 3.0x
Plus: Market Capitalization 2 2
TEV $2,799 10.5x 10.5x $798 3.0x 3.0x
Verso 2015E Adj. EBITDA $172
Verso 2015E Adj. EBITDA (Ex. Synergies & SSA) 62
Consolidated 2015E Adj. EBITDA 267
(1) | | All balances as of 9/30/15 10-Q, except market capitalization as of 12/9/15. |
(2) | | Prices reflect bid/ask midpoint. |
(3) NewPage multiple represents NewPage debt divided by NewPage 2015E Adj. EBITDA. Verso multiples represent Consolidated debt divided by Consolidated 2015E Adj. EBITDA.
(4) NewPage multiple represents NewPage debt divided by NewPage 2015E Adj. EBITDA excluding Synergies & SSA Transfers. Verso multiples represent Verso debt divided by Verso 2015E
Adj. EBITDA excluding Synergies & SSA Transfers.
(5) | | Balance excludes $52mm of LCs. |
(6) NewPage Term Loan is subject to mandatory quarterly prepayments starting September 30, 2015. $16mm in proceeds from the sale of the Biron and Rumford mills were used to pay the
September prepayment amount and a portion of the December prepayment amount.
(7) | | Balance excludes $30mm of LCs. 6 |
Draft Subject to Material Revision
Subject to FRE 408
Interest & Amortization Payment Dates Highly Confidential
2016 Interest & Amortization Payment Schedule
($ in millions) 1-Jan 15-Jan 1-Feb 15-Feb 1-Mar 15-Mar 1-Apr
NewPage
$350mm ABL Revolver(1) $2
Senior Secured Term Loan(2) 18 9
Total $ 18 $11
Verso
$150mm ABL Revolver(1) $1
$50mm Cash Flow Revolver(1) 0
11.75% | | Senior Secured 1st Lien Notes—2012(3) 25 |
11.75% | | Senior Secured 1st Lien Notes—2015(3) 38 |
11.75% | | Senior Secured 1.5 Lien Notes(3) 16 |
13% Senior Secured 2nd Lien Notes(4) 9
Old 8.75% 2nd Lien Notes(4) 4
16% Senior Subordinated Notes(4) 4
Old 11.375% Senior Subordinated Notes (4) 2
Total $ 79 $ 19 $1
Total Consolidated $ 96 $ 19 $13
Note: Red arrows represent grace period on interest payments.
(1) | | Verso and NewPage revolver interest payments due on 3/31/16. |
(2) NewPage Term Loan interest payment due on 1/14/16 with 5 business-day grace period. NewPage Term Loan amortization payment due on 3/31/16.
(3) | | Verso 1L and 1.5L Notes interest payment due on 1/15/16 with 30 day grace periods. |
(4) | | Verso Junior Notes interest payment due on 2/1/16 with 30 day grace periods. 7 |
II. General Market Overview
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
Draft Subject to Material Revision
Subject to FRE 408
Trends—US Highly Confidential
US demand has declined by ~16% from 2010 to 2014
Average prices on coated freesheet grades have fallen over the past five years; coated mechanical grades are close to flat
CFS(1): Price down 5% from 2010 to 2014
CGW(1): Price up 1% from 2010 to 2014
TOTAL US DEMAND(16%)
25,000
22,968
21,887
20,407 20,278
20,000 19,370
Volume (k tons)
10,000 15,000
5,000
–
2010 2011 2012 2013 2014
Source: RISI Paper Trader October 2015 and November 2014.
(1) | | CFS represents 60 lb. Coated No. 3 and CGW represents 40 lb. Coated No. 5. 9 |
Draft Subject to Material Revision
Subject to FRE 408
Industry Trends—US Highly Confidential
COATED FREESHEET COATED MECHANICAL
(9%)(21%)
4,500 4,241 $ 1,200 4,500 $1,000
4,131 4,136
4,000 3,955 3,928 3,876 4,000 3,803 3,830 $900
$ 1,000 3,528
3,500 3,500 3,260 $800
$700
3,000 $ 800 3,000
tons) on) tons) $600 on )
2,500 t 2,500
k
(k $ 600 $ /( $500 $ /t
((
2,000 2,000 Pr ice
Volume Pri ce Volume $400
1,500 $ 400 1,500
$300
1,000 1,000 $200
$ 200
500 500 $100
– $ – – $–
2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
Coated Freesheet Volume 60 lb. Ctd. No. 3 Coated Mechanical Volume 40 lb. Ctd. No. 5
UNCOATED FREESHEET UNCOATED MECHANICAL
(13%)(22%)
12,000 $ 1,200 6,000 $900
4,959 $800
10,000 9,633 9,306 $ 1,000 5,000 4,647
8,816 8,831 $700
8,349
3,991 3,886
8,000 $ 800 4,000 3,806 $600
tons) on) tons) $500 /ton)
( k 6,000 $ 600 $ /t(k 3,000 $
((
Price Volume $400
Volume Price
4,000 $ 400 2,000 $300
$200
2,000 $ 200 1,000
$100
– $ – – $–
2010 2011 2012 2013 2014 2010 2011 2012 2013 2014
Uncoated Freesheet Volume 20 lb. Copy Uncoated Mechanical Volume 35 lb. SC-A
Source: RISI Paper Trader October 2015 and November 2014. 10
Draft Subject to Material Revision
Subject to FRE 408
Recent Trends—US Highly Confidential
Recent USD strength has led to an increase in CFS imports, as foreign producers exploit resulting production-cost advantage
INDEXED FOREIGN EXCHANGE RATES NET IMPORTS
105 600
18%
500 485
100
410
400
(k 100%
ume 300
l
200 165
100
11/17/14 2/17/15 5/17/15 8/17/15 11/17/15 CFS CM
EUR/USD CAD/USD KRW/USD 2014 2015E
Source: Bloomberg, RISI October 2015. 11
Draft Subject to Material Revision
Subject to FRE 408
Recent Trends—US Highly Confidential
Combination of declining demand and increasing imports has reduced market opportunity for domestic producers by ~8% year-over-year from 2014 to 2015E
VOLUME BRIDGE
18,000(8%)
16,177
16,000 14,950
930
14,000 297
12,000
10,000
8,000
Volume (k tons)
6,000
4,000
2,000
–
2014 Shipments YoY Demand Decline Impact of YoY Change in 2015E Shipments
Net Imports
Source: RISI October 2015. 12
Synergies
Cost-savings enabled by NewPage acquisition have helped mitigate impact of adverse market trends
Synergies result from scale benefits, efficiencies enabled by expanded footprint, and operational improvements
Total synergies estimated at $175mm
Through Q3 2015, $152mm of annualized benefit already realized
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
Total Projected Realized
Realized
Synergies Through Q3 15
Through Q3 15
(as of Jan. 2014)(Run-Rate)
Distribution $9 $3 $4
Expense
Direct Costs 68 14 34
Indirect Costs 5 2 4
R-Gap 30 16 22
Cost of $112 $34 $64
Sales
SG&A 63 48 88
Total $175 $82 $152
13
Draft Subject to Material Revision
Subject to FRE 408
Synergies—Detail Highly Confidential
Synergy Realization—Actual Through 9/30/15
Synergies Synergies
SSA Income to
$MM Recorded in Recorded in NP Total
Verso
Verso Entity Passed to Verso
By P&L Category
Productivity $– $3 $– $3
Directs | Wood 2 1 – 3
Directs | Purchased Pulp 1 4 – 5
Directs | Energy – 2 – 2
Directs | Raw Materials 2 7 – 9
Directs | Finishing Materials – 0 – 0
Indirects | Labor & Benefits – 7 – 7
Indirects | Repairs 0 – – 0
Indirects | Operating Expenses 0 1 – 1
Indirects | Outside Services 0 0 – 1
Net Sales | Distribution Expense 0 2 – 2
Corporate Overhead | SG&A 5 – 44 49
Total $10 $29 $44 $82
By Synergy Type
Productivity $– $3 $– $3
Direct Cost 4 15 – 20
Indirect Labor – 7 – 7
Indirects Other 0 1 – 2
Distribution 0 2 – 2
SG&A 5 – 44 49
Total $10 $29 $44 $82
14
Additional Company Actions
Wickliffe
Issues
150K tons of low-margin uncoated grades produced
High fixed costs
High capital cost to reconfigure mill
Actions
Announced indefinite idle in August 2015 Products will be repurposed to remaining mills
Exploring potential sale of asset
Draft Subject to Material Revision Subject to FRE 408 Highly Confidential
Androscoggin
Issues
High winter operating costs due to energy demand from running paper machines, pulp drier and groundwood mill
Actions
Shut A1 pulp machine and A2 paper machine, improving cost-effectiveness of remaining assets
Exploring potential sale of asset
Source: Company internal data.
15
III. Company Overview
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
16
Competitive Position(1)
Highlights
Largest producer of coated paper in North America, with total paper production capacity of 3.2mm(2) tons
Broad product offering, enhancing customer value proposition
Industry-leading cost profile, benefiting from vertically integrated pulp and paper capabilities
Source: RISI Cornerstone 4Q2015 Balance
(1) | | Describes combined Verso / NewPage enterprise. |
(2) | | Includes impact of Wickliffe indefinite idle and Androscoggin reconfiguration. |
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
NA Market Share
Coated Freesheet
5.0%
7.0%
SAPPI
West Linn
Coated Mechanical
6.0%
10.0%
Catalyst
32.0%
Verso
UPM
Kruger
Evergreen Packaging
Draft Subject to Material Revision
Subject to FRE 408
Commercial Profile Highly Confidential
Production Profile
Verso
FY 2014 FY 2015E
Volume (k tons) Percent Volume (k tons) Percent
CFS 521 39.8% 470 38.4%
CGW 319 24.3% 282 23.1%
Specialty 62 4.8% 79 6.4%
Pulp 274 20.9% 247 20.2%
SC – – – –
Other 135 10.3% 145 11.9%
Total 1,311 100.0% 1,223 100.0%
NewPage
FY 2014 FY 2015E
Volume (k tons) Percent Volume (k tons) Percent
CFS 1,212 46.6% 1,099 45.2%
CGW 223 8.6% 235 9.7%
Specialty 388 14.9% 403 16.6%
Pulp 82 3.2% 124 5.1%
SC 272 10.5% 265 10.9%
Other 422 16.2% 303 12.5%
Total 2,599 100.0% 2,429 100.0%
18
IV.Mill Overview
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
19
Draft Subject to Material Revision
Subject to FRE 408
Mill Locations Highly Confidential
Verso Mills
ANDROSCOGGIN, ME
Duluth Quinnesec
Paper Capacity: 470k tons(1) MN Escanaba
WI ME
Products: CGW, CFS, UFS, Stevens Point
Wisconsin Rapids VT Androscoggin
Specialty, Pulp MI NH
NY MA
IA C
QUINNESEC, MI PA T RI
IL IN OH
Paper Capacity: 425 tons Luke NJ
MO WV DE
Products: CFS, Pulp KY VA MD
D
Wickliffe C
NewPage Mills
DULUTH, MN LUKE, MD WICKLIFFE, KY (IDLE)
Paper Capacity: 270k tons(2) Paper Capacity: 500k tons Paper Capacity: 285k tons(3)
Products: Supercalendared Products: CFS, Specialty Products: CFS, UFS
ESCANABA, MI STEVENS POINT, WI WISCONSIN RAPIDS, WI
Paper Capacity: 785k tons Paper Capacity: 190k tons Paper Capacity: 560k tons
Products: CFS, CGW, Specialty Products: Specialty Products: CFS
(1) | | Reflects post-reconfiguration capacity. |
(2) | | Reflects paper machine capacity only. Recycled facility capacity is 96K tons. |
(3) | | Reflects pre-idling capacity. 20 |
Draft Subject to Material Revision
Subject to FRE 408
Mill Overview Highly Confidential
Paper Capacity
Mill / Machine Pulp CFS CGW SC Specialty
(K Tons)
Androscoggin 470(1) Kraft
Quinnesec 425 Kraft
Total Verso 895
Mechanical
Duluth 270(2)
Recycled
Kraft
Escanaba 785
Mechanical
Luke 500 Kraft
Stevens Point 190—
Wisconsin Rapids 560 Kraft
Total NewPage 2,305
Grand Total 3,200
(1) | | Reflects post-reconfiguration capacity. |
(2) | | Reflects paper machine capacity only. Recycled facility capacity is 96K tons. 21 |
Draft Subject to Material Revision
Subject to FRE 408
Androscoggin & Quinnesec (Verso) Highly Confidential
Androscoggin Quinnesec
Mill Overview Mill Overview
Key Facts Key Facts
Established in 1965
Located in southwestern Maine
~500 employees
Operational Highlights
Produces coated publication paper, uncoated freesheet, and specialty papers
Three paper machines, two coaters, four supercalenderers, four hot-soft calenders, three winders, five reclaim winders, one wrap line
One CGW paper machine and one pulp dryer currently offline
Established in 1985
Located in the Upper Peninsula of Michigan
~440 employees
Operational Highlights
Produces bleached hardwood kraft and CFS used primarily in media and marketing applications, including magazines, catalogs, and other commercial printing products
One paper machine and a pulp dryer
Fully-integrated, producing its own wood chips, pulp, and power
Key Metrics Key Metrics
Summary Financials Summary Financials
Androscoggin Quinnesec
($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E
Revenue $132 $120 $127 $98 $477 Revenue $112 $106 $123 $117 $459
Production Volume (K Tons, FY 2015E)(2) Production Volume (K Tons, FY 2015E)(2)
3%
Total: 596K Tons Total: 611K Tons
13%
19% CFS CFS
CGW CGW
32%
9% Specialty Specialty
Pulp Pulp
12% SC 64% SC
47%
Other Other
1%
(1) | | LTM as of 9/30/2015. Excludes pulp sales. |
(2) Reflects actual production through 9/31/2015, and expected production, including impact of mill reconfiguration, for rest of 2015. 22
Duluth & Escanaba (NewPage)
Duluth
Mill Overview
Key Facts
Established in 1987
Located in northeast Minnesota
~260 employees
Operational Highlights
Produces supercalendered product
One of only two SC paper mills in the United States
Groundwood pulp facilities, one paper machine, one winder
Recycled facility with 96K tons of capacity
Draft Subject to Material Revision Subject to FRE 408 Highly Confidential
Escanaba
Mill Overview
Key Facts
Established in 1911
Located in the Upper Peninsula of Michigan
~940 employees
Operational Highlights
Produces CFS, CGW, specialty, and uncoated papers used for magazines, catalogs, annual reports, and other commercial printing products
Kraft pulp mill, refiner mechanical pulp mill, and paper mill
Three paper machines, one pulp dryer, three off-machine blade coaters, six supercalenders, and six winders
Key Metrics Key Metrics
Summary Financials Summary Financials
Duluth Escanaba
($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E
Revenue $52 $44 $50 $57 $203 Revenue $144 $143 $142 $158 $587
Production Volume (K Tons, FY 2015E)(2) Production Volume (K Tons, FY 2015E)(2)
Total: 296K Tons Total: 731K Tons
11%
CFS 22% CFS
CGW 35% CGW
Specialty 1% Specialty
Pulp 10% Pulp
SC SC
Other Other
89%
32%
(1) | | LTM as of 9/30/2015. Excludes pulp sales. |
(2) Reflects actual production through 9/31/2015, and expected production, including impact of mill reconfiguration, for rest of 2015. 23
Draft Subject to Material Revision
Subject to FRE 408
Luke & Stevens Point (NewPage) Highly Confidential
Luke Stevens Point
Mill Overview Mill Overview
Key Facts Key Facts
Established in 1888 Paper production operations begun in 1990s
Located in western Maryland, straddling the Maryland / Located in central Wisconsin
West Virginia border ~240 employees
~800 employees Operational Highlights
Operational Highlights Produces highly technical and specialized specialty products
Produces CFS used for commercial and publication printing, Paper mill with energy production facilities
and coated-one-side papers for label applications
Two paper machines, one off-machine hot-soft calender,
Two paper machines, two on-machine coaters, four two finishing winders, four cut down winders
supercalenders, five winders, three sheeters, and one carton
line Two power boilers and one turbine
Key Metrics Key Metrics
Summary Financials Summary Financials
Luke Stevens Point
($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E
Revenue $109 $100 $98 $108 $415 Revenue $63 $62 $59 $59 $243
Production Volume (K Tons, FY 2015E)(2) Production Volume (K Tons, FY 2015E)(2)
Total: 442K Tons 1% Total: 183K Tons (all
10%
CFS
CGW
Specialty
33% Pulp
56%
SC
Other
LTM as of 9/30/2015. Excludes pulp sales.
Reflects actual production through 9/31/2015, and expected production, including impact of mill reconfiguration, for rest of 2015.
Draft Subject to Material Revision
Subject to FRE 408
Wickliffe & Wisconsin Rapids (NewPage) Highly Confidential
Wickliffe Wisconsin Rapids
Mill Overview Mill Overview
Key Facts Key Facts
Established in 1970 Established in 1904
Located in western Kentucky Located in central Wisconsin
In November, mill was indefinitely idled ~980 employees
Operational Highlights
Produced CFS, specialty, and uncoated paper used for magazine covers, catalogs, annual reports, product packaging, and other uses
Woodyard, pulp mill, paper machine, off-machine blade coater, two supercalenders, two winders, finishing machines and a pulp dryer
Key Metrics
Operational Highlights
Produces CFS used in high-end commercial printing, direct mail, publications and digital applications
Pulp mill, paper mill, and sheeting operations
Two continuous digesters, two wet lap machines, three recovery boilers; two paper machines with support from off-machine coaters, supercalenders, and winders
Eight sheeters and two automated storage facilities
Key Metrics
Summary Financials Summary Financials
Wickliffe Wisconsin Rapids
($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E($ in millions) 1Q15 2Q15 3Q15 4Q15E FY15E
Revenue $69 $61 $59 $22 $211 Revenue $148 $137 $125 $157 $568
Production Volume (K Tons, FY 2015E)(2) Production Volume (K Tons, FY 2015E)(2)
Total: 239K Tons Total: 574K Tons
7%
CFS CFS
0% 11%
CGW CGW
39%
Specialty Specialty
52% Pulp Pulp
SC SC
Other 82% Other
9%
(1) | | LTM as of 9/30/2015. Excludes pulp sales. |
(2) Reflects actual production through 9/31/2015, and expected production, including impact of mill reconfiguration, for rest of 2015. 25
Draft Subject to Material Revision
Subject to FRE 408
Mill EBITDA Rankings Highly Confidential
Mill 2016E Mill EBITDA(1) 2015E Mill EBITDA(2)
Margin Ranking Margin Ranking
Quinnesec 1 1
Stevens Point 2 2
Androscoggin 3 8
Wisconsin Rapids 4 3
Escanaba 5 4
Luke 6 5
Duluth 7 6
Wickliffe NA 7
(1) | | Mill revenue less mill COGS plus mill depreciation. Excludes corporate expenses. |
26
Recent Performance & Historical Financials
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
27
Draft Subject to Material Revision
Subject to FRE 408
Recent Commercial Performance (Q3 2015) Highly Confidential
CFS Web
Pricing
Volume
Price down quarter-over-quarter and down slightly year-over-year due to significant domestic competition
Volume up significantly quarter-over-quarter (19%) seasonally, but down year-over-year (-15%) due to market decline and foreign exchange impact
CGW
Price down year-over-year and quarter-over-quarter due to significant competitive pressure from Western Europe
Volume flat quarter-over-quarter and down slightly year-over-year (-4%)
Sheets
Price up quarter-over-quarter and year-over-year ($20/ton) due to economy sheets increase
Volume down quarter-over-quarter and year-over-year as economy sheets face stiff competition from imports
Specialty
Price down slightly quarter-over-quarter and year-over-year (-$10/ton)
Volume flat quarter-over-quarter and year-over-year
SC / Uncoated
Volume and price both off year-over-year as the uncoated markets have been very weak thus far in 2015
Volume up quarter-over-quarter seasonally (11%), but flat year-over-year
28
Draft Subject to Material Revision
Subject to FRE 408
Historical Volume Drivers – Consolidated Highly Confidential
Consolidated
2014A Q3 YTD 2014 Q3 YTD 2015 YoY Growth %
Volume (k tons)
CFS 1,734 1,292 1,173(9.3%)
CGW 542 399 395(1.1%)
Specialty 450 333 362 8.7%
Pulp 355 261 287 9.8%
SC 272 198 188(5.1%)
Other 557 433 337(22.1%)
Total 3,910 2,917 2,741(6.0%)
Note: Financials are pro forma for NewPage merger and sale of Bucksport.
29
Draft Subject to Material Revision
Subject to FRE 408
Historical Volume Drivers – Verso Highly Confidential
Verso
2014A Q3 YTD 2014 Q3 YTD 2015 YoY Growth %
Volume (k tons)
CFS 521 385 353(8.4%)
CGW 319 236 239 1.1%
Specialty 62 42 59 40.0%
Pulp 274 201 190(5.4%)
SC – – – NA
Other 135 108 100(7.6%)
Total 1,311 973 941(3.3%)
Note: Financials are pro forma for NewPage merger and sale of Bucksport.
30
Draft Subject to Material Revision
Subject to FRE 408
Historical Volume Drivers – NewPage Highly Confidential
NewPage
2014A Q3 YTD 2014 Q3 YTD 2015 YoY Growth %
Volume (k tons)
CFS 1,212 907 820(9.6%)
CGW 223 163 156(4.2%)
Specialty 388 290 302 4.1%
Pulp 82 60 97 60.7%
SC 272 198 188(5.1%)
Other 422 325 238(26.9%)
Total 2,599 1,944 1,801(7.4%)
Note: Financials are pro forma for NewPage merger and sale of Bucksport.
31
Draft Subject to Material Revision
Subject to FRE 408
Historical Financials—Consolidated Highly Confidential
Consolidated
($ in millions) FY 2014 Q3 YTD 2014 Q3 YTD 2015
Revenue $3,363 $2,510 $2,366
COGS (Ex. Depreciation)(2,921)(2,170)(2,063)
Corporate Costs(263)(192)(134)
Synergies & Shared Services – – –
Operational Restructuring – –(82)
EBITDA $179 $147 $87
Adjustments 110 64 121
Adjusted EBITDA $289 $211 $208
Adjusted EBITDA Margin 8.6% 8.4% 8.8%
Memo:
YoY Revenue Growth(5.7%)
Note: Financials are pro forma for NewPage merger and sale of Bucksport, and exclude impact of Bucksport sale transaction.
32
Draft Subject to Material Revision
Subject to FRE 408
Historical Financials—Verso Highly Confidential
Verso
($ in millions) FY 2014 Q3 YTD 2014 Q3 YTD 2015
Revenue $1,016 $752 $727
COGS (Ex. Depreciation)(867)(635)(630)
Corporate Costs(112)(90)(75)
Synergies & Shared Services – – 72
Operational Restructuring – –(69)
EBITDA $36 $28 $24
Adjustments 66 49 94
Adjusted EBITDA $102 $76 $118
Adjusted EBITDA Margin 10.0% 10.1% 16.3%
Memo:
YoY Revenue Growth(3.4%)
Note: Financials are pro forma for NewPage merger and sale of Bucksport, and exclude impact of Bucksport sale transaction.
33
Draft Subject to Material Revision
Subject to FRE 408
Historical Financials—NewPage Highly Confidential
NewPage
($ in millions) FY 2014 Q3 YTD 2014 Q3 YTD 2015
Revenue $2,347 $1,757 $1,639
COGS (Ex. Depreciation)(2,054)(1,535)(1,433)
Corporate Costs(150)(102)(58)
Synergies & Shared Services – –(72)
Operational Restructuring – –(13)
EBITDA $143 $120 $63
Adjustments 44 15 27
Adjusted EBITDA $187 $135 $90
Adjusted EBITDA Margin 8.0% 7.7% 5.5%
Memo:
YoY Revenue Growth(6.7%)
Note: Financials are pro forma for NewPage merger and sale of Bucksport, and exclude impact of Bucksport sale transaction.
34
VI.Business Outlook (2016)
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
35
Draft Subject to Material Revision
Subject to FRE 408
Industry Projections—US Highly Confidential
Paper volumes are expected to decline steadily going forward, with 2016 total market volume projected to be 3% below 2015 levels
US DEMAND
(3%)
20,000
18,535
17,905
18,000
16,000
14,000
tons) 12,000
(k 10,000
me
u
Vol 8,000
6,000
4,000
2,000
–
2015E 2016E
US Demand
Source: RISI October 2015. 36
Draft Subject to Material Revision
Subject to FRE 408
Industry Projections—US Highly Confidential
COATED FREESHEET COATED MECHANICAL
(2%)(6%)
4,500 $ 1,400 3,500 $1,000
4,000 3,811 3,741 2,909 $900
$ 1,200 3,000
2,741
3,500 $800
$ 1,000 2,500 $700
3,000
tons) $ 800 on) tons) 2,000 $600 on )
2,500 t
(k $ / ( k $500 $ /t
((
2,000 ce e
$ 600 1,500 ic
Volume Pri olume $400 Pr
1,500 V
$ 400 1,000 $300
1,000 $200
$ 200 500
500 $100
– $ – – $–
2015E 2016E 2015E 2016E
Coated Freesheet Volume Coated Premium 80 lb. Sheets Coated Mechanical Volume Ctd. No. 5 Transaction Prices in Rolls Price
UNCOATED FREESHEET(3%) UNCOATED MECHANICAL
(2%)
9,000 $ 1,200 4,000 $800
8,271
7,982 3,457
8,000 3,500 3,376 $700
$ 1,000
7,000
3,000 $600
6,000 $ 800
tons) tons) 2,500 $500
k 5,000 on) /ton)
( $ 600 $ /t (k 2,000 $400 $
((
me 4,000 ce
olu Pri olu me 1,500 $300 Price
V V
3,000 $ 400
1,000 $200
2,000
$ 200
1,000 500 $100
– $ – – $–
2015E 2016E 2015E 2016E
Uncoated Freesheet Volume 20 Lb. Formbond Paper Price Uncoated Mechanical Volume White 20.9 Lb. Directory Price
Source: RISI October 2015. 37
Draft Subject to Material Revision
Subject to FRE 408
Industry Projections—US Highly Confidential
Capacity reductions are expected across grades, but exact source of reductions (which producers and which mills) remains to be seen
US SHIPMENTS & CAPACITY
9,000 8,522 8,304
7,918 7,954
8,000
7,000
6,000
5,000
4,047
3,752
4,000 3,481 3,427
Volume (k tons) 2,541 2,387
3,000
2,424 2,261
1,665 1,556
2,000 1,476 1,462
1,000
–
2015E 2016E 2015E 2016E 2015E 2016E 2015E 2016E
CFS CM UFS UM
Shipments Capacity
Source: RISI October 2015. 38
VII.Financial Forecast (2016)
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
39
2016 Forecast
Assumptions
Volume
Volume assumptions based on RISI market forecast and management projections
Price
Price forecast based on recent contract negotiations and management projections
Cost Inputs
3.5% inflation on salaries, wages, and benefits
Net zero inflation on raw materials and energy
SG&A remains at current monthly run rate (plus inflation)
Plus incentives accrue at 100%
Reduced downtime from reduced capacity
Operations
Operational improvement of $65mm
Includes $30mm from operational changes at Androscoggin and idling of Wickliffe
Draft Subject to Material Revision Subject to FRE 408 Highly Confidential
$350
$65
$300
$267
$36($15) $253
$250($15)
($12)
($19)
$200($54)
$150
$100
$50
$–
Note: Preliminary estimates.
40
Draft Subject to Material Revision
Subject to FRE 408
2016 Projected Financials—Consolidated Highly Confidential
Consolidated
($ in millions) Q1 2016E Q2 2016E Q3 2016E Q4 2016E FY 2016E
Revenue $714 $695 $745 $747 $2,901
COGS (Ex. Depreciation)(637)(581)(628)(622)(2,467)
Corporate Costs(45)(45)(45)(45)(180)
Synergy Transfers – – – – –
Shared Services Transfers – – – – –
Operational Restructuring(11)(6)(26) –(42)
EBITDA $21 $64 $47 $79 $211
Adjustments 11 6 26 – 42
Adjusted EBITDA $32 $69 $73 $79 $253
Adjusted EBITDA Margin 4.5% 9.9% 9.8% 10.6% 8.7%
Memo:
YoY Revenue Growth(11.4%)(10.7%)(4.7%)(3.5%)(7.6%)
Capital Expenditures($12)($23)($30)($35)($100)
Ä AR, Inventory, AP(3)(15)(18) 29(6)
Pension / OPEB(10)(11)(13)(10)(45)
Note: Preliminary estimates. Projections do not include the potential impact or effect of any Chapter 11 filing.
41
Draft Subject to Material Revision
Subject to FRE 408
2016 Projected Financials—Verso Highly Confidential
Verso
($ in millions) Q1 2016E Q2 2016E Q3 2016E Q4 2016E FY 2016E
Revenue $198 $192 $207 $207 $805
COGS (Ex. Depreciation)(176)(153)(154)(161)(643)
Corporate Costs(21)(21)(21)(21)(83)
Synergy Transfers from NewPage 18 18 18 18 72
Shared Services Transfers from NewPage 18 18 18 18 72
Operational Restructuring(3)(3) – –(6)
EBITDA $34 $52 $68 $62 $217
Adjustments 3 3 – – 6
Adjusted EBITDA $37 $55 $68 $62 $223
Adjusted EBITDA Margin 18.8% 28.6% 33.1% 29.9% 27.7%
Memo:
YoY Revenue Growth(21.8%)(15.6%)(15.9%)(2.8%)(14.4%)
Capital Expenditures($4)($9)($11)($13)($37)
Ä AR, Inventory, AP(7)(11)(5) 9(14)
Pension / OPEB(1)(1)(2)(1)(5)
Note: Preliminary estimates. Projections do not include the potential impact or effect of any Chapter 11 filing.
42
Draft Subject to Material Revision
Subject to FRE 408
2016 Projected Financials—NewPage Highly Confidential
NewPage
($ in millions) Q1 2016E Q2 2016E Q3 2016E Q4 2016E FY 2016E
Revenue $516 $502 $538 $539 $2,096
COGS (Ex. Depreciation)(461)(428)(474)(462)(1,824)
Corporate Costs(24)(24)(24)(24)(97)
Synergies & Shared Services(36)(36)(36)(36)(144)
Restructuring(8)(2)(26) –(36)
EBITDA($13) $12($22) $17($6)
Adjustments 8 2 26 – 36
Adjusted EBITDA($5) $14 $4 $17 $30
Adjusted EBITDA Margin(1.0%) 2.8% 0.8% 3.2% 1.4%
Memo:
YoY Revenue Growth(6.7%)(8.7%) 0.4%(3.8%)(4.7%)
Capital Expenditures($8)($14)($19)($22)($63)
Ä AR, Inventory, AP(18)(6) 1 20(4)
Pension / OPEB(10)(10)(12)(9)(41)
Note: Preliminary estimates. Projections do not include the potential impact or effect of any Chapter 11 filing.
43
VIII.Long-Term Forecast
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
44
Draft Subject to Material Revision
Subject to FRE 408
Key Assumptions Highly Confidential
RISI 5-year forecast assumptions for 2017-2020 for volume, price, and cost inflation
Export tons held constant at 2016 levels
Production capacity increase of 0.9% in 2017 and 0.5% thereafter
Downtime to balance demand / capacity imbalance
Annual operational improvements of $40mm in 2016, 2017, and 2018, $35mm in 2019, and $25mm in 2020
Corporate costs held at 2016 levels
Working capital based on historical seasonal trends of business
45
Draft Subject to Material Revision
Subject to FRE 408
Summary Financials Highly Confidential
Summary Financials
($ in millions) 2015E 2016E 2017E 2018E 2019E 2020E
Verso
Revenue $940 $805 $801 $797 $818 $829
COGS (Ex. Depreciation)(809)(643)(631)(625)(646)(665)
Corporate Costs(96)(83)(83)(83)(83)(83)
Synergies Transfers from NewPage (1) 48 72 72 72 72 72
Shared Services Transfers from NewPage (1) 62 72 72 72 72 72
Operational Restructuring(88)(6) – – – –
EBITDA $57 $217 $232 $233 $234 $226
Depreciation $45 $62 $62 $62 $62 $62
Capital Expenditures(20)(37)(37)(37)(37)(37)
Pension / OPEB Funding(2)(2)(5)(5)(6)(6)(6)
NewPage
Revenue $2,200 $2,096 $2,077 $2,062 $2,107 $2,126
COGS (Ex. Depreciation)(1,929)(1,824)(1,793)(1,771)(1,794)(1,814)
Corporate Costs(80)(97)(97)(97)(97)(97)
Synergies Transfers from NewPage (1)(48)(72)(72)(72)(72)(72)
Shared Services Transfers from NewPage (1)(62)(72)(72)(72)(72)(72)
Operational Restructuring(17)(36) – – – –
EBITDA $64($6) $43 $50 $72 $70
Depreciation $136 $161 $161 $161 $161 $161
Capital Expenditures(46)(63)(63)(63)(63)(63)
Pension / OPEB Funding(2)(33)(41)(44)(45)(51)(52)
Note: Preliminary estimates. Projections do not include the potential impact or effect of any Chapter 11 filing.
(1) Reflects shared services payments and payments for synergies realized at NewPage. Does not include value of synergies realized at Verso. Assumes extension of SSA on existing terms for duration of forecast period for illustrative purposes only. The ability of NewPage to finance these payments remains uncertain. 46 (2) Pension / OPEB funding includes estimated cash funding requirement and a reversal of income / expense recognized in EBITDA.
IX.Restructuring Considerations
Draft Subject to Material Revision
Subject to FRE 408
Highly Confidential
47
Draft Subject to Material Revision
Subject to FRE 408
2016 Cash Flows – Bankruptcy Scenario Highly Confidential
Key Assumptions
Verso and NewPage both file in January 2016
For illustrative purposes, restructuring charges associated with Androscoggin and Wickliffe mills not paid during filing
For illustrative purposes, Synergy / SSA payments assumed paid in cash during filing
Includes reduction to EBITDA due to extended bankruptcy beginning in July 2016
Assumes no asset sales
Post-Filing
Q1 2016 Q2 2016 Q3 2016 Q4 2016 FY 2016
1/31/16 PF 2/29/16 3/31/16 4/30/16 5/31/16 6/30/16 7/31/16 8/31/16 9/30/16 10/31/16 11/30/16 12/31/16
Verso Free Cash Flow
Cash Flow
EBITDA $10 $10 $12 $14 $17 $20 $18 $21 $24 $19 $22 $16 $21 $216
Pension / OPEB Funding(1)(1)(1) 0 0(1) 0 0(1) 0(1)(1) 0 0(5)
in AR, Inventory, & Other WC(8)(8)(4)(2) 3(1)(4)(11)(4) 8 7 6 2(9)
in Pre and Post-petition AP(3)(3)(2)(2) 1 1(0)(0)(0)(0)(0)(0)(0)(6)
Capital Expenditures(1)(1)(1)(1)(3)(3)(3)(4)(4)(4)(4)(4)(4)(37)
Cash Interest (Ex. Adequate Protection & DIP) – – – – – – – – – – – – – –
Cash Flow before Restructuring Related($3)($3) $5 $8 $17 $17 $11 $5 $17 $23 $23 $17 $19 $160
Memo:
Restructuring Related Fees(2) $– $–($0)($0)($12)($3)($3)($6)($3)($3)($5)($3)($3)($43)
DIP Borrowings –(57)(52)(44)(39)(25)(18)(18)(5) – – – – –
NewPage Free Cash Flow
Cash Flow
EBITDA $0 $0($7) $1 $3 $10 $2($7) $2 $5 $1 $5 $6 $21
Pension / OPEB Funding(1)(7)(7)(1)(1)(7)(1)(1)(5)(1)(5)(6)(1)(1)(41)
in AR, Inventory, & Other WC(7)(7) 3(16) 4 3(1)(27)(5) 12(2) 26 6(3)
in Pre and Post-petition AP(3)(3)(17)(3) 5 5(0)(0)(0)(0)(0)(0)(0)(16)
Capital Expenditures(3)(3)(3)(3)(5)(5)(5)(6)(6)(6)(7)(7)(7)(63)
Cash Interest (Ex. Adequate Protection & DIP) – – – – – – – – – – – – – –
Cash Flow before Restructuring Related($19)($19)($25)($22)($0) $11($6)($46)($12) $5($15) $22 $3($102)
Memo:
Restructuring Related Fees(2) $– $–($1)($1)($12)($4)($4)($6)($4)($4)($7)($4)($4)($53)
DIP Borrowings –(284)(309)(333)(345)(338)(348)(400)(416)(415)(437)(419)(420)(420)
Note: Assumes a mid-January filing date. For presentation purposes only, assumes that Synergy & SSA payments are paid in cash during filing.
(1) Pension / OPEB funding includes estimated cash funding requirement and a reversal of income / expense recognized in EBITDA.
(2) Includes DIP fees, DIP interest, and professional fees. Assumes DIP facility of $150mm at Verso and $500mm at NewPage. Assumes $4mm per month in professional fees at each entity. For presentation purposes, assumes no adequate protection payments.
48
Draft Subject to Material Revision
Subject to FRE 408
Organizational Chart Highly Confidential
$150mm ABL $50mm CF Revolver
1L Notes 1.5L Notes
2L Notes Sr Sub Notes
Verso Corporation
Borrower / Co-Issuer
Verso Paper Finance
Holdings One LLC
Co-Issuer
Verso Paper Finance $350mm ABL
Holdings LLC $750mm Term Loan
Verso Paper Finance Verso Paper Holdings
Holdings Inc. LLC
NewPage Holdings
Verso Paper LLC Verso Paper Inc. Inc.
nexTier Solutions Verso Androscoggin Androscoggin Verso Maine Power Verso Maine Energy Verso Quinnesec REP NewPage Investment
Gulf Corporation LLC / Reservoir Company Holdings LLC LLC Holdings Inc. Company LLC
Island Androscoggin Mill
Pond
Oxygena- Verso Androscoggin
tion Proj. Power LLC / Verso Quinnesec LLC NewPage
Hydroelectric / Quinnesec Mill Corporation
Facilities
Verso Quinnesec REP
LLC / Renewable
Energy Facilities
Wickliffe Paper Escanaba Paper NewPage
Luke Paper Company Upland Resources, NewPage Energy
Company LLC / Company / Escanaba Consolidated Papers
/ Luke Mill Inc. Services LLC
Wickliffe Mill Mill Inc.
NewPage Wisconsin
System Inc. / Duluth,
Stevens Point and
Wisconsin Rapids
Mills
Consolidated Water
Power Company /
Electric Utility
Note: Organizational chart as of 1/29/2015. Excludes shell entities. 49
Draft Subject to Material Revision
Subject to FRE 408
Value Allocation Alternatives Highly Confidential
Value Allocation Alternatives
2015E Percent 2016E Percent 2016E-2020E Avg Percent
Volume (tons)
Verso 1,223,159 33.5% 1,077,683 31.6% 1,037,805 31.6%
NewPage 2,428,602 66.5% 2,337,355 68.4% 2,243,788 68.4%
Consolidated 3,651,762 100.0% 3,415,038 100.0% 3,281,593 100.0%
Revenue ($1000s)
Verso $940,296 29.9% $804,502 27.7% $809,892 27.9%
NewPage 2,199,572 70.1% 2,096,124 72.3% 2,093,746 72.1%
Consolidated $3,139,868 100.0% $2,900,627 100.0% $2,903,638 100.0%
Mill EBITDA ($1000s)(1)
Verso $131,813 32.0% $157,275 36.2% $164,034 34.8%
NewPage 280,419 68.0% 276,594 63.8% 307,882 65.2%
Consolidated $412,232 100.0% $433,869 100.0% $471,916 100.0%
Mill EBITDA less CapEx ($1000s)
Verso $109,361 32.4% $120,275 36.0% $127,034 34.2%
NewPage 228,617 67.6% 213,594 64.0% 244,882 65.8%
Consolidated $337,978 100.0% $333,869 100.0% $371,916 100.0%
Memo:
Capital Expenditures ($1000s)
Verso($22,452) 30.2%($37,000) 37.0%($37,000) 37.0%
NewPage(51,802) 69.8%(63,000) 63.0%(63,000) 63.0%
Consolidated($74,254) 100.0%($100,000) 100.0%($100,000) 100.0%
(1) | | Mill revenue less mill COGS plus mill depreciation. Excludes corporate expenses. |
50
Draft Subject to Material Revision
Subject to FRE 408
Pension / OPEB Obligation Highly Confidential
($ in millions) FY 2014
Verso(1)
Verso Pension Benefit Obligation $103
Plan Assets 63
Verso Net Pension Benefit Obligation $40
NewPage(2)
NewPage Pension Benefit Obligation $1,601
Plan Assets 1,164
NewPage Net Pension Benefit Obligation $437
NewPage OPEB Obligation 47
Plan Assets -
NewPage Net OPEB Obligation $47
NewPage Total Net Pension / OPEB Obligation $484
(2) | | NewPage Pension values as of 12/31/14. OPEB values as of 1/7/15 and reflect opening balance sheet adjustments. 51 |
Verso NewPage
Riley Hydro Jay Hydro
Otis Hydro
Livermore Hydro
53
Draft Subject to Material Revision
Subject to FRE 408
Tax Considerations Highly Confidential
($ in millions) NOL Balance
(as of 1/6/2015)
Verso $ 1,254
NewPage(1) 956
Total $ 2,209
(1) | | Post-merger NewPage NOL balance as of 1/7/15 estimated to be $400-500mm. |
54
Draft Subject to Material Revision
Subject to FRE 408
2016E Borrowing Base—Verso Highly Confidential
Post-Filing
Q1 2016 Q2 2016 Q3 2016 Q4 2016
Jan 2016 Feb 2016 Mar 2016 Apr 2016 May 2016 Jun 2016 Jul 2016 Aug 2016 Sep 2016 Oct 2016 Nov 2016 Dec 2016
Verso
Accounts Receivable
Accounts Receivable (Trade & Other) $55,308 $57,019 $54,861 $52,898 $51,369 $54,238 $53,608 $55,288 $60,024 $59,207 $56,552 $53,329
Adjusted Advance Rate 63.9% 63.9% 63.9% 63.9% 63.9% 63.9% 63.9% 63.9% 63.9% 63.9% 63.9% 63.9%
Accounts Receivable Contribution $35,349 $36,442 $35,063 $33,808 $32,831 $34,665 $34,262 $35,336 $38,362 $37,841 $36,144 $34,083
Inventory
Stores $17,562 $17,562 $17,562 $17,562 $17,562 $17,562 $17,562 $17,562 $17,562 $17,562 $17,562 $17,562
Adjusted Advance Rate 14.3% 14.3% 14.3% 14.3% 14.3% 14.3% 14.3% 14.3% 14.3% 14.3% 14.3% 14.3%
Discounted Net Orderly Liquidation Value $2,506 $2,506 $2,506 $2,506 $2,506 $2,506 $2,506 $2,506 $2,506 $2,506 $2,506 $2,506
Raw Materials $28,000 $28,000 $28,000 $28,000 $28,000 $28,000 $28,000 $28,000 $28,000 $28,000 $28,000 $28,000
Adjusted Advance Rate 47.2% 47.2% 47.2% 47.2% 47.2% 47.2% 47.2% 47.2% 47.2% 47.2% 47.2% 47.2%
Discounted Net Orderly Liquidation Value $13,222 $13,222 $13,222 $13,222 $13,222 $13,222 $13,222 $13,222 $13,222 $13,222 $13,222 $13,222
Work-in-Process & Finished Goods $77,687 $75,745 $75,610 $76,553 $82,174 $85,995 $91,456 $92,579 $87,270 $82,912 $82,595 $86,666
Adjusted Advance Rate 64.1% 64.1% 64.1% 64.1% 64.1% 64.1% 64.1% 64.1% 64.1% 64.1% 64.1% 64.1%
Discounted Net Orderly Liquidation Value $49,812 $48,567 $48,481 $49,085 $52,689 $55,139 $58,641 $59,361 $55,957 $53,163 $52,959 $55,569
Inventory Reserves($465)($456)($456)($460)($486)($503)($528)($533)($509)($489)($488)($506)
Other Reserves – – – – – – – – – – – –
Subtotal Excluding PPE $100,424 $100,281 $98,816 $98,161 $100,763 $105,029 $108,103 $109,892 $109,538 $106,242 $104,344 $104,875
55
Draft Subject to Material Revision
Subject to FRE 408
2016E Borrowing Base—NewPage Highly Confidential
Post-Filing
Q1 2016 Q2 2016 Q3 2016 Q4 2016
Jan 2016 Feb 2016 Mar 2016 Apr 2016 May 2016 Jun 2016 Jul 2016 Aug 2016 Sep 2016 Oct 2016 Nov 2016 Dec 2016
NewPage
Accounts Receivable
Accounts Receivable (Trade & Other) $171,938 $171,705 $183,837 $182,307 $174,297 $167,836 $171,938 $178,092 $188,348 $192,451 $176,041 $170,913
Adjusted Advance Rate 73.6% 73.6% 73.6% 73.6% 73.6% 73.6% 73.6% 73.6% 73.6% 73.6% 73.6% 73.6%
Accounts Receivable Contribution $126,614 $126,443 $135,376 $134,250 $128,351 $123,593 $126,614 $131,146 $138,698 $141,719 $129,635 $125,859
Inventory
Stores $62,475 $62,475 $62,475 $62,475 $62,475 $62,475 $62,475 $62,475 $62,475 $62,475 $62,475 $62,475
Adjusted Advance Rate 11.6% 11.6% 11.6% 11.6% 11.6% 11.6% 11.6% 11.6% 11.6% 11.6% 11.6% 11.6%
Discounted Net Orderly Liquidation Value $7,233 $7,233 $7,233 $7,233 $7,233 $7,233 $7,233 $7,233 $7,233 $7,233 $7,233 $7,233
Raw Materials & Chemicals $89,993 $89,994 $89,995 $89,996 $89,997 $89,998 $89,999 $90,000 $86,000 $90,000 $90,000 $90,000
Adjusted Advance Rate 39.7% 39.7% 39.7% 39.7% 39.7% 39.7% 39.7% 39.7% 39.7% 39.7% 39.7% 39.7%
Discounted Net Orderly Liquidation Value $35,723 $35,724 $35,724 $35,725 $35,725 $35,725 $35,726 $35,726 $34,138 $35,726 $35,726 $35,726
Work-in-Process & Finished Goods $244,626 $234,487 $228,244 $226,692 $235,368 $246,600 $255,805 $257,575 $244,772 $233,154 $231,586 $239,334
Adjusted Advance Rate 59.6% 59.6% 59.6% 59.6% 59.6% 59.6% 59.6% 59.6% 59.6% 59.6% 59.6% 59.6%
Discounted Net Orderly Liquidation Value $145,704 $139,666 $135,947 $135,022 $140,190 $146,880 $152,363 $153,417 $145,791 $138,871 $137,937 $142,552
Inventory Reserves($4,083)($3,952)($3,872)($3,852)($3,964)($4,108)($4,227)($4,250)($4,050)($3,935)($3,915)($4,015)
Other Reserves(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)(1,342)
Subtotal Excluding PPE $309,850 $303,771 $309,067 $307,036 $306,194 $307,981 $316,367 $321,930 $320,469 $318,273 $305,275 $306,013
56
Draft Subject to Material Revision
Subject to FRE 408
2016E Borrowing Base - NewPage
Highly Confidential
Post-Filing
Q1 2016
Q2 2016
Q3 2016
Q4 2016
Jan 2016
Feb 2016
Mar 2016
Apr 2016
May 2016
Jun 2016
Jul 2016
Aug 2016
Sep 2016
Oct 2016
Nov 2016
Dec 2016
NewPage
Accounts Receivable
Accounts Receivable (Trade & Other)
$171,938
$171,705
$183,837
$182,307
$174,297
$167,836
$171,938
$178,092
$188,348
$192,451
$176,041
$170,913
Adjusted Advance Rate
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
73.6%
Accounts Receivable Contribution
$126,614
$126,443
$135,376
$134,250
$128,351
$123,593
$126,614
$131,146
$138,698
$141,719
$129,635
$125,859
Inventory
Stores
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
$62,475
Adjusted Advance Rate
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
11.6%
Discounted Net Orderly Liquidation Value
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
$7,233
Raw Materials & Chemicals
$89,993
$89,994
$89,995
$89,996
$89,997
$89,998
$89,999
$90,000
$86,000
$90,000
$90,000
$90,000
Adjusted Advance Rate
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
39.7%
Discounted Net Orderly Liquidation Value
$35,723
$35,724
$35,724
$35,725
$35,725
$35,725
$35,726
$35,726
$34,138
$35,726
$35,726
$35,726
Work-in-Process & Finished Goods
$244,626
$234,487
$228,244
$226,692
$235,368
$246,600
$255,805
$257,575
$244,772
$233,154
$231,586
$239,334
Adjusted Advance Rate
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
59.6%
Discounted Net Orderly Liquidation Value
$145,704
$139,666
$135,947
$135,022
$140,190
$146,880
$152,363
$153,417
$145,791
$138,871
$137,937
$142,552
Inventory Reserves
($4,083)
($3,952)
($3,872)
($3,852)
($3,964)
($4,108)
($4,227)
($4,250)
($4,050)
($3,935)
($3,915)
($4,015)
Other Reserves
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
(1,342)
Subtotal Excluding PPE
$309,850
$303,771
$309,067
$307,036
$306,194
$307,981
$316,367
$321,930
$320,469
$318,273
$305,275
$306,013
DRAFT
PJT Partners 56
Draft Subject to Material Revision
Subject to FRE 408
Shared Services Highly Confidential
The following services are Shared Services per Exhibit A to the SSA
Operations and Infrastructure Corporate Affairs Services
Procurement Services Rent and Real Estate Administration Services
Manufacturing Services Distribution and Customer Services
Accounting Services Technology Services
Human Resources Services Communications and Marketing Services
Tax Services Third Party Legal Services
Treasury and Insurance Services Financial Analysis and Planning Services
Internal Legal Services New Ventures, R&D and Business Development
Security Services Services
Audit Services Intellectual Property Services
Controller Services
57