Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 23, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | VRS | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Public Float | $ 137,409,355 | ||
Entity Registrant Name | VERSO CORPORATION | ||
Entity Central Index Key | 1,421,182 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Accelerated Filer | ||
Common Class A | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 34,234,921 | ||
Common Class B | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 220,552 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 7 | $ 6 |
Accounts receivable, net | 208 | 194 |
Inventories | 385 | 445 |
Prepaid expenses and other assets | 14 | 20 |
Total current assets | 614 | 665 |
Property, plant and equipment, net | 1,062 | 1,132 |
Intangibles and other assets, net | 56 | 58 |
Total assets | 1,732 | 1,855 |
Current liabilities: | ||
Accounts payable | 176 | 105 |
Accrued liabilities | 129 | 148 |
Current maturities of long-term debt | 60 | 28 |
Total current liabilities | 365 | 281 |
Long-term debt | 130 | 265 |
Pension benefit obligation | 457 | 491 |
Other liabilities | 34 | 48 |
Total liabilities | 986 | 1,085 |
Commitments and contingencies (Note 18) | ||
Equity: | ||
Preferred stock -- par value $0.01 (50,000,000 shares authorized, no shares issued) | 0 | 0 |
Common stock -- par value $0.01 (210,000,000 Class A shares authorized with 33,366,784 shares issued and outstanding on December 31, 2016 and 34,173,571 shares issued and 34,164,434 outstanding on December 31, 2017; 40,000,000 Class B shares authorized with 1,023,859 shares issued and outstanding on December 31, 2016 and 291,039 shares issued and outstanding on December 31, 2017) | 0 | 0 |
Treasury stock -- at cost (no shares on December 31, 2016 and 9,137 shares on December 31, 2017) | 0 | 0 |
Paid-in-capital (including Warrants of $10 million) | 676 | 675 |
Retained deficit | (62) | (32) |
Accumulated other comprehensive income | 132 | 127 |
Total equity | 746 | 770 |
Total liabilities and equity | $ 1,732 | $ 1,855 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 9,137 | 0 |
Warrants and rights outstanding | $ 10 | $ 10 |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 210,000,000 | 210,000,000 |
Common stock, shares issued (in shares) | 34,173,571 | 33,366,784 |
Common stock, shares outstanding (in shares) | 34,164,434 | 33,366,784 |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 291,039 | 1,023,859 |
Common stock, shares outstanding (in shares) | 291,039 | 1,023,859 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Net sales | $ 1,417 | $ 3,122 | ||
Costs and expenses: | ||||
Depreciation, amortization and depletion | 100 | 308 | ||
Operating income (loss) | (121) | (155) | ||
Predecessor | ||||
Net sales | 1,417 | 3,122 | ||
Costs and expenses: | ||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | 1,249 | 2,727 | ||
Depreciation, amortization and depletion | 100 | 308 | ||
Selling, general and administrative expenses | 95 | 187 | ||
Restructuring charges | 151 | 54 | ||
Other operating (income) expense | (57) | 1 | ||
Operating income (loss) | (121) | (155) | ||
Interest expense | 39 | 270 | ||
Other (income) expense | 0 | 0 | ||
Income (loss) before reorganization items, net | (160) | (425) | ||
Reorganization items, net | (1,338) | 0 | ||
Income (loss) before income taxes | 1,178 | (425) | ||
Income tax benefit | 0 | (3) | ||
Net income (loss) | $ 1,178 | $ (422) | ||
Income (loss) per common share: | ||||
Basic (usd per share) | $ 14.39 | $ (5.19) | ||
Diluted (usd per share) | $ 14.39 | $ (5.19) | ||
Weighted average shares of common stock outstanding: | ||||
Basic (in shares) | 81,847 | 81,295 | ||
Diluted (in shares) | 81,847 | 81,295 | ||
Successor | ||||
Net sales | $ 1,224 | $ 2,461 | ||
Costs and expenses: | ||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | 1,098 | 2,237 | ||
Depreciation, amortization and depletion | 93 | 115 | ||
Selling, general and administrative expenses | 49 | 106 | ||
Restructuring charges | 11 | 9 | ||
Other operating (income) expense | 8 | 1 | ||
Operating income (loss) | (35) | (7) | ||
Interest expense | 17 | 38 | ||
Other (income) expense | 0 | (7) | ||
Income (loss) before reorganization items, net | (52) | (38) | ||
Reorganization items, net | 0 | 0 | ||
Income (loss) before income taxes | (52) | (38) | ||
Income tax benefit | (20) | (8) | ||
Net income (loss) | $ (32) | $ (30) | ||
Income (loss) per common share: | ||||
Basic (usd per share) | $ (0.93) | $ (0.87) | ||
Diluted (usd per share) | $ (0.93) | $ (0.87) | ||
Weighted average shares of common stock outstanding: | ||||
Basic (in shares) | 34,391 | 34,432 | ||
Diluted (in shares) | 34,391 | 34,432 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Predecessor | ||||
Net income (loss) | $ 1,178 | $ (422) | ||
Defined benefit pension/other postretirement plans: | ||||
Pension/other postretirement liability adjustment, net | 0 | (78) | ||
Amortization of net actuarial loss and prior service cost | 1 | 3 | ||
Other comprehensive income (loss), net of tax | 1 | (75) | ||
Comprehensive income (loss) | $ 1,179 | $ (497) | ||
Successor | ||||
Net income (loss) | $ (32) | $ (30) | ||
Defined benefit pension/other postretirement plans: | ||||
Pension/other postretirement liability adjustment, net | 127 | 5 | ||
Amortization of net actuarial loss and prior service cost | 0 | 0 | ||
Other comprehensive income (loss), net of tax | 127 | 5 | ||
Comprehensive income (loss) | $ 95 | $ (25) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Paid-in Capital | Retained Deficit | Accumulated Other Comprehensive Income (Loss) | Common Class A | Common Class B |
Common stock, shares issued (in shares) (Predecessor) at Dec. 31, 2014 | 53,435,000 | |||||||
Stockholders' equity beginning of period (Predecessor) at Dec. 31, 2014 | $ (784,000) | $ 1,000 | $ 0 | $ 222,000 | $ (980,000) | $ (27,000) | ||
Treasury stock, shares, beginning of period (in shares) (Predecessor) at Dec. 31, 2014 | (98,000) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | Predecessor | (422,000) | (422,000) | ||||||
Other comprehensive income (loss) | Predecessor | (75,000) | (75,000) | ||||||
Treasury shares acquired, shares (in shares) | Predecessor | (143,000) | |||||||
Allocated Share-based Compensation Expense | Predecessor | 3,000 | |||||||
Treasury shares acquired | Predecessor | (1,000) | $ (1,000) | ||||||
Stock option exercise, shares (in shares) | Predecessor | 14,000 | |||||||
Common stock issued for restricted stock, net, shares (in shares) | Predecessor | 357,000 | |||||||
Stock issued For NewPage acquisition, shares (in shares) | Predecessor | 13,607,000 | |||||||
Stock issued for NewPage acquisition | Predecessor | 46,000 | 46,000 | ||||||
Stock issued for convertible warrants, shares (in shares) | Predecessor | 14,702,000 | |||||||
Stock issued for convertible warrants | Predecessor | 50,000 | 50,000 | ||||||
Equity award expense | Predecessor | 3,000 | |||||||
Issuance of Successor common stock and stock purchase warrants, amount | Predecessor | 0 | |||||||
Common stock, shares issued (in shares) (Predecessor) at Dec. 31, 2015 | 82,115,000 | |||||||
Stockholders' equity end of period (Predecessor) at Dec. 31, 2015 | (1,183,000) | $ 1,000 | $ (1,000) | 321,000 | (1,402,000) | (102,000) | ||
Treasury stock, shares, end of period (in shares) (Predecessor) at Dec. 31, 2015 | (241,000) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | Predecessor | 1,178,000 | 1,178,000 | ||||||
Other comprehensive income (loss) | Predecessor | 1,000 | 1,000 | ||||||
Treasury shares acquired, shares (in shares) | Predecessor | (52,000) | |||||||
Allocated Share-based Compensation Expense | Predecessor | 4,000 | |||||||
Stock issued for NewPage acquisition | Predecessor | 0 | |||||||
Stock issued for convertible warrants | Predecessor | 0 | |||||||
Equity award expense | Predecessor | 4,000 | |||||||
Cancellation of predecessor common stock, shares (in shares) | Predecessor | (82,115,000) | |||||||
Cancellation of Predecessor common stock | Predecessor | $ (1,000) | |||||||
Treasury Stock, retired, shares (in shares) | Predecessor | 293,000 | |||||||
Treasury Stock, retired, amount | Predecessor | $ 1,000 | |||||||
Elimination of Predecessor additional paid-in-capital, accumulated deficit and accumulated other comprehensive loss | Predecessor | (325,000) | 224,000 | 101,000 | |||||
Issuance of Successor common stock and stock purchase warrants (in shares) | Predecessor | 33,367,000 | 1,024,000 | ||||||
Issuance of Successor common stock and stock purchase warrants, amount | Predecessor | 675,000 | 675,000 | ||||||
Common stock, shares issued (in shares) (Predecessor) at Jul. 14, 2016 | 33,367,000 | 1,024,000 | ||||||
Common stock, shares issued (in shares) (Successor) at Jul. 14, 2016 | 33,367,000 | 1,024,000 | ||||||
Stockholders' equity end of period (Predecessor) at Jul. 14, 2016 | 675,000 | 0 | 675,000 | 0 | 0 | $ 0 | ||
Stockholders' equity end of period (Successor) at Jul. 14, 2016 | $ 675,000 | $ 0 | 675,000 | 0 | 0 | $ 0 | $ 0 | |
Treasury stock, shares, end of period (in shares) (Predecessor) at Jul. 14, 2016 | 0 | |||||||
Treasury stock, shares, end of period (in shares) (Successor) at Jul. 14, 2016 | 0 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 34,390,643 | 1,810,035 | ||||||
Stockholders' equity end of period (Successor) at Jul. 15, 2016 | 0 | |||||||
Common stock, shares issued (in shares) (Predecessor) at Jul. 14, 2016 | 33,367,000 | 1,024,000 | ||||||
Common stock, shares issued (in shares) (Successor) at Jul. 14, 2016 | 33,367,000 | 1,024,000 | ||||||
Stockholders' equity beginning of period (Predecessor) at Jul. 14, 2016 | $ 675,000 | $ 0 | 675,000 | 0 | 0 | $ 0 | ||
Stockholders' equity beginning of period (Successor) at Jul. 14, 2016 | 675,000 | $ 0 | 675,000 | 0 | 0 | $ 0 | $ 0 | |
Treasury stock, shares, beginning of period (in shares) (Predecessor) at Jul. 14, 2016 | 0 | |||||||
Treasury stock, shares, beginning of period (in shares) (Successor) at Jul. 14, 2016 | 0 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | Successor | (32,000) | (32,000) | ||||||
Other comprehensive income (loss) | Successor | 127,000 | 127,000 | ||||||
Stock issued for NewPage acquisition | Successor | 0 | |||||||
Stock issued for convertible warrants | Successor | 0 | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 33,366,784 | 1,023,859 | ||||||
Issuance of Successor common stock and stock purchase warrants, amount | Successor | 0 | |||||||
Common stock, shares issued (in shares) (Successor) at Dec. 31, 2016 | 33,367,000 | 1,024,000 | ||||||
Common stock, shares issued (in shares) at Dec. 31, 2016 | 33,366,784 | 1,023,859 | ||||||
Stockholders' equity end of period (Successor) at Dec. 31, 2016 | 770,000 | $ 0 | 675,000 | (32,000) | 127,000 | $ 0 | $ 0 | |
Stockholders' equity end of period at Dec. 31, 2016 | $ 770,000 | |||||||
Treasury stock, shares, end of period (in shares) (Successor) at Dec. 31, 2016 | 0 | |||||||
Treasury stock, shares, end of period (in shares) at Dec. 31, 2016 | 0 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | Successor | $ (30,000) | (30,000) | ||||||
Other comprehensive income (loss) | Predecessor | 5,000 | |||||||
Other comprehensive income (loss) | Successor | 5,000 | |||||||
Treasury shares acquired, shares (in shares) | Successor | (9,000) | |||||||
Allocated Share-based Compensation Expense | Successor | 1,000 | |||||||
Stock issued for NewPage acquisition | Successor | 0 | |||||||
Stock issued for convertible warrants | Successor | 0 | |||||||
Equity award expense | Successor | 1,000 | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | Successor | 73,000 | |||||||
Issuance of Successor common stock and stock purchase warrants, amount | Successor | 0 | |||||||
Conversion of stock, shares issued (in shares) | Successor | 733,000 | (733,000) | ||||||
Common stock, shares issued (in shares) (Successor) at Dec. 31, 2017 | 34,173,000 | 291,000 | ||||||
Common stock, shares issued (in shares) at Dec. 31, 2017 | 34,173,571 | 291,039 | ||||||
Stockholders' equity end of period (Successor) at Dec. 31, 2017 | 746,000 | $ (44) | $ 676,000 | $ (62,000) | $ 132,000 | $ 0 | $ 0 | |
Stockholders' equity end of period at Dec. 31, 2017 | $ 746,000 | |||||||
Treasury stock, shares, end of period (in shares) (Successor) at Dec. 31, 2017 | (9,000) | |||||||
Treasury stock, shares, end of period (in shares) at Dec. 31, 2017 | 9,137 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Prepayment premium on Term Loan Facility | $ 0 | |||
Cash Flows From Investing Activities: | ||||
Capital expenditures | $ (31,000) | (64,000) | ||
Cash Flows From Financing Activities: | ||||
Prepayment premium on Term Loan Facility | 0 | |||
Cash and cash equivalents at beginning of period | $ 6,000 | |||
Cash and cash equivalents at end of period | $ 6,000 | 7,000 | ||
Predecessor | ||||
Cash Flows From Operating Activities: | ||||
Net income (loss) | 1,178,000 | (422,000) | ||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation, amortization and depletion | 100,000 | 308,000 | ||
Noncash restructuring charges | 137,000 | 7,000 | ||
Reorganization items and fresh-start reporting adjustments, net | (1,390,000) | 0 | ||
Noncash postretirement gain | 0 | (3,000) | ||
Net periodic pension cost (income) | 6,000 | (1,000) | ||
Pension plan contributions | (16,000) | (28,000) | ||
Amortization of debt issuance cost and discount | 1,000 | 9,000 | ||
Extinguishment of New Market Tax Credit obligation | 0 | 0 | ||
Equity award expense | 4,000 | 3,000 | ||
(Gain) loss on disposal of assets | (57,000) | 7,000 | ||
Deferred taxes | 0 | 4,000 | ||
Debtor-in-possession financing costs | (22,000) | 0 | ||
Prepayment premium on Term Loan Facility | 0 | 0 | ||
Other, net | 6,000 | (9,000) | ||
Changes in assets and liabilities: | ||||
Accounts receivable, net | 26,000 | 24,000 | ||
Inventories | (28,000) | 15,000 | ||
Prepaid expenses and other assets | 10,000 | (15,000) | ||
Accounts payable | 68,000 | (91,000) | ||
Accrued liabilities | (42,000) | (74,000) | ||
Net cash provided by (used in) operating activities | 25,000 | (266,000) | ||
Cash Flows From Investing Activities: | ||||
Proceeds from sale of assets | 63,000 | 51,000 | ||
Transfers (to) from restricted cash, net | (3,000) | 1,000 | ||
Capital expenditures | (31,000) | (64,000) | ||
Cash acquired in acquisition | 128,000 | |||
Other investing activities | 0 | (5,000) | ||
Net cash provided by (used in) investing activities | 29,000 | 111,000 | ||
Cash Flows From Financing Activities: | ||||
Borrowings on revolving credit facilities | 147,000 | 723,000 | ||
Payments on revolving credit facilities | (446,000) | (567,000) | ||
Borrowings on debtor-in-possession revolving credit facilities | 275,000 | 0 | ||
Payments on debtor-in-possession revolving credit facilities | (275,000) | 0 | ||
Proceeds from debtor-in-possession term loan | 175,000 | 0 | ||
Repayment of debtor-in-possession term loan | (175,000) | 0 | ||
Borrowings on ABL Facility | 120,000 | 0 | ||
Payments on ABL Facility | 0 | 0 | ||
Proceeds from Term Loan Facility | 220,000 | 0 | ||
Payments on Term Loan Facility | 0 | 0 | ||
Prepayment premium on Term Loan Facility | 0 | 0 | ||
Repayment of long-term debt | 0 | (3,000) | ||
Original issue discount on Term Loan Facility | (22,000) | 0 | ||
Payment of Debtor-in-Possession Facility Financing Costs | 22,000 | 0 | ||
Debtor-in-possession financing costs | (22,000) | 0 | ||
Debt issuance costs | (8,000) | 0 | ||
Net cash provided by (used in) financing activities | (11,000) | 153,000 | ||
Change in cash and cash equivalents | 43,000 | (2,000) | ||
Cash and cash equivalents at beginning of period | 47,000 | 4,000 | 6,000 | |
Cash and cash equivalents at end of period | 47,000 | 4,000 | ||
Supplementary cash flow disclosures: | ||||
Total interest paid | 12,000 | 246,000 | ||
Total income taxes paid (received) | 0 | 0 | ||
Noncash investing and financing activities: | ||||
Issuance of Notes for Acquisition | 0 | 663,000 | ||
Issuance of Common Stock for Acquisition | 0 | 46,000 | ||
Issuance of Common Stock in exchange for debt modification | 0 | 50,000 | ||
Conversion of interest payable to long-term debt | 0 | 19,000 | ||
Reduction in debt for debt modification | (1,000) | (21,000) | ||
Increase in long-term debt from paid in kind (PIK) interest | 9,000 | 5,000 | ||
Issuance of Common Stock | 675,000 | 0 | ||
Cancellation of Debt | (2,324,000) | $ 0 | ||
Successor | ||||
Cash Flows From Operating Activities: | ||||
Net income (loss) | (32,000) | (30,000) | ||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation, amortization and depletion | 93,000 | 115,000 | ||
Noncash restructuring charges | 0 | 0 | ||
Reorganization items and fresh-start reporting adjustments, net | 0 | 0 | ||
Noncash postretirement gain | (25,000) | (4,000) | ||
Net periodic pension cost (income) | 0 | 6,000 | ||
Pension plan contributions | (10,000) | (32,000) | ||
Amortization of debt issuance cost and discount | 3,000 | 9,000 | ||
Extinguishment of New Market Tax Credit obligation | 0 | (7,000) | ||
Equity award expense | 0 | 1,000 | ||
(Gain) loss on disposal of assets | 2,000 | 3,000 | ||
Deferred taxes | (20,000) | (8,000) | ||
Debtor-in-possession financing costs | 0 | 0 | ||
Prepayment premium on Term Loan Facility | 0 | 1,000 | ||
Other, net | 0 | 0 | ||
Changes in assets and liabilities: | ||||
Accounts receivable, net | 4,000 | (13,000) | ||
Inventories | 44,000 | 60,000 | ||
Prepaid expenses and other assets | 7,000 | 6,000 | ||
Accounts payable | (40,000) | 67,000 | ||
Accrued liabilities | (9,000) | (21,000) | ||
Net cash provided by (used in) operating activities | 17,000 | 153,000 | ||
Cash Flows From Investing Activities: | ||||
Proceeds from sale of assets | 1,000 | 0 | ||
Transfers (to) from restricted cash, net | 3,000 | 1,000 | ||
Capital expenditures | (42,000) | (40,000) | ||
Other investing activities | 0 | 0 | ||
Net cash provided by (used in) investing activities | (38,000) | (39,000) | ||
Cash Flows From Financing Activities: | ||||
Borrowings on revolving credit facilities | 0 | 0 | ||
Payments on revolving credit facilities | 0 | 0 | ||
Borrowings on debtor-in-possession revolving credit facilities | 0 | 0 | ||
Payments on debtor-in-possession revolving credit facilities | 0 | 0 | ||
Proceeds from debtor-in-possession term loan | 0 | 0 | ||
Repayment of debtor-in-possession term loan | 0 | 0 | ||
Borrowings on ABL Facility | 43,000 | 186,000 | ||
Payments on ABL Facility | (51,000) | (233,000) | ||
Proceeds from Term Loan Facility | 0 | 0 | ||
Payments on Term Loan Facility | (9,000) | (65,000) | ||
Prepayment premium on Term Loan Facility | 0 | (1,000) | ||
Repayment of long-term debt | 0 | 0 | ||
Original issue discount on Term Loan Facility | 0 | 0 | ||
Payment of Debtor-in-Possession Facility Financing Costs | 0 | 0 | ||
Debtor-in-possession financing costs | 0 | 0 | ||
Debt issuance costs | (3,000) | 0 | ||
Net cash provided by (used in) financing activities | (20,000) | (113,000) | ||
Change in cash and cash equivalents | (41,000) | 1,000 | ||
Cash and cash equivalents at beginning of period | 47,000 | 6,000 | ||
Cash and cash equivalents at end of period | 6,000 | $ 47,000 | 7,000 | |
Supplementary cash flow disclosures: | ||||
Total interest paid | 12,000 | 30,000 | ||
Total income taxes paid (received) | 0 | 0 | ||
Noncash investing and financing activities: | ||||
Issuance of Notes for Acquisition | 0 | 0 | ||
Issuance of Common Stock for Acquisition | 0 | 0 | ||
Issuance of Common Stock in exchange for debt modification | 0 | 0 | ||
Conversion of interest payable to long-term debt | 0 | 0 | ||
Reduction in debt for debt modification | 0 | 0 | ||
Increase in long-term debt from paid in kind (PIK) interest | 0 | 0 | ||
Issuance of Common Stock | 0 | 0 | ||
Cancellation of Debt | $ 0 | $ 0 |
SUMMARY OF BUSINESS AND SIGNIFI
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES In this report, the term “Verso” refers to Verso Corporation, which is the ultimate parent entity and the issuer of Class A common stock listed on the New York Stock Exchange. In December 2016, Verso Corporation completed a consolidation and reorganization of its subsidiaries, or the “Internal Reorganization.” After the Internal Reorganization, Verso is the sole member of Verso Holding LLC, which is the sole member of Verso Paper Holding LLC. Verso does not have any assets, liabilities, operations or cash flows, other than investment in subsidiaries. As used in this report, the term “Verso Holding” refers to Verso Holding LLC, and the term “Verso Paper” refers to Verso Paper Holding LLC. Prior to the Internal Reorganization, Verso was the sole member of Verso Paper Finance Holdings One LLC, which was the sole member of Verso Paper Finance Holdings LLC, which was the sole member of Verso Paper Holdings LLC. As used in this report, the term “Verso Finance” refers to Verso Paper Finance Holdings LLC and the term “VPH” refers to Verso Paper Holdings LLC. The term “NewPage” refers to NewPage Holdings Inc., which was an indirect, wholly owned subsidiary of Verso prior to the Internal Reorganization; the term “NewPage Corp” refers to NewPage Corporation, which was an indirect, wholly owned subsidiary of NewPage prior to the Internal Reorganization. Each of Verso Finance, VPH, NewPage and NewPage Corp were either merged into other subsidiaries of Verso, converted into limited liability corporations, and/or renamed in the Internal Reorganization and do not exist on and after the Internal Reorganization. The term for any such entity includes its direct and indirect subsidiaries when referring to the entity’s consolidated financial condition or results. Unless otherwise noted, references to “the Company,” “we,” “us,” and “our” refer to Verso. Nature of Business — We operate in the following two market segments: paper and pulp. However subsequent to the Effective Date (as defined below), we determined that the operating loss of the pulp segment is immaterial for disclosure purposes (see Note 19 ). Our core business platform is as a producer of coated freesheet, specialty and coated groundwood papers. Our products are used primarily in media and marketing applications, including catalogs, magazines, commercial printing applications, such as high-end advertising brochures, annual reports and direct-mail advertising, and specialty applications, such as flexible packaging and label and converting. Our market kraft pulp is used to manufacture printing, writing and specialty paper grades and tissue products. Basis of Presentation — On January 7, 2015, Verso consummated the acquisition of NewPage through the merger of Verso Merger Sub Inc., an indirect, wholly owned subsidiary of Verso, or “Merger Sub,” with and into NewPage, or the “NewPage acquisition,” pursuant to an Agreement and Plan of Merger, or the “Merger Agreement.” As a result of the merger of Merger Sub with and into NewPage, Merger Sub’s separate corporate existence ceased and NewPage continued as the surviving corporation and an indirect, wholly owned subsidiary of Verso (see Note 5 ). As such, the Consolidated Financial Statements for the year ended December 31, 2015 (Predecessor), include the results of operations of NewPage beginning January 7, 2015. On January 26, 2016, the “Petition Date,” Verso and substantially all of its direct and indirect subsidiaries, or the “Debtors,” filed voluntary petitions for relief, the “Chapter 11 Filings,” under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware, or the “Bankruptcy Code,” in the United States Bankruptcy Court for the District of Delaware, or the “Bankruptcy Court.” On June 23, 2016, the Bankruptcy Court entered an order, the “Confirmation Order,” confirming Debtors’ First Modified Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code dated as of June 20, 2016, or the “Plan.” On July 15, 2016, or the “Effective Date,” the Plan became effective pursuant to its terms and the Debtors emerged from their chapter 11 cases, or the “Chapter 11 Cases” (see Note 2 ). In accordance with the provisions of Financial Accounting Standards Board, or “FASB,” Accounting Standards Codification, or “ASC,” Topic 852, Reorganizations, and in conformity with ASC Topic 805 , Business Combinations, the Company adopted fresh-start accounting upon emergence from their Chapter 11 Cases and became a new entity for financial reporting purposes as of July 15, 2016. References to “Successor” or “Successor Company” relate to Verso on and subsequent to July 15, 2016. References to “Predecessor” or “Predecessor Company” refer to Verso prior to July 15, 2016. For accounting purposes all emergence related transactions of the Predecessor including the impact of the issuance of the Successor common stock and warrants and entering into the Credit Facilities (as defined in Note 9) were recorded as of July 14, 2016. Accordingly, the Consolidated Financial Statements for the Successor are not comparable to the consolidated financial statements for the Predecessor. Also in connection with the adoption of fresh-start accounting, we elected to make certain material accounting policy changes as described below. This report contains the Consolidated Financial Statements as of December 31, 2017 (Successor) and 2016 (Successor), for the year ended December 31, 2017 (Successor), for the period from January 1, 2016 to July 14, 2016 (Predecessor) and for the period from July 15, 2016 to December 31, 2016 (Successor), and for the year ended December 31, 2015 (Predecessor). Variable interest entities for which we are the primary beneficiary are also consolidated (see Note 17 ). Intercompany balances and transactions are eliminated in consolidation. Going Concern — The Consolidated Financial Statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Use of Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or “GAAP,” requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates. Revenue Recognition — Sales are recorded net of rebates, allowances and discounts. Revenue is recognized when the customer takes title and assumes the risks and rewards of ownership, in accordance ASC Topic 605, Revenue Recognition . Revenue is recorded at the time of shipment for terms designated FOB, or “free on board,” shipping point. For sales transactions designated FOB destination, revenue is recorded when the product is delivered to the customer’s site and when title and risk of loss are transferred. Shipping and Handling Costs — Shipping and handling costs, such as freight to customer destinations, are included in Cost of products sold in the Consolidated Statements of Operations. When the sales price includes charges to customers for shipping and handling, such amounts are included in Net sales. Planned Major Maintenance Costs — Prior to the Effective Date, costs for planned major maintenance shutdowns were deferred and then expensed ratably over the period until the next major planned shutdown. Upon the Effective Date, costs for all repair and maintenance activities are expensed in the month that the related activity is performed under the direct expense method of accounting. Successor Cost of products sold/ Selling, general and administrative expenses — Certain centralized costs attributable to manufacturing overhead, including enterprise-wide human resources management, procurement and information systems support, presented in Selling, general and administrative expenses of the Predecessor are presented in Cost of products sold of the Successor. The amount presented in Cost of products sold, related to these costs, in the Consolidated Statements of Operations for the period from July 15, 2016 to December 31, 2016 is $11 million and for the year ended December 31, 2017 is $26 million Environmental Costs and Obligations — Costs associated with environmental obligations, such as remediation or closure costs, are accrued when such costs are probable and reasonably estimable. Such accruals are adjusted as further information develops or circumstances change. Costs of future expenditures for environmental obligations are discounted to their present value when the timing of expected cash flows are reliably determinable. Equity Compensation — We account for equity awards in accordance with ASC Topic 718, Compensation – Stock Compensation . ASC Topic 718 requires employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at the grant date based on the fair value of the award. We use the straight-line attribution method to recognize share-based compensation over the service period of the award. Restricted stock units vest over 1 to 4 years. We have elected to recognize forfeitures as an adjustment to compensation expense in the same period as they occur. Income Taxes — We account for income taxes using the liability method pursuant to ASC Topic 740, Income Taxes . Under this method, we recognize deferred tax assets and liabilities for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and our reported amounts using enacted tax rates in effect for the year the differences are expected to reverse. We record a valuation allowance to reduce the deferred tax assets to the amount that is more likely than not to be realized. We evaluate uncertain tax positions annually and consider whether the amounts recorded for income taxes are adequate to address our tax risk profile. We analyze the potential tax liabilities of specific transactions and tax positions based on management’s judgment as to the expected outcome. Earnings Per Share — We compute earnings per share by dividing net income or net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing net income or net loss by the weighted average number of shares outstanding, after giving effect to potentially dilutive common share equivalents outstanding during the period. Potentially dilutive common share equivalents are not included in the computation of diluted earnings per share if they are anti-dilutive. Fair Value of Financial Instruments — The carrying amounts for cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short maturity of these instruments. We determine the fair value of our debt based on market information and a review of prices and terms available for similar obligations. See Note 2 , Note 5 , Note 9 and Note 12 , for additional information regarding fair value. We use fair value measurements for the initial recording of certain assets and liabilities, periodic remeasurement of certain assets and liabilities and disclosures. Fair value is generally defined as the exit price at which an asset or liability could be exchanged in a current transaction between willing, unrelated parties, other than in a forced or liquidation sale. The fair value framework requires the categorization of assets and liabilities into three levels based upon the assumptions used to value the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows: ▪ Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. ▪ Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets. ▪ Level 3: Unobservable inputs reflecting management’s own assumption about the inputs used in pricing the asset or liability at the measurement date. Cash and Cash Equivalents — Cash and cash equivalents can include highly liquid investments with a maturity of three months or less at the date of purchase. Inventories and Replacement Parts and Other Supplies — Inventory values include all costs directly associated with manufacturing products: materials, labor and manufacturing overhead, and these values are presented at the lower of cost or net realizable value. Costs of raw materials, work-in-progress and finished goods are determined using the first-in, first-out method. Replacement parts and other supplies are stated using the average cost method and are reflected in Inventories on the Consolidated Balance Sheet (see Note 4 ). Property, Plant and Equipment — Property, plant and equipment is stated at cost, net of accumulated depreciation. Interest is capitalized on projects meeting certain criteria and is included in the cost of the assets. The capitalized interest is depreciated over the same useful lives as the related assets (see Note 6 ). Depreciation and amortization are computed using the straight-line method for all assets over the assets’ estimated useful lives. Estimated useful lives are as follows: (Years) Predecessor Successor Buildings and building improvements 20 - 40 20 - 40 Land improvements 20 10 - 20 Machinery and equipment 10 - 20 3 - 20 Furniture and office equipment 3 - 10 10 Computer hardware and software 3 - 6 3 - 7 Leasehold improvements Over the shorter of the lease term or the useful life of the improvements Over the shorter of the lease term or the useful life of the improvements Intangible Assets — We account for intangible assets in accordance with ASC Topic 350, Intangibles – Goodwill and Other . Intangible assets of the Predecessor consisted of indefinite-lived trademarks, customer-related intangible assets which were amortized over their estimated useful lives of approximately 20 to 25 years, and patents which were amortized over their legal lives of 10 years . As part of fresh-start accounting, we wrote-off the existing intangible assets and accumulated amortization of the Predecessor and recorded an adjustment of $30 million to reflect the fair value of the Intangibles and other assets, net of the Successor (see Note 2 ). The intangible assets of the Successor are comprised of customer relationships with a useful life of 10 years and trademarks with a five year useful life. Both are amortized on a straight-line basis. The fair value of trademarks was determined based on the Relief from Royalty method. We assumed a royalty rate of 0.25% and a five year economic life for our trademarks. The rate was based on analysis of market information. Impairment of Long-Lived Assets — Long-lived assets are reviewed for impairment upon the occurrence of events or changes in circumstances that indicate that the carrying value of the assets may not be recoverable, as measured by comparing their net book value to the estimated undiscounted future cash flows generated by their use. Impaired assets are recorded at estimated fair value, determined principally using discounted cash flows. Allowance for Doubtful Accounts — We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. We manage credit risk related to our trade accounts receivable by continually monitoring the creditworthiness of our customers to whom credit is granted in the normal course of business. Trade accounts receivable balances for the Successor were $202 million at December 31, 2017 and $191 million at December 31, 2016 . As of December 31, 2017 and December 31, 2016 , two of our customers accounted for 29% and 33% , respectively, of the Successor’s accounts receivable. We establish our allowance for doubtful accounts based upon factors surrounding the credit risks of specific customers, historical trends and other information. Based on this assessment, an allowance is maintained that represents what is believed to be ultimately uncollectible from such customers. The allowance for doubtful accounts for the Successor was $2 million and $1 million at December 31, 2017 and December 31, 2016 , respectively. Deferred Financing Costs — We record costs incurred in connection with borrowings or establishment of credit facilities as contra-liabilities in accordance with ASC Topic 835, Interest . These costs are amortized as an adjustment to interest expense over the life of the borrowing or life of the credit facilities using the effective interest method. In the case of early debt principal repayments, we adjust the carrying value of the corresponding deferred financing costs with a charge to interest expense, and similarly adjust the future amortization expense. Asset Retirement Obligations — In accordance with ASC Topic 410, Asset Retirement and Environmental Obligations , a liability and an asset are recorded equal to the present value of the estimated costs associated with the retirement of long-lived assets where a legal or contractual obligation exists. The liability is accreted over time and the asset is depreciated over its useful life. Our asset retirement obligations under this standard relate primarily to closure and post-closure costs for landfills. Revisions to the liability could occur due to changes in the estimated costs or timing of closure or possible new federal or state regulations affecting the closure. As of December 31, 2017 (Successor) and December 31, 2016 (Successor), $2 million of restricted cash was included in Intangibles and other assets, net in the Consolidated Balance Sheets related to asset retirement obligations in the state of Michigan. These cash deposits are required by the state and may only be used for the future closure of a landfill. The following table presents activity related to our asset retirement obligations for the periods presented. Long-term obligations are included in Other long-term liabilities and current portions are included in Accrued liabilities in the Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Asset retirement obligations, beginning balance $ 16 $ 13 $ 14 Settlement of existing liabilities — — — Accretion expense — — 1 Adjustments to existing liabilities (3 ) 1 — Asset retirement obligations, ending balance 13 14 15 Less: Current portion — (1 ) (1 ) Non-current portion of asset retirement obligations, ending balance $ 13 $ 13 $ 14 In addition to the above obligations, we may be required to remove certain materials from our facilities or to remediate them in accordance with current regulations that govern the handling of certain hazardous or potentially hazardous materials. At this time, any such obligations have an indeterminate settlement date, and we believe that adequate information does not exist to reasonably estimate any such potential obligations. Accordingly, no liability for such remediation was recorded. Pension and other postretirement benefits — Pension plans cover substantially all of our employees. The defined benefit plans are funded in conformity with the funding requirements of applicable government regulations. Unrecognized prior service costs and actuarial gains and losses are amortized on a straight-line basis over the estimated remaining service periods of employees. Certain employees are covered by defined contribution plans. Our contributions to these plans are based on a percentage of employees’ compensation or employees’ contributions. Accumulated Other Comprehensive Income (Loss) — The following table summarizes the changes in Accumulated other comprehensive income (loss) by balance type for periods presented: (Dollars in millions) Accumulated other comprehensive loss as of December 31, 2014 - Predecessor $ (27 ) Amounts reclassified from Accumulated other comprehensive loss to Cost of products sold 3 Pension liability adjustment (78 ) Net increase in other comprehensive loss (75 ) Accumulated other comprehensive loss as of December 31, 2015 - Predecessor (102 ) Amounts reclassified from Accumulated other comprehensive loss to Cost of products sold 1 Elimination of Predecessor accumulated other comprehensive loss 101 Balance - July 14, 2016 - Predecessor $ — Balance - July 15, 2016 - Successor $ — Pension and other postretirement liability adjustment, net 127 Net increase in other comprehensive income 127 Accumulated other comprehensive income as of December 31, 2016 - Successor 127 Pension and other postretirement liability adjustment, net 5 Net increase in other comprehensive income 5 Accumulated other comprehensive income as of December 31, 2017 - Successor $ 132 Troubled Debt Restructuring — The Predecessor accounted for a portion of its 11.75% Senior Secured Notes issued in 2012 and all of its 13% Second Priority Secured Notes and 16% Senior Subordinated Notes, both issued in 2015, in accordance with ASC Topic 470, Debt, by recording the value exchanged and amortizing the amount in excess of par over the life of the notes. In accordance with ASC Topic 470, debt is considered to have been modified in a troubled debt restructuring when, due to a borrower’s financial difficulties, the lender makes concessions to the borrower that it would not otherwise consider for a non-troubled borrower. Modifications may include principal adjustments, interest rate adjustments, additional equity transfers, interest only payments for an extended period of time, or protracted terms such as amortization and maturity beyond the customary length of time found in the normal market place (see Note 2). NewPage Acquisition — We have accounted for the NewPage Acquisition in accordance with ASC Topic 805, Business Combinations, by recognizing and measuring the total consideration transferred to and the assets acquired and liabilities assumed at their estimated fair values. The allocation of the purchase price to the fair values of assets acquired and liabilities assumed in the NewPage acquisition includes necessary adjustments to reflect the estimated fair values of NewPage’s assets and liabilities at the completion of the NewPage acquisition. The valuations reflected herein consist of appraisals, discounted cash flow analyses, or other appropriate valuation techniques to determine the fair value of the assets acquired and liabilities assumed (see Note 5 ). |
BANKRUPTCY RELATED DISCLOSURES
BANKRUPTCY RELATED DISCLOSURES | 12 Months Ended |
Dec. 31, 2017 | |
Reorganizations [Abstract] | |
BANKRUPTCY RELATED DISCLOSURES | BANKRUPTCY RELATED DISCLOSURES Chapter 11 Filing On the Petition Date, the Debtors filed the Chapter 11 Filings in the Bankruptcy Court. The Chapter 11 Filings constituted an event of default and automatic acceleration under the agreements governing all of the Predecessor’s debt (excluding the $23 million loan from Verso Finance Holdings to Chase NMTC Verso Investment Fund). The Chapter 11 Cases were consolidated for procedural purposes only and administered jointly under the caption “In re: Verso Corporation, et al., Case No. 16-10163.” During the pendency of the Chapter 11 Cases, Verso continued to manage its properties and operated our businesses as a “debtor-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. Verso Finance, VPH and certain of its subsidiaries entered into the Verso DIP Facility (as defined in Note 9) for an aggregate principal amount of up to $100 million , and NewPage Corp and certain of its subsidiaries entered into the NewPage DIP ABL Facility (as defined in Note 9 ) for an aggregate principal amount of up to $325 million and the NewPage DIP Term Loan Facility (as defined in Note 9 ) for an aggregate principal amount of $350 million . The NewPage DIP Term Loan Facility consisted of $175 million of new money term loans and $175 million of loans that aggregated and replaced existing loans, or “NewPage DIP Roll Up Loans,” to refinance loans outstanding under the existing term loan facility of NewPage Corp that were outstanding on the Petition Date. We operated in the normal course of business during the reorganization process. Unless otherwise authorized by the Bankruptcy Court, the Bankruptcy Code prohibited us from making payments to creditors for goods furnished and services provided prior to the Petition Date. Vendors were, however, paid for goods furnished and services provided after the Petition Date in the ordinary course of business. Plan of Reorganization and Emergence from Chapter 11 On March 26, 2016, the Debtors filed the Plan with the Bankruptcy Court together with a disclosure statement in respect of the Plan. The Plan set forth, among other things, the treatment of claims against and equity interests in the Debtors. On June 23, 2016, the Bankruptcy Court entered the Confirmation Order, confirming the Plan. On the Effective Date, the Plan became effective pursuant to its terms and the Debtors emerged from their Chapter 11 Cases. Key components of the Plan included: • Entry into an asset-based loan facility and a term loan facility upon emergence from Chapter 11 on July 15, 2016. These Credit Facilities (as defined in Note 9 ) provided exit financing in an amount sufficient to repay in full all amounts outstanding under the Verso debtor-in-possession credit agreements of VPH and its subsidiaries, pay fees and expenses related to the facilities and the emergence of Verso and its subsidiaries from bankruptcy. ◦ The satisfaction in full, in cash, of claims under the Verso DIP Facility, claims under the NewPage DIP ABL Facility, claims relating to the $175 million of new money term loans under the NewPage DIP Term Loan Facility and claims entitled to administrative expense or priority status under the Bankruptcy Code. • Issuance of 34,390,643 shares of stock or 100% of Verso’s equity (subject to dilution by warrants issued to certain creditors described below, or “Plan Warrants,” and equity issuable to our employees under a management incentive plan) to our existing creditors in exchange for the cancellation of all of the Debtors’ pre-petition indebtedness (principal and interest) existing as of the date of bankruptcy totaling $2.6 billion . ◦ Holders of first-lien secured debt issued by VPH, including lenders under VPH’s revolving credit facilities and the holders of VPH’s 11.75% senior secured notes due 2019 (issued in 2012 and 2015), received 17,195,319 shares of Class A common stock, $0.01 par value, or “Class A Common Stock,” or 50% of Verso’s equity and Plan Warrants to purchase 1,810,035 shares of Class A Common Stock at an initial exercise price of $27.86 . ◦ Lenders under the NewPage Corp senior secured term loan and the $175 million of “rolled up” term loans under the NewPage DIP Term Loan Facility, collectively, received 15,139,745 shares of Class A Common Stock and 1,023,859 shares of Class B common stock, $0.01 par value, or “Class B Common Stock,” or 47% of Verso’s equity. ◦ Holders of VPH’s senior debt received 980,133 shares of Class A Common Stock or 2.85% of Verso’s equity. ◦ Holders of VPH’s subordinated (unsecured) debt received 51,587 shares of Class A Common Stock or 0.15% of Verso’s equity. • All general unsecured claims were satisfied in full for an aggregate settlement totaling $3 million in cash (except with respect to general unsecured claims against Debtors that have only de minimis assets, which have received no distributions under the Plan). • All shares of Verso’s common stock issued and outstanding immediately prior to the Effective Date were cancelled and discharged. • The shared services agreement between Verso, NewPage and NewPage Corp was terminated. • The prior employee incentive plans and other employment agreements were terminated and any awards issued under them were no longer honored, and a new performance incentive plan was adopted by Verso. See “Performance Incentive Plan” below. • The Management and Transaction Fee Agreement dated as of August 1, 2006 among Verso Paper LLC, Verso Paper Investments LP, Apollo Management V, L.P. and Apollo Management VI, L.P., and all rights and remedies thereunder were terminated, extinguished, waived and released. • Employee retirement contracts and collective bargaining agreements were honored by Verso upon emergence. Plan Warrants On the Effective Date, and in accordance with the Plan, warrants to purchase up to an aggregate of 1,810,035 shares of Class A Common Stock were issued to holders of first-lien secured debt holders. Each Plan Warrant has a seven year term (commencing on the Effective Date) and has an initial exercise price of $27.86 per share of Class A Common Stock. The warrant agreement governing the Plan Warrants, or the “Warrant Agreement,” contains customary anti-dilution adjustments in the event of any stock split, reverse stock split, reclassification, stock dividend or other distributions. In addition, the Warrant Agreement provides for anti-dilution adjustments in the event of below market stock issuances at less than 95% of the average closing price of the Class A Common Stock for the 10 consecutive trading days immediately prior to the applicable determination date, and for pro rata repurchases of Class A Common Stock. The fair value of the Plan Warrants was estimated on the Effective Date using the Black-Scholes option pricing model. The weighted average assumptions used included a risk free interest rate of 1% , an expected stock price volatility factor of 37% and a dividend rate of 0% . The aggregate fair value of the Plan Warrants was $10 million on the Effective Date. Performance Incentive Plan On the Effective Date, pursuant to the operation of the Plan, the Verso Corporation Performance Incentive Plan became effective. The maximum number of shares of Class A Common Stock that may be issued or transferred pursuant to awards under this plan is 3,620,067 . The Compensation Committee of the Board of Directors is the administrator of the Verso Corporation Performance Incentive Plan. There were no stock awards issued on the Effective Date pursuant to the Plan. Reporting During Bankruptcy During the pendency of the Debtors’ Chapter 11 Cases, expenses, gains and losses directly associated with reorganization proceedings were reported as Reorganization items, net in the Consolidated Statements of Operations and liabilities subject to compromise in the Chapter 11 Cases were segregated from liabilities of non-filing entities, fully secured liabilities not expected to be compromised and from post-petition liabilities. In addition, effective as of the Petition Date and during the pendency of the Debtors’ Chapter 11 Cases, the Company ceased recording contractual interest expense on the outstanding pre-petition debt classified as Liabilities subject to compromise or “LSTC”. Upon the Debtors’ emergence from our Chapter 11 Cases, the Company settled and extinguished or reinstated liabilities that were subject to compromise. Fresh-Start Accounting Under ASC 852, Reorganizations , fresh-start accounting is required upon emergence from Chapter 11 if (i) the value of the assets of the emerging entity immediately before the date of confirmation is less than the total of all post-petition liabilities and allowed claims; and (ii) holders of existing voting shares immediately before confirmation receive less than 50% of the voting shares of the emerging entity. The Company qualified for and adopted fresh-start accounting as of the Effective Date. Adopting fresh-start accounting results in a new reporting entity with no beginning retained earnings or deficits. The cancellation of all existing shares outstanding on the Effective Date and issuance of new shares of the reorganized entity caused a change of control of the Company under ASC 852. Adoption of fresh-start accounting resulted in Verso becoming a new entity for financial reporting purposes and the recording of the Company’s assets and liabilities at their fair value as of the Effective Date in conformity with ASC 805, Business Combinations . The fair values of the Company’s assets and liabilities as of that date differed materially from the recorded values of its assets and liabilities as reflected in its historical consolidated financial statements. In addition, the Company’s adoption of fresh-start accounting materially affected its results of operations following the fresh-start reporting date, as the Company had a new basis in its assets and liabilities. The Company also adopted various new accounting policies in connection with its adoption of fresh-start accounting. Consequently, the Company’s financial statements on or after the Effective Date are not comparable with the financial statements prior to that date and the historical financial statements before the Effective Date are not reliable indicators of its financial condition and results of operations for any period after it adopted fresh-start accounting. Reorganization Value Reorganization value is the value attributed to an entity emerging from bankruptcy, as well as the expected net realizable value of those assets that will be disposed before emergence occurs. This value is viewed as the value of the entity before considering liabilities and approximates the amount a willing buyer would pay for the assets of the entity immediately after emergence. Fresh-start accounting requires that the reporting entity allocate the reorganization value to its assets and liabilities in relation to their fair values upon emergence from Chapter 11. The Company’s valuation of the reorganized Company dated as of April 27, 2016 , which was included in the disclosure statement related to the Plan, purported the estimated enterprise value of the Company to be in a range between $ 1.05 billion and $ 1.10 billion . The estimated enterprise value, which was approved by the Bankruptcy Court, included the equity value in a range between $675 million and $725 million . As part of determining the reorganization value as of July 15, 2016, the Company estimated the equity value of the Successor to be $675 million and the reorganization value to be approximately $2 billion . As the Company issued 100% of its equity to existing creditors in exchange for the cancellation of all pre-petition indebtedness upon confirmation of the Plan, the distribution of the Company’s equity in settlement of pre-existing indebtedness was the primary objective of the Plan. Accordingly, Verso’s equity value represents the primary assumption utilized by the Company in the determination of reorganization value. The Company believes that an equity value at the low-end of the range of $675 - $725 million was appropriate due to declines in projected operating performance from the submission of the Plan through the Effective Date. In order to determine the reorganization value, Verso estimated the enterprise value of the Successor utilizing the discounted cash flow analysis, comparable company analysis and precedent transaction analysis. The use of each approach provides corroboration for the other approaches. To estimate the fair value utilizing the discounted cash flow analysis, Verso established an estimate of future cash flows for the period from 2016 to 2025 and discounted the estimated future cash flows to the present value. The expected cash flows for the period 2016 to 2025 were derived from earnings forecasts and assumptions regarding growth and margin projections, as applicable, and expressed as a multiple of EBITDA (defined below). The discount rate of 9.5% was estimated based on an after-tax weighted average cost of capital reflecting the rate of return that would be expected by a market participant. To estimate the fair value utilizing the comparable company analysis, Verso estimated the value of the Company based on a relative comparison with other publicly traded companies with similar operating and financial characteristics. Under this methodology, valuation multiples, derived from the operating data of publicly-traded benchmark companies such as the projected financial measures of revenue and earnings before interest, taxes, depreciation and amortization, or “EBITDA” were applied to projected operating data of Verso. To estimate the fair value utilizing the precedent transaction analysis method, Verso determined an estimate of value by examining merger and acquisition transactions involving paper companies. The valuation paid in such acquisitions or implied in such mergers were analyzed as ratios of various financial results. These transaction multiples were calculated based on the purchase price (including any debt assumed) paid to acquire companies that are comparable to Verso. The fair value of the Plan Warrants was estimated on the Effective Date using the Black-Scholes option pricing model with the following assumptions. The weighted average assumptions used included a risk free interest rate of 1% , an expected stock price volatility factor of 37% and a dividend rate of 0% . The aggregate fair value of the Plan Warrants was determined to be $10 million on the Effective Date, therefore the residual common stock value was determined to be $665 million . The following table reconciles the equity value to the estimated reorganization value as of the Effective Date (dollars in millions): Value of Successor Stock $ 665 Add: Fair value of Plan Warrants 10 Equity Value 675 Add: Fair value of long-term debt 318 Add: Other non-interest bearing liabilities 1,021 Less: Debt issuance costs (8 ) Reorganization value of Successor assets $ 2,006 The fair value and carrying value of debt represented $318 million of borrowings under the Credit Facilities on the Effective Date. The fair value of long-term debt was determined based on a market approach utilizing market yields and was estimated to be approximately 94% of the par value or less $22 million original issue discount on the Term Loan Facility - (as defined in Note 9 ). The Company’s reorganization value was allocated to its assets and liabilities in conformity with ASC 805 . The valuation of the Company’s assets and liabilities in connection with fresh-start accounting include the following general valuation approaches: • The income approach was used to estimate value based on the present value of future economic benefits that are expected to be produced; • The market approach was used to estimate the value through the analysis of recent sales of comparable assets or business entities; and • The cost approach was used to provide a systematic framework for estimating the value of tangible assets or intangible assets based on the economic principal of substitution. The significant assumptions related to the valuation of the Company’s assets are included in the footnotes to the Fresh-Start Balance sheet below. Most valuation inputs, related to inventory, property, plant and equipment, and intangible assets are considered to be Level 3 inputs as they are based on significant inputs that are not observable in the market. Reorganization Adjustments The consolidated financial information below gives effect to the following Reorganization Adjustments, the Plan and the implementation of the transactions contemplated by the Plan. These adjustments give effect to the terms of the Plan and certain underlying assumptions, which include, but are not limited to, the following: • Borrowing of $318 million from the Credit Facilities; • Issuance of 34,390,643 shares of stock or 100% of Verso’s equity and Plan Warrants to purchase an aggregate of 1,810,035 shares of Class A Common Stock in exchange for the cancellation of all of our pre-petition indebtedness existing as of the Petition Date totaling $2.6 billion ; • Payment for the satisfaction of general unsecured claims in aggregate settlement totaling $3 million ; and • Repayment of $279 million of liabilities under the DIP Facilities (as defined in Note 9). Fresh-Start Balance Sheet The following fresh-start balance sheet as of the Effective Date, July 15, 2016, illustrates the financial effects on the Company of the implementation of the Plan and the adoption of fresh-start accounting. This fresh-start balance sheet reflects the effect of the completion of the transactions included in the Plan, including the issuance of successor equity and the settlement of old indebtedness. Reorganization adjustments, shown in column 2 of the following schedule, represent amounts recorded on the Effective Date for the implementation of the Plan, including the settlement of liabilities subject to compromise and related payments, the issuance of new shares of common stock and new warrants, repayment of the DIP Facilities and cancellation of Predecessor common stock. Fresh-start adjustments, as shown in column 3 of the following schedule, represent amounts recorded on the Effective Date as a result of the adoption of fresh-start accounting, which resulted in Verso becoming a new entity for financial reporting purposes. The Company’s assets and liabilities have been recorded at fair value as of the fresh-start accounting date or Effective Date. (Dollars in millions) Predecessor Reorganization Adjustments Fresh-Start Adjustments Successor ASSETS Current assets: Cash and cash equivalents $ 27 $ 20 (a) $ — $ 47 Accounts receivable, net 201 — (2 ) 199 Inventories 503 — (14 ) (l) 489 Prepaid expenses and other assets 27 (3 ) — 24 Total current assets 758 17 (16 ) 759 Property, plant and equipment, net 1,660 — (480 ) (m) 1,180 Intangibles and other assets, net 97 — (30 ) (n) 67 Total assets $ 2,515 $ 17 $ (526 ) $ 2,006 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 103 $ 41 (b) $ — $ 144 Accrued liabilities 140 10 (c) 2 152 Current maturities of long-term debt 461 (443 ) (d) — 18 Total current liabilities 704 (392 ) 2 314 Long-term debt — 292 (e) — 292 Other liabilities 597 5 (f) 123 (o) 725 Liabilities subject to compromise 2,535 (2,535 ) (g) — — Total liabilities 3,836 (2,630 ) 125 1,331 Commitment and contingencies Equity: Predecessor preferred stock — — — — Successor preferred stock — — — — Predecessor common stock 1 (1 ) (h) — — Successor common stock — — (i) — — Treasury stock (1 ) 1 (h) — — Predecessor paid-in capital 322 (322 ) (h) — — Successor paid-in-capital — 665 (i) — 665 Warrants — 10 (j) — 10 Retained earnings (deficit) (1,541 ) 2,294 (k) (753 ) (p) — Accumulated other comprehensive loss (102 ) — 102 (p) — Total equity (deficit) (1,321 ) 2,647 (651 ) 675 Total liabilities and equity $ 2,515 $ 17 $ (526 ) $ 2,006 Reorganization Adjustments (a) Reflects payments and receipts recorded as of the Effective Date as follows (dollars in millions): Sources: Amount borrowed under the Credit Facilities $ 340 Less discount on Term Loan Facility (22 ) Total Sources 318 Uses: Repayment of DIP facility (principal and interest) (279 ) Payment of deferred financing costs on exit financing (8 ) Payment of professional fees (8 ) Aggregate settlement of unsecured claims (3 ) Total uses (298 ) Net source $ 20 (b) Represents recognition of accounts payable related to the cure of defaults for assumed executory contracts and leases. (c) Primarily represents recognition of accrued liabilities for success-based professional fees upon the Company’s emergence from its Chapter 11 Cases. (d) Represents the short-term portion of borrowing pursuant to the Term Loan Facility net of the payment of the principal balance of the NewPage DIP Facilities and settlement of the NewPage DIP Roll Up Loan (dollars in millions): Short-term portion of Term Loan $ 18 Payment of the NewPage DIP Facilities (278 ) Settlement of NewPage DIP Roll Up Loans (183 ) $ (443 ) (e) Represents the long-term portion of the Term Loan Facility and ABL Facility net of debt issuance costs as follows (dollars in millions): ABL Facility Borrowing $ 120 Term Loan Facility Borrowing 220 Debt Discount (22 ) Debt issuance costs (8 ) Less: Current Portion (18 ) Long-term Debt $ 292 (f) Primarily represents the reinstatement of certain pre-petition liabilities from LSTC. (g) LSTC under the Plan reflected the Company’s estimate of pre-petition liabilities and other expected allowed claims to be addressed by the Chapter 11 Cases. Debt amounts excluded related unamortized deferred financing costs, discounts/premiums and deferred gains which were written off to Reorganization items, net, in the Consolidated Statement of Operations prior to our emergence from bankruptcy. Amounts classified to LSTC did not include pre-petition liabilities that were fully collateralized by letters of credit or cash deposits. Borrowing under the NewPage DIP Roll-Up Notes represented borrowing during the pendency of the Company’s bankruptcy and were settled in exchange for stock as described above. Both the LSTC and NewPage DIP Roll-Up Notes were resolved and satisfied as of the Effective Date. This entry records the settlement of LSTC and the NewPage DIP Roll Up Loans (dollars in millions): Settlement of LSTC debt $ (2,324 ) Settlement of LSTC accrued interest (126 ) Settlement of LSTC accounts payable and accrued liabilities (85 ) Settlement of LSTC (2,535 ) Settlement of NewPage DIP Roll-Up Loans (principal and interest) (184 ) Reinstatement of certain liabilities from LSTC 49 Cash paid for the satisfaction of unsecured claims in aggregate settlement 3 Issuance of New Common Stock 665 Issuance of Plan Warrants 10 Net gain on settlement of LSTC and DIP Roll-Up Loans $ (1,992 ) (h) Reflects the cancellation of Predecessor equity. (i) Reflects the issuance of 34,390,643 shares of common stock, or 100% of the Company’s equity (subject to dilution by Plan Warrants issued to certain creditors and equity that may be issued to our employees under the management incentive plan) to existing creditors for the cancellation of indebtedness. (j) Reflects the issuance of Plan Warrants to purchase up to 1,810,035 shares of Class A Common Stock at an initial exercise price of $27.86 issued to holder of first-lien secured debt holders in exchange for the cancellation of indebtedness. (k) Reflects the cumulative impact of the reorganization adjustment discussed above (dollars in millions): Gain on settlement of LSTC $ 1,992 Professional fees paid at emergence (8 ) Success fees accrued at emergence (12 ) Net gain on reorganization adjustments 1,972 Cancellation of Predecessor equity (1) 322 Net impact to Retained earnings $ 2,294 (1) Net of recognition of previously unamortized stock compensation cost of the Predecessor. Fresh-Start Adjustments (l) An adjustment of $14 million was recorded to decrease the book value of inventories to their estimated fair value as follows (dollars in millions): Replacement parts and other supplies $ (52 ) Work-in-process and finished goods 38 $ (14 ) • The fair value of work-in-process was determined based on the estimated selling price once completed less costs to complete the manufacturing effort, costs to sell including disposal and holding period costs, and a reasonable profit margin. • The fair value of finished goods inventory was determined based on the estimated price to sell including disposal and holding period costs and a reasonable profit margin on the selling and disposal. • The fair value of replacement parts and other supplies was determined based upon the cost approach. This approach considers the amount required to purchase a new asset of equal utility at current market prices, with adjustments in value for functional and economic obsolescence. Functional obsolescence is the loss in value of usefulness of an asset caused by inefficiencies or inadequacies of the asset itself, when compared to a more efficient or less costly replacement parts that a new technology has developed. Economic obsolescence is the loss in value of usefulness of an asset due to factors external to the asset such as the cost of materials, related demand for the product, increased competition and environmental regulations. (m) Represents the adjustment to reduce the net book value of Property, plant and equipment, net to fair value. The adjustment to the fair value of Property, plant and equipment, net was attributable to an adjustment of $382 million to machinery and equipment and an adjustment of $98 million to real estate. The fair value of the machinery and equipment was determined as follows: • The cost approach was utilized to determine the fair market value of machinery and equipment. This approach considers the amount required to construct or purchase a new asset of equal utility at current market prices, with adjustments in value for functional and economic obsolescence. Functional obsolescence is the loss in value of usefulness of an asset caused by inefficiencies or inadequacies of the property itself, when compared to a more efficient or less costly replacement property that a new technology has developed. Economic obsolescence is the loss in value of usefulness of an asset due to factors external to the asset such as the cost of materials, related demand for the product, increased competition and environmental regulations. • The sales approach was also used to determine the fair market value of machinery and equipment. The principal behind this approach is the value of the asset is equal to the market price of an asset with comparable features such as design, location, size, construction materials, use, capacity, specifications, operational characteristics, technology level, accessories and other features that may impact value or marketability. • The income approach was also used to determine the fair market value of machinery and equipment. The principal behind this approach is the value of the asset is equal to the earnings potential of the assets such as the net rental savings attributable to owning the asset. The adjustment related to real estate fair value was determined as follows: • The market approach was utilized to determine the fair market value of real estate. This approach considers comparable land sale data and land held for sale. Variances in market conditions at the time of sale, property characteristics and other relevant factors were considered and analyzed when necessary. • Land and building improvements were valued using the cost approach which considers the replacement cost of the improvement. (n) An adjustment of $30 million was recorded to decrease the book value to fair value of Intangibles and other assets, net to estimated fair value as follows (dollars in millions): Successor Trade Names $ 16 Successor Customer Relationships 26 Write-off of Predecessor intangible and other assets (72 ) $ (30 ) (o) Represents an adjustment to the fair value of pension and postretirement obligations totaling $135 million , off-set by the write-off of $8 million of tax liabilities resulting from the Reorganization Adjustments, and other adjustments to asset retirement obligations and workers’ compensation reserves. (p) Reflects the cumulative impact of fresh-start adjustments as discussed above and shown in the table below and the elimination of the Predecessor accumulated other comprehensive income (dollars in millions): Accounts receivable, net $ (2 ) Inventory (14 ) Write down Property, plant and equipment, net (480 ) Record fair value of Intangibles and other assets (30 ) Accrued liabilities (2 ) Other long-term liabilities 4 Pension (135 ) Change in deferred taxes 8 Total loss recorded as a result of Fresh-Start Accounting (651 ) Elimination of Predecessor accumulated other comprehensive loss (102 ) Net impact on Retained earnings (deficit) $ (753 ) Contractual Interest Effective January 26, 2016, Verso discontinued recording interest expense on outstanding pre-petition debt classified as LSTC. The table below shows contractual interest amounts for debt classified as LSTC calculated in accordance with the respective agreements without giving effect to any penalties as a result of the default on such agreements, which are amounts due under the contractual terms of the outstanding debt. Interest expense reported in the Consolidated Statement of Operations for the period January 1, 2016 through July 14, 2016 (Predecessor) does not include $123 million , per the table below, in contractual interest on pre-petition debt classified as LSTC, which was stayed by the Bankruptcy Court effective on the Petition Date. January 26, 2016 Through (Dollars in millions) July 14, 2016 VPH $ 98 NewPage Corp 25 Total contractual interest $ 123 Reorganization items, net Expenses and income directly associated with the Chapter 11 Cases are reported separately in the Consolidated Statements of Operations as Reorganization items, net as required by ASC 852. Reorganization items, net include adjustments to reflect the carrying value of LSTC at their estimated allowed claim amounts, as such adjustments are determined. The following table presents reorganization items incurred in the period from January 26, 2016 through July 14, 2016 (Predecessor), as reported in the Consolidated Statement of Operations: January 26, 2016 Through (Dollars in millions) July 14, 2016 Net gain on settlement of LSTC and DIP Roll-Up Notes $ (1,992 ) Total loss recorded as a result of Fresh-Start Accounting 651 Professional fees 52 DIP financing cost 22 Write-off of unamortized deferred financing costs, discounts/premiums and deferred gains (1) (81 ) Contract modifications and rejections, net 14 Other (4 ) Total reorganization items, net $ (1,338 ) (1) Primarily represents $116 million of non-cash reorganization gain off-set by non-cash reorganization expense of $35 million . The gains are recognized as the difference between the Petition Date carrying values of certain Verso notes previously recorded as a troubled debt restructuring and their par value (estimated allowed claim) for such debt. The expenses represent the write-off of debt issuance costs and other carrying value adjustments. For the period from January 26, 2016 through July 14, 2016 (Predecessor), the cash used in reorganization items included $28 million of professional fees and $22 million of financing costs in connection with the DIP Facilities. For the period from July 15, 2016 through December 31, 2016 (Successor), cash used in reorganization items included $24 million for professional fees. The cash outflow is included in Net cash provided by operating activities in our Consolidated Statements of Cash Flows for the periods presented. Common Stock Privileges The 33,366,784 shares of Class A Common Stock and 1,023,859 shares of Class B Common Stock issued in connection with the cancellation of all of the Company’s pre-petition indebtedness are identical and entitle the holders thereof the same rights and privileges, except that the Class B Common Stock is not qualified for listing and trading on the New York Stock Exchange. One share of Class B Common Stock is convertible into one fully paid and non-assessable share of Class A Common Stock at the option of the holder thereof at any time upon written notice to the Company. |
RECENT ACCOUNTING DEVELOPMENTS
RECENT ACCOUNTING DEVELOPMENTS | 12 Months Ended |
Dec. 31, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
RECENT ACCOUNTING DEVELOPMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Accounting Guidance Adopted in 2017 ASC Topic 330, Inventory . In July 2015, FASB issued Accounting Standard Update, or “ASU,” 2015-11, Simplifying the Measurement of Inventory (Topic 330). This ASU provides that entities should measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. This ASU was effective for annual reporting periods beginning after December 15, 2016 and interim periods within those years. The Company adopted this guidance on January 1, 2017 on a prospective basis and it did not have an impact on our Consolidated Financial Statements. ASC Topic 718, Stock Compensation. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The guidance requires all income tax effects of awards (previously presented as a component of total stockholders’ equity) to be recognized in the income statement on a prospective basis. The guidance also requires presentation of excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. The Company adopted this guidance on January 1, 2017 on a prospective basis, except for the election of an accounting policy to account for forfeitures as they occur, which was adopted on a modified-retrospective basis. The adoption did not have an impact on our Consolidated Financial Statements. Accounting Guidance Not Yet Adopted ASC Topic 220, Income Statement - Reporting Comprehensive Income. In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (Topic 220) . This guidance allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The amendment is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. We expect to adopt this guidance in the first quarter of 2018 which will cause an adjustment from accumulated other comprehensive income to retained earnings of $7 million associated with pension obligations. ASC Topic 718, Stock Compensation. In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting , which provides clarity and reduces complexity when an entity has changes to the terms or conditions of a share-based payment award and when an entity should apply modification accounting. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. We do not expect the adoption of this guidance to have a material impact on our Consolidated Financial Statements. ASC Topic 715, Compensation - Retirement Benefits . In March 2017, the FASB issued ASU 2017-07, Compensation - Retirement Benefits (Topic 715) , which amends the existing guidance relating to the presentation of net periodic benefit cost for an entity’s sponsored defined benefit pension and other postretirement plans. The amendment requires an employer to disaggregate the service cost component from the other components of net benefit cost and provides explicit guidance on how to present the service cost component and other components in the statement of operations. In addition, on a prospective basis, the guidance permits only the service cost component of net benefit cost to be capitalized. The guidance is effective for interim and annual periods beginning after December 15, 2017. The guidance requires a retrospective method to adopt the presentation of service costs in the statement of operations and a prospective transition to adopt the requirement to limit capitalization. Currently the net benefit costs for our defined benefit plans and other postretirement plans are presented within Cost of products sold and Selling, general and administrative expenses. Upon adoption of this guidance, service cost will continue to be presented in Cost of products sold and Selling, general and administrative expenses while the other components of net benefit cost will be presented in non-operating income. See Note 12 for detail of our net benefit cost by component. ASC Topic 230, Statement of Cash Flows. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) . This ASU adds or clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows, including debt prepayment or extinguishment costs, the settlement of contingent liabilities arising from a business combination, proceeds from insurance settlements and distributions from certain equity method investees. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the Emerging Issues Task Force) . This ASU adds or clarifies guidance on the classification and presentation of restricted cash in the statement of cash flows. The guidance is effective for interim and annual periods beginning after December 15, 2017. The guidance requires application on a retrospective basis. We do not expect the adoption of this guidance to have a material impact on our Consolidated Financial Statements. ASC Topic 842, Leases . In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 supersedes existing lease guidance, including ASC Topic 840, Leases and requires lessees to recognize most leases on their balance sheets for the rights and obligations created by those leases. The guidance also requires enhanced disclosures regarding the amount, timing and uncertainty of cash flows arising from leases that will be effective for interim and annual periods beginning after December 15, 2018. We plan to adopt this guidance on January 1, 2019. The guidance requires the use of a modified retrospective approach and the Company expects to adopt this guidance for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. We expect to recognize a liability and corresponding asset associated with in-scope leases, but we are still in the process of determining those amounts and the processes required to account for leasing activity on an ongoing basis. ASC Topic 606, Revenue from Contracts with Customers . In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This guidance will replace all current GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. Additionally, the new guidance requires enhanced disclosures regarding revenue. This guidance was initially effective for periods beginning after December 15, 2016 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. We adopted this accounting standard on a modified retrospective basis on January 1, 2018 and the impact of adoption was not material. We continue to assess the impact of required disclosures around revenue recognition in the notes to the financial statements. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Successor (Dollars in millions) December 31, 2016 December 31, 2017 Raw materials $ 95 $ 75 Work-in-process 62 54 Finished goods 264 228 Replacement parts and other supplies 24 28 Inventories $ 445 $ 385 |
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND DISPOSITIONS | ACQUISITIONS AND DISPOSITIONS Sale of hydroelectric generation facilities — On January 6, 2016, Verso Maine Power Holdings LLC, or “VMPH,” and Verso Androscoggin Power LLC, or “VAP,” two indirect, wholly owned subsidiaries of Verso, entered into a purchase agreement with Eagle Creek Renewable Energy, LLC, or “Eagle Creek,” pursuant to which VMPH sold all the outstanding limited liability company interests of VAP to Eagle Creek for a purchase price of $62 million in cash. VAP owned four hydroelectric generation facilities associated with Verso’s Androscoggin pulp and paper mill located in Jay, Maine. The purchase agreement contains customary representations and warranties by, and customary covenants among, the parties. The parties contemporaneously entered into the purchase agreement and consummated the transaction. For the period from January 1 to July 14, 2016 (Predecessor), we recognized a gain on sale of fixed assets of $55 million which is included in Other operating (income) expense in the Consolidated Statement of Operations. NewPage Acquisition — On January 7, 2015, Verso consummated the NewPage acquisition. As a result of the merger, NewPage became a direct, wholly owned subsidiary of VPH. Verso incurred transaction and integration costs related to the NewPage acquisition of $25 million during the year ended December 31, 2015 (Predecessor), which were included in Selling, general and administrative expenses in the Consolidated Statement of Operations. As consideration for the NewPage acquisition, Verso issued (a) $650 million aggregate principal amount of New First Lien Notes and (b) 13,607,693 shares of Verso common stock in exchange for all the outstanding common stock of NewPage. Also, as of the date that NewPage became an indirect wholly owned subsidiary of Verso, NewPage had an existing $750 million NewPage Term Loan Facility and $350 million NewPage ABL Facility of which $734 million and $100 million , respectively were outstanding. As a condition of allowing the acquisition to proceed, the Antitrust Division of the U.S. Department of Justice entered into a settlement with Verso and NewPage that required NewPage to divest its paper mills in Biron, Wisconsin and Rumford, Maine, which occurred prior to the acquisition of NewPage. Accounting consideration for the NewPage acquisition by the Predecessor was as follows: (Dollars in millions) 13,607,693 shares of Verso common stock valued at January 7, 2015 closing price $ 46 $650 face value New First Lien Notes valued at January 7, 2015 closing price 663 Accounting consideration $ 709 Items above represent non-cash investing and financing activities (see cash flow statement). The allocation of the purchase price by the Predecessor was as follows: (Dollars in millions) Cash $ 128 Current assets, excluding cash 578 Property, plant and equipment 1,574 Other long-term assets 43 Current liabilities (277 ) Current portion of long-term debt (3 ) Non-current pension and other postretirement benefit obligations (476 ) Other long-term liabilities (58 ) Long-term debt (800 ) Net assets acquired $ 709 The operating results of NewPage are included in Verso’s financial statements from January 7, 2015 through December 31, 2015 (Predecessor). The determination of net sales and net loss attributable to the acquired operations during this period and included in Verso’s Consolidated Statement of Operations was not practicable as the operations are integrated with the consolidated operations. The following unaudited pro forma financial information presents results as if the NewPage acquisition and the related financing had occurred on January 1, 2015. The historical consolidated financial information of Verso and NewPage were adjusted in the pro forma information to give effect to pro forma events that were directly attributable to the transactions and factually supportable. As NewPage’s divestiture of its paper mills in Biron, Wisconsin and Rumford, Maine, occurred prior to the acquisition of NewPage, their historical results have been excluded from the pro forma results below. The unaudited pro forma results do not reflect events that have occurred or may occur after the transactions, including the costs of any integration activities or benefits that may result from realization of future cost savings from operating efficiencies, or any revenue, tax, or other synergies expected to result from the NewPage acquisition. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transactions been effected on the assumed date, nor is it necessarily an indication of future operating results. In addition, the NewPage acquisition did not result in a taxable transaction and Verso had net operating loss carryforwards and a related full valuation allowance that were expected to offset any deferred tax impact of the NewPage acquisition. Predecessor Pro Forma Year Ended (Unaudited) December 31, (Dollars in millions, except per share data) 2015 Revenues $ 3,155 Net loss (391 ) Income (loss) per common share - basic and diluted $ (4.78 ) Weighted-average common shares outstanding - basic and diluted (in thousands) 81,759 |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT, AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net of the Successor consist of the following: (Dollars in millions) December 31, 2016 December 31, 2017 Land and land improvements $ 52 $ 51 Building and leasehold improvements 152 153 Machinery, equipment and other 995 1,028 Construction-in-progress 22 26 Property, plant and equipment, gross 1,221 1,258 Accumulated depreciation (89 ) (196 ) Property, plant and equipment, net $ 1,132 $ 1,062 Interest costs capitalized and depreciation expense for the periods presented are as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Interest costs capitalized $ 2 $ 1 $ 1 $ 1 Depreciation expense 302 97 90 109 Capital expenditures unpaid as of December 31, 2015 (Predecessor), July 14, 2016 (Predecessor), December 31, 2016 (Successor) and December 31, 2017 (Successor) were $9 million , $8 million , $6 million and $8 million , respectively. In the third quarter of 2015 (Predecessor), we announced plans to make production capacity reductions at our Androscoggin Mill and Wickliffe Mill. As a result, we recognized $58 million of accelerated depreciation which is included in Depreciation, amortization and depletion in our Consolidated Statement of Operations for the year ended December 31, 2015 (Predecessor). Given the capacity reductions, we conducted a Step 1 impairment test as of the announcement date and concluded that the undiscounted estimated future cash flows associated with the remaining long-lived assets exceeded their carrying value and no impairment was recorded. On April 5, 2016 (Predecessor), Verso announced that it would permanently close its paper mill located in Wickliffe, Kentucky, which had been idle since November 2015. The decision to close the mill resulted in restructuring charges of $160 million for the year ended December 31, 2016 . The associated Property, plant and equipment were written down to salvage value resulting in a non-cash restructuring charge of $127 million during the first quarter of 2016 (Predecessor). In the third quarter of 2016 (Successor), management concluded that actual operating results were lower than those projected in our plan of reorganization. Such circumstance constituted a triggering event requiring management to conduct a Step 1 impairment test. Based on the results of the Step 1 impairment test, we concluded that the undiscounted estimated future cash flows associated with the remaining long-lived assets exceeded their carrying value and no impairment was recorded. In the fourth quarter of 2016 (Successor), based on our plans to temporarily idle the No. 3 paper machine at our Androscoggin Mill, we determined a reduction in the useful life of the machine was necessary and accordingly recognized $43 million of accelerated depreciation during the fourth quarter of 2016 (Successor) and an additional $6 million of accelerated depreciation during the first quarter of 2017 (Successor), which is included in Depreciation, amortization and depletion in our Consolidated Statements of Operations. As a result of the acceleration of depreciation, no impairment charge was required to be recorded with the temporary idling of the No. 3 paper machine and associated equipment at the Androscoggin Mill (see Note 15). |
INTANGIBLES AND OTHER ASSETS
INTANGIBLES AND OTHER ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES AND OTHER ASSETS | INTANGIBLES AND OTHER ASSETS Intangibles and other assets of the Successor consist of the following: (Dollars in millions) December 31, 2016 December 31, 2017 Intangible assets: Customer relationships, net of accumulated amortization of $1 million on December 31, 2016 and $4 million on December 31, 2017 $ 25 $ 22 Trademarks, net of accumulated amortization of $1 million on December 31, 2016 and $4 million on December 31, 2017 15 12 Other assets: Restricted cash 3 2 Other 15 20 Total other assets $ 18 $ 22 Intangibles and other assets, net $ 58 $ 56 As part of fresh-start accounting, we wrote-off the existing intangible assets and accumulated amortization of the Predecessor and recorded an adjustment of $30 million to reflect the fair value of the Intangibles and other assets, net of the Successor (see Note 2). The intangible assets of the Successor are comprised of customer relationships with a useful life of 10 years and trademarks with a five year useful life. Both are amortized on a straight-line basis. The fair value of trademarks was determined based on the relief from royalty method. We assumed a royalty rate of 0.25% and a five year economic life for our trademarks. The rate was based on analysis of market information. Amortization expense related to intangible assets for the periods presented is as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Customer Relationships $ 6 $ 2 $ 1 $ 3 Trademarks — — 1 3 The estimated future amortization expense for intangible assets over the next five years is as follows: (Dollars in millions) 2018 $ 6 2019 6 2020 6 2021 4 2022 3 When events or circumstances indicate that the carrying amount of an asset may not be recoverable, we assess the potential impairment of intangibles and other long-lived assets by comparing the expected undiscounted future cash flows to the carrying value of those assets. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES A summary of accrued liabilities of the Successor is as follows: (Dollars in millions) December 31, 2016 December 31, 2017 Payroll and employee benefit costs $ 83 $ 69 Accrued sales rebates 21 24 Accrued energy 10 10 Accrued taxes - other than income 6 5 Restructuring costs 9 3 Accrued professional and legal fees 2 1 Accrued interest 2 2 Freight and other 15 15 Accrued liabilities $ 148 $ 129 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table summarizes debt of the Successor: Original (Dollars in millions) Maturity December 31, 2016 December 31, 2017 ABL Facility 7/14/2021 $ 112 $ 65 Term Loan Facility 10/14/2021 211 146 Unamortized (discount) and debt issuance costs, net (30 ) (21 ) Less: Current portion (28 ) (60 ) Total long-term debt $ 265 $ 130 We determine the fair value of our long-term debt based on market information and a review of prices and terms available for similar obligations. Our debt is classified as Level 2 within the fair value hierarchy (see Note 1 ). The fair value of Verso’s total debt outstanding was $319 million as of December 31, 2016 (Successor) and $212 million as of December 31, 2017 (Successor). During the year ended December 31, 2017 (Successor), we elected to make voluntary principal prepayments totaling $40 million on the Term Loan Facility (as defined below), from available liquidity including amounts under our ABL Facility (as defined below), and applied these payments against the final maturity amount due in October 2021. Amounts of interest expense (inclusive of amounts capitalized) and amounts of cash interest payments related to long-term debt for the periods presented, are as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Interest expense $ 266 $ 39 $ 15 $ 30 Cash interest paid 246 12 12 30 Debt issuance cost and discount amortization (1) 6 1 3 9 (1) Amortization of debt issuance cost and original issue discount are included in interest expense on the Consolidated Statements of Operations. Credit Facilities On the Effective Date, pursuant to the terms of Plan, VPH entered into a $375 million asset-based revolving credit facility, or the “ABL Facility,” and a $220 million senior secured term loan (with loan proceeds of $198 million after the deduction of the original issue discount), or the “Term Loan Facility,” and collectively termed the “Credit Facilities.” After the Internal Reorganization, Verso Paper became the borrower under the Credit Facilities. VPH borrowed $340 million under the Credit Facilities on the Effective Date, with available loan proceeds of $318 million , consisting of (i) the borrowing of $120 million under the ABL Facility and (ii) the net borrowing of $198 million ( $220 million par value less $22 million of original issue discount) under the Term Loan Facility. The proceeds of the borrowings on the Effective Date under the Credit Facilities were used (i) to repay outstanding indebtedness under the debtor-in-possession financing credit agreements, (ii) to pay outstanding allowed administrative expenses and allowed claims in accordance with the Plan and (iii) to pay fees, costs and expenses related to and contemplated by the Credit Facilities and emergence by Verso and its subsidiaries from bankruptcy. The ABL Facility will mature on July 14, 2021 . The outstanding borrowings under the ABL Facility bear interest at a per annum rate equal to, at the option of Verso Paper, either (i) a customary London interbank offered rate, or “LIBOR,” plus an applicable margin ranging from 1.25% to 2.00% or (ii) a customary base rate plus an applicable margin ranging from 0.25% to 1.00% , determined based upon the average excess availability under the ABL Facility. As of December 31, 2017 and December 31, 2016, the weighted-average interest rate for the Successor on outstanding borrowings was 3.13% and 3.15% , respectively. Verso Paper is also required to pay a commitment fee for the unused portion of the ABL Facility, which ranges from 0.25% to 0.375% per annum, based upon the average revolver usage under the ABL Facility. Verso Paper has the right to prepay loans under the ABL Facility at any time without a prepayment penalty, other than customary “breakage” costs with respect to eurocurrency loans. As of December 31, 2017 (Successor), the outstanding balance of the ABL Facility was $65 million , with $ 40 million issued in letters of credit, and $209 million available for future borrowings. The Company incurred $3 million of debt issuance costs associated with the ABL Facility and recorded this amount as a direct deduction of the debt liability, which is being amortized over the life of the ABL Facility. The Term Loan Facility will mature on October 14, 2021 . The outstanding borrowings under the Term Loan Facility bear interest at a rate equal to, at the option of Verso Paper, either (i) a LIBOR (subject to a floor of 1% ) plus 11% or (ii) a customary base rate plus 10% . With respect to LIBOR denominated loans under the Credit Facilities, Verso Paper may elect an interest period of one, two, three or six months or such other period subject to the terms of the Credit Facilities. As of December 31, 2017 and December 31, 2016, the interest rate on the Term Loan Facility for the Successor was 12.47% and 12.00% , respectively. The term loans provided under the Term Loan Facility are subject to quarterly principal amortization payments in an amount equal to the greater of (a) 2.00% of the initial principal amount of the term loans or (b) the excess cash flow in respect of such quarter as further described under the Term Loan Facility; however, if the liquidity, as defined in the Term Loan Facility, of Verso Paper is less than $75 million at any time during the 90-day period following the due date of such quarterly amortization payment or excess cash flow payment date, then the portion of such amortization amount that results in such liquidity being less than $75 million will not be payable by Verso Paper, as further described in the Term Loan Facility. Per the above described quarterly principal amortization, installments due are at least $4 million (subject to increase depending on excess cash flow) for each quarter ending in 2016 through 2021 with the remaining balance due on October 14, 2021 . As a result of the excess cash flow requirement, we are obligated to fund an additional principal payment of $43 million in the first quarter of 2018, which is reflected in Current maturities of long-term debt on our Consolidated Balance Sheet as of December 31, 2017 (Successor). As of December 31, 2016, as a result of an excess cash flow requirement, we were obligated to fund an additional principal payment of $10 million in the first quarter of 2017, which is reflected in Current maturities of long-term debt on our Consolidated Balance Sheet as of December 31, 2016 (Successor). As of March 31, 2017, $7 million of the excess cash flow requirement calculated as of December 31, 2016 was required to be paid, which is reflected in our Consolidated Statement of Cash Flows for the year ended December 31, 2017 (Successor). Any voluntary prepayment by Verso Paper of the term loans under the Term Loan Facility will be subject to customary “breakage” costs with respect to eurocurrency loans and a 2% prepayment premium until July 14, 2018, and a 1% prepayment premium after July 15, 2018, but before July 14, 2020, and thereafter no prepayment premium will apply to any voluntary prepayment of term loans. Such prepayment premium may also apply to certain repricing amendments of the Term Loan Facility as further described therein. The Company incurred $8 million of debt issuance costs associated with the Term Loan Facility and recorded this amount as a direct deduction of the debt liability, which is being amortized over the life of the Term Loan Facility. All obligations under the Credit Facilities are unconditionally guaranteed by Verso Holding, and certain of the subsidiaries of Verso Paper and are secured by liens on certain assets of Verso Holding and liens on substantially all of the assets of Verso Paper and the other guarantor subsidiaries. The security interest with respect to the ABL Facility consists of a first-priority lien on the current assets of Verso Paper and the guarantor subsidiaries, including accounts receivables, inventory, deposit accounts, securities accounts and commodities accounts, and a second-priority lien on all other collateral. The security interest with respect to the Term Loan Facility, consists of a first-priority lien on all other collateral and second-priority lien on collateral securing the ABL Facility. The Credit Facilities contain financial covenants requiring the Company, among other things, to maintain a minimum fixed charge coverage ratio in certain circumstances and a maximum total net leverage ratio. The Credit Facilities also contain restrictions, among other things and subject to certain exceptions, on the Company’s ability to incur debt or liens, pay dividends, repurchase equity interest, prepay indebtedness, sell or dispose of assets and make investments in or merge with another company. Scheduled principal payments on long-term debt during the years following December 31, 2017 , are as follows: (Dollars in millions) 2018 $ 60 2019 18 2020 18 2021 50 Total debt $ 146 DIP Financing In connection with the Chapter 11 Filings, Verso Finance, VPH and certain of its subsidiaries entered into an asset-based credit facility in an aggregate principal amount of up to $100 million , or the “Verso DIP Facility,” and NewPage Corp and certain of its subsidiaries entered into an asset-based credit facility in an aggregate principal amount of up to $325 million , or the “NewPage DIP ABL Facility,” and a term loan credit facility in an aggregate principal amount of $350 million , or the “NewPage DIP Term Loan Facility,” together with the NewPage DIP ABL Facility, the “NewPage DIP Facilities,” and NewPage DIP Facilities together with the Verso DIP Facility, the “DIP Facilities.” The NewPage DIP Term Loan Facility consisted of $175 million of new money term loans and $175 million of loans that aggregated and replaced existing loans outstanding on the Petition Date (i.e., such loans were deemed to become loans under the NewPage DIP Term Loan Facility), or “NewPage DIP Roll Up Loans.” On January 28, 2016, up to $550 million in loans under the DIP Facilities became available for borrowing following the entry of an order by the Bankruptcy Court approving the DIP Facilities on an interim basis on January 27, 2016. The Bankruptcy Court entered orders approving the DIP Facilities on a final basis on March 2, 2016. Borrowings under the Verso DIP Facility bore interest at a rate equal to an applicable margin plus, at VPH’s and NewPage Corp’s option, either (a) a base rate determined by reference to the highest of (1) the U.S. federal funds rate plus 0.50% , (2) the prime rate of the administrative agent and (3) the adjusted LIBOR (as defined below) for a one-month interest period plus 1.00% , or (b) a eurocurrency rate, or “LIBOR” determined by reference to the costs of funds for eurocurrency deposits in dollars in the London interbank market for the interest period relevant to such borrowing, adjusted for certain additional costs. The applicable margin for advances under both the Verso DIP Facility and the NewPage DIP ABL was 1.50% for base rate advances and 2.50% for LIBOR advances. The applicable margin for advances under the NewPage DIP Term Loan Facility was 8.50% for base rate advances and 9.50% for LIBOR advances. Interest that accrued on any “rolled-up” term loans under the NewPage DIP Term Loan Facility was capitalized, compounded and added to the unpaid principal amount of such “rolled-up” loans on the applicable interest payment date. VPH and NewPage Corp paid commitment fees for the unused amount of commitments at an annual rate equal to 0.75% and 0.375% , respectively. The Company incurred $22 million of debt issuance costs associated with the DIP Facility which was recorded as interest expense on the Consolidated Statement of Operations during the period from January 1 to July 14, 2016 (Predecessor). The DIP Facilities matured on the Effective Date of the Plan. On the maturity date, the Verso DIP Facility had no balance outstanding and the NewPage DIP ABL Facility had a $103 million outstanding balance which was repaid in full using the Credit Facilities entered into on the Effective Date. The NewPage DIP Term Loan Facility of $175 million of new money term loans was also repaid in full, while the $175 million of “rolled up” loans and its capitalized interests of $9 million , totaling to $184 million , were converted into Verso equity (see Note 2 ). Pre-petition Debt The filing of the Chapter 11 Cases by the Debtors on January 26, 2016 constituted an event of default and automatic acceleration under the agreements governing all of our debt (excluding the $23 million loan from Verso Finance to Chase NMTC Verso Investment Fund). As of the date of the filing of the Chapter 11 Cases, approximately $2.5 billion of debt and interest were outstanding under the Predecessor’s pre-petition credit agreements, excluding related unamortized deferred financing costs, discounts/premiums and deferred gains which were written off to Reorganization items, net upon filing the Chapter 11 Cases. All of the Predecessor’s pre-petition debt and interest were cancelled in exchange for the issuance of 34,390,643 of stock or 100% of the Company’s equity (see Note 2). |
OTHER LIABILITIES
OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
OTHER LIABILITIES | OTHER LONG-TERM LIABILITIES Other long-term liabilities of the Successor consist of the following: (Dollars in millions) December 31, 2016 December 31, 2017 Other employee related obligations $ 19 $ 15 Asset retirement obligations 13 14 Non-controlling interests 8 — Other postretirement benefit obligation 5 — Deferred compensation — 3 Other 3 2 Other long-term liabilities $ 48 $ 34 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE On the Effective Date, all issued and outstanding shares of Verso’s old common stock, par value $0.01 per share, including all restricted stock awards and stock options to purchase shares of Verso’s old common stock, were canceled and extinguished. The Successor issued a total of 34,391,000 shares of new Class A Common Stock and Class B Common Stock on the Effective Date. See Note 2 for additional information. The following table provides a reconciliation of our basic and diluted loss or income per common share: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, 2015 July 14, 2016 December 31, 2016 2017 Net income (loss) available to common shareholders (in millions) $ (422 ) $ 1,178 $ (32 ) $ (30 ) Weighted average common shares outstanding (in thousands) 80,838 81,450 34,391 34,432 Weighted average restricted shares (in thousands) 457 397 — — Weighted average common shares outstanding - basic (in thousands) 81,295 81,847 34,391 34,432 Dilutive shares from stock awards (in thousands) — — — — Weighted average common shares outstanding - diluted (in thousands) 81,295 81,847 34,391 34,432 Basic income (loss) per share $ (5.19 ) $ 14.39 $ (0.93 ) $ (0.87 ) Diluted income (loss) per share $ (5.19 ) $ 14.39 $ (0.93 ) $ (0.87 ) As a result of the net loss from continuing operations presented for the Successor, 0.2 million and 0.6 million restricted stock units as of December 31, 2016 and 2017, respectively, and 1.8 million Plan Warrants have been excluded from the calculations of diluted earnings per share as their inclusion would be anti-dilutive. In accordance with ASC Topic 260, Earnings Per Share , unvested restricted stock awards issued by the Predecessor contained nonforfeitable rights to dividends and qualified as participating securities. No dividends were declared or paid in the periods presented. |
RETIREMENT AND OTHER POSTRETIRE
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS | RETIREMENT AND OTHER POSTRETIREMENT BENEFITS Defined Benefit Plans Verso has three defined benefit pension plans covering approximately 81% of our employees. The pension plans provide defined benefits based on years of service multiplied by a flat monetary benefit or based on a percentage of compensation as defined by the respective plan document. As of December 31, 2015, all of our defined benefit pension plans were frozen to new entrants. The majority of our pension plan participants are in the union hourly plan and continue to earn service accruals toward their pension benefits but no longer receive multiplier increases. We also offer a cash balance defined benefit pension plan for certain salaried employees in which participants continue to earn annual interest credits, but no longer earn cash balance benefit credits and a pension plan for certain non-union hourly employees for which benefit accruals are frozen. The following tables summarize the components of net periodic pension cost (income) of our pension plans for the periods presented: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Components of net periodic pension cost (income): Service cost $ 11 $ 9 $ 8 $ 16 Interest cost 65 36 31 65 Expected return on plan assets (83 ) (40 ) (39 ) (75 ) Amortization of actuarial loss 2 1 — — Curtailment 1 — — — Special termination benefits 3 — — — Net periodic pension cost (income) $ (1 ) $ 6 $ — $ 6 During 2015, a loss related to curtailment and special termination benefits of $4 million was recognized in Restructuring charges in the Consolidated Statement of Operations due to production capacity reductions at the Androscoggin Mill. The following table provides detail on net actuarial (gain) loss recognized in Accumulated other comprehensive (income) loss of the Successor: (Dollars in millions) December 31, 2016 December 31, 2017 Amounts recognized in Accumulated other comprehensive (income) loss: Net actuarial (gain) loss, net of tax $ (126 ) $ (133 ) There is no estimated net actuarial (gain) loss that will be amortized from Accumulated other comprehensive income into net periodic pension cost (income) during 2018 . We make contributions that are sufficient to fund our actuarially determined costs, generally equal to the minimum amounts required by the Employee Retirement Income Security Act. The Predecessor made contributions to the pension plans of $28 million in 2015 and $16 million through July 14, 2016. Successor contributions were $10 million in 2016 and $32 million in 2017. In 2018 , we expect to make cash contributions of $48 million to the pension plans. We expect no plan assets to be returned to the Company in 2018 . The following table sets forth a reconciliation of the pension plans’ benefit obligations, plan assets and funded status for the periods presented: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Change in Projected Benefit Obligation: Benefit obligation at beginning of period $ 1,672 $ 1,839 $ 1,672 Service cost 9 8 16 Interest cost 36 31 65 Actuarial (gain) loss 162 (152 ) 106 Benefits paid (40 ) (54 ) (106 ) Benefit obligation at end of period $ 1,839 $ 1,672 $ 1,753 Change in Plan Assets: Plan assets at fair value at beginning of period $ 1,144 $ 1,192 $ 1,181 Actual net return on plan assets 72 33 189 Employer contributions 16 10 32 Benefits paid (40 ) (54 ) (106 ) Plan assets at fair value at end of period $ 1,192 $ 1,181 $ 1,296 Funded status at end of period $ (647 ) $ (491 ) $ (457 ) The accumulated benefit obligation for the Predecessor was $1,839 million at July 14, 2016. The accumulated benefit obligation for the Successor was $1,672 million at December 31, 2016 and $1,753 million at December 31, 2017 . The following table summarizes expected future pension benefit payments: (Dollars in millions) 2018 $ 88 2019 89 2020 91 2021 95 2022 97 2023-2027 508 We evaluate our actuarial assumptions annually as of December 31 (the measurement date) and consider changes in these long-term factors based upon market conditions and the requirements of ASC Topic 715. These assumptions are used to calculate benefit obligations as of December 31 of the current year and pension expense to be recorded for the following year. The discount rate assumption reflects the yield on a portfolio of high quality fixed-income instruments that have a similar duration to the plans’ liabilities. The expected long-term rate of return assumption reflects the average return expected on the assets invested to provide for the plans’ liabilities. The actuarial assumptions used in the defined benefit pension plans were as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, 2015 July 14, 2016 December 31, 2016 2017 Weighted average assumptions used to determine benefit obligations as of end of period: Discount rate 4.17 % 3.43 % 3.99 % 3.51 % Rate of compensation increase N/A N/A N/A N/A Weighted average assumptions used to determine net periodic pension cost for the period: Discount rate 3.98 % 4.17 % 3.43 % 3.98 % Rate of compensation increase N/A N/A N/A N/A Expected long-term return on plan assets 7.05 % 6.75 % 6.75 % 6.50 % Our primary investment objective is to ensure, over the long-term life of the pension plans, an adequate pool of sufficiently liquid assets to support the benefit obligations. In meeting this objective, the pension plans seek to achieve a high level of investment return through long-term stock and bond investment strategies, consistent with a prudent level of portfolio risk. The expected long-term rate of return on plan assets reflects the weighted-average expected long-term rates of return for the broad categories of investments currently held in the plans (adjusted for expected changes), based on historical rates of return for each broad category, as well as factors that may constrain or enhance returns in the broad categories in the future. The expected long-term rate of return on plan assets is adjusted when there are fundamental changes in expected returns in one or more broad asset categories and when the weighted-average mix of assets in the plans changes significantly. The following table provides the pension plans’ asset allocation for the periods presented: Allocation of Plan Assets 2016 Allocation on 2017 Allocation on Targeted December 31, Targeted December 31, Allocation 2016 Allocation 2017 Fixed income: 35-55% 35-55% Fixed income funds 36 % 32 % Equity securities: 35-60% 35-60% Domestic equity funds - large cap 31 % 32 % Domestic equity funds - small cap 5 % 6 % International equity funds 17 % 20 % Other: 4-15% 4-15% Hedge funds, private equity, real estate, commodities 11 % 10 % ASC Topic 820 provides a common definition of fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The fair value framework requires the categorization of assets and liabilities into three levels based upon the assumptions used to value the assets or liabilities (see Note 1 ). In accordance with accounting guidance ASU 2015-07, certain of our investments have been valued using the NAV per share (or its equivalent) practical expedient and are therefore not classified in the fair value hierarchy. The fair value amounts presented in these tables for our investments are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the reconciliation of changes in the plan's benefit obligations and fair value of plan assets above. The following table sets forth by level, within the fair value hierarchy, the pension plans’ assets at fair value as of the Successor periods presented: (Dollars in millions) Total Level 1 Level 2 Level 3 Assets Valued at NAV Practical Expedient December 31, 2017 Fixed income funds $ 418 $ 54 $ — $ — $ 364 Domestic equity funds - large cap 412 22 — — 390 International equity funds 266 126 — — 140 Domestic equity funds - small cap 73 11 — — 62 Other (hedge funds, private equity, real estate, commodities) 127 4 — — 123 Total assets at fair value $ 1,296 $ 217 $ — $ — $ 1,079 December 31, 2016 Fixed income funds $ 421 $ 58 $ — $ — $ 363 Domestic equity funds - large cap 365 22 — — 343 International equity funds 204 94 — — 110 Domestic equity funds - small cap 64 10 — — 54 Other (hedge funds, private equity, real estate, commodities) 127 7 — — 120 Total assets at fair value $ 1,181 $ 191 $ — $ — $ 990 The majority of our investments are comprised of investments in publicly traded mutual funds and common/collective trusts. Publicly traded mutual funds are valued based on their publicly traded exchange value and common/collective trusts are valued using a NAV provided by the manager of each fund. The NAV is based on the underlying net assets owned by the fund, divided by the number of shares or units outstanding. The fair value of the underlying securities within the fund, which are generally traded on an active market, are valued at the closing price reported on the active market on which those individual securities are traded. We invest in certain hedge funds and private equity funds that are valued based on the NAV derived by the investment managers, as a practical expedient, these investments are described further below. (Dollars in millions) Fair Value Unfunded Commitments Redemption Frequency Redemption Notice Period Multi-Strategy Hedge Fund (1) $ 2 $ — Annually 45 days Debt Securities Hedge Fund (2) 65 — Semi-Annually 90 days Private Equity (3) 13 2 N/A N/A $ 80 $ 2 _________ (1) The fund invests in equities, equity-related instruments, fixed income and other debt-related instruments, real estate and other tangible assets, cash and cash equivalents, options, futures, swaps and other derivatives. The fund utilizes leverage in its investment program and includes both long and short positions. The fund’s investment objective is to generate consistent, absolute returns with low volatility. (2) The fund’s objective is to achieve superior risk-adjusted total returns by investing primarily in public and private non-investment grade and nonrated debt securities. Securities and other instruments acquired by the Fund may include all types of debt obligations consisting primarily of public and private non-investment grade and nonrated debt, convertible bonds, preferred stock, bank debt, middle market loans and notes, trade claims, liquidating trusts, assignments, options swaps and any other securities with fixed-income characteristics, including, without limitation, debentures, notes deferred interest, pay-in-kind or zero coupon bonds, mortgages and mortgage-backed securities, collateralized mortgage obligations, other real-estate related instruments. The fund may also acquire common or preferred stock, warrants to purchase common or preferred stock, and any other equity interests. (3) This category consists of several private equity funds some of which invest in limited partnerships which make equity-oriented investments in young, growing or emerging companies or entities. Additionally, the funds can invest in limited partnerships or other pooled investment vehicles which, in turn, make investments in management buy-in, management buy-out, leveraged buy-out, mezzanine, special situation and recapitalization transactions or other partnerships either directly or purchased in the secondary market, as well as investments in mezzanine, distressed and venture debt. These funds invest in a wide range of industries primarily in the United States. These investments cannot be redeemed. Instead, distributions are received when the underlying assets of the funds are liquidated. Other Postretirement Benefits The following table sets forth a reconciliation of the other postretirement benefit obligations, plan assets and funded status as of the periods presented: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Change in Projected Benefit Obligation: Benefit obligation at beginning of period $ 37 $ 35 $ 7 Interest cost 1 1 — Plan amendments and settlements — (25 ) (7 ) Benefits paid (4 ) (3 ) (3 ) Actuarial (gain) loss 1 (1 ) 5 Benefit obligation at end of period $ 35 $ 7 $ 2 Change in Plan Assets: Plan assets at fair value at beginning of period $ — $ — $ — Employer contributions 4 3 3 Benefits paid (4 ) (3 ) (3 ) Plan assets at fair value at end of period $ — $ — $ — Funded status at end of period $ (35 ) $ (7 ) $ (2 ) Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Included in the balance sheet: Other current liabilities $ (3 ) $ (2 ) $ (2 ) Other long-term obligations (32 ) (5 ) — Total net liability (35 ) (7 ) (2 ) Weighted average assumptions used to determine benefit obligations as of end of period: Discount rate 3.09 % 3.32 % — Weighted average assumptions used to determine net periodic pension cost for the period: Discount rate 3.73 % 3.09 % 3.32 % The assumed discount rates used in determining the benefit obligations were determined by reference to the yield of a settlement portfolio from a universe of high quality bonds across the full maturity spectrum generally rated at Aa maturing in conjunction with the expected timing and amount of future benefit payments. Effective December 31, 2016 we ceased providing postretirement benefits of certain retirees not covered by collective bargaining agreements and retirees who were covered by a collective bargaining agreement who retired prior to December, 2012. For the retirees who retired after December 2012, postretirement benefits ceased effective December 31, 2017 for a portion of the retirees, and will cease on March 31, 2018 for the remaining retirees. These actions resulted in a gain on plan termination of $25 million in the period from July 15, 2016 through December 31, 2016 (Successor) and $4 million in the year ended December 31, 2017 (Successor), primarily included in Costs of products sold in the Consolidated Statements of Operations. The following table summarizes the components of net periodic postretirement cost (income) for the periods presented: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Components of net periodic postretirement cost (income): Service cost $ — $ — $ — $ — Interest cost 1 1 1 — Amortization of prior service cost (3 ) — — — Settlement — — (25 ) (4 ) Net periodic postretirement cost (income) $ (2 ) $ 1 $ (24 ) $ (4 ) The annual rate of increase in healthcare costs is assumed to decline ratably each year until reaching 4.5% in 2030 . A one-percentage-point change in assumed retiree healthcare costs trend rates would have an insignificant impact on the total service cost, interest cost and accumulated postretirement benefit obligation at December 31, 2017 (Successor). The following table provides detail on net actuarial (gain) loss recognized in Accumulated other comprehensive (gain) loss for the Successor: (Dollars in millions) December 31, 2016 December 31, 2017 Amounts recognized in Accumulated other comprehensive (income) loss: Net actuarial (gain) loss, net of tax $ (1 ) $ 1 There is $1 million estimated net actuarial (gain) loss that will be amortized from Accumulated other comprehensive (income) loss into net periodic postretirement (income) cost during 2018 . In 2018 , we expect to make cash contributions of approximately $2 million to the other postretirement benefit plans. No future postretirement benefit payments are expected subsequent to 2018. Defined Contribution Plans We also sponsor defined contribution plans for certain employees. Employees may elect to contribute a percentage of their salary on a pre-tax basis, subject to regulatory limitations, into an account with an independent trustee which can then be invested in a variety of investment options at the employee’s discretion. We may also contribute to the employee’s account depending upon the requirements of the plan. For certain employees, these employer contributions may be in the form of a specified percentage of each employee’s total compensation or in the form of discretionary profit-sharing that may vary depending on the achievement of certain company objectives. Certain defined contribution benefits are provided in accordance with collective bargaining agreements. Expenses under these plans are presented below. We sponsor 401(k) plans to provide salaried and hourly employees an opportunity to accumulate personal funds and to provide additional benefits for retirement. Employee contributions may be made on a before-tax or after-tax basis to the plan. Employer matching contributions under the plans are presented below. Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Defined Contribution Plans Defined contribution benefits expense $ 17 $ 8 $ 8 $ 14 Employer 401(k) matching contributions 16 8 6 14 |
EQUITY AWARDS
EQUITY AWARDS | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EQUITY AWARDS | EQUITY AWARDS On the Effective Date, pursuant to the operation of the Plan, the Verso Corporation Performance Incentive Plan, or the “2016 Incentive Plan,” became effective. The maximum number of shares of Class A Common Stock authorized to be issued or transferred pursuant to awards under the 2016 Incentive Plan is 3.6 million . The Compensation Committee of the Board of Directors is the administrator of the 2016 Incentive Plan. Under the 2016 Incentive Plan, stock awards may be granted to employees, consultants, and directors upon approval by the board of directors. There were no stock awards issued on the Effective Date pursuant to the Plan. Verso issues service based restricted stock units to its executives, directors and certain senior managers based on the closing market price of our Class A Common Stock on the date of grant. We also awarded 449 thousand restricted stock units for which the performance criteria has not been established as of December 31, 2017 and therefore are not included in the table below. As of December 31, 2017, there was $3 million of unrecognized compensation cost related to restricted stock units which are expected to be recognized over a weighted-average period of approximately 3 years. The following table summarizes the restricted stock units activity that occurred subsequent to the Effective Date. Successor (in thousands) Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Per Share Outstanding on 7/15/2016 — $ — Granted 162 11.19 Forfeited (2 ) 11.50 Outstanding on 12/31/2016 160 11.18 Granted 528 6.41 Vested (73 ) 10.81 Forfeited (32 ) 11.50 Outstanding on 12/31/2017 583 6.89 Prior to the Effective Date, Verso had shares and share-based awards outstanding under the Amended and Restated 2008 Incentive Award Plan, or the “2008 Incentive Plan.” On the Effective Date, pursuant to the operation of the Plan, the prior employee incentive plans and other employment agreements were terminated and any awards issued under them were no longer honored. Under the 2008 Incentive Plan, up to 11 million shares of Predecessor common stock were authorized for the issuance of stock awards to be granted to employees, consultants, and directors upon approval by the board of directors. We had issued non-qualified stock options to certain non-employee directors that vested upon grant and expired 10 years from the date of grant. We also issued time-based non-qualified stock options to officers and management employees in 2016 and 2015 . The time-based options vested one to three years from the date of grant and expired seven years from the date of grant. Further information relating to stock options is as follows: (in thousands) Options Outstanding Outstanding on 12/31/2014 (Predecessor) 6,464 Options granted 2,809 Forfeited (647 ) Exercised (9 ) Outstanding on 12/31/2015 (Predecessor) 8,617 Cancellation of Predecessor stock awards (8,617 ) Outstanding on 7/15/2016 (Successor) — There were no stock options outstanding as of December 31, 2016 and 2017 (Successor). The Predecessor recognized equity award expense of $3 million for the year ended December 31, 2015 and $4 million for the period from January 1, 2016 to July 14, 2016. Equity award expense for the period July 15, 2016 to December 31, 2016 (Successor) was negligible. We recognized equity award expense of $1 million for the year ended December 31, 2017 (Successor). |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Management Agreement — In connection with the acquisition of our business from International Paper Company on August 1, 2006, we entered into a management agreement with certain affiliates of Apollo Global Management, LLC, or “Apollo,” our then majority owner, relating to the provision of certain financial and strategic advisory services and consulting services, which was scheduled to expire on August 1, 2018 . Under the management agreement, Apollo, upon providing notice to us, had the right to act, in return for additional fees to be mutually agreed by the parties to the management agreement, as our financial advisor or investment banker for any merger, acquisition, disposition, financing or similar transaction if we decided to engage someone to fill such role. If Apollo exercised its right to act as our financial advisor or investment banker for any such transaction, and if we were unable to agree with Apollo on its compensation for serving in such role, then at the closing of any merger, acquisition, disposition, financing or similar transaction, we agreed to pay Apollo a fee equal to 1% of the aggregate enterprise value (including the aggregate value of equity securities, warrants, rights and options acquired or retained; indebtedness acquired, assumed or refinanced; and any other consideration or compensation paid in connection with such transaction). We also agreed to indemnify Apollo, its affiliates and their directors, officers and representatives for losses relating to the services contemplated by the management agreement and the engagement of affiliates of Apollo pursuant to, and the performance by them of the services contemplated by, the management agreement. Apollo did not exercise its right to act as our financial advisor or investment banker for any such transaction in the periods presented and thus, we made no payment to Apollo under the management agreement during those periods. On the Effective Date, in connection with our emergence from bankruptcy, such management agreement was terminated and all rights and remedies thereunder were terminated, extinguished, waived and released. Transactions with Affiliates — Prior to the Effective Date, we transacted business with affiliates of Apollo from time to time. Our product sales to Apollo affiliates were $15 million for the period of January 1, 2016 through July 14, 2016 (Predecessor) and $26 million for the year ended December 31, 2015 (Predecessor). Our related accounts receivable were $3 million as of July 14, 2016 (Predecessor). Our product purchases from Apollo affiliates were negligible for the Predecessor. As of the Effective date, Apollo is no longer a related party. For the period from July 15 to December 31, 2016 (Successor) and for the year ended December 31, 2017 (Successor), we did not transact business with affiliates, however upon the Effective Date, several of our significant debtholders became our stockholders. |
RESTRUCTURING CHARGES
RESTRUCTURING CHARGES | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING CHARGES | RESTRUCTURING CHARGES NewPage Acquisition — In January 2015, in connection with the NewPage acquisition, Verso executed a restructuring of its operations to integrate the historical Verso and NewPage operations, generate cost savings and capture synergies across the combined company. The following table details the charges incurred related to the NewPage acquisition as included in Restructuring charges on our Consolidated Statement of Operations for the Predecessor. Restructuring costs of the Predecessor were primarily attributable to the paper segment. Year Ended December 31, Cumulative (Dollars in millions) 2015 Incurred Property and equipment - disposal $ 4 $ 4 Severance and benefit costs 16 16 Total restructuring costs $ 20 $ 20 Corporate Restructuring — In November 2016, Verso announced the closure of its Memphis office headquarters and relocation of its Corporate headquarters to Miamisburg, Ohio. The following table details the charges incurred related to the Memphis office closure as included in Restructuring charges on our Consolidated Statements of Operations for the Successor: July 15, 2016 Year Ended Through December 31, Cumulative (Dollars in millions) December 31, 2016 2017 Incurred Severance and benefit costs $ 2 $ 1 $ 3 Write-off of purchase obligations — 2 2 Other costs — 1 1 Total restructuring costs $ 2 $ 4 $ 6 The following table details the changes in our restructuring reserve liabilities related to Corporate restructuring activities including the Memphis corporate headquarters closure (Successor) and NewPage acquisition (Predecessor) as included in Accrued liabilities on our Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Beginning balance of reserve $ 5 $ 2 $ 3 Severance and benefit costs — 2 1 Severance and benefit payments (3 ) (1 ) (4 ) Purchase obligations — — 2 Other costs — — 1 Payments on other costs — — (1 ) Ending balance of reserve $ 2 $ 3 $ 2 Androscoggin/Wickliffe Capacity Reductions — On August 20, 2015, we announced plans to make production capacity reductions at two of our mills by shutting down the No. 1 pulp dryer and No. 2 paper machine at our Androscoggin Mill in Jay, Maine, and by indefinitely idling our Wickliffe Mill in Wickliffe, Kentucky. Together, these actions reduced our production capacity by approximately 430,000 tons of coated paper and approximately 130,000 tons of dried market pulp. As a result, we recognized $58 million of accelerated depreciation which is included in Depreciation, amortization and depletion in our Consolidated Statement of Operations for the year ended December 31, 2015 (Predecessor). On April 5, 2016, we announced our decision to permanently close the Wickliffe Mill and the associated Property, plant and equipment were written down to salvage value. On November 1, 2016 we announced the temporary idling of the No. 3 paper machine at our Androscoggin Mill and on July 19, 2017, we announced plans to permanently shut down the No. 3 paper machine and associated equipment, reducing annual coated paper production capacity by approximately 200,000 tons. In connection with the temporary idling of the No. 3 paper machine at our Androscoggin Mill, we determined a reduction in the useful life of the machine was necessary and accordingly recognized $43 million of accelerated depreciation during the fourth quarter of 2016 (Successor) and an additional $6 million of accelerated depreciation during the first quarter of 2017 (Successor), which is included in Depreciation, amortization and depletion in our Consolidated Statements of Operations for the respective periods. As a result of the acceleration of depreciation, no impairment charge was required to be recorded with the temporary idling or closure of the No. 3 paper machine and associated equipment at the Androscoggin Mill. The following table details the charges incurred related primarily to the Androscoggin/Wickliffe capacity reductions and primarily attributable to the paper segment as included in Restructuring charges on our Consolidated Statements of Operations for the Predecessor: Year Ended January 1, 2016 December 31, Through Cumulative (Dollars in millions) 2015 July 14, 2016 Incurred Property and equipment $ — $ 127 $ 127 Severance and benefit costs 16 10 26 Write-off of spare parts, inventory and other assets 3 9 12 Write-off of purchase obligations and commitments 1 2 3 Other costs 1 3 4 Total restructuring costs $ 21 $ 151 $ 172 Severance and benefit costs for the year ended December 31, 2015 (Predecessor) in excess of severance and benefits costs accrued were primarily the result of $4 million of non-cash pension expenses and $1 million of salaries and benefit costs for employees continuing to provide services, which were expensed as incurred. Severance and benefit costs for the period January 1, 2016 to July 14, 2016 (Predecessor) in excess of severance and benefits costs accrued were primarily the result of $3 million of salaries and benefit costs for employees continuing to provide services, which were expensed as incurred. The following table details the charges incurred related primarily to the Androscoggin/Wickliffe capacity reductions as included in Restructuring charges on our Consolidated Statements of Operations for the Successor: July 15, 2016 Year Ended Through December 31, Cumulative (Dollars in millions) December 31, 2016 2017 Incurred Severance and benefit costs $ 5 $ — $ 5 Write-off of purchase obligations and commitments 1 2 3 Other costs 3 3 6 Total restructuring costs $ 9 $ 5 $ 14 The permanent shut down of the No. 3 paper machine and associated equipment has resulted in the elimination of jobs, impacting approximately 120 employees at the Androscoggin Mill. During the fourth quarter of 2016 (Successor), Verso incurred a charge to earnings of $4 million in severance and benefit costs, which were paid in the third quarter of 2017 (Successor). Verso also recorded a non-cash charge of $1 million for the write-off of spare parts and inventory produced on the No. 3 paper machine during the fourth quarter of 2016 (Successor). Verso does not expect to incur any additional charges as a result of the permanent closure of the No. 3 paper machine and associated equipment The following table details the changes in our restructuring reserve liabilities related to the Androscoggin/Wickliffe capacity reductions as included in Accrued liabilities on our Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Beginning balance of reserve $ 7 $ 5 $ 6 Severance and benefit costs 7 4 — Severance and benefit payments (10 ) (3 ) (5 ) Purchase obligations 2 1 2 Payments on purchase obligations — (1 ) (2 ) Purchase obligations reserve adjustments (1 ) — — Other costs — — 3 Payments on other costs — — (3 ) Ending balance of reserve $ 5 $ 6 $ 1 Bucksport Mill Closure — On October 1, 2014, Verso announced plans to close our Bucksport Mill in Bucksport, Maine, and we ceased paper manufacturing operations in December 2014. The mill closure reduced Verso’s coated groundwood paper production capacity by approximately 350,000 tons and its specialty paper production capacity by approximately 55,000 tons. The Bucksport Mill and related assets were subsequently sold in January 2015. The following table details the charges incurred related primarily to the Bucksport Mill closure in 2014 as included in Restructuring charges on our Consolidated Statement of Operations: Predecessor Year Ended December 31, Cumulative (Dollars in millions) 2015 Incurred Property and equipment $ — $ 89 Severance and benefit costs 2 29 Write-off of spare parts, inventory and other assets — 14 Write-off of purchase obligations and commitments 6 8 Other costs 4 7 Total restructuring costs $ 12 $ 147 There were no restructuring charges related to the Bucksport shutdown during 2016 or 2017. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The following is a summary of the components of the (benefit) provision for income taxes for Verso: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Current tax (benefit) provision: U.S. federal $ — $ — $ — $ (6 ) U.S. state and local — — — — Total current tax (benefit) provision — — — (6 ) Deferred tax (benefit) provision: U.S. federal (136 ) 549 (19 ) 64 U.S. state and local (37 ) 78 2 (1 ) Changes to reorganization — 8 — — Total deferred tax (benefit) provision (173 ) 635 (17 ) 63 Less: valuation allowance 170 (635 ) 17 (63 ) Allocation to Other comprehensive (income) loss — — (20 ) (2 ) Total income tax (benefit) provision $ (3 ) $ — $ (20 ) $ (8 ) A reconciliation of income tax expense using the statutory federal income tax rate compared with actual income tax expense follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Tax at Statutory U.S. Rate of 35% in 2017, 2016 and 2015 $ (149 ) $ 412 $ (18 ) $ (13 ) Increase resulting from: Reorganization costs and fresh-start accounting — (680 ) — — Federal tax rate change — — — 71 Allocation to Other comprehensive (income) loss related to pension and other postretirement benefits. — — (20 ) (2 ) Federal net operating losses — 818 — Cancellation of debt income 11 — — — Disallowed interest expense 5 — — — Nondeductible transaction costs (4 ) — — — Other expenses 1 — — — Net permanent differences 13 138 (20 ) 69 Valuation allowance 170 (635 ) 17 (63 ) Changed to reorganization — 8 — — State income taxes (benefit) (37 ) 78 2 — Other — (1 ) (1 ) (1 ) Total income tax (benefit) provision $ (3 ) $ — $ (20 ) $ (8 ) The following is a summary of the significant components of our net deferred tax asset (liability): (Dollars in millions) December 31, 2016 December 31, 2017 Deferred tax assets: Net operating loss and credit carryforwards $ 76 $ 72 Pension 251 147 Compensation obligations 25 14 Inventory reserves/capitalization 43 26 Capitalized expenses 4 4 Other 21 10 Gross deferred tax assets 420 273 Less: valuation allowance (193 ) (130 ) Deferred tax assets, net of allowance $ 227 $ 143 Deferred tax liabilities: Property, plant and equipment $ (207 ) $ (139 ) Cancellation of debt income deferral (13 ) (3 ) Intangible assets (4 ) — Other (3 ) (1 ) Total deferred tax liabilities (227 ) (143 ) Net deferred tax liabilities $ — $ — The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Based on our lack of historical earnings, management believes it is more likely than not that Verso will not realize the benefits of those deductible differences. Upon the Effective Date of the Plan, certain debt obligations of the Company were extinguished. Absent an exception, a debtor recognizes cancellation of debt income, or “CODI,” upon discharge of its outstanding indebtedness for an amount less than its original issue price. The Internal Revenue Code, or “IRC,” provides that a debtor in a bankruptcy case may exclude CODI from taxable income but must reduce certain of its tax attributes by the amount of the CODI realized as a result of the consummation of a plan of reorganization. Also, IRC Section 382 limits our ability to utilize our losses in the future. This has resulted in a reduction of our federal net operating losses available to be utilized in the future to $299 million at the end of 2017. ASC 740-20-45-7 requires that a Company allocate tax expense to other comprehensive income, or “OCI,” and a corresponding tax benefit to income from continuing operations when there is a pre-tax loss from continuing operations and pretax income in OCI. In 2016 (Successor), Verso allocated $20 million of tax expense to OCI and recognized a $20 million tax benefit in continuing operations. In 2017 (Successor), Verso allocated $2 million of tax expense to OCI and recognized a $2 million tax benefit in continuing operations. The valuation allowance for deferred tax assets as of December 31, 2016 (Successor) and December 31, 2017 (Successor) were $193 million and $130 million , respectively. The decrease in the valuation allowance in 2017 of $63 million is primarily attributable to the effect of federal tax reform enacted in the fourth quarter of 2017. It is less than more likely than not that Verso will realize these carryforward benefits in the future. Income tax benefits of $147 million related to pension and other postretirement benefit obligations are recorded of which $34 million is attributable to other comprehensive income as of December 31, 2017 (Successor). Verso’s policy is to record interest paid or received with respect to income taxes as interest expense or interest income, respectively, in the Consolidated Statements of Operations. The total amount of tax related interest and penalties in the Consolidated Balance Sheets was zero at December 31, 2016 (Successor) and 2017 (Successor). The amount of expense (benefit) for interest and penalties included in the Consolidated Statements of Operations was zero for all periods presented. Verso has federal net operating loss carryforwards totaling $407 million as of December 31, 2017 (Successor), which begin to expire at the end of 2034. We estimate that these net operating losses have been reduced by attribute reduction and IRC Section 382 limits to $299 million available to be utilized in the future. Verso has state net operating loss carryforwards, after apportionment, totaling $121 million available to be utilized in the future as of December 31, 2017 (Successor). On December 22, 2017, the federal government enacted new tax reform legislation. The provisions of the U.S. Tax Cuts and Jobs Act of 2017 included a reduction in the corporate income tax rate from 35% to 21%. The reduction in the federal tax rate resulted in a reduction of deferred tax assets of $71 million offset with a corresponding decrease in the valuation allowance. Also included in the act was a repeal of the alternative minimum tax and provisions allowing for the refund of any minimum tax credit carryovers. Verso recognized a tax benefit of $6 million , which is included in Income tax benefit in the Consolidated Statement of Operations for the year ended December 31, 2017 (Successor), related to the recognition of a minimum tax credit carryover receivable. We expect to receive this refund over time starting in 2019 through 2022. Based on our initial assessment of the Tax Act, we believe that the most significant impact on our financial statements is the refund of a minimum tax credit carryover. Quantifying all of the impacts of the Tax Act however requires significant judgment by our management, including the inherent complexities involved in determining the timing of reversals of our deferred tax assets and liabilities. Accordingly, we will continue to analyze the impacts of the Tax Act and, if necessary, record any further impacts in future periods. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (Dollars in millions) Balance at December 31, 2015 - Predecessor $ 3 Additions — Reductions — Balance at July 14, 2016 - Predecessor $ 3 Balance at July 14, 2016 - Successor $ 3 Additions — Reductions — Balance at December 31, 2016 - Successor 3 Additions — Reductions (1 ) Balance at December 31, 2017 - Successor $ 2 None of the unrecognized tax benefits are expected to significantly increase or decrease in the next twelve months. None of the unrecognized tax benefits would, if recognized, affect the effective tax rate. The reduction in the balance in 2017 is related to the effects of the U.S. Federal Tax reforms enacted in 2017. Verso files income tax returns in the United States for federal and various state jurisdictions. As of December 31, 2017, periods beginning in 2014 are still open for examination by various taxing authorities; however, taxing authorities have the ability to adjust net operating loss carryforwards from years prior to 2014. As of December 31, 2017, there are no ongoing federal or state income tax audits. |
NEW MARKET TAX CREDIT ENTITIES
NEW MARKET TAX CREDIT ENTITIES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
NEW MARKET TAX CREDIT ENTITIES | NEW MARKET TAX CREDIT ENTITIES In 2010, we entered into a financing transaction with Chase Community Equity, LLC, or “Chase,” related to a $43 million renewable energy project at our mill in Quinnesec, Michigan, in which Chase made a capital contribution and Verso Finance made a loan to Chase NMTC Verso Investment Fund, LLC, or the “Investment Fund,” under a qualified New Markets Tax Credit, or “NMTC,” program, provided for in the Community Renewal Tax Relief Act of 2000. By virtue of its contribution, Chase was entitled to substantially all of the benefits derived from the NMTCs. This transaction included a put/call provision, exercised by Chase on December 31, 2017, whereby we repurchased Chase’s interest. The value attributed to the put/call is de minimis. The NMTC was subject to 100% recapture for a period of 7 years as provided in the Internal Revenue Code. We are required to be in compliance with various regulations and contractual provisions that apply to the NMTC arrangement. Non-compliance with applicable requirements could result in projected tax benefits not being realized and, therefore, could require us to indemnify Chase for any loss or recapture of NMTCs related to the financing until such time as our obligation to deliver tax benefits is relieved and the period open for examination by federal authorities has expired. We do not anticipate any credit recaptures will be required in connection with this arrangement. Until December 31, 2017, the Investment Fund was determined to be a variable interest entity, or “VIE,” of which we were the primary beneficiary, and this consolidated it in accordance with the accounting standard for consolidation. The impact of the VIE was $8 million of Other long-term liabilities as of December 31, 2016 (Successor). Incremental costs to maintain the structure during the compliance period were recognized as incurred. After the exercise of the put option, the Investment Fund has become a wholly owned subsidiary of Verso. Chase’s contribution, net of syndication fees, was included in Other long-term liabilities in the Consolidated Balance Sheets prior to December 31, 2017 (Successor). At the end of the recapture period in December 2017, and as a result of the put, all obligations to Chase have been met and the $8 million , net of related expenses of $1 million , is recorded as an extinguishment gain and included in Other (income) expense in the Consolidated Statement of Operations for the period ended December 31, 2017 (Successor). |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Leases — We have entered into operating lease agreements, which expire at various dates through 2022 , primarily related to warehouse and office space leases. Rental expense under operating leases amounted to $10 million for the year ended December 31, 2017 (Successor), $4 million for the period July 15, 2016 to December 31, 2016 (Successor), $6 million for the period January 1, 2016 to July 14, 2016 (Predecessor) and $16 million for the year ended December 31, 2015 (Predecessor). The following table represents the future minimum rental payments due under non-cancelable operating leases that have initial or remaining lease terms in excess of one year, as of December 31, 2017 (Successor). (Dollars in millions) 2018 $ 5 2019 1 2020 1 2021 1 2022 — Thereafter — Total $ 8 Purchase obligations — We have entered into unconditional purchase obligations in the ordinary course of business for the purchase of certain raw materials, energy and services. The following table summarizes our unconditional purchase obligations, as of December 31, 2017 (Successor). (Dollars in millions) 2018 $ 52 2019 46 2020 39 2021 9 2022 5 Thereafter 11 Total $ 162 Represented Employees — Approximately 70% of our hourly workforce is represented by unions. All represented employees were covered by a Master Labor Agreement from 2012 to 2016 that covered wages and benefits. Certain represented mills also had local agreements covering general work rules. The Master Agreement expired in December 2016. The parties are engaged in collective bargaining at the Luke Mill and Escanaba Mill and continue to work under the terms and conditions of their expired agreements. Severance Arrangements — Under our severance policy, and subject to certain terms and conditions, if the employment of a regular, full-time salaried employee or regular, full-time hourly employee is terminated under specified circumstances, the employee is eligible to receive a termination allowance based on the employee’s eligible pay, employee classification and applicable service as follows: (i) one week of eligible pay multiplied by years of service not in excess of 10 years of service for employees with one through 10 years of service and (ii) for employees with eleven and above years of service, an additional two weeks of eligible pay multiplied by years of service in excess of 10 years of service. In any event, the allowance is not less than two weeks of eligible pay and not more than 52 weeks of eligible pay. Termination allowances for union employees are subject to collective bargaining rules. We also may elect to provide the employee with other severance benefits such as prorated and/or reduced incentive awards under our incentive plans and programs, subsidized continuation of medical and dental insurance coverage and outplacement services. Our executive officers are also entitled to receive additional severance benefits under their contracts with us in the event of the termination of their employment under certain circumstances. Expera Specialty Solutions, LLC — We were a party to a long-term supply agreement with Expera Specialty Solutions, or “Expera,” for the manufacture of specialty paper products on paper machine No. 5 at our Androscoggin Mill in Jay, Maine. The agreement, which was an element of the sale by International Paper Company of its industrial paper business to Thilmany, LLC in 2005, had a 12-year term expiring on June 1, 2017 . Verso, as the assignee of International Paper, was responsible for the machine’s routine maintenance and Expera was responsible for any capital expenditures specific to the machine. The agreement required Expera to pay us a variable charge for the paper purchased and a fixed charge for the availability of the paper machine. Expera had the right to terminate the agreement if certain events occurred. On May 25, 2016, the Bankruptcy Court authorized Verso to reject its supply agreement with Expera effective on May 4, 2016. Moving forward from the rejection of this agreement, we intend to continue producing our own portfolio of specialty paper products on paper machine No. 5 at our Androscoggin Mill. General Litigation — We are involved from time to time in legal proceedings incidental to the conduct of our business. We do not believe that any liability that may result from these proceedings will have a material adverse effect on our financial statements. |
INFORMATION BY INDUSTRY SEGMENT
INFORMATION BY INDUSTRY SEGMENT | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
INFORMATION BY INDUSTRY SEGMENT | INFORMATION BY INDUSTRY SEGMENT We have two operating segments, paper and pulp, however, subsequent to the Effective Date, we have determined that the operating loss of the pulp segment is immaterial for disclosure purposes. In 2017, pulp sales were less than 10% of our consolidated net sales and gross margin (as defined in Note 20). In 2017, net sales by product were approximately $1,378 million for printing papers, $566 million for specialty paper, $221 million for coated groundwood paper, $148 million for supercalendered paper and $148 million for pulp. Our paper products are used primarily in media and marketing applications, including catalogs, magazines and commercial printing applications such as high-end advertising brochures, annual reports and direct-mail advertising. Our market kraft pulp is used to manufacture printing, writing and specialty paper grades and tissue products. Our assets are utilized across segments in our integrated mill system and are not identified by segment or reviewed by management on a segment basis. We operate primarily in one geographic segment, North America. The following table summarizes the reportable segments for the year ended December 31, 2015 (Predecessor) and for the period from January 1, 2016 through July 14, 2016 (Predecessor): Year Ended January 1, 2016 December 31, Through (Dollars in millions) 2015 July 14, 2016 Net sales: Paper $ 2,914 $ 1,349 Pulp 252 91 Intercompany eliminations (44 ) (23 ) Total $ 3,122 $ 1,417 Operating income (loss): Paper (1) $ (129 ) $ (104 ) Pulp (26 ) (17 ) Total $ (155 ) $ (121 ) Depreciation, amortization and depletion: Paper $ 278 $ 92 Pulp 30 8 Total $ 308 $ 100 Capital expenditures: Paper $ 51 $ 26 Pulp 13 5 Total $ 64 $ 31 (1) In 2015, Restructuring charges attributable to the paper segment was $49 million . Operating losses in the period from January 1, 2016 to July 14, 2016 (Predecessor), include $135 million of Restructuring charges attributable to the paper segment and $16 million of Restructuring charges related to the pulp segment. |
QUARTERLY DATA
QUARTERLY DATA | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY DATA | UNAUDITED QUARTERLY DATA Our quarterly financial data is as follows: Predecessor Successor July 1, July 15, 2016 2016 (Dollars in millions, except per share amounts) First Second Through Through Fourth First Second Third Fourth Quarter Quarter July 14, September 30, Quarter Quarter Quarter Quarter Quarter 2016 2016 2016 2016 2016 2017 2017 2017 2017 Summary Statement of Operations Data: Net sales $ 690 $ 630 $ 97 $ 578 $ 646 $ 616 $ 585 $ 621 $ 639 Cost of products sold (exclusive of depreciation, amortization and depletion) 618 548 83 559 539 560 571 552 554 Depreciation, amortization and depletion 48 45 7 24 69 33 27 27 28 Selling, general and administrative expenses 47 40 8 23 26 33 24 24 25 Restructuring charges (1) 144 7 — 2 9 2 2 4 1 Other operating (income) expense (57 ) — — 2 6 — — — 1 Interest expense 26 11 2 8 9 9 10 10 9 Reorganization items, net (48 ) 12 (1,302 ) — — — — — — Other (income) expense — — — — — — — — (7 ) Income tax benefit — — — — (20 ) — — — (8 ) Net income (loss) (88 ) (33 ) 1,299 (40 ) 8 (21 ) (49 ) 4 36 Share Data: Income (loss) per common share: Basic $ (1.07 ) $ (0.40 ) $ 15.88 $ (1.16 ) $ 0.23 $ (0.61 ) $ (1.42 ) $ 0.12 $ 1.04 Diluted (1.07 ) (0.40 ) 15.88 (1.16 ) 0.23 (0.61 ) (1.42 ) 0.12 1.04 Weighted average shares of common stock outstanding (thousands): Basic 81,869 81,828 81,823 34,391 34,391 34,391 34,416 34,456 34,465 Diluted 81,869 81,828 81,823 34,391 34,391 34,391 34,416 34,460 34,618 Closing price per share: High $ 12.00 $ 7.16 $ 8.27 $ 6.07 $ 5.38 $ 17.57 Low 5.66 4.82 5.70 3.37 3.86 5.15 Period-end 6.45 7.10 6.00 4.69 5.09 17.57 (1) First quarter 2016 costs primarily associated with severance and employee related costs and other restructuring charges associated with the NewPage acquisition, the shutdown of a pulp dryer and paper machine at the Androscoggin Mill, the indefinite idling of the Wickliffe Mill and the closure of the Bucksport Mill. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENT On February 15, 2018, Verso announced plans to upgrade the shuttered No. 3 paper machine and pulp line at its Androscoggin Mill in Jay, Maine, enabling this equipment to restart in the third quarter of 2018 for the manufacture of packaging products. This project is expected to create approximately 120 full-time jobs at the Androscoggin Mill and increase annual paper production capacity by approximately 200,000 tons. The estimated total capital cost of the project is $17 million , $4 million of which will come from a Maine Technology Asset Fund 2.0 challenge grant administered by the Maine Technology Institute. Funds from the grant will be become available as certain milestones in the project are reached. |
SUMMARY OF BUSINESS AND SIGNI29
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business — We operate in the following two market segments: paper and pulp. However subsequent to the Effective Date (as defined below), we determined that the operating loss of the pulp segment is immaterial for disclosure purposes (see Note 19 ). Our core business platform is as a producer of coated freesheet, specialty and coated groundwood papers. Our products are used primarily in media and marketing applications, including catalogs, magazines, commercial printing applications, such as high-end advertising brochures, annual reports and direct-mail advertising, and specialty applications, such as flexible packaging and label and converting. Our market kraft pulp is used to manufacture printing, writing and specialty paper grades and tissue products. |
Basis of Presentation | Basis of Presentation — On January 7, 2015, Verso consummated the acquisition of NewPage through the merger of Verso Merger Sub Inc., an indirect, wholly owned subsidiary of Verso, or “Merger Sub,” with and into NewPage, or the “NewPage acquisition,” pursuant to an Agreement and Plan of Merger, or the “Merger Agreement.” As a result of the merger of Merger Sub with and into NewPage, Merger Sub’s separate corporate existence ceased and NewPage continued as the surviving corporation and an indirect, wholly owned subsidiary of Verso (see Note 5 ). As such, the Consolidated Financial Statements for the year ended December 31, 2015 (Predecessor), include the results of operations of NewPage beginning January 7, 2015. On January 26, 2016, the “Petition Date,” Verso and substantially all of its direct and indirect subsidiaries, or the “Debtors,” filed voluntary petitions for relief, the “Chapter 11 Filings,” under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware, or the “Bankruptcy Code,” in the United States Bankruptcy Court for the District of Delaware, or the “Bankruptcy Court.” On June 23, 2016, the Bankruptcy Court entered an order, the “Confirmation Order,” confirming Debtors’ First Modified Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code dated as of June 20, 2016, or the “Plan.” On July 15, 2016, or the “Effective Date,” the Plan became effective pursuant to its terms and the Debtors emerged from their chapter 11 cases, or the “Chapter 11 Cases” (see Note 2 ). In accordance with the provisions of Financial Accounting Standards Board, or “FASB,” Accounting Standards Codification, or “ASC,” Topic 852, Reorganizations, and in conformity with ASC Topic 805 , Business Combinations, the Company adopted fresh-start accounting upon emergence from their Chapter 11 Cases and became a new entity for financial reporting purposes as of July 15, 2016. References to “Successor” or “Successor Company” relate to Verso on and subsequent to July 15, 2016. References to “Predecessor” or “Predecessor Company” refer to Verso prior to July 15, 2016. For accounting purposes all emergence related transactions of the Predecessor including the impact of the issuance of the Successor common stock and warrants and entering into the Credit Facilities (as defined in Note 9) were recorded as of July 14, 2016. Accordingly, the Consolidated Financial Statements for the Successor are not comparable to the consolidated financial statements for the Predecessor. Also in connection with the adoption of fresh-start accounting, we elected to make certain material accounting policy changes as described below. This report contains the Consolidated Financial Statements as of December 31, 2017 (Successor) and 2016 (Successor), for the year ended December 31, 2017 (Successor), for the period from January 1, 2016 to July 14, 2016 (Predecessor) and for the period from July 15, 2016 to December 31, 2016 (Successor), and for the year ended December 31, 2015 (Predecessor). Variable interest entities for which we are the primary beneficiary are also consolidated (see Note 17 ). Intercompany balances and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or “GAAP,” requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates. |
Revenue Recognition | Revenue Recognition — Sales are recorded net of rebates, allowances and discounts. Revenue is recognized when the customer takes title and assumes the risks and rewards of ownership, in accordance ASC Topic 605, Revenue Recognition . Revenue is recorded at the time of shipment for terms designated FOB, or “free on board,” shipping point. For sales transactions designated FOB destination, revenue is recorded when the product is delivered to the customer’s site and when title and risk of loss are transferred. |
Shipping and Handling Costs | Shipping and Handling Costs — Shipping and handling costs, such as freight to customer destinations, are included in Cost of products sold in the Consolidated Statements of Operations. When the sales price includes charges to customers for shipping and handling, such amounts are included in Net sales. |
Planned Maintenance Costs | Planned Major Maintenance Costs — Prior to the Effective Date, costs for planned major maintenance shutdowns were deferred and then expensed ratably over the period until the next major planned shutdown. Upon the Effective Date, costs for all repair and maintenance activities are expensed in the month that the related activity is performed under the direct expense method of accounting. |
Successor Cost of products sold/ Selling, general and administrative expenses | Successor Cost of products sold/ Selling, general and administrative expenses — Certain centralized costs attributable to manufacturing overhead, including enterprise-wide human resources management, procurement and information systems support, presented in Selling, general and administrative expenses of the Predecessor are presented in Cost of products sold of the Successor. |
Environmental Costs and Obligations | Environmental Costs and Obligations — Costs associated with environmental obligations, such as remediation or closure costs, are accrued when such costs are probable and reasonably estimable. Such accruals are adjusted as further information develops or circumstances change. Costs of future expenditures for environmental obligations are discounted to their present value when the timing of expected cash flows are reliably determinable. |
Equity Compensation | Equity Compensation — We account for equity awards in accordance with ASC Topic 718, Compensation – Stock Compensation . ASC Topic 718 requires employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at the grant date based on the fair value of the award. We use the straight-line attribution method to recognize share-based compensation over the service period of the award. Restricted stock units vest over 1 to 4 years. We have elected to recognize forfeitures as an adjustment to compensation expense in the same period as they occur. |
Income Taxes | Income Taxes — We account for income taxes using the liability method pursuant to ASC Topic 740, Income Taxes . Under this method, we recognize deferred tax assets and liabilities for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and our reported amounts using enacted tax rates in effect for the year the differences are expected to reverse. We record a valuation allowance to reduce the deferred tax assets to the amount that is more likely than not to be realized. We evaluate uncertain tax positions annually and consider whether the amounts recorded for income taxes are adequate to address our tax risk profile. We analyze the potential tax liabilities of specific transactions and tax positions based on management’s judgment as to the expected outcome. |
Earnings Per Share | Earnings Per Share — We compute earnings per share by dividing net income or net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing net income or net loss by the weighted average number of shares outstanding, after giving effect to potentially dilutive common share equivalents outstanding during the period. Potentially dilutive common share equivalents are not included in the computation of diluted earnings per share if they are anti-dilutive. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments — The carrying amounts for cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short maturity of these instruments. We determine the fair value of our debt based on market information and a review of prices and terms available for similar obligations. See Note 2 , Note 5 , Note 9 and Note 12 , for additional information regarding fair value. We use fair value measurements for the initial recording of certain assets and liabilities, periodic remeasurement of certain assets and liabilities and disclosures. Fair value is generally defined as the exit price at which an asset or liability could be exchanged in a current transaction between willing, unrelated parties, other than in a forced or liquidation sale. The fair value framework requires the categorization of assets and liabilities into three levels based upon the assumptions used to value the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows: ▪ Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. ▪ Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets. ▪ Level 3: Unobservable inputs reflecting management’s own assumption about the inputs used in pricing the asset or liability at the measurement date. |
Cash and Cash Equivalents | Cash and Cash Equivalents — Cash and cash equivalents can include highly liquid investments with a maturity of three months or less at the date of purchase. |
Inventories and Replacement Parts and Other Supplies | Inventories and Replacement Parts and Other Supplies — Inventory values include all costs directly associated with manufacturing products: materials, labor and manufacturing overhead, and these values are presented at the lower of cost or net realizable value. Costs of raw materials, work-in-progress and finished goods are determined using the first-in, first-out method. Replacement parts and other supplies are stated using the average cost method and are reflected in Inventories on the Consolidated Balance Sheet (see Note 4 ). |
Property, Plant, and Equipment | Property, Plant and Equipment — Property, plant and equipment is stated at cost, net of accumulated depreciation. Interest is capitalized on projects meeting certain criteria and is included in the cost of the assets. The capitalized interest is depreciated over the same useful lives as the related assets (see Note 6 ). Depreciation and amortization are computed using the straight-line method for all assets over the assets’ estimated useful lives. Estimated useful lives are as follows: (Years) Predecessor Successor Buildings and building improvements 20 - 40 20 - 40 Land improvements 20 10 - 20 Machinery and equipment 10 - 20 3 - 20 Furniture and office equipment 3 - 10 10 Computer hardware and software 3 - 6 3 - 7 Leasehold improvements Over the shorter of the lease term or the useful life of the improvements Over the shorter of the lease term or the useful life of the improvements |
Intangible Assets | Intangible Assets — We account for intangible assets in accordance with ASC Topic 350, Intangibles – Goodwill and Other . Intangible assets of the Predecessor consisted of indefinite-lived trademarks, customer-related intangible assets which were amortized over their estimated useful lives of approximately 20 to 25 years, and patents which were amortized over their legal lives of 10 years . As part of fresh-start accounting, we wrote-off the existing intangible assets and accumulated amortization of the Predecessor and recorded an adjustment of $30 million to reflect the fair value of the Intangibles and other assets, net of the Successor (see Note 2 ). The intangible assets of the Successor are comprised of customer relationships with a useful life of 10 years and trademarks with a five year useful life. Both are amortized on a straight-line basis. The fair value of trademarks was determined based on the Relief from Royalty method. We assumed a royalty rate of 0.25% and a five year economic life for our trademarks. The rate was based on analysis of market information. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets — Long-lived assets are reviewed for impairment upon the occurrence of events or changes in circumstances that indicate that the carrying value of the assets may not be recoverable, as measured by comparing their net book value to the estimated undiscounted future cash flows generated by their use. Impaired assets are recorded at estimated fair value, determined principally using discounted cash flows. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts — We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. We manage credit risk related to our trade accounts receivable by continually monitoring the creditworthiness of our customers to whom credit is granted in the normal course of business. Trade accounts receivable balances for the Successor were $202 million at December 31, 2017 and $191 million at December 31, 2016 . As of December 31, 2017 and December 31, 2016 , two of our customers accounted for 29% and 33% , respectively, of the Successor’s accounts receivable. We establish our allowance for doubtful accounts based upon factors surrounding the credit risks of specific customers, historical trends and other information. Based on this assessment, an allowance is maintained that represents what is believed to be ultimately uncollectible from such customers. |
Deferred Financing Costs | Deferred Financing Costs — We record costs incurred in connection with borrowings or establishment of credit facilities as contra-liabilities in accordance with ASC Topic 835, Interest . These costs are amortized as an adjustment to interest expense over the life of the borrowing or life of the credit facilities using the effective interest method. In the case of early debt principal repayments, we adjust the carrying value of the corresponding deferred financing costs with a charge to interest expense, and similarly adjust the future amortization expense. |
Asset Retirement Obligations | Asset Retirement Obligations — In accordance with ASC Topic 410, Asset Retirement and Environmental Obligations , a liability and an asset are recorded equal to the present value of the estimated costs associated with the retirement of long-lived assets where a legal or contractual obligation exists. The liability is accreted over time and the asset is depreciated over its useful life. Our asset retirement obligations under this standard relate primarily to closure and post-closure costs for landfills. Revisions to the liability could occur due to changes in the estimated costs or timing of closure or possible new federal or state regulations affecting the closure. As of December 31, 2017 (Successor) and December 31, 2016 (Successor), $2 million of restricted cash was included in Intangibles and other assets, net in the Consolidated Balance Sheets related to asset retirement obligations in the state of Michigan. These cash deposits are required by the state and may only be used for the future closure of a landfill. The following table presents activity related to our asset retirement obligations for the periods presented. Long-term obligations are included in Other long-term liabilities and current portions are included in Accrued liabilities in the Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Asset retirement obligations, beginning balance $ 16 $ 13 $ 14 Settlement of existing liabilities — — — Accretion expense — — 1 Adjustments to existing liabilities (3 ) 1 — Asset retirement obligations, ending balance 13 14 15 Less: Current portion — (1 ) (1 ) Non-current portion of asset retirement obligations, ending balance $ 13 $ 13 $ 14 In addition to the above obligations, we may be required to remove certain materials from our facilities or to remediate them in accordance with current regulations that govern the handling of certain hazardous or potentially hazardous materials. At this time, any such obligations have an indeterminate settlement date, and we believe that adequate information does not exist to reasonably estimate any such potential obligations. Accordingly, no liability for such remediation was recorded. |
Pension and Other Postretirement Benefits | Pension and other postretirement benefits — Pension plans cover substantially all of our employees. The defined benefit plans are funded in conformity with the funding requirements of applicable government regulations. Unrecognized prior service costs and actuarial gains and losses are amortized on a straight-line basis over the estimated remaining service periods of employees. Certain employees are covered by defined contribution plans. Our contributions to these plans are based on a percentage of employees’ compensation or employees’ contributions. |
SUMMARY OF BUSINESS AND SIGNI30
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Property, Plant, and Equipment | Depreciation and amortization are computed using the straight-line method for all assets over the assets’ estimated useful lives. Estimated useful lives are as follows: (Years) Predecessor Successor Buildings and building improvements 20 - 40 20 - 40 Land improvements 20 10 - 20 Machinery and equipment 10 - 20 3 - 20 Furniture and office equipment 3 - 10 10 Computer hardware and software 3 - 6 3 - 7 Leasehold improvements Over the shorter of the lease term or the useful life of the improvements Over the shorter of the lease term or the useful life of the improvements |
Schedule of Asset Retirement Obligations Included in Other Liabilities | The following table presents activity related to our asset retirement obligations for the periods presented. Long-term obligations are included in Other long-term liabilities and current portions are included in Accrued liabilities in the Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Asset retirement obligations, beginning balance $ 16 $ 13 $ 14 Settlement of existing liabilities — — — Accretion expense — — 1 Adjustments to existing liabilities (3 ) 1 — Asset retirement obligations, ending balance 13 14 15 Less: Current portion — (1 ) (1 ) Non-current portion of asset retirement obligations, ending balance $ 13 $ 13 $ 14 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in Accumulated other comprehensive income (loss) by balance type for periods presented: (Dollars in millions) Accumulated other comprehensive loss as of December 31, 2014 - Predecessor $ (27 ) Amounts reclassified from Accumulated other comprehensive loss to Cost of products sold 3 Pension liability adjustment (78 ) Net increase in other comprehensive loss (75 ) Accumulated other comprehensive loss as of December 31, 2015 - Predecessor (102 ) Amounts reclassified from Accumulated other comprehensive loss to Cost of products sold 1 Elimination of Predecessor accumulated other comprehensive loss 101 Balance - July 14, 2016 - Predecessor $ — Balance - July 15, 2016 - Successor $ — Pension and other postretirement liability adjustment, net 127 Net increase in other comprehensive income 127 Accumulated other comprehensive income as of December 31, 2016 - Successor 127 Pension and other postretirement liability adjustment, net 5 Net increase in other comprehensive income 5 Accumulated other comprehensive income as of December 31, 2017 - Successor $ 132 |
BANKRUPTCY RELATED DISCLOSURES
BANKRUPTCY RELATED DISCLOSURES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Reorganizations [Abstract] | |
Schedule of Fresh-Start Adjustments | (Dollars in millions) Predecessor Reorganization Adjustments Fresh-Start Adjustments Successor ASSETS Current assets: Cash and cash equivalents $ 27 $ 20 (a) $ — $ 47 Accounts receivable, net 201 — (2 ) 199 Inventories 503 — (14 ) (l) 489 Prepaid expenses and other assets 27 (3 ) — 24 Total current assets 758 17 (16 ) 759 Property, plant and equipment, net 1,660 — (480 ) (m) 1,180 Intangibles and other assets, net 97 — (30 ) (n) 67 Total assets $ 2,515 $ 17 $ (526 ) $ 2,006 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 103 $ 41 (b) $ — $ 144 Accrued liabilities 140 10 (c) 2 152 Current maturities of long-term debt 461 (443 ) (d) — 18 Total current liabilities 704 (392 ) 2 314 Long-term debt — 292 (e) — 292 Other liabilities 597 5 (f) 123 (o) 725 Liabilities subject to compromise 2,535 (2,535 ) (g) — — Total liabilities 3,836 (2,630 ) 125 1,331 Commitment and contingencies Equity: Predecessor preferred stock — — — — Successor preferred stock — — — — Predecessor common stock 1 (1 ) (h) — — Successor common stock — — (i) — — Treasury stock (1 ) 1 (h) — — Predecessor paid-in capital 322 (322 ) (h) — — Successor paid-in-capital — 665 (i) — 665 Warrants — 10 (j) — 10 Retained earnings (deficit) (1,541 ) 2,294 (k) (753 ) (p) — Accumulated other comprehensive loss (102 ) — 102 (p) — Total equity (deficit) (1,321 ) 2,647 (651 ) 675 Total liabilities and equity $ 2,515 $ 17 $ (526 ) $ 2,006 Represents the long-term portion of the Term Loan Facility and ABL Facility net of debt issuance costs as follows (dollars in millions): ABL Facility Borrowing $ 120 Term Loan Facility Borrowing 220 Debt Discount (22 ) Debt issuance costs (8 ) Less: Current Portion (18 ) Long-term Debt $ 292 Reflects payments and receipts recorded as of the Effective Date as follows (dollars in millions): Sources: Amount borrowed under the Credit Facilities $ 340 Less discount on Term Loan Facility (22 ) Total Sources 318 Uses: Repayment of DIP facility (principal and interest) (279 ) Payment of deferred financing costs on exit financing (8 ) Payment of professional fees (8 ) Aggregate settlement of unsecured claims (3 ) Total uses (298 ) Net source $ 20 An adjustment of $30 million was recorded to decrease the book value to fair value of Intangibles and other assets, net to estimated fair value as follows (dollars in millions): Successor Trade Names $ 16 Successor Customer Relationships 26 Write-off of Predecessor intangible and other assets (72 ) $ (30 ) Reflects the cumulative impact of the reorganization adjustment discussed above (dollars in millions): Gain on settlement of LSTC $ 1,992 Professional fees paid at emergence (8 ) Success fees accrued at emergence (12 ) Net gain on reorganization adjustments 1,972 Cancellation of Predecessor equity (1) 322 Net impact to Retained earnings $ 2,294 (1) Net of recognition of previously unamortized stock compensation cost of the Predecessor. Represents the short-term portion of borrowing pursuant to the Term Loan Facility net of the payment of the principal balance of the NewPage DIP Facilities and settlement of the NewPage DIP Roll Up Loan (dollars in millions): Short-term portion of Term Loan $ 18 Payment of the NewPage DIP Facilities (278 ) Settlement of NewPage DIP Roll Up Loans (183 ) $ (443 ) Reflects the cumulative impact of fresh-start adjustments as discussed above and shown in the table below and the elimination of the Predecessor accumulated other comprehensive income (dollars in millions): Accounts receivable, net $ (2 ) Inventory (14 ) Write down Property, plant and equipment, net (480 ) Record fair value of Intangibles and other assets (30 ) Accrued liabilities (2 ) Other long-term liabilities 4 Pension (135 ) Change in deferred taxes 8 Total loss recorded as a result of Fresh-Start Accounting (651 ) Elimination of Predecessor accumulated other comprehensive loss (102 ) Net impact on Retained earnings (deficit) $ (753 ) This entry records the settlement of LSTC and the NewPage DIP Roll Up Loans (dollars in millions): Settlement of LSTC debt $ (2,324 ) Settlement of LSTC accrued interest (126 ) Settlement of LSTC accounts payable and accrued liabilities (85 ) Settlement of LSTC (2,535 ) Settlement of NewPage DIP Roll-Up Loans (principal and interest) (184 ) Reinstatement of certain liabilities from LSTC 49 Cash paid for the satisfaction of unsecured claims in aggregate settlement 3 Issuance of New Common Stock 665 Issuance of Plan Warrants 10 Net gain on settlement of LSTC and DIP Roll-Up Loans $ (1,992 ) An adjustment of $14 million was recorded to decrease the book value of inventories to their estimated fair value as follows (dollars in millions): Replacement parts and other supplies $ (52 ) Work-in-process and finished goods 38 $ (14 ) |
Schedule of Contractual Interest | The table below shows contractual interest amounts for debt classified as LSTC calculated in accordance with the respective agreements without giving effect to any penalties as a result of the default on such agreements, which are amounts due under the contractual terms of the outstanding debt. Interest expense reported in the Consolidated Statement of Operations for the period January 1, 2016 through July 14, 2016 (Predecessor) does not include $123 million , per the table below, in contractual interest on pre-petition debt classified as LSTC, which was stayed by the Bankruptcy Court effective on the Petition Date. January 26, 2016 Through (Dollars in millions) July 14, 2016 VPH $ 98 NewPage Corp 25 Total contractual interest $ 123 |
Schedule of Reorganization items, net | The following table reconciles the equity value to the estimated reorganization value as of the Effective Date (dollars in millions): Value of Successor Stock $ 665 Add: Fair value of Plan Warrants 10 Equity Value 675 Add: Fair value of long-term debt 318 Add: Other non-interest bearing liabilities 1,021 Less: Debt issuance costs (8 ) Reorganization value of Successor assets $ 2,006 The following table presents reorganization items incurred in the period from January 26, 2016 through July 14, 2016 (Predecessor), as reported in the Consolidated Statement of Operations: January 26, 2016 Through (Dollars in millions) July 14, 2016 Net gain on settlement of LSTC and DIP Roll-Up Notes $ (1,992 ) Total loss recorded as a result of Fresh-Start Accounting 651 Professional fees 52 DIP financing cost 22 Write-off of unamortized deferred financing costs, discounts/premiums and deferred gains (1) (81 ) Contract modifications and rejections, net 14 Other (4 ) Total reorganization items, net $ (1,338 ) (1) Primarily represents $116 million of non-cash reorganization gain off-set by non-cash reorganization expense of $35 million . The gains are recognized as the difference between the Petition Date carrying values of certain Verso notes previously recorded as a troubled debt restructuring and their par value (estimated allowed claim) for such debt. The expenses represent the write-off of debt issuance costs and other carrying value adjustments. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories by Major Category | Successor (Dollars in millions) December 31, 2016 December 31, 2017 Raw materials $ 95 $ 75 Work-in-process 62 54 Finished goods 264 228 Replacement parts and other supplies 24 28 Inventories $ 445 $ 385 |
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of accounting considerations | Accounting consideration for the NewPage acquisition by the Predecessor was as follows: (Dollars in millions) 13,607,693 shares of Verso common stock valued at January 7, 2015 closing price $ 46 $650 face value New First Lien Notes valued at January 7, 2015 closing price 663 Accounting consideration $ 709 Items above represent non-cash investing and financing activities (see cash flow statement). |
Schedule of purchase price allocation | The allocation of the purchase price by the Predecessor was as follows: (Dollars in millions) Cash $ 128 Current assets, excluding cash 578 Property, plant and equipment 1,574 Other long-term assets 43 Current liabilities (277 ) Current portion of long-term debt (3 ) Non-current pension and other postretirement benefit obligations (476 ) Other long-term liabilities (58 ) Long-term debt (800 ) Net assets acquired $ 709 |
Pro forma information | Predecessor Pro Forma Year Ended (Unaudited) December 31, (Dollars in millions, except per share data) 2015 Revenues $ 3,155 Net loss (391 ) Income (loss) per common share - basic and diluted $ (4.78 ) Weighted-average common shares outstanding - basic and diluted (in thousands) 81,759 |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | Property, plant and equipment, net of the Successor consist of the following: (Dollars in millions) December 31, 2016 December 31, 2017 Land and land improvements $ 52 $ 51 Building and leasehold improvements 152 153 Machinery, equipment and other 995 1,028 Construction-in-progress 22 26 Property, plant and equipment, gross 1,221 1,258 Accumulated depreciation (89 ) (196 ) Property, plant and equipment, net $ 1,132 $ 1,062 |
Schedule of Depreciation and Capitalized Interest Costs | Interest costs capitalized and depreciation expense for the periods presented are as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Interest costs capitalized $ 2 $ 1 $ 1 $ 1 Depreciation expense 302 97 90 109 |
INTANGIBLES AND OTHER ASSETS (T
INTANGIBLES AND OTHER ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangibles and Other Assets | Intangibles and other assets of the Successor consist of the following: (Dollars in millions) December 31, 2016 December 31, 2017 Intangible assets: Customer relationships, net of accumulated amortization of $1 million on December 31, 2016 and $4 million on December 31, 2017 $ 25 $ 22 Trademarks, net of accumulated amortization of $1 million on December 31, 2016 and $4 million on December 31, 2017 15 12 Other assets: Restricted cash 3 2 Other 15 20 Total other assets $ 18 $ 22 Intangibles and other assets, net $ 58 $ 56 |
Schedule of Finite-lived Intangible Assets Amortization Expense | Amortization expense related to intangible assets for the periods presented is as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Customer Relationships $ 6 $ 2 $ 1 $ 3 Trademarks — — 1 3 |
Schedule of Estimated Future Amortization Expense for Intangible Assets Over Next Five Years | The estimated future amortization expense for intangible assets over the next five years is as follows: (Dollars in millions) 2018 $ 6 2019 6 2020 6 2021 4 2022 3 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | A summary of accrued liabilities of the Successor is as follows: (Dollars in millions) December 31, 2016 December 31, 2017 Payroll and employee benefit costs $ 83 $ 69 Accrued sales rebates 21 24 Accrued energy 10 10 Accrued taxes - other than income 6 5 Restructuring costs 9 3 Accrued professional and legal fees 2 1 Accrued interest 2 2 Freight and other 15 15 Accrued liabilities $ 148 $ 129 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt | The following table summarizes debt of the Successor: Original (Dollars in millions) Maturity December 31, 2016 December 31, 2017 ABL Facility 7/14/2021 $ 112 $ 65 Term Loan Facility 10/14/2021 211 146 Unamortized (discount) and debt issuance costs, net (30 ) (21 ) Less: Current portion (28 ) (60 ) Total long-term debt $ 265 $ 130 |
Interest Expense Related to Long Term Debt and Cash Interests Payments on Long-Term Debt | Amounts of interest expense (inclusive of amounts capitalized) and amounts of cash interest payments related to long-term debt for the periods presented, are as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Interest expense $ 266 $ 39 $ 15 $ 30 Cash interest paid 246 12 12 30 Debt issuance cost and discount amortization (1) 6 1 3 9 (1) Amortization of debt issuance cost and original issue discount are included in interest expense on the Consolidated Statements of Operations. |
Payments Required Under Long-Term Debt | Scheduled principal payments on long-term debt during the years following December 31, 2017 , are as follows: (Dollars in millions) 2018 $ 60 2019 18 2020 18 2021 50 Total debt $ 146 |
OTHER LIABILITIES (Tables)
OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Other Liabilities | Other long-term liabilities of the Successor consist of the following: (Dollars in millions) December 31, 2016 December 31, 2017 Other employee related obligations $ 19 $ 15 Asset retirement obligations 13 14 Non-controlling interests 8 — Other postretirement benefit obligation 5 — Deferred compensation — 3 Other 3 2 Other long-term liabilities $ 48 $ 34 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Earnings (Loss) per Common Share | The following table provides a reconciliation of our basic and diluted loss or income per common share: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, 2015 July 14, 2016 December 31, 2016 2017 Net income (loss) available to common shareholders (in millions) $ (422 ) $ 1,178 $ (32 ) $ (30 ) Weighted average common shares outstanding (in thousands) 80,838 81,450 34,391 34,432 Weighted average restricted shares (in thousands) 457 397 — — Weighted average common shares outstanding - basic (in thousands) 81,295 81,847 34,391 34,432 Dilutive shares from stock awards (in thousands) — — — — Weighted average common shares outstanding - diluted (in thousands) 81,295 81,847 34,391 34,432 Basic income (loss) per share $ (5.19 ) $ 14.39 $ (0.93 ) $ (0.87 ) Diluted income (loss) per share $ (5.19 ) $ 14.39 $ (0.93 ) $ (0.87 ) |
RETIREMENT AND OTHER POSTRETI40
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | The following tables summarize the components of net periodic pension cost (income) of our pension plans for the periods presented: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Components of net periodic pension cost (income): Service cost $ 11 $ 9 $ 8 $ 16 Interest cost 65 36 31 65 Expected return on plan assets (83 ) (40 ) (39 ) (75 ) Amortization of actuarial loss 2 1 — — Curtailment 1 — — — Special termination benefits 3 — — — Net periodic pension cost (income) $ (1 ) $ 6 $ — $ 6 The following table summarizes the components of net periodic postretirement cost (income) for the periods presented: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Components of net periodic postretirement cost (income): Service cost $ — $ — $ — $ — Interest cost 1 1 1 — Amortization of prior service cost (3 ) — — — Settlement — — (25 ) (4 ) Net periodic postretirement cost (income) $ (2 ) $ 1 $ (24 ) $ (4 ) |
Detail of Prior Service Cost and Net Actuarial Loss Recognized In Accumulated Other Comprehensive Income | The following table provides detail on net actuarial (gain) loss recognized in Accumulated other comprehensive (income) loss of the Successor: (Dollars in millions) December 31, 2016 December 31, 2017 Amounts recognized in Accumulated other comprehensive (income) loss: Net actuarial (gain) loss, net of tax $ (126 ) $ (133 ) The following table provides detail on net actuarial (gain) loss recognized in Accumulated other comprehensive (gain) loss for the Successor: (Dollars in millions) December 31, 2016 December 31, 2017 Amounts recognized in Accumulated other comprehensive (income) loss: Net actuarial (gain) loss, net of tax $ (1 ) $ 1 |
Reconciliation of Plans' Benefit Obligation, Plan Assets and Funded Status | The following table sets forth a reconciliation of the other postretirement benefit obligations, plan assets and funded status as of the periods presented: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Change in Projected Benefit Obligation: Benefit obligation at beginning of period $ 37 $ 35 $ 7 Interest cost 1 1 — Plan amendments and settlements — (25 ) (7 ) Benefits paid (4 ) (3 ) (3 ) Actuarial (gain) loss 1 (1 ) 5 Benefit obligation at end of period $ 35 $ 7 $ 2 Change in Plan Assets: Plan assets at fair value at beginning of period $ — $ — $ — Employer contributions 4 3 3 Benefits paid (4 ) (3 ) (3 ) Plan assets at fair value at end of period $ — $ — $ — Funded status at end of period $ (35 ) $ (7 ) $ (2 ) The following table sets forth a reconciliation of the pension plans’ benefit obligations, plan assets and funded status for the periods presented: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Change in Projected Benefit Obligation: Benefit obligation at beginning of period $ 1,672 $ 1,839 $ 1,672 Service cost 9 8 16 Interest cost 36 31 65 Actuarial (gain) loss 162 (152 ) 106 Benefits paid (40 ) (54 ) (106 ) Benefit obligation at end of period $ 1,839 $ 1,672 $ 1,753 Change in Plan Assets: Plan assets at fair value at beginning of period $ 1,144 $ 1,192 $ 1,181 Actual net return on plan assets 72 33 189 Employer contributions 16 10 32 Benefits paid (40 ) (54 ) (106 ) Plan assets at fair value at end of period $ 1,192 $ 1,181 $ 1,296 Funded status at end of period $ (647 ) $ (491 ) $ (457 ) |
Summary of Expected Future Pension Benefit Payments | The following table summarizes expected future pension benefit payments: (Dollars in millions) 2018 $ 88 2019 89 2020 91 2021 95 2022 97 2023-2027 508 |
Actuarial Assumptions Used In Defined Benefit Pension Plans | Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Included in the balance sheet: Other current liabilities $ (3 ) $ (2 ) $ (2 ) Other long-term obligations (32 ) (5 ) — Total net liability (35 ) (7 ) (2 ) Weighted average assumptions used to determine benefit obligations as of end of period: Discount rate 3.09 % 3.32 % — Weighted average assumptions used to determine net periodic pension cost for the period: Discount rate 3.73 % 3.09 % 3.32 % The actuarial assumptions used in the defined benefit pension plans were as follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, 2015 July 14, 2016 December 31, 2016 2017 Weighted average assumptions used to determine benefit obligations as of end of period: Discount rate 4.17 % 3.43 % 3.99 % 3.51 % Rate of compensation increase N/A N/A N/A N/A Weighted average assumptions used to determine net periodic pension cost for the period: Discount rate 3.98 % 4.17 % 3.43 % 3.98 % Rate of compensation increase N/A N/A N/A N/A Expected long-term return on plan assets 7.05 % 6.75 % 6.75 % 6.50 % |
Schedule of Pension Plan's Asset Allocation | We invest in certain hedge funds and private equity funds that are valued based on the NAV derived by the investment managers, as a practical expedient, these investments are described further below. (Dollars in millions) Fair Value Unfunded Commitments Redemption Frequency Redemption Notice Period Multi-Strategy Hedge Fund (1) $ 2 $ — Annually 45 days Debt Securities Hedge Fund (2) 65 — Semi-Annually 90 days Private Equity (3) 13 2 N/A N/A $ 80 $ 2 _________ (1) The fund invests in equities, equity-related instruments, fixed income and other debt-related instruments, real estate and other tangible assets, cash and cash equivalents, options, futures, swaps and other derivatives. The fund utilizes leverage in its investment program and includes both long and short positions. The fund’s investment objective is to generate consistent, absolute returns with low volatility. (2) The fund’s objective is to achieve superior risk-adjusted total returns by investing primarily in public and private non-investment grade and nonrated debt securities. Securities and other instruments acquired by the Fund may include all types of debt obligations consisting primarily of public and private non-investment grade and nonrated debt, convertible bonds, preferred stock, bank debt, middle market loans and notes, trade claims, liquidating trusts, assignments, options swaps and any other securities with fixed-income characteristics, including, without limitation, debentures, notes deferred interest, pay-in-kind or zero coupon bonds, mortgages and mortgage-backed securities, collateralized mortgage obligations, other real-estate related instruments. The fund may also acquire common or preferred stock, warrants to purchase common or preferred stock, and any other equity interests. (3) This category consists of several private equity funds some of which invest in limited partnerships which make equity-oriented investments in young, growing or emerging companies or entities. Additionally, the funds can invest in limited partnerships or other pooled investment vehicles which, in turn, make investments in management buy-in, management buy-out, leveraged buy-out, mezzanine, special situation and recapitalization transactions or other partnerships either directly or purchased in the secondary market, as well as investments in mezzanine, distressed and venture debt. These funds invest in a wide range of industries primarily in the United States. These investments cannot be redeemed. Instead, distributions are received when the underlying assets of the funds are liquidated. The following table provides the pension plans’ asset allocation for the periods presented: Allocation of Plan Assets 2016 Allocation on 2017 Allocation on Targeted December 31, Targeted December 31, Allocation 2016 Allocation 2017 Fixed income: 35-55% 35-55% Fixed income funds 36 % 32 % Equity securities: 35-60% 35-60% Domestic equity funds - large cap 31 % 32 % Domestic equity funds - small cap 5 % 6 % International equity funds 17 % 20 % Other: 4-15% 4-15% Hedge funds, private equity, real estate, commodities 11 % 10 % |
Schedule of Pension Plans Assets at Fair Value | The following table sets forth by level, within the fair value hierarchy, the pension plans’ assets at fair value as of the Successor periods presented: (Dollars in millions) Total Level 1 Level 2 Level 3 Assets Valued at NAV Practical Expedient December 31, 2017 Fixed income funds $ 418 $ 54 $ — $ — $ 364 Domestic equity funds - large cap 412 22 — — 390 International equity funds 266 126 — — 140 Domestic equity funds - small cap 73 11 — — 62 Other (hedge funds, private equity, real estate, commodities) 127 4 — — 123 Total assets at fair value $ 1,296 $ 217 $ — $ — $ 1,079 December 31, 2016 Fixed income funds $ 421 $ 58 $ — $ — $ 363 Domestic equity funds - large cap 365 22 — — 343 International equity funds 204 94 — — 110 Domestic equity funds - small cap 64 10 — — 54 Other (hedge funds, private equity, real estate, commodities) 127 7 — — 120 Total assets at fair value $ 1,181 $ 191 $ — $ — $ 990 |
Defined Contribution Plan Disclosures | We sponsor 401(k) plans to provide salaried and hourly employees an opportunity to accumulate personal funds and to provide additional benefits for retirement. Employee contributions may be made on a before-tax or after-tax basis to the plan. Employer matching contributions under the plans are presented below. Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Defined Contribution Plans Defined contribution benefits expense $ 17 $ 8 $ 8 $ 14 Employer 401(k) matching contributions 16 8 6 14 |
EQUITY AWARDS (Tables)
EQUITY AWARDS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Restricted Stock and Restricted Stock Units Activity | The following table summarizes the restricted stock units activity that occurred subsequent to the Effective Date. Successor (in thousands) Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Per Share Outstanding on 7/15/2016 — $ — Granted 162 11.19 Forfeited (2 ) 11.50 Outstanding on 12/31/2016 160 11.18 Granted 528 6.41 Vested (73 ) 10.81 Forfeited (32 ) 11.50 Outstanding on 12/31/2017 583 6.89 |
Summary of Stock Option Plan Activity | Further information relating to stock options is as follows: (in thousands) Options Outstanding Outstanding on 12/31/2014 (Predecessor) 6,464 Options granted 2,809 Forfeited (647 ) Exercised (9 ) Outstanding on 12/31/2015 (Predecessor) 8,617 Cancellation of Predecessor stock awards (8,617 ) Outstanding on 7/15/2016 (Successor) — |
RESTRUCTURING CHARGES (Tables)
RESTRUCTURING CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Cumulative Charges Incurred Related to Restructuring | The following table details the charges incurred related primarily to the Bucksport Mill closure in 2014 as included in Restructuring charges on our Consolidated Statement of Operations: Predecessor Year Ended December 31, Cumulative (Dollars in millions) 2015 Incurred Property and equipment $ — $ 89 Severance and benefit costs 2 29 Write-off of spare parts, inventory and other assets — 14 Write-off of purchase obligations and commitments 6 8 Other costs 4 7 Total restructuring costs $ 12 $ 147 The following table details the charges incurred related primarily to the Androscoggin/Wickliffe capacity reductions and primarily attributable to the paper segment as included in Restructuring charges on our Consolidated Statements of Operations for the Predecessor: Year Ended January 1, 2016 December 31, Through Cumulative (Dollars in millions) 2015 July 14, 2016 Incurred Property and equipment $ — $ 127 $ 127 Severance and benefit costs 16 10 26 Write-off of spare parts, inventory and other assets 3 9 12 Write-off of purchase obligations and commitments 1 2 3 Other costs 1 3 4 Total restructuring costs $ 21 $ 151 $ 172 The following table details the charges incurred related to the NewPage acquisition as included in Restructuring charges on our Consolidated Statement of Operations for the Predecessor. Restructuring costs of the Predecessor were primarily attributable to the paper segment. Year Ended December 31, Cumulative (Dollars in millions) 2015 Incurred Property and equipment - disposal $ 4 $ 4 Severance and benefit costs 16 16 Total restructuring costs $ 20 $ 20 The following table details the charges incurred related primarily to the Androscoggin/Wickliffe capacity reductions as included in Restructuring charges on our Consolidated Statements of Operations for the Successor: July 15, 2016 Year Ended Through December 31, Cumulative (Dollars in millions) December 31, 2016 2017 Incurred Severance and benefit costs $ 5 $ — $ 5 Write-off of purchase obligations and commitments 1 2 3 Other costs 3 3 6 Total restructuring costs $ 9 $ 5 $ 14 July 15, 2016 Year Ended Through December 31, Cumulative (Dollars in millions) December 31, 2016 2017 Incurred Severance and benefit costs $ 2 $ 1 $ 3 Write-off of purchase obligations — 2 2 Other costs — 1 1 Total restructuring costs $ 2 $ 4 $ 6 |
Schedule of Changes in Shutdown Liability | The following table details the changes in our restructuring reserve liabilities related to Corporate restructuring activities including the Memphis corporate headquarters closure (Successor) and NewPage acquisition (Predecessor) as included in Accrued liabilities on our Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Beginning balance of reserve $ 5 $ 2 $ 3 Severance and benefit costs — 2 1 Severance and benefit payments (3 ) (1 ) (4 ) Purchase obligations — — 2 Other costs — — 1 Payments on other costs — — (1 ) Ending balance of reserve $ 2 $ 3 $ 2 The following table details the changes in our restructuring reserve liabilities related to the Androscoggin/Wickliffe capacity reductions as included in Accrued liabilities on our Consolidated Balance Sheets: Predecessor Successor January 1, 2016 July 15, 2016 Year Ended Through Through December 31, (Dollars in millions) July 14, 2016 December 31, 2016 2017 Beginning balance of reserve $ 7 $ 5 $ 6 Severance and benefit costs 7 4 — Severance and benefit payments (10 ) (3 ) (5 ) Purchase obligations 2 1 2 Payments on purchase obligations — (1 ) (2 ) Purchase obligations reserve adjustments (1 ) — — Other costs — — 3 Payments on other costs — — (3 ) Ending balance of reserve $ 5 $ 6 $ 1 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Summary of the Components of the (Benefit) Provision for Income Taxes | The following is a summary of the components of the (benefit) provision for income taxes for Verso: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Current tax (benefit) provision: U.S. federal $ — $ — $ — $ (6 ) U.S. state and local — — — — Total current tax (benefit) provision — — — (6 ) Deferred tax (benefit) provision: U.S. federal (136 ) 549 (19 ) 64 U.S. state and local (37 ) 78 2 (1 ) Changes to reorganization — 8 — — Total deferred tax (benefit) provision (173 ) 635 (17 ) 63 Less: valuation allowance 170 (635 ) 17 (63 ) Allocation to Other comprehensive (income) loss — — (20 ) (2 ) Total income tax (benefit) provision $ (3 ) $ — $ (20 ) $ (8 ) |
Reconciliation of Income Tax Expense using the Statutory Federal Income Tax Rate Compared with Actual Income Tax Expense | A reconciliation of income tax expense using the statutory federal income tax rate compared with actual income tax expense follows: Predecessor Successor Year Ended January 1, 2016 July 15, 2016 Year Ended December 31, Through Through December 31, (Dollars in millions) 2015 July 14, 2016 December 31, 2016 2017 Tax at Statutory U.S. Rate of 35% in 2017, 2016 and 2015 $ (149 ) $ 412 $ (18 ) $ (13 ) Increase resulting from: Reorganization costs and fresh-start accounting — (680 ) — — Federal tax rate change — — — 71 Allocation to Other comprehensive (income) loss related to pension and other postretirement benefits. — — (20 ) (2 ) Federal net operating losses — 818 — Cancellation of debt income 11 — — — Disallowed interest expense 5 — — — Nondeductible transaction costs (4 ) — — — Other expenses 1 — — — Net permanent differences 13 138 (20 ) 69 Valuation allowance 170 (635 ) 17 (63 ) Changed to reorganization — 8 — — State income taxes (benefit) (37 ) 78 2 — Other — (1 ) (1 ) (1 ) Total income tax (benefit) provision $ (3 ) $ — $ (20 ) $ (8 ) |
Summary of the Significant Components of Deferred Tax Position | The following is a summary of the significant components of our net deferred tax asset (liability): (Dollars in millions) December 31, 2016 December 31, 2017 Deferred tax assets: Net operating loss and credit carryforwards $ 76 $ 72 Pension 251 147 Compensation obligations 25 14 Inventory reserves/capitalization 43 26 Capitalized expenses 4 4 Other 21 10 Gross deferred tax assets 420 273 Less: valuation allowance (193 ) (130 ) Deferred tax assets, net of allowance $ 227 $ 143 Deferred tax liabilities: Property, plant and equipment $ (207 ) $ (139 ) Cancellation of debt income deferral (13 ) (3 ) Intangible assets (4 ) — Other (3 ) (1 ) Total deferred tax liabilities (227 ) (143 ) Net deferred tax liabilities $ — $ — |
Schedule of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (Dollars in millions) Balance at December 31, 2015 - Predecessor $ 3 Additions — Reductions — Balance at July 14, 2016 - Predecessor $ 3 Balance at July 14, 2016 - Successor $ 3 Additions — Reductions — Balance at December 31, 2016 - Successor 3 Additions — Reductions (1 ) Balance at December 31, 2017 - Successor $ 2 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments Due Under Non-Cancelable Operating Leases | The following table represents the future minimum rental payments due under non-cancelable operating leases that have initial or remaining lease terms in excess of one year, as of December 31, 2017 (Successor). (Dollars in millions) 2018 $ 5 2019 1 2020 1 2021 1 2022 — Thereafter — Total $ 8 |
Schedule of Unconditional Purchase Obligations | The following table summarizes our unconditional purchase obligations, as of December 31, 2017 (Successor). (Dollars in millions) 2018 $ 52 2019 46 2020 39 2021 9 2022 5 Thereafter 11 Total $ 162 |
INFORMATION BY INDUSTRY SEGME45
INFORMATION BY INDUSTRY SEGMENT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Industry Segment Data | The following table summarizes the reportable segments for the year ended December 31, 2015 (Predecessor) and for the period from January 1, 2016 through July 14, 2016 (Predecessor): Year Ended January 1, 2016 December 31, Through (Dollars in millions) 2015 July 14, 2016 Net sales: Paper $ 2,914 $ 1,349 Pulp 252 91 Intercompany eliminations (44 ) (23 ) Total $ 3,122 $ 1,417 Operating income (loss): Paper (1) $ (129 ) $ (104 ) Pulp (26 ) (17 ) Total $ (155 ) $ (121 ) Depreciation, amortization and depletion: Paper $ 278 $ 92 Pulp 30 8 Total $ 308 $ 100 Capital expenditures: Paper $ 51 $ 26 Pulp 13 5 Total $ 64 $ 31 (1) In 2015, Restructuring charges attributable to the paper segment was $49 million . Operating losses in the period from January 1, 2016 to July 14, 2016 (Predecessor), include $135 million of Restructuring charges attributable to the paper segment and $16 million of Restructuring charges related to the pulp segment. |
QUARTERLY DATA (Tables)
QUARTERLY DATA (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Our quarterly financial data is as follows: Predecessor Successor July 1, July 15, 2016 2016 (Dollars in millions, except per share amounts) First Second Through Through Fourth First Second Third Fourth Quarter Quarter July 14, September 30, Quarter Quarter Quarter Quarter Quarter 2016 2016 2016 2016 2016 2017 2017 2017 2017 Summary Statement of Operations Data: Net sales $ 690 $ 630 $ 97 $ 578 $ 646 $ 616 $ 585 $ 621 $ 639 Cost of products sold (exclusive of depreciation, amortization and depletion) 618 548 83 559 539 560 571 552 554 Depreciation, amortization and depletion 48 45 7 24 69 33 27 27 28 Selling, general and administrative expenses 47 40 8 23 26 33 24 24 25 Restructuring charges (1) 144 7 — 2 9 2 2 4 1 Other operating (income) expense (57 ) — — 2 6 — — — 1 Interest expense 26 11 2 8 9 9 10 10 9 Reorganization items, net (48 ) 12 (1,302 ) — — — — — — Other (income) expense — — — — — — — — (7 ) Income tax benefit — — — — (20 ) — — — (8 ) Net income (loss) (88 ) (33 ) 1,299 (40 ) 8 (21 ) (49 ) 4 36 Share Data: Income (loss) per common share: Basic $ (1.07 ) $ (0.40 ) $ 15.88 $ (1.16 ) $ 0.23 $ (0.61 ) $ (1.42 ) $ 0.12 $ 1.04 Diluted (1.07 ) (0.40 ) 15.88 (1.16 ) 0.23 (0.61 ) (1.42 ) 0.12 1.04 Weighted average shares of common stock outstanding (thousands): Basic 81,869 81,828 81,823 34,391 34,391 34,391 34,416 34,456 34,465 Diluted 81,869 81,828 81,823 34,391 34,391 34,391 34,416 34,460 34,618 Closing price per share: High $ 12.00 $ 7.16 $ 8.27 $ 6.07 $ 5.38 $ 17.57 Low 5.66 4.82 5.70 3.37 3.86 5.15 Period-end 6.45 7.10 6.00 4.69 5.09 17.57 (1) First quarter 2016 costs primarily associated with severance and employee related costs and other restructuring charges associated with the NewPage acquisition, the shutdown of a pulp dryer and paper machine at the Androscoggin Mill, the indefinite idling of the Wickliffe Mill and the closure of the Bucksport Mill. |
SUMMARY OF BUSINESS AND SIGNI47
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) $ in Millions | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jul. 14, 2016USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($)Segment | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($)segment | Jul. 15, 2016USD ($) | Dec. 31, 2015 | Dec. 31, 2012 |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Market segments | 2 | 2 | |||||||||||||||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | $ 11 | $ 26 | |||||||||||||||||
Accounts receivable | $ 202 | $ 191 | $ 202 | $ 191 | 191 | $ 202 | $ 202 | 202 | $ 202 | ||||||||||
Concentration risk, Percentage | 29.00% | 33.00% | |||||||||||||||||
Customer Related Intangibles | Minimum | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Finite-lived intangible assets, estimated useful lives (in years) | 20 years | ||||||||||||||||||
Customer Related Intangibles | Maximum | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Finite-lived intangible assets, estimated useful lives (in years) | 25 years | ||||||||||||||||||
Patents | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Finite-lived intangible assets, estimated useful lives (in years) | 10 years | ||||||||||||||||||
Successor | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | 554 | $ 552 | $ 571 | $ 560 | 539 | $ 559 | |||||||||||||
Allowance for doubtful accounts | $ 2 | $ 1 | 2 | 1 | 1 | $ 2 | 2 | 2 | 2 | ||||||||||
Successor | Customer Relationships | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Finite-lived intangible assets, estimated useful lives (in years) | 10 years | ||||||||||||||||||
Successor | Trademarks | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Finite-lived intangible assets, estimated useful lives (in years) | 5 years | ||||||||||||||||||
Successor | Intangibles and other assets | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Restricted cash | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 | ||||||||||
Predecessor | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | $ 83 | $ 548 | $ 618 | ||||||||||||||||
Predecessor | 11.75% Senior Secured Notes - 2012 | Verso Paper Holdings LLC | 11.75% Senior Secured Notes | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Interest rate (percentage) | 11.75% | 11.75% | |||||||||||||||||
Predecessor | 13% Second Priority Senior Secured Notes | Verso Paper Holdings LLC | 11.75% Senior Secured Notes | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Interest rate (percentage) | 13.00% | ||||||||||||||||||
Predecessor | 16% Senior Subordinated Notes | Verso Paper Holdings LLC | 11.38% Senior Subordinated Notes | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Interest rate (percentage) | 16.00% | ||||||||||||||||||
Fresh-Start Adjustments | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Intangibles and other assets, net | $ (30) | ||||||||||||||||||
Fresh-Start Adjustments | Predecessor | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Intangibles and other assets, net | $ 30 | ||||||||||||||||||
Market Approach Valuation Technique | Intangibles And Other Assets Net | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Fair Value Input, royalty rate | 0.25% | ||||||||||||||||||
Restricted Stock Units (RSUs) | Minimum | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Vesting period | 1 year | ||||||||||||||||||
Restricted Stock Units (RSUs) | Maximum | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |||||||||||||||||||
Vesting period | 4 years |
SUMMARY OF BUSINESS AND SIGNI48
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Estimated Useful Lives of Property, Plant, and Equipment (Detail) | 6 Months Ended | 12 Months Ended |
Jul. 14, 2016 | Dec. 31, 2017 | |
Predecessor | Land Improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 20 years | |
Predecessor | Leasehold improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | Over the shorter of the term of the lease or the useful life of the improvements | |
Predecessor | Minimum | Buildings and building improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 20 years | |
Predecessor | Minimum | Machinery and equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 10 years | |
Predecessor | Minimum | Furniture and office equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 3 years | |
Predecessor | Minimum | Computer hardware and software | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 3 years | |
Predecessor | Maximum | Buildings and building improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 40 years | |
Predecessor | Maximum | Machinery and equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 20 years | |
Predecessor | Maximum | Furniture and office equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 10 years | |
Predecessor | Maximum | Computer hardware and software | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 6 years | |
Successor | Furniture and office equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 10 years | |
Successor | Leasehold improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | Over the shorter of the term of the lease or the useful life of the improvements | |
Successor | Minimum | Buildings and building improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 20 years | |
Successor | Minimum | Land Improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 10 years | |
Successor | Minimum | Machinery and equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 3 years | |
Successor | Minimum | Computer hardware and software | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 3 years | |
Successor | Maximum | Buildings and building improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 40 years | |
Successor | Maximum | Land Improvements | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 20 years | |
Successor | Maximum | Machinery and equipment | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 20 years | |
Successor | Maximum | Computer hardware and software | ||
Significant Accounting Policies [Line Items] | ||
Estimated useful life | 7 years |
SUMMARY OF BUSINESS AND SIGNI49
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - Asset Retirement Obligations Included in Other Liabilities (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Non-current portion of asset retirement obligations, ending balance | $ 13 | $ 14 | |
Predecessor | |||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Asset retirement obligation - beginning balance | 13 | $ 16 | |
Settlement of existing liabilities | 0 | ||
Accretion expense | 0 | ||
Adjustment to existing liabilities | (3) | ||
Asset retirement obligation - ending balance | 13 | ||
Less: Current portion | 0 | ||
Non-current portion of asset retirement obligations, ending balance | 13 | ||
Successor | |||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Asset retirement obligation - beginning balance | 13 | 14 | |
Settlement of existing liabilities | 0 | 0 | |
Accretion expense | 0 | 1 | |
Adjustment to existing liabilities | 1 | 0 | |
Asset retirement obligation - ending balance | 14 | $ 13 | 15 |
Less: Current portion | (1) | (1) | |
Non-current portion of asset retirement obligations, ending balance | $ 13 | $ 14 |
SUMMARY OF BUSINESS AND SIGNI50
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | Jul. 14, 2016 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Stockholders' equity beginning of period | $ 770 | ||||
Stockholders' equity end of period | $ 770 | 746 | $ 770 | ||
Predecessor | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Stockholders' equity beginning of period | 675 | (1,183) | $ (784) | ||
Stockholders' equity end of period | $ 675 | (1,183) | |||
Successor | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Stockholders' equity beginning of period | 675 | 770 | |||
Stockholders' equity end of period | 675 | 770 | 746 | 770 | |
Accumulated Other Comprehensive Income (Loss) | Predecessor | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Stockholders' equity beginning of period | 0 | (102) | (27) | ||
Amounts reclassified from Accumulated other comprehensive loss to Cost of products sold | 1 | 3 | |||
Pension and other postretirement liability adjustment, net | (78) | ||||
Net increase in other comprehensive loss | (75) | ||||
Elimination of Predecessor accumulated other comprehensive loss | 101 | ||||
Stockholders' equity end of period | 0 | $ (102) | |||
Accumulated Other Comprehensive Income (Loss) | Successor | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Stockholders' equity beginning of period | 0 | 127 | |||
Pension and other postretirement liability adjustment, net | 127 | 5 | |||
Net increase in other comprehensive loss | 127 | 5 | |||
Stockholders' equity end of period | $ 0 | $ 127 | $ 132 | $ 127 |
RECENT ACCOUNTING DEVELOPMENTS
RECENT ACCOUNTING DEVELOPMENTS (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Forecast | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Reclassification from AOCI to retained earnings, tax effect | $ 7 |
BANKRUPTCY RELATED DISCLOSURE52
BANKRUPTCY RELATED DISCLOSURES - Chapter 11 Filing and Restructuring Support Agreement (Details) - USD ($) $ in Millions | Jul. 15, 2016 | Jan. 28, 2016 | Jan. 26, 2016 |
Debt Instrument [Line Items] | |||
Long-term debt | $ 2,600 | ||
11.75% Secured Notes - 1.5 Lien Notes | |||
Debt Instrument [Line Items] | |||
Debtor-in-possession financing, amount arranged | $ 550 | ||
11.75% Secured Notes - 1.5 Lien Notes | Verso DIP Facility | |||
Debt Instrument [Line Items] | |||
Debtor-in-possession financing, amount arranged | $ 100 | ||
11.75% Secured Notes - 1.5 Lien Notes | NewPage DIP ABL Facility | |||
Debt Instrument [Line Items] | |||
Debtor-in-possession financing, amount arranged | 325 | ||
11.75% Secured Notes - 1.5 Lien Notes | NewPage DIP Facility | |||
Debt Instrument [Line Items] | |||
Debtor-in-possession financing, amount arranged | 175 | 350 | |
NewPage DIP Facility | 11.75% Secured Notes - 1.5 Lien Notes | |||
Debt Instrument [Line Items] | |||
Debtor-in-possession financing, amount arranged | 175 | ||
Verso Paper Holdings LLC | Chase NMTC Verso Investment Fund, LLC | |||
Debt Instrument [Line Items] | |||
Long-term debt | 23 | ||
NewPage Corp | NewPage DIP Facility | |||
Debt Instrument [Line Items] | |||
Secured debt | $ 175 | $ 175 |
BANKRUPTCY RELATED DISCLOSURE53
BANKRUPTCY RELATED DISCLOSURES - Plan of Reorganization and Emergence from Chapter 11 (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 15, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Jan. 28, 2016 | Jan. 26, 2016 | Dec. 31, 2012 |
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 34,390,643 | ||||||
Plan of reorganization, equity securities issued or to be issued, percentage | 100.00% | ||||||
Long-term debt | $ 2,600 | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 | ||||||
Debtor-in-possession financing, repayment of unsecured debt | $ 3 | ||||||
NewPage Corp | |||||||
Debt Instrument [Line Items] | |||||||
Plan of reorganization, equity securities issued or to be issued, percentage | 0.15% | ||||||
NewPage Corp | NewPage DIP Facility | |||||||
Debt Instrument [Line Items] | |||||||
Plan of reorganization, equity securities issued or to be issued, percentage | 47.00% | ||||||
Secured debt | $ 175 | $ 175 | |||||
11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 550 | ||||||
11.75% Secured Notes - 1.5 Lien Notes | NewPage DIP Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 175 | $ 350 | |||||
Senior Notes | Verso Paper Holdings LLC | 11.75% Senior Secured Notes - 2012 | |||||||
Debt Instrument [Line Items] | |||||||
Plan of reorganization, equity securities issued or to be issued, percentage | 50.00% | ||||||
Other Debt Obligations | |||||||
Debt Instrument [Line Items] | |||||||
Plan of reorganization, equity securities issued or to be issued, percentage | 2.85% | ||||||
Common Class A | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,810,035 | 33,366,784 | |||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Common Class A | Verso Paper Holdings LLC | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 51,587 | ||||||
Common Class A | NewPage Corp | NewPage DIP Facility | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 15,139,745 | ||||||
Common Class A | Senior Notes | Verso Paper Holdings LLC | 11.75% Senior Secured Notes - 2012 | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 17,195,319 | ||||||
Reorganization plan, number of shares called by warrants (shares) | 1,810,035 | 1,810,035 | |||||
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 | ||||||
Common Class A | Other Debt Obligations | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 980,133 | ||||||
Common Class B | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,023,859 | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Common Class B | NewPage Corp | NewPage DIP Facility | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,023,859 | ||||||
Predecessor | Senior Notes | Verso Paper Holdings LLC | 11.75% Senior Secured Notes - 2012 | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate (percentage) | 11.75% | 11.75% | |||||
Predecessor | Common Class A | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 33,367,000 | ||||||
Predecessor | Common Class B | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,024,000 | ||||||
Successor | Common Class A | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 73,000 | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Successor | Common Class B | |||||||
Debt Instrument [Line Items] | |||||||
Common stock, par value (in dollars per share) | $ 0.01 |
BANKRUPTCY RELATED DISCLOSURE54
BANKRUPTCY RELATED DISCLOSURES - Plan Warrants and Performance Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 15, 2016 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 | |
Class of warrants and rights, anti-dilution adjustment, if stock issued below market price (percentage) | 95.00% | |
Class of warrants and rights, anti-dilution adjustment, if stock issued below market price, consecutive trading days (days) | 10 days | |
Class of warrants,fair value assumption, Risk free interest rate (percentage) | 1.00% | |
Class of warrants, fair value assumption, expected volatility rate | 37.00% | |
Class of warrants,fair value assumption, expected dividend rate | 0.00% | |
Fair value of plan warrants | $ 10 | |
Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance shares authorized (shares) | 3,620,067 | |
Verso Paper Holdings LLC | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expiration period | 7 years | |
Verso Paper Holdings LLC | Senior Notes | 11.75% Senior Secured Notes - 2012 | Common Class A | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Reorganization plan, number of shares called by warrants (shares) | 1,810,035 | 1,810,035 |
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 |
BANKRUPTCY RELATED DISCLOSURE55
BANKRUPTCY RELATED DISCLOSURES - Reorganization Value (Details) - USD ($) $ in Millions | Jul. 15, 2016 | Dec. 31, 2016 | Dec. 31, 2017 | Jul. 14, 2016 | Apr. 27, 2016 |
Fresh-Start Adjustment [Line Items] | |||||
Reorganization Value | $ 2,000 | ||||
Plan of reorganization, equity securities issued or to be issued, percentage | 100.00% | ||||
Class of warrants,fair value assumption, Risk free interest rate (percentage) | 1.00% | ||||
Class of warrants, fair value assumption, expected volatility rate | 37.00% | ||||
Class of warrants,fair value assumption, expected dividend rate | 0.00% | ||||
Fair value of plan warrants | $ 10 | ||||
Value of Successor Stock | 665 | ||||
Add: Fair value of Plan Warrants | 10 | ||||
Total (deficit) equity | 675 | ||||
Add: Fair value of long-term debt | 318 | ||||
Add: Other non-interest bearing liabilities | 1,021 | ||||
Less: Debt issuance costs | (8) | ||||
Reorganization value of Successor assets | 2,006 | ||||
Fair value of debt | 318 | ||||
Proceeds from issuance of debt | $ 318 | ||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 34,390,643 | ||||
Long-term debt | $ 2,600 | ||||
Debtor-in-possession financing, repayment of unsecured debt | 3 | ||||
DIP, repayment of liability | 279 | ||||
Reorganization Adjustments | |||||
Fresh-Start Adjustment [Line Items] | |||||
Add: Fair value of Plan Warrants | $ 10 | ||||
Add: Fair value of long-term debt | $ 292 | ||||
Minimum | |||||
Fresh-Start Adjustment [Line Items] | |||||
Estimated enterprise value | $ 1,050 | ||||
Stockholder's equity, estimate | 675 | 675 | |||
Maximum | |||||
Fresh-Start Adjustment [Line Items] | |||||
Estimated enterprise value | 1,100 | ||||
Stockholder's equity, estimate | 725 | $ 725 | |||
Exit Financing Facility | Line of Credit | |||||
Fresh-Start Adjustment [Line Items] | |||||
Debt issuance costs | $ 22 | ||||
Discounted Cash Flow Analysis | |||||
Fresh-Start Adjustment [Line Items] | |||||
Discount rate | 9.50% | ||||
Verso Paper Holdings LLC | 11.75% Senior Secured Notes - 2012 | Senior Notes | |||||
Fresh-Start Adjustment [Line Items] | |||||
Plan of reorganization, equity securities issued or to be issued, percentage | 50.00% | ||||
Common Class A | |||||
Fresh-Start Adjustment [Line Items] | |||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,810,035 | 33,366,784 | |||
Common Class A | Verso Paper Holdings LLC | |||||
Fresh-Start Adjustment [Line Items] | |||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 51,587 | ||||
Common Class A | Verso Paper Holdings LLC | 11.75% Senior Secured Notes - 2012 | Senior Notes | |||||
Fresh-Start Adjustment [Line Items] | |||||
Issuance of Successor common stock and stock purchase warrants (in shares) | 17,195,319 | ||||
Reorganization plan, number of shares called by warrants (shares) | 1,810,035 | 1,810,035 | |||
Level 3 | Long-term debt | Market Approach Valuation Technique | |||||
Fresh-Start Adjustment [Line Items] | |||||
Market yield (in percentage) | 94.00% |
BANKRUPTCY RELATED DISCLOSURE56
BANKRUPTCY RELATED DISCLOSURES - Fresh Start (Details) - USD ($) $ in Millions | Jul. 15, 2016 | Jul. 14, 2016 |
Current assets: | ||
Total assets | $ 2,006 | |
Postconfirmation, Stockholders' Equity [Abstract] | ||
Total (deficit) equity | 675 | |
Current liabilities: | ||
Long-term debt | 318 | |
Fresh-Start Adjustment, Increase (Decrease), Stockholders' Equity [Abstract] | ||
Value of Successor Stock | 665 | |
Warrants | 10 | |
Reorganization Adjustments | ||
Current assets: | ||
Cash and cash equivalents | $ 20 | |
Prepaid expenses and other assets | (3) | |
Total current assets | 17 | |
Total assets | 17 | |
Current liabilities: | ||
Accounts payable | 41 | |
Accrued liabilities | 10 | |
Current maturities of long-term debt | (443) | |
Total current liabilities | (392) | |
Long-term debt | 292 | |
Other liabilities | 5 | |
Liabilities subject to compromise | (2,535) | |
Total liabilities | (2,630) | |
Fresh-Start Adjustment, Increase (Decrease), Stockholders' Equity [Abstract] | ||
Predecessor common stock | (1) | |
Treasury stock | 1 | |
Warrants | 10 | |
Retained (deficit) earnings | 2,294 | |
Total (deficit) equity | 2,647 | |
Total liabilities and equity | 17 | |
Fresh-Start Adjustments | ||
Current assets: | ||
Accounts receivable, net | (2) | |
Inventories | (14) | |
Prepaid expenses and other assets | 0 | |
Total current assets | (16) | |
Property, plant, and equipment, net | (480) | |
Intangibles and other assets, net | (30) | |
Total assets | (526) | |
Current liabilities: | ||
Accrued liabilities | 2 | |
Total current liabilities | 2 | |
Long-term debt | 0 | |
Other liabilities | 123 | |
Total liabilities | 125 | |
Fresh-Start Adjustment, Increase (Decrease), Stockholders' Equity [Abstract] | ||
Value of Successor Stock | 0 | |
Retained (deficit) earnings | (753) | |
Accumulated other comprehensive loss | 102 | |
Total (deficit) equity | (651) | |
Total liabilities and equity | (526) | |
Predecessor | ||
Current assets: | ||
Cash and cash equivalents | 27 | |
Accounts receivable, net | 201 | |
Inventories | 503 | |
Prepaid expenses and other assets | 27 | |
Total current assets | 758 | |
Property, plant, and equipment, net | 1,660 | |
Intangibles and other assets, net | 97 | |
Total assets | 2,515 | |
Current liabilities: | ||
Accounts payable | 103 | |
Accrued liabilities | 140 | |
Current maturities of long-term debt | 461 | |
Total current liabilities | 704 | |
Long-term debt | 0 | |
Other liabilities | 597 | |
Liabilities subject to compromise | 2,535 | |
Total liabilities | 3,836 | |
Preconfirmation, Stockholders' Equity [Abstract] | ||
Predecessor common stock | 1 | |
Treasury stock | (1) | |
Predecessor Additional paid-in capital | 322 | |
Retained (deficit) earnings | (1,541) | |
Accumulated other comprehensive loss | (102) | |
Total (deficit) equity | (1,321) | |
Total liabilities and equity | 2,515 | |
Predecessor | Reorganization Adjustments | ||
Fresh-Start Adjustment, Increase (Decrease), Stockholders' Equity [Abstract] | ||
Value of Successor Stock | (322) | |
Predecessor | Fresh-Start Adjustments | ||
Current assets: | ||
Intangibles and other assets, net | 30 | |
Successor | ||
Current assets: | ||
Cash and cash equivalents | 47 | |
Accounts receivable, net | 199 | |
Inventories | 489 | |
Prepaid expenses and other assets | 24 | |
Total current assets | 759 | |
Intangibles and other assets, net | 67 | |
Property, plant, and equipment, net | 1,180 | |
Total assets | 2,006 | |
Postconfirmation, Current Liabilities [Abstract] | ||
Accounts payable | 144 | |
Accrued liabilities | 152 | |
Current maturities of long-term debt | 18 | |
Total current liabilities | 314 | |
Other liabilities | 725 | |
Liabilities subject to compromise | 0 | |
Long-term debt | 292 | |
Total liabilities | 1,331 | |
Postconfirmation, Stockholders' Equity [Abstract] | ||
Successor preferred stock | 0 | |
Successor common stock | 0 | |
Treasury stock | 0 | |
Additional paid-in capital | 665 | |
Warrants | 10 | |
Retained (deficit) earnings | 0 | |
Accumulated other comprehensive loss | 0 | |
Total (deficit) equity | 675 | |
Total liabilities and equity | $ 2,006 | |
Successor | Reorganization Adjustments | ||
Fresh-Start Adjustment, Increase (Decrease), Stockholders' Equity [Abstract] | ||
Value of Successor Stock | $ 665 |
BANKRUPTCY RELATED DISCLOSURE57
BANKRUPTCY RELATED DISCLOSURES - Reorganization Adjustment and Fresh-start Adjustment (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 15, 2016 | Dec. 31, 2016 | Jul. 14, 2016 |
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | $ 318 | ||
Issuance of Successor common stock and stock purchase warrants (in shares) | 34,390,643 | ||
Percentage of company’s equity to existing creditors for the cancellation of indebtedness | 100.00% | ||
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 | ||
Pension and other post retirement obligation | $ 135 | ||
Proceeds from issuance of debt | $ 318 | ||
Reorganization Adjustments | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | 20 | ||
Current maturities of long-term debt | (443) | ||
Long-term Debt | 292 | ||
Settlement of LSTC | (2,535) | ||
Retained (deficit) earnings | 2,294 | ||
Amount borrowed under the Credit Facilities | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | 340 | ||
Less discount on Term Loan Facility | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | (22) | ||
Total Sources | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | 318 | ||
Repayment of DIP facility (principal and interest) | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | (279) | ||
Payment of deferred financing costs on exit financing | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | (8) | ||
Payment of professional fees | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | (8) | ||
Aggregate settlement of unsecured claims | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | (3) | ||
Total uses | |||
Fresh-Start Adjustment [Line Items] | |||
Cash and cash equivalents | (298) | ||
Short-term portion of Term Loan | |||
Fresh-Start Adjustment [Line Items] | |||
Current maturities of long-term debt | 18 | ||
Payment of the NewPage DIP Facilities | |||
Fresh-Start Adjustment [Line Items] | |||
Current maturities of long-term debt | (278) | ||
Settlement of NewPage DIP Roll Up Loans | |||
Fresh-Start Adjustment [Line Items] | |||
Current maturities of long-term debt | (183) | ||
Retained (deficit) earnings | (184) | ||
ABL Facility Borrowing | |||
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | 120 | ||
Term Loan Facility Borrowing | |||
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | 220 | ||
Debt Discount | |||
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | (22) | ||
Debt issuance costs | |||
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | (8) | ||
Less: Current Portion | |||
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | (18) | ||
Settlement of LSTC debt | |||
Fresh-Start Adjustment [Line Items] | |||
Settlement of LSTC | (2,324) | ||
Settlement of LSTC accrued interest | |||
Fresh-Start Adjustment [Line Items] | |||
Settlement of LSTC | (126) | ||
Settlement of LSTC accounts payable and accrued liabilities | |||
Fresh-Start Adjustment [Line Items] | |||
Settlement of LSTC | (85) | ||
Reinstatement of certain liabilities from LSTC | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 49 | ||
Cash paid for the satisfaction of unsecured claims in aggregate settlement | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 3 | ||
Issuance of New Common Stock | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 665 | ||
Issuance of Plan Warrants | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 10 | ||
Gain on settlement of LSTC | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 1,992 | ||
Professional fees paid at emergence | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (8) | ||
Success fees accrued at emergence | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (12) | ||
Net gain on reorganization adjustments | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 1,972 | ||
Cancellation of Predecessor equity | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 322 | ||
Fresh-Start Adjustments | |||
Fresh-Start Adjustment [Line Items] | |||
Long-term Debt | 0 | ||
Retained (deficit) earnings | (753) | ||
Inventories | (14) | ||
Property, plant, and equipment, net | (480) | ||
Intangibles and other assets, net | (30) | ||
Replacement parts and other supplies | |||
Fresh-Start Adjustment [Line Items] | |||
Inventories | (52) | ||
Work-in-process and finished goods | |||
Fresh-Start Adjustment [Line Items] | |||
Inventories | 38 | ||
Successor Trade Names | |||
Fresh-Start Adjustment [Line Items] | |||
Intangibles and other assets, net | 16 | ||
Successor Customer Relationships | |||
Fresh-Start Adjustment [Line Items] | |||
Intangibles and other assets, net | 26 | ||
Write-off of Predecessor intangible and other assets | |||
Fresh-Start Adjustment [Line Items] | |||
Intangibles and other assets, net | (72) | ||
Accounts Receivable, net | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (2) | ||
Inventory | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (14) | ||
Write down Property, plant and equipment, net | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (480) | ||
Record fair value of Intangibles and Other Assets | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (30) | ||
Accrued Liabilities | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (2) | ||
Pension | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (135) | ||
Change in deferred taxes | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 8 | ||
Total loss recorded as a result of Fresh-Start Accounting | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (651) | ||
Elimination of Predecessor accumulated other comprehensive loss | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | (102) | ||
Other Long-Term Liabilities | |||
Fresh-Start Adjustment [Line Items] | |||
Retained (deficit) earnings | 4 | ||
Machinery and equipment | Fresh-Start Adjustments | |||
Fresh-Start Adjustment [Line Items] | |||
Property, plant, and equipment, net | 382 | ||
Real Estate | Fresh-Start Adjustments | |||
Fresh-Start Adjustment [Line Items] | |||
Property, plant, and equipment, net | $ 98 | ||
Common Class A | |||
Fresh-Start Adjustment [Line Items] | |||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,810,035 | 33,366,784 | |
Predecessor | Fresh-Start Adjustments | |||
Fresh-Start Adjustment [Line Items] | |||
Intangibles and other assets, net | $ 30 | ||
Predecessor | Common Class A | |||
Fresh-Start Adjustment [Line Items] | |||
Issuance of Successor common stock and stock purchase warrants (in shares) | 33,367,000 |
BANKRUPTCY RELATED DISCLOSURE58
BANKRUPTCY RELATED DISCLOSURES - Contractual Interest (Details) - Predecessor $ in Millions | 6 Months Ended |
Jul. 14, 2016USD ($) | |
Debt Instrument [Line Items] | |
Total contractual interest | $ 123 |
Verso Paper Holdings LLC | |
Debt Instrument [Line Items] | |
Total contractual interest | 98 |
NewPage Corp | |
Debt Instrument [Line Items] | |
Total contractual interest | $ 25 |
BANKRUPTCY RELATED DISCLOSURE59
BANKRUPTCY RELATED DISCLOSURES - Reorganization Items (Details) - USD ($) $ in Millions | Jul. 14, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Jul. 14, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||||||
Net gain on settlement of LSTC and DIP Roll-Up Notes | $ (1,992) | ||||||
Total loss recorded as a result of Fresh-Start Accounting | 651 | ||||||
Professional fees | 52 | $ 24 | |||||
Debtor-in-possession financing costs | 22 | ||||||
Write-off of unamortized deferred financing costs, discounts/premiums, and deferred gains(1) | (81) | ||||||
Contract modifications and rejections, net | 14 | ||||||
Other | (4) | ||||||
Total reorganization items, net | (1,338) | ||||||
Predecessor | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing costs | 22 | $ 22 | $ 0 | ||||
Total reorganization items, net | $ (1,302) | $ 12 | $ (48) | $ (1,338) | $ 0 | ||
Reorganization gain | 116 | ||||||
Reorganization loss | 35 | ||||||
Professional fees paid | $ 28 |
BANKRUPTCY RELATED DISCLOSURE60
BANKRUPTCY RELATED DISCLOSURES - Common Stock Privileges (Details) - shares | Jul. 15, 2016 | Dec. 31, 2016 |
Fresh-Start Adjustment [Line Items] | ||
Issuance of Successor common stock and stock purchase warrants (in shares) | 34,390,643 | |
Common Class A | ||
Fresh-Start Adjustment [Line Items] | ||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,810,035 | 33,366,784 |
Shares converted | 1 | |
Common Class B | ||
Fresh-Start Adjustment [Line Items] | ||
Issuance of Successor common stock and stock purchase warrants (in shares) | 1,023,859 | |
Shares converted | 1 |
INVENTORIES (Detail)
INVENTORIES (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 75 | $ 95 |
Work-in-process | 54 | 62 |
Finished goods | 228 | 264 |
Replacement parts and other supplies | 28 | 24 |
Inventories | $ 385 | $ 445 |
ACQUISITIONS AND DISPOSITIONS A
ACQUISITIONS AND DISPOSITIONS Acquisition (Details) | Jan. 07, 2015USD ($)shares | Jul. 14, 2016USD ($) | Dec. 31, 2015USD ($) | Jul. 15, 2016USD ($) | Jan. 06, 2016USD ($)subsidiaryfacility |
Business Acquisition [Line Items] | |||||
$650 face value New First Lien Notes valued at January 7, 2015 closing price | $ 318,000,000 | ||||
New Page Holding Inc. | |||||
Business Acquisition [Line Items] | |||||
Liabilities incurred | $ 650,000,000 | ||||
Shares of Verso common stock issued in exchange for all the outstanding common stock of NewPage | shares | 13,607,693 | ||||
Debt assumed | $ 800,000,000 | ||||
13,607,693 shares of Verso common stock valued at January 7, 2015 closing price | 46,000,000 | ||||
$650 face value New First Lien Notes valued at January 7, 2015 closing price | 663,000,000 | ||||
Accounting consideration | 709,000,000 | ||||
Term Loan | New Page Holding Inc. | |||||
Business Acquisition [Line Items] | |||||
Debt instrument, face amount | 750,000,000 | ||||
Debt assumed | 734,000,000 | ||||
ABL Facility | New Page Holding Inc. | |||||
Business Acquisition [Line Items] | |||||
Credit facility, borrowing capacity | 350,000,000 | ||||
Debt assumed | $ 100,000,000 | ||||
Discontinued Operations, Disposed of by Sale | Verso Androscoggin Power LLC | |||||
Business Acquisition [Line Items] | |||||
Number of subsidiaries entered into an agreement to sell equity interest | subsidiary | 2 | ||||
Consideration for business sold | $ 62,000,000 | ||||
Number of facilities | facility | 4 | ||||
Predecessor | New Page Holding Inc. | |||||
Business Acquisition [Line Items] | |||||
Acquisition related costs | $ 25,000,000 | ||||
Predecessor | Other Operating Income (Expense) | Discontinued Operations, Disposed of by Sale | Verso Androscoggin Power LLC | |||||
Business Acquisition [Line Items] | |||||
Gain on sale of fixed assets | $ 55,000,000 |
ACQUISITIONS AND DISPOSITIONS (
ACQUISITIONS AND DISPOSITIONS ( Purchase Price Allocation) (Details) - New Page Holding Inc. $ in Millions | Jan. 07, 2015USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 128 |
Current assets, excluding cash | 578 |
Property, plant and equipment | 1,574 |
Other long-term assets | 43 |
Current liabilities | (277) |
Current portion of long-term debt | (3) |
Non-current pension and other postretirement benefit obligations | (476) |
Other long-term liabilities | (58) |
Long-term debt | (800) |
Net assets acquired | $ 709 |
ACQUISITIONS AND DISPOSITIONS64
ACQUISITIONS AND DISPOSITIONS (Proforma) (Details) - Predecessor - New Page Holding Inc. $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Business Acquisition [Line Items] | |
Revenues | $ 3,155 |
Net loss | $ (391) |
Income (loss) earnings per common share - basic and diluted (usd per share) | $ / shares | $ (4.78) |
Weighted-average common shares outstanding - basic and diluted (in shares) | shares | 81,759 |
PROPERTY, PLANT, AND EQUIPMEN65
PROPERTY, PLANT, AND EQUIPMENT (Detail) - USD ($) $ in Millions | Jul. 14, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | |||||
Land and land improvements | $ 52 | $ 51 | |||
Building and leasehold improvements | 152 | 153 | |||
Machinery, equipment and other | 995 | 1,028 | |||
Construction-in-progress | 22 | 26 | |||
Property, plant and equipment, gross | 1,221 | 1,258 | |||
Accumulated depreciation | (89) | (196) | |||
Property, plant and equipment, net | 1,132 | 1,062 | |||
Interest costs capitalized | $ 9 | ||||
Predecessor | |||||
Property, Plant and Equipment [Line Items] | |||||
Interest costs capitalized | $ 1 | $ 2 | |||
Depreciation expense | $ 97 | $ 302 | |||
Successor | |||||
Property, Plant and Equipment [Line Items] | |||||
Interest costs capitalized | 1 | 1 | |||
Depreciation expense | $ 90 | $ 109 |
PROPERTY, PLANT, AND EQUIPMEN66
PROPERTY, PLANT, AND EQUIPMENT - Additional Information (Detail) - USD ($) $ in Millions | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Predecessor | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Capital expenditures incurred but not yet paid | $ 8 | $ 9 | ||||||||||||
Restructuring charges | $ 0 | $ 7 | $ 144 | 151 | 54 | |||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Accelerated depreciation | 58 | |||||||||||||
Restructuring charges | 151 | 21 | ||||||||||||
Successor | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Capital expenditures incurred but not yet paid | $ 6 | $ 8 | ||||||||||||
Accelerated depreciation | $ 6 | $ 43 | ||||||||||||
Restructuring charges | $ 1 | $ 4 | $ 2 | 2 | 9 | $ 2 | 11 | 9 | ||||||
Successor | Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Accelerated depreciation | $ 6 | $ 43 | ||||||||||||
Restructuring charges | $ 9 | $ 5 | ||||||||||||
Facility Closing | Predecessor | Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | $ 160 | |||||||||||||
Property and equipment | Predecessor | Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | $ 127 | $ 0 |
INTANGIBLES AND OTHER ASSETS (D
INTANGIBLES AND OTHER ASSETS (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Other assets: | ||||
Restricted cash | $ 3 | $ 2 | ||
Other | 15 | 20 | ||
Total other assets | 18 | 22 | ||
Intangibles and other assets | 58 | 56 | ||
Customer Relationships | ||||
Intangibles and Other Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets | 25 | 22 | ||
Accumulated amortization, intangibles | 1 | 4 | ||
Trademarks | ||||
Intangibles and Other Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets | 15 | 12 | ||
Accumulated amortization, intangibles | 1 | 4 | ||
Predecessor | Customer Relationships | ||||
Other assets: | ||||
Amortization expense of intangibles | $ 2 | $ 6 | ||
Predecessor | Trademarks | ||||
Other assets: | ||||
Amortization expense of intangibles | $ 0 | $ 0 | ||
Successor | Customer Relationships | ||||
Other assets: | ||||
Amortization expense of intangibles | 1 | 3 | ||
Successor | Trademarks | ||||
Other assets: | ||||
Amortization expense of intangibles | $ 1 | $ 3 |
INTANGIBLES AND OTHER ASSETS -
INTANGIBLES AND OTHER ASSETS - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Jul. 15, 2016 | Jul. 14, 2016 | |
Fresh-Start Adjustments | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Intangibles and other assets, net | $ (30) | ||
Predecessor | Fresh-Start Adjustments | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Intangibles and other assets, net | $ 30 | ||
Successor | Customer Relationships | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Finite-lived intangible assets, estimated useful lives (in years) | 10 years | ||
Successor | Trademarks | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Finite-lived intangible assets, estimated useful lives (in years) | 5 years | ||
Market Approach Valuation Technique | Intangibles And Other Assets Net | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Fair Value Input, royalty rate | 0.25% |
INTANGIBLES AND OTHER ASSETS 69
INTANGIBLES AND OTHER ASSETS - Estimated Future Amortization Expense for Intangible Assets Over Next Five Years (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Estimated future amortization expense | |
2,018 | $ 6 |
2,019 | 6 |
2,020 | 6 |
2,021 | 4 |
2,022 | $ 3 |
ACCRUED LIABILITIES (Detail)
ACCRUED LIABILITIES (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Payroll and employee benefit costs | $ 69 | $ 83 |
Accrued sales rebates | 24 | 21 |
Accrued energy | 10 | 10 |
Accrued taxes - other than income | 5 | 6 |
Restructuring costs | 3 | 9 |
Accrued professional and legal fees | 1 | 2 |
Accrued interest | 2 | 2 |
Freight and other | 15 | 15 |
Accrued liabilities | $ 129 | $ 148 |
DEBT - Summary of Debt - Succes
DEBT - Summary of Debt - Successor (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Unamortized (discount) and debt issuance costs, net | $ 21 | $ 30 |
Current maturities of long-term debt | (60) | (28) |
Long-term debt | 130 | 265 |
11.75% Secured Notes - 1.5 Lien Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt | 146 | 211 |
Revolving Credit Facilities | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 65 | $ 112 |
DEBT - Additional Information (
DEBT - Additional Information (Detail) - Successor - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
11.75% Secured Notes Due in 2019 | Exit Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Repayments of debt | $ 40 | |
Fair Value, Inputs, Level 2 | ||
Debt Instrument [Line Items] | ||
Fair value of the debt acquired | $ 212 | $ 319 |
DEBT - Interest Expense Related
DEBT - Interest Expense Related to Long-Term Debt and Cash Interests Payments on Long Term Debt (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Predecessor | ||||
Debt Instrument [Line Items] | ||||
Interest expense | $ 39 | $ 266 | ||
Cash interest paid | 12 | 246 | ||
Amortization of debt issuance cost and discount | 1 | 9 | ||
Successor | ||||
Debt Instrument [Line Items] | ||||
Interest expense | $ 15 | $ 30 | ||
Cash interest paid | 12 | 30 | ||
Amortization of debt issuance cost and discount | 3 | 9 | ||
Interest Expense | Predecessor | ||||
Debt Instrument [Line Items] | ||||
Amortization of debt issuance cost and discount | $ 1 | $ 6 | ||
Interest Expense | Successor | ||||
Debt Instrument [Line Items] | ||||
Amortization of debt issuance cost and discount | $ 3 | $ 9 |
DEBT - Credit facility (Details
DEBT - Credit facility (Details) - USD ($) | Jul. 15, 2016 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 |
Line of Credit Facility [Line Items] | |||||
Long-term debt | $ 2,600,000,000 | ||||
Fair value of debt | $ 318,000,000 | ||||
Percentage of initial principal amount | 2.00% | ||||
Liquidity requirement | $ 75,000,000 | ||||
Prepayment penalty, percentage, for first two years | 2.00% | ||||
Prepayment penalty, percentage, for two to four years | 1.00% | ||||
Exit Financing Facility | |||||
Line of Credit Facility [Line Items] | |||||
Long-term debt | $ 340,000,000 | ||||
Line of Credit | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Long-term debt | $ 65,000,000 | $ 112,000,000 | |||
Line of Credit | Exit ABL Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, borrowing capacity | 375,000,000 | ||||
Credit Facility, outstanding | 120,000,000 | ||||
11.75% Secured Notes - 1.5 Lien Notes | |||||
Line of Credit Facility [Line Items] | |||||
Long-term debt | $ 146,000,000 | $ 211,000,000 | |||
11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, face amount | 220,000,000 | ||||
Current borrowing capacity | 198,000,000 | ||||
Debt issuance costs | $ 22,000,000 | ||||
Interest rate (percentage) | 12.47% | 12.00% | |||
Repayments of long-term lines of credit | $ 10,000,000 | $ 7,000,000 | |||
LIBOR | 11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 11.00% | ||||
Base Rate | 11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 10.00% | ||||
Minimum | Line of Credit | Exit ABL Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Commitment fee percentage | 0.25% | ||||
Minimum | LIBOR | Line of Credit | Exit ABL Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 1.25% | ||||
Minimum | LIBOR | 11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 0.25% | ||||
Maximum | Line of Credit | Exit ABL Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Commitment fee percentage | 0.375% | ||||
Maximum | LIBOR | Line of Credit | Exit ABL Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 2.00% | ||||
Maximum | LIBOR | 11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 1.00% | ||||
Successor | Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, remaining borrowing capacity | $ 209,000,000 | ||||
Successor | Line of Credit | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate | 3.13% | 3.15% | |||
Long-term debt | $ 65,000,000 | ||||
Debt issuance costs | 3,000,000 | ||||
Successor | Line of Credit | Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Long-term debt | 40,000,000 | ||||
Forecast | 11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Repayments of long-term lines of credit | $ 43,000,000 | ||||
Interest Rate Floor [Member] | LIBOR | 11.75% Secured Notes - 1.5 Lien Notes | Exit Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 1.00% | ||||
Periodic payment | $ 4,000,000 | ||||
Verso Paper Holdings LLC | Line of Credit | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Credit Facility, outstanding | $ 0 | ||||
Verso Paper Holdings LLC | 11.75% Secured Notes - 1.5 Lien Notes | |||||
Line of Credit Facility [Line Items] | |||||
Debt issuance costs | $ 8,000,000 |
DEBT - Payments Required Under
DEBT - Payments Required Under Long-Term Debt (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 60 |
2,019 | 18 |
2,020 | 18 |
2,021 | 50 |
Total debt | $ 146 |
DEBT - DIP Facility (Details)
DEBT - DIP Facility (Details) - USD ($) | Jul. 14, 2016 | Jan. 26, 2016 | Jul. 14, 2016 | Dec. 31, 2015 | Dec. 31, 2017 | Jul. 15, 2016 | Jan. 28, 2016 |
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 2,600,000,000 | ||||||
Interest costs capitalized | $ 9,000,000 | ||||||
Carrying amount of equity component | 184,000,000 | $ 184,000,000 | |||||
11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 550,000,000 | ||||||
11.75% Secured Notes - 1.5 Lien Notes | NewPage DIP Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 175,000,000 | ||||||
Verso Paper Holdings LLC | 11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance costs | 8,000,000 | ||||||
Revolving Credit Facilities | Verso Paper Holdings LLC | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Credit Facility, outstanding | $ 0 | ||||||
Verso DIP Facility | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, fee on unused borrowings | 0.75% | ||||||
Verso DIP Facility | Federal Fund Rate | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, variable interest rate | 0.50% | ||||||
Verso DIP Facility | One Month LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, variable interest rate | 1.00% | ||||||
Verso DIP Facility | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, variable interest rate | 1.50% | ||||||
Verso DIP Facility | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, variable interest rate | 2.50% | ||||||
Verso DIP Facility | 11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 100,000,000 | ||||||
NewPage DIP ABL Facility | 11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 325,000,000 | ||||||
NewPage DIP Facility | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, variable interest rate | 8.50% | ||||||
NewPage DIP Facility | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
DIP financing, variable interest rate | 9.50% | ||||||
DIP financing, fee on unused borrowings | 0.375% | ||||||
NewPage DIP Facility | 11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 350,000,000 | 175,000,000 | |||||
NewPage DIP Facility | NewPage Corp | |||||||
Debt Instrument [Line Items] | |||||||
Secured debt | $ 175,000,000 | $ 175,000,000 | |||||
NewPage Corp | Revolving Credit Facilities | Verso Paper Holdings LLC | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 103,000,000 | ||||||
Predecessor | |||||||
Debt Instrument [Line Items] | |||||||
Interest costs capitalized | 1,000,000 | $ 2,000,000 | |||||
Predecessor | Verso Paper Holdings LLC | 11.75% Secured Notes - 1.5 Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance costs | $ 22,000,000 | $ 22,000,000 |
DEBT - Pre-petition Debt (Detai
DEBT - Pre-petition Debt (Details) - USD ($) $ in Millions | Jul. 15, 2016 | Jul. 14, 2016 | Jan. 26, 2016 |
Debt Instrument [Line Items] | |||
Extinguishment of debt | $ 2,500 | ||
Issuance of Successor common stock and stock purchase warrants (in shares) | 34,390,643 | ||
Plan of reorganization, equity securities issued or to be issued, percentage | 100.00% | ||
Variable Interest Entity, Primary Beneficiary | Long-term debt | Verso Paper Holdings LLC | |||
Debt Instrument [Line Items] | |||
Variable interest entity, consolidated liabilities | $ 23 |
OTHER LIABILITIES (Detail)
OTHER LIABILITIES (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Other employee related obligations | $ 15 | $ 19 |
Asset retirement obligations | 14 | 13 |
Non-controlling interests | 0 | 8 |
Other postretirement benefit obligation | 0 | 5 |
Deferred compensation | 3 | 0 |
Other | 2 | 3 |
Other long-term liabilities | $ 34 | $ 48 |
EARNINGS PER SHARE (Reconciliat
EARNINGS PER SHARE (Reconciliation of Basic and Diluted Earnings (Loss) per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 |
Predecessor | |||||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||||
Net income (loss) available to common shareholders | $ 1,299 | $ (33) | $ (88) | $ 1,178 | $ (422) | ||||||||
Weighted average common stock outstanding (in shares) | 81,450 | 80,838 | |||||||||||
Weighted average restricted stock (in shares) | 397 | 457 | |||||||||||
Weighted average common shares outstanding - basic (in shares) | 81,823 | 81,828 | 81,869 | 81,847 | 81,295 | ||||||||
Dilutive shares from stock awards (in shares) | 0 | 0 | |||||||||||
Weighted average common shares outstanding - diluted (in shares) | 81,823 | 81,828 | 81,869 | 81,847 | 81,295 | ||||||||
Basic income (loss) (usd per share) | $ 15.88 | $ (0.40) | $ (1.07) | $ 14.39 | $ (5.19) | ||||||||
Diluted income (loss) (usd per share) | $ 15.88 | $ (0.40) | $ (1.07) | $ 14.39 | $ (5.19) | ||||||||
Successor | |||||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||||
Net income (loss) available to common shareholders | $ 36 | $ 4 | $ (49) | $ (21) | $ 8 | $ (40) | $ (32) | $ (30) | |||||
Weighted average common stock outstanding (in shares) | 34,391 | 34,432 | |||||||||||
Weighted average restricted stock (in shares) | 0 | 0 | |||||||||||
Weighted average common shares outstanding - basic (in shares) | 34,465 | 34,456 | 34,416 | 34,391 | 34,391 | 34,391 | 34,391 | 34,432 | |||||
Dilutive shares from stock awards (in shares) | 0 | 0 | |||||||||||
Weighted average common shares outstanding - diluted (in shares) | 34,618 | 34,460 | 34,416 | 34,391 | 34,391 | 34,391 | 34,391 | 34,432 | |||||
Basic income (loss) (usd per share) | $ 1.04 | $ 0.12 | $ (1.42) | $ (0.61) | $ 0.23 | $ (1.16) | $ (0.93) | $ (0.87) | |||||
Diluted income (loss) (usd per share) | $ 1.04 | $ 0.12 | $ (1.42) | $ (0.61) | $ 0.23 | $ (1.16) | $ (0.93) | $ (0.87) |
EARNINGS PER SHARE - Additional
EARNINGS PER SHARE - Additional Information (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jul. 15, 2016 | |
Earnings Per Share Disclosure [Line Items] | ||||||||||
Common stock, par value (in dollars per share) | $ 0.01 | |||||||||
Common Class A | ||||||||||
Earnings Per Share Disclosure [Line Items] | ||||||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Verso Paper Holdings LLC | Senior Notes | Common Class A | 11.75% Senior Secured Notes - 2012 | ||||||||||
Earnings Per Share Disclosure [Line Items] | ||||||||||
Number of shares called by warrants (shares) | 1,810,035 | 1,810,035 | 1,810,035 | |||||||
Restricted Stock Units (RSUs) | ||||||||||
Earnings Per Share Disclosure [Line Items] | ||||||||||
Grants in the period (shares) | 162,000 | 528,000 | ||||||||
Successor | ||||||||||
Earnings Per Share Disclosure [Line Items] | ||||||||||
Basic (in shares) | 34,465,000 | 34,456,000 | 34,416,000 | 34,391,000 | 34,391,000 | 34,391,000 | 34,391,000 | 34,432,000 | ||
Successor | Common Class A | ||||||||||
Earnings Per Share Disclosure [Line Items] | ||||||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||||||
Successor | Restricted Stock Units (RSUs) | ||||||||||
Earnings Per Share Disclosure [Line Items] | ||||||||||
Grants in the period (shares) | 600,000 | 200,000 |
RETIREMENT AND OTHER POSTRETI81
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Additional Information (Detail) | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016USD ($) | Jul. 14, 2016USD ($) | Jul. 14, 2016USD ($) | Dec. 31, 2017USD ($)retirement_plan | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||||
Number of pension plans | retirement_plan | 3 | |||||
Number of employees covered, percentage | 81.00% | |||||
Pension Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Contribution made by employer | $ 32,000,000 | $ 10,000,000 | ||||
Expected cash contributions in 2018 | 48,000,000 | |||||
Other Postretirement Benefits Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Expected cash contributions in 2018 | $ 2,000,000 | |||||
Rate of compensation increase | 4.50% | |||||
Net actuarial (gain) loss, net of tax | $ (1,000,000) | $ 1,000,000 | (1,000,000) | |||
Predecessor | Pension Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Contribution made by employer | $ 16,000,000 | $ 28,000,000 | ||||
Accumulated benefit obligation | $ 1,839,000,000 | 1,839,000,000 | ||||
Predecessor | Other Postretirement Benefits Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Contribution made by employer | $ 4,000,000 | |||||
Settlement | $ 0 | 0 | ||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | Severance and benefit costs | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Non cash pension expense | $ 4,000,000 | |||||
Successor | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Net actuarial (gain) loss, net of tax | (126,000,000) | (133,000,000) | (126,000,000) | |||
Successor | Pension Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Contribution made by employer | 10,000,000 | 32,000,000 | ||||
Accumulated benefit obligation | 1,672,000,000 | 1,753,000,000 | $ 1,672,000,000 | |||
Successor | Other Postretirement Benefits Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Contribution made by employer | 3,000,000 | 3,000,000 | ||||
Settlement | $ (25,000,000) | $ (4,000,000) |
RETIREMENT AND OTHER POSTRETI82
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Components of Net Periodic Benefit Cost (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Jul. 14, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Predecessor | Pension Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Service cost | $ 9,000,000 | $ 11,000,000 | |||
Interest cost | 36,000,000 | 65,000,000 | |||
Expected return on plan assets | (40,000,000) | (83,000,000) | |||
Amortization of actuarial loss | 1,000,000 | 2,000,000 | |||
Curtailment | 0 | 1,000,000 | |||
Special termination benefits | 0 | 3,000,000 | |||
Net periodic pension cost | 6,000,000 | (1,000,000) | |||
Predecessor | Other Postretirement Benefits Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Service cost | $ 0 | 0 | |||
Interest cost | 1,000,000 | $ 1,000,000 | 1,000,000 | ||
Amortization of prior service cost | 0 | (3,000,000) | |||
Settlement | 0 | 0 | |||
Net periodic pension cost | $ 1,000,000 | $ (2,000,000) | |||
Successor | Pension Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Service cost | $ 8,000,000 | $ 16,000,000 | |||
Interest cost | 31,000,000 | 65,000,000 | |||
Expected return on plan assets | (39,000,000) | (75,000,000) | |||
Amortization of actuarial loss | 0 | 0 | |||
Curtailment | 0 | 0 | |||
Special termination benefits | 0 | 0 | |||
Net periodic pension cost | 0 | 6,000,000 | |||
Successor | Other Postretirement Benefits Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Service cost | 0 | 0 | |||
Interest cost | 1,000,000 | 0 | |||
Amortization of prior service cost | 0 | 0 | |||
Settlement | (25,000,000) | (4,000,000) | |||
Net periodic pension cost | $ (24,000,000) | $ (4,000,000) |
RETIREMENT AND OTHER POSTRETI83
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Detail of Prior Service Cost and Net Actuarial Loss Recognized In Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Other Postretirement Benefits Plan | ||
Amounts recognized in Accumulated other comprehensive loss: | ||
Net actuarial (gain) loss, net of tax | $ 1 | $ (1) |
Successor | ||
Amounts recognized in Accumulated other comprehensive loss: | ||
Net actuarial (gain) loss, net of tax | $ (133) | $ (126) |
RETIREMENT AND OTHER POSTRETI84
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Reconciliation of Projected Benefit Obligation and Funded Status (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Jul. 14, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Change in Plan Assets: | ||||||
Plan assets at fair value at beginning of fiscal year | $ 1,181,000,000 | |||||
Plan assets at fair value at end of fiscal year | $ 1,181,000,000 | 1,296,000,000 | $ 1,181,000,000 | |||
Funded status at end of period | (491,000,000) | (457,000,000) | (491,000,000) | |||
Pension Plan | ||||||
Change in Plan Assets: | ||||||
Employer contributions | 32,000,000 | 10,000,000 | ||||
Predecessor | Pension Plan | ||||||
Change in Projected Benefit Obligation: | ||||||
Benefit obligation at beginning of fiscal year | 1,839,000,000 | $ 1,672,000,000 | 1,672,000,000 | |||
Service cost | 9,000,000 | $ 11,000,000 | ||||
Interest cost | 36,000,000 | 65,000,000 | ||||
Actuarial (gain) loss | 162,000,000 | |||||
Benefits paid | (40,000,000) | |||||
Benefit obligation at end of fiscal year | $ 1,839,000,000 | 1,839,000,000 | 1,672,000,000 | |||
Change in Plan Assets: | ||||||
Plan assets at fair value at beginning of fiscal year | 1,192,000,000 | 1,144,000,000 | 1,144,000,000 | |||
Actual net return on plan assets | 72,000,000 | |||||
Employer contributions | 16,000,000 | 28,000,000 | ||||
Benefits paid | (40,000,000) | |||||
Plan assets at fair value at end of fiscal year | 1,192,000,000 | 1,192,000,000 | 1,144,000,000 | |||
Funded status at end of period | (647,000,000) | (647,000,000) | ||||
Predecessor | Other Postretirement Benefits Plan | ||||||
Change in Projected Benefit Obligation: | ||||||
Benefit obligation at beginning of fiscal year | 35,000,000 | 37,000,000 | 37,000,000 | |||
Service cost | 0 | 0 | ||||
Interest cost | 1,000,000 | 1,000,000 | 1,000,000 | |||
Plan amendments and settlements | 0 | |||||
Actuarial (gain) loss | (1,000,000) | |||||
Benefits paid | (4,000,000) | |||||
Benefit obligation at end of fiscal year | 35,000,000 | 35,000,000 | 37,000,000 | |||
Change in Plan Assets: | ||||||
Plan assets at fair value at beginning of fiscal year | 0 | 0 | 0 | |||
Employer contributions | 4,000,000 | |||||
Benefits paid | (4,000,000) | |||||
Plan assets at fair value at end of fiscal year | 0 | 0 | $ 0 | |||
Funded status at end of period | (35,000,000) | (35,000,000) | ||||
Successor | Pension Plan | ||||||
Change in Projected Benefit Obligation: | ||||||
Benefit obligation at beginning of fiscal year | 1,839,000,000 | 1,672,000,000 | ||||
Service cost | 8,000,000 | 16,000,000 | ||||
Interest cost | 31,000,000 | 65,000,000 | ||||
Actuarial (gain) loss | (152,000,000) | 106,000,000 | ||||
Benefits paid | (54,000,000) | (106,000,000) | ||||
Benefit obligation at end of fiscal year | 1,672,000,000 | 1,839,000,000 | 1,839,000,000 | 1,753,000,000 | 1,672,000,000 | |
Change in Plan Assets: | ||||||
Plan assets at fair value at beginning of fiscal year | 1,192,000,000 | 1,181,000,000 | ||||
Actual net return on plan assets | 33,000,000 | 189,000,000 | ||||
Employer contributions | 10,000,000 | 32,000,000 | ||||
Benefits paid | (54,000,000) | (106,000,000) | ||||
Plan assets at fair value at end of fiscal year | 1,181,000,000 | 1,192,000,000 | 1,192,000,000 | 1,296,000,000 | 1,181,000,000 | |
Funded status at end of period | (491,000,000) | (457,000,000) | (491,000,000) | |||
Successor | Other Postretirement Benefits Plan | ||||||
Change in Projected Benefit Obligation: | ||||||
Benefit obligation at beginning of fiscal year | 35,000,000 | 7,000,000 | ||||
Service cost | 0 | 0 | ||||
Interest cost | 1,000,000 | 0 | ||||
Plan amendments and settlements | (25,000,000) | (7,000,000) | ||||
Actuarial (gain) loss | 1,000,000 | (5,000,000) | ||||
Benefits paid | (3,000,000) | (3,000,000) | ||||
Benefit obligation at end of fiscal year | 7,000,000 | 35,000,000 | 35,000,000 | 2,000,000 | 7,000,000 | |
Change in Plan Assets: | ||||||
Plan assets at fair value at beginning of fiscal year | 0 | 0 | ||||
Employer contributions | 3,000,000 | 3,000,000 | ||||
Benefits paid | (3,000,000) | (3,000,000) | ||||
Plan assets at fair value at end of fiscal year | 0 | $ 0 | $ 0 | 0 | 0 | |
Funded status at end of period | $ (7,000,000) | $ (2,000,000) | $ (7,000,000) |
RETIREMENT AND OTHER POSTRETI85
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Summary of Expected Future Pension Benefit Payments (Detail) - Pension Plan $ in Millions | Dec. 31, 2017USD ($) |
Expected future pension benefit payments: | |
2,018 | $ 88 |
2,019 | 89 |
2,020 | 91 |
2,021 | 95 |
2,022 | 97 |
2023-2027 | $ 508 |
RETIREMENT AND OTHER POSTRETI86
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Actuarial Assumptions Used In Defined Benefit Pension Plans (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (491) | $ (457) | ||
Predecessor | Pension Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (647) | |||
Weighted average assumptions used to determine benefit obligations as of December 31: | ||||
Discount rate | 3.43% | 4.17% | ||
Weighted average assumptions used to determine net periodic pension cost for the fiscal year: | ||||
Discount rate | 4.17% | 3.98% | ||
Expected long-term return on plan assets | 6.75% | 7.05% | ||
Predecessor | Other Postretirement Benefits Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (35) | |||
Weighted average assumptions used to determine benefit obligations as of December 31: | ||||
Discount rate | 3.09% | |||
Weighted average assumptions used to determine net periodic pension cost for the fiscal year: | ||||
Discount rate | 3.73% | |||
Predecessor | Other Postretirement Benefits Plan | Other current liabilities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (3) | |||
Predecessor | Other Postretirement Benefits Plan | Other long-term obligations | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (32) | |||
Successor | Pension Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (491) | $ (457) | ||
Weighted average assumptions used to determine benefit obligations as of December 31: | ||||
Discount rate | 3.99% | 3.51% | ||
Weighted average assumptions used to determine net periodic pension cost for the fiscal year: | ||||
Discount rate | 3.43% | 3.98% | ||
Expected long-term return on plan assets | 6.75% | 6.50% | ||
Successor | Other Postretirement Benefits Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (7) | $ (2) | ||
Weighted average assumptions used to determine benefit obligations as of December 31: | ||||
Discount rate | 3.32% | 0.00% | ||
Weighted average assumptions used to determine net periodic pension cost for the fiscal year: | ||||
Discount rate | 3.09% | 3.32% | ||
Successor | Other Postretirement Benefits Plan | Other current liabilities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (2) | $ (2) | ||
Successor | Other Postretirement Benefits Plan | Other long-term obligations | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Pension benefit obligation | $ (5) | $ 0 |
RETIREMENT AND OTHER POSTRETI87
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Pension Plan's Asset Allocation (Detail) | Dec. 31, 2017 | Dec. 31, 2016 |
Fixed income funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 32.00% | 36.00% |
Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 32.00% | 31.00% |
Domestic equity funds - small cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 6.00% | 5.00% |
International equity funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 20.00% | 17.00% |
Hedge funds, private equity, real estate, commodities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 10.00% | 11.00% |
Pension Plan | Minimum | Fixed income funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 35.00% | 35.00% |
Pension Plan | Minimum | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 35.00% | 35.00% |
Pension Plan | Minimum | Hedge funds, private equity, real estate, commodities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 4.00% | 4.00% |
Pension Plan | Maximum | Fixed income funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 55.00% | 55.00% |
Pension Plan | Maximum | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 60.00% | 60.00% |
Pension Plan | Maximum | Hedge funds, private equity, real estate, commodities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 15.00% | 15.00% |
RETIREMENT AND OTHER POSTRETI88
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Pension Plan Assets at Fair Value (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | $ 1,296 | $ 1,181 |
Assets Valued at NAV Practical Expedient | 1,079 | 990 |
Fixed income funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 418 | 421 |
Assets Valued at NAV Practical Expedient | 364 | 363 |
Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 412 | 365 |
Assets Valued at NAV Practical Expedient | 390 | 343 |
International equity funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 266 | 204 |
Assets Valued at NAV Practical Expedient | 140 | 110 |
Domestic equity funds - small cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 73 | 64 |
Assets Valued at NAV Practical Expedient | 62 | 54 |
Other (hedge funds, private equity, real estate, commodities) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 127 | 127 |
Assets Valued at NAV Practical Expedient | 123 | 120 |
Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 217 | 191 |
Level 1 | Fixed income funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 54 | 58 |
Level 1 | Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 22 | 22 |
Level 1 | International equity funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 126 | 94 |
Level 1 | Domestic equity funds - small cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | 11 | 10 |
Level 1 | Other (hedge funds, private equity, real estate, commodities) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets at fair value | $ 4 | $ 7 |
RETIREMENT AND OTHER POSTRETI89
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Additional Information on Level 3 (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | $ 1,296 | $ 1,181 |
Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 80 | |
Unfunded Commitments | 2 | |
Mutli-Strategy Hedge Fund | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | $ 2 | |
Redemption Notice Period | 45 days | |
Debt Securities Hedge Fund | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | $ 65 | |
Redemption Notice Period | 90 days | |
Private Equity | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | $ 13 | |
Unfunded Commitments | $ 2 |
RETIREMENT AND OTHER POSTRETI90
RETIREMENT AND OTHER POSTRETIREMENT BENEFITS - Defined Contribution Plans - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Predecessor | ||||
Defined Contribution Plan [Line Items] | ||||
Defined contribution plan expense | $ 8 | $ 17 | ||
Employer matching contribution | $ 8 | $ 16 | ||
Successor | ||||
Defined Contribution Plan [Line Items] | ||||
Defined contribution plan expense | $ 8 | $ 14 | ||
Employer matching contribution | $ 6 | $ 14 |
EQUITY AWARDS - Additional Info
EQUITY AWARDS - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jul. 15, 2016 | |
Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares authorized (shares) | 3,620,067 | |||||
Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Grants in period, performance criteria not established (shares) | 449,000 | |||||
Grants in the period (shares) | 162,000 | 528,000 | ||||
Unrecognized compensation cost | $ 3 | |||||
Period for recognition (in years) | 3 years | |||||
Predecessor | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares authorized (shares) | 11,000,000 | |||||
Compensation expense | $ 4 | $ 3 | ||||
Predecessor | Non-employee director stock option | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting rights | vested upon grant | |||||
Expiration period (in years) | 10 years | |||||
Predecessor | Officer and management non-qualified time - based stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting rights | one to three years from the date of grant | |||||
Expiration period (in years) | 7 years | |||||
Successor | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options outstanding | 0 | 0 | 0 | |||
Compensation expense | $ 1 | |||||
Successor | Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Grants in the period (shares) | 600,000 | 200,000 |
EQUITY AWARDS - Restricted Stoc
EQUITY AWARDS - Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) - $ / shares shares in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2016 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding, beginning balance (shares) | 0 | 160 |
Options outstanding, beginning balance (USD per share) | $ 0 | $ 11.18 |
Grants in the period (shares) | 162 | 528 |
Options granted (USD per share) | $ 11.19 | $ 6.41 |
Options forfeited (shares) | (2) | (32) |
Options forfeited (USD per share) | $ 11.50 | $ 11.50 |
Options vested (shares) | (73) | |
Options vested (USD per share) | $ 10.81 | |
Options outstanding, ending balance (shares) | 160 | 583 |
Options outstanding, beginning balance (USD per share) | $ 11.18 | $ 6.89 |
EQUITY AWARDS - Stock Option Pl
EQUITY AWARDS - Stock Option Plan Activity (Detail) - Service and performance-based employee and director stock options - shares shares in Millions | 6 Months Ended | 12 Months Ended |
Jul. 14, 2016 | Dec. 31, 2015 | |
Predecessor | ||
Options Outstanding | ||
Options outstanding, beginning balance (shares) | 8 | 6 |
Options granted (shares) | 3 | |
Options forfeited (shares) | (1) | |
Stock option exercise, shares (in shares) | 0 | |
Cancellation of Predecessor stock awards (shares) | (8) | |
Options outstanding, ending balance (shares) | 8 | |
Successor | ||
Options Outstanding | ||
Options outstanding, ending balance (shares) | 0 |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Management agreement expiration date | Jun. 1, 2017 | ||
Management Agreement | |||
Related Party Transaction [Line Items] | |||
Management agreement expiration date | Aug. 1, 2018 | ||
Management fee as a percentage of aggregate enterprise value | 1.00% | ||
Purchases from Apollo | $ 0 | ||
Predecessor | Apollo | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | $ 15,000,000 | $ 26,000,000 | |
Account receivable from related party | $ 3,000,000 |
RESTRUCTURING CHARGES - Charges
RESTRUCTURING CHARGES - Charges Incurred Related to Shutdown (Detail) - USD ($) | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Bucksport Mill Closure in 2014 | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | $ 0 | $ 0 | ||||||||||||
Predecessor | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | $ 0 | $ 7,000,000 | $ 144,000,000 | $ 151,000,000 | $ 54,000,000 | |||||||||
Predecessor | NewPage Acquisition Restructuring | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 20,000,000 | |||||||||||||
Cumulative Incurred | 20,000,000 | |||||||||||||
Predecessor | NewPage Acquisition Restructuring | Property and equipment - disposal | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 4,000,000 | |||||||||||||
Cumulative Incurred | 4,000,000 | |||||||||||||
Predecessor | NewPage Acquisition Restructuring | Severance and benefit costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 16,000,000 | |||||||||||||
Cumulative Incurred | 16,000,000 | |||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 151,000,000 | 21,000,000 | ||||||||||||
Cumulative Incurred | 172,000,000 | 172,000,000 | ||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | Severance and benefit costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 10,000,000 | 16,000,000 | ||||||||||||
Cumulative Incurred | 26,000,000 | 26,000,000 | ||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | Write-off of purchase obligations and commitments | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 2,000,000 | 1,000,000 | ||||||||||||
Cumulative Incurred | 3,000,000 | 3,000,000 | ||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | Other costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 3,000,000 | 1,000,000 | ||||||||||||
Cumulative Incurred | 4,000,000 | 4,000,000 | ||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | Property and equipment | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 127,000,000 | 0 | ||||||||||||
Cumulative Incurred | 127,000,000 | 127,000,000 | ||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | Write-off of spare parts, inventory and other assets | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 9,000,000 | 3,000,000 | ||||||||||||
Cumulative Incurred | $ 12,000,000 | $ 12,000,000 | ||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 12,000,000 | |||||||||||||
Cumulative Incurred | 147,000,000 | |||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | Severance and benefit costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 2,000,000 | |||||||||||||
Cumulative Incurred | 29,000,000 | |||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | Write-off of purchase obligations and commitments | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 6,000,000 | |||||||||||||
Cumulative Incurred | 8,000,000 | |||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | Other costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 4,000,000 | |||||||||||||
Cumulative Incurred | 7,000,000 | |||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | Property and equipment | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 0 | |||||||||||||
Cumulative Incurred | 89,000,000 | |||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | Write-off of spare parts, inventory and other assets | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 0 | |||||||||||||
Cumulative Incurred | $ 14,000,000 | |||||||||||||
Successor | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | $ 1,000,000 | $ 4,000,000 | $ 2,000,000 | $ 2,000,000 | $ 9,000,000 | $ 2,000,000 | $ 11,000,000 | 9,000,000 | ||||||
Successor | Facility Closing | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 2,000,000 | 4,000,000 | ||||||||||||
Cumulative Incurred | 6,000,000 | 6,000,000 | ||||||||||||
Successor | Facility Closing | Severance and benefit costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 2,000,000 | 1,000,000 | ||||||||||||
Cumulative Incurred | 3,000,000 | 3,000,000 | ||||||||||||
Successor | Facility Closing | Write-off of purchase obligations | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 0 | 2,000,000 | ||||||||||||
Cumulative Incurred | 2,000,000 | 2,000,000 | ||||||||||||
Successor | Facility Closing | Other costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 0 | 1,000,000 | ||||||||||||
Cumulative Incurred | 1,000,000 | 1,000,000 | ||||||||||||
Successor | Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 9,000,000 | 5,000,000 | ||||||||||||
Cumulative Incurred | 14,000,000 | 14,000,000 | ||||||||||||
Successor | Androscoggin - Wickliffe Capacity Reduction | Severance and benefit costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 5,000,000 | 0 | ||||||||||||
Cumulative Incurred | 5,000,000 | 5,000,000 | ||||||||||||
Successor | Androscoggin - Wickliffe Capacity Reduction | Write-off of purchase obligations and commitments | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | 1,000,000 | 2,000,000 | ||||||||||||
Cumulative Incurred | 3,000,000 | 3,000,000 | ||||||||||||
Successor | Androscoggin - Wickliffe Capacity Reduction | Other costs | ||||||||||||||
Restructuring and Related Cost [Abstract] | ||||||||||||||
Restructuring charges | $ 3,000,000 | 3,000,000 | ||||||||||||
Cumulative Incurred | $ 6,000,000 | $ 6,000,000 |
RESTRUCTURING CHARGES - Changes
RESTRUCTURING CHARGES - Changes in Restructuring Reserve Liabilities (Detail) - USD ($) $ in Millions | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Restructuring Reserve [Roll Forward] | ||||||||||||||
Beginning balance of reserve | $ 2 | $ 2 | ||||||||||||
Ending balance of reserve | $ 2 | $ 2 | ||||||||||||
Successor | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Beginning balance of reserve | $ 3 | $ 3 | ||||||||||||
Restructuring payments | 0 | (1) | ||||||||||||
Restructuring charges | $ 1 | $ 4 | $ 2 | 2 | $ 9 | 2 | 11 | 9 | ||||||
Other Restructuring Costs | 0 | 1 | ||||||||||||
Ending balance of reserve | 2 | 3 | 3 | 2 | $ 3 | |||||||||
Successor | Severance and benefit costs | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Severance and benefit costs | 2 | 1 | ||||||||||||
Restructuring payments | (1) | (4) | ||||||||||||
Successor | Purchase obligations | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring charges | 0 | 2 | ||||||||||||
Predecessor | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Beginning balance of reserve | 2 | $ 5 | 2 | 5 | 5 | |||||||||
Restructuring payments | 0 | |||||||||||||
Restructuring charges | 0 | $ 7 | 144 | 151 | $ 54 | |||||||||
Other Restructuring Costs | 0 | |||||||||||||
Ending balance of reserve | 2 | 2 | 5 | |||||||||||
Predecessor | Severance and benefit costs | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Severance and benefit costs | 0 | |||||||||||||
Restructuring payments | (3) | |||||||||||||
Predecessor | Purchase obligations | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring charges | 0 | |||||||||||||
Androscoggin - Wickliffe Capacity Reduction | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Beginning balance of reserve | 6 | 6 | ||||||||||||
Ending balance of reserve | 6 | 6 | 6 | |||||||||||
Androscoggin - Wickliffe Capacity Reduction | Successor | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Beginning balance of reserve | $ 6 | 5 | 5 | 6 | ||||||||||
Severance and benefit costs | 4 | 0 | ||||||||||||
Restructuring charges | 9 | 5 | ||||||||||||
Purchase obligations | 1 | |||||||||||||
Purchase obligation reserve adjustments | 0 | 0 | ||||||||||||
Other Restructuring Costs | 0 | 3 | ||||||||||||
Ending balance of reserve | 5 | $ 1 | $ 6 | 6 | 5 | 1 | 6 | |||||||
Androscoggin - Wickliffe Capacity Reduction | Successor | Severance and benefit costs | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring payments | (3) | (5) | ||||||||||||
Restructuring charges | 5 | 0 | ||||||||||||
Androscoggin - Wickliffe Capacity Reduction | Successor | Purchase obligations | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring payments | (1) | (2) | ||||||||||||
Purchase obligations | 2 | |||||||||||||
Androscoggin - Wickliffe Capacity Reduction | Successor | Other costs | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring payments | 0 | $ (3) | ||||||||||||
Androscoggin - Wickliffe Capacity Reduction | Predecessor | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Beginning balance of reserve | $ 5 | $ 7 | $ 5 | 7 | $ 7 | |||||||||
Severance and benefit costs | 7 | |||||||||||||
Restructuring charges | 151 | 21 | ||||||||||||
Purchase obligations | 2 | |||||||||||||
Purchase obligation reserve adjustments | (1) | |||||||||||||
Other Restructuring Costs | 0 | |||||||||||||
Ending balance of reserve | $ 5 | 5 | 7 | |||||||||||
Androscoggin - Wickliffe Capacity Reduction | Predecessor | Severance and benefit costs | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring payments | (10) | |||||||||||||
Restructuring charges | 10 | $ 16 | ||||||||||||
Androscoggin - Wickliffe Capacity Reduction | Predecessor | Purchase obligations | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring payments | 0 | |||||||||||||
Androscoggin - Wickliffe Capacity Reduction | Predecessor | Other costs | ||||||||||||||
Restructuring Reserve [Roll Forward] | ||||||||||||||
Restructuring payments | $ 0 |
RESTRUCTURING CHARGES (Narrativ
RESTRUCTURING CHARGES (Narrative) (Details) T in Thousands | Jul. 14, 2016USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Jul. 14, 2016USD ($) | Dec. 31, 2017USD ($)Employee | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jul. 19, 2017T | Aug. 20, 2015facilityT | Oct. 01, 2014T |
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Decrease in production capacity | T | 200 | ||||||||||||||||
Number of positions eliminated | Employee | 120 | ||||||||||||||||
Bucksport Mill Closure in 2014 | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | $ 0 | $ 0 | |||||||||||||||
Pulp | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Number of facilities | facility | 2 | ||||||||||||||||
Predecessor | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | $ 0 | $ 7,000,000 | $ 144,000,000 | $ 151,000,000 | $ 54,000,000 | ||||||||||||
Predecessor | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Accelerated depreciation | 58,000,000 | ||||||||||||||||
Restructuring charges | 151,000,000 | 21,000,000 | |||||||||||||||
Predecessor | Bucksport Mill Closure in 2014 | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | 12,000,000 | ||||||||||||||||
Predecessor | Severance and benefit costs | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Non cash pension expense | 4,000,000 | ||||||||||||||||
Restructuring charges | 10,000,000 | 16,000,000 | |||||||||||||||
Predecessor | Severance and benefit costs | Bucksport Mill Closure in 2014 | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | 2,000,000 | ||||||||||||||||
Predecessor | Salary And Benefit | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | $ 3,000,000 | 1,000,000 | |||||||||||||||
Predecessor | Paper | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Decrease in production capacity | T | 430 | ||||||||||||||||
Restructuring charges | $ 49,000,000 | ||||||||||||||||
Predecessor | Pulp | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Decrease in production capacity | T | 130 | ||||||||||||||||
Predecessor | Coated Groundwood Paper | Bucksport Mill Closure in 2014 | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Capacity of plant | T | 350 | ||||||||||||||||
Predecessor | Specialty Paper | Bucksport Mill Closure in 2014 | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Capacity of plant | T | 55 | ||||||||||||||||
Successor | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Accelerated depreciation | $ 6,000,000 | $ 43,000,000 | |||||||||||||||
Restructuring charges | $ 1,000,000 | $ 4,000,000 | $ 2,000,000 | 2,000,000 | 9,000,000 | $ 2,000,000 | $ 11,000,000 | 9,000,000 | |||||||||
Successor | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Accelerated depreciation | $ 6,000,000 | 43,000,000 | |||||||||||||||
Restructuring charges | 9,000,000 | 5,000,000 | |||||||||||||||
Successor | Severance and benefit costs | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | $ 5,000,000 | $ 0 | |||||||||||||||
Successor | Salary And Benefit | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Restructuring charges | 4,000,000 | ||||||||||||||||
Successor | Write-off of Spare Parts and Inventory | Androscoggin - Wickliffe Capacity Reduction | |||||||||||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||||||||||
Inventory write-down | $ 1,000,000 |
INCOME TAXES - Summary of Comp
INCOME TAXES - Summary of Components of (Benefit) Provision for Income Taxes (Detail) - USD ($) $ in Millions | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 |
Predecessor | |||||||||||||
Current tax (benefit) provision: | |||||||||||||
U.S. federal | $ 0 | $ 0 | |||||||||||
U.S. state and local | 0 | 0 | |||||||||||
Total current tax (benefit) provision | 0 | 0 | |||||||||||
Deferred tax (benefit) provision: | |||||||||||||
U.S. federal | 549 | (136) | |||||||||||
U.S. state and local | 78 | (37) | |||||||||||
Changes to reorganization | 8 | 0 | |||||||||||
Total deferred tax (benefit) provision | 635 | (173) | |||||||||||
Valuation allowance | (635) | 170 | |||||||||||
Allocation to Other comprehensive (income) loss | 0 | 0 | |||||||||||
Total income tax (benefit) provision | $ 0 | $ 0 | $ 0 | $ 0 | $ (3) | ||||||||
Successor | |||||||||||||
Current tax (benefit) provision: | |||||||||||||
U.S. federal | $ 0 | $ (6) | |||||||||||
U.S. state and local | 0 | 0 | |||||||||||
Total current tax (benefit) provision | 0 | (6) | |||||||||||
Deferred tax (benefit) provision: | |||||||||||||
U.S. federal | (19) | 64 | |||||||||||
U.S. state and local | 2 | (1) | |||||||||||
Changes to reorganization | 0 | 0 | |||||||||||
Total deferred tax (benefit) provision | (17) | 63 | |||||||||||
Valuation allowance | 17 | (63) | |||||||||||
Allocation to Other comprehensive (income) loss | (20) | (2) | |||||||||||
Total income tax (benefit) provision | $ (8) | $ 0 | $ 0 | $ 0 | $ (20) | $ 0 | $ (20) | $ (8) |
INCOME TAXES - Reconciliation
INCOME TAXES - Reconciliation of Income Tax Expense Using Statutory Federal Income Tax Rate Compared with Actual Income Tax Expense (Detail) - USD ($) $ in Millions | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2015 |
Increase resulting from: | ||||||||||||||
Statutory U.S. Rate | 35.00% | 35.00% | 35.00% | |||||||||||
Predecessor | ||||||||||||||
Effective income tax reconciliation | ||||||||||||||
Tax at Statutory U.S. Rate of 35% in 2017, 2016 and 2015 | $ 412 | $ (149) | ||||||||||||
Increase resulting from: | ||||||||||||||
Reorganization costs and fresh-start accounting | (680) | 0 | ||||||||||||
Federal tax rate change | 0 | 0 | ||||||||||||
Allocation to Other comprehensive (income) loss related to pension and other postretirement benefits. | 0 | 0 | ||||||||||||
Federal net operating losses | 818 | 0 | ||||||||||||
Cancellation of debt income | 0 | 11 | ||||||||||||
Disallowed interest expense | 0 | 5 | ||||||||||||
Nondeductible transaction costs | 0 | (4) | ||||||||||||
Other expenses | 0 | 1 | ||||||||||||
Net permanent differences | 138 | 13 | ||||||||||||
Valuation allowance | (635) | 170 | ||||||||||||
Changed to reorganization | 8 | 0 | ||||||||||||
State income taxes (benefit) | 78 | (37) | ||||||||||||
Other | (1) | 0 | ||||||||||||
Total income tax (benefit) provision | $ 0 | $ 0 | $ 0 | $ 0 | $ (3) | |||||||||
Successor | ||||||||||||||
Effective income tax reconciliation | ||||||||||||||
Tax at Statutory U.S. Rate of 35% in 2017, 2016 and 2015 | $ (18) | $ (13) | ||||||||||||
Increase resulting from: | ||||||||||||||
Reorganization costs and fresh-start accounting | 0 | 0 | ||||||||||||
Federal tax rate change | 0 | 71 | ||||||||||||
Allocation to Other comprehensive (income) loss related to pension and other postretirement benefits. | (20) | (2) | ||||||||||||
Federal net operating losses | 0 | |||||||||||||
Cancellation of debt income | 0 | 0 | ||||||||||||
Disallowed interest expense | 0 | 0 | ||||||||||||
Nondeductible transaction costs | 0 | 0 | ||||||||||||
Other expenses | 0 | 0 | ||||||||||||
Net permanent differences | (20) | 69 | ||||||||||||
Valuation allowance | 17 | (63) | ||||||||||||
Changed to reorganization | 0 | 0 | ||||||||||||
State income taxes (benefit) | 2 | 0 | ||||||||||||
Other | (1) | (1) | ||||||||||||
Total income tax (benefit) provision | $ (8) | $ 0 | $ 0 | $ 0 | $ (20) | $ 0 | $ (20) | $ (8) |
INCOME TAXES - Summary of Sign
INCOME TAXES - Summary of Significant Components of Deferred Tax Position (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating loss and credit carryforwards | $ 72 | $ 76 |
Pension | 147 | 251 |
Compensation obligations | 14 | 25 |
Inventory reserves/capitalization | 26 | 43 |
Capitalized expenses | 4 | 4 |
Other | 10 | 21 |
Gross deferred tax assets | 273 | 420 |
Less: valuation allowance | (130) | (193) |
Deferred tax assets, net of allowance | 143 | 227 |
Deferred tax liabilities: | ||
Property, plant and equipment | (139) | (207) |
Cancellation of debt income deferral | (3) | (13) |
Intangible assets | 0 | (4) |
Other | (1) | (3) |
Total deferred tax liabilities | (143) | (227) |
Net deferred tax liabilities | $ 0 | $ 0 |
INCOME TAXES - Additional Info
INCOME TAXES - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | 30 Months Ended |
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2017 | |
Income Taxes [Line Items] | |||
Income tax expense, allocated to other comprehensive income | $ 2 | $ 20 | |
Federal income tax expense (benefit) | (2) | (20) | |
Valuation allowance for deferred tax assets | $ 193 | 130 | 130 |
Decrease in valuation allowance for deferred tax assets | 63 | ||
Other comprehensive (income) loss, defined benefit plan, after reclassification adjustment, tax | 147 | ||
Pension Prior Service Liability | |||
Income Taxes [Line Items] | |||
Reduction in income tax benefits | 34 | ||
Federal | |||
Income Taxes [Line Items] | |||
Operating loss carryforward, net of attributable reductions | 299 | 299 | |
Successor | |||
Income Taxes [Line Items] | |||
Federal tax rate change | $ 0 | 71 | |
Successor | Federal | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 407 | 407 | |
Successor | State | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 121 | $ 121 | |
Alternative Minimum Tax Carryover | Successor | |||
Income Taxes [Line Items] | |||
Federal tax rate change | $ 6 |
INCOME TAXES - Unrecognized Ta
INCOME TAXES - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | |
Predecessor | |||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, start | $ 3 | $ 3 | |
Additions | 0 | ||
Reductions | 0 | ||
Unrecognized tax benefits, end | 3 | ||
Successor | |||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, start | 3 | $ 3 | |
Additions | 0 | 0 | |
Reductions | 0 | (1) | |
Unrecognized tax benefits, end | $ 3 | $ 3 | $ 2 |
NEW MARKET TAX CREDIT ENTITIES
NEW MARKET TAX CREDIT ENTITIES - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | Dec. 29, 2010 | Dec. 31, 2010 | |
Verso Paper Holdings LLC | Variable Interest Entity, Primary Beneficiary | Chase NMTC Verso Investment Fund, LLC | ||||||
Variable Interest Entity [Line Items] | ||||||
Put option, anticipated exercise date | 2017-12 | |||||
Tax credit, recapture percentage | 100.00% | |||||
Chase NMTC Verso Investment Fund, LLC | Variable Interest Entity, Primary Beneficiary | ||||||
Variable Interest Entity [Line Items] | ||||||
Tax credit, recapture period | 7 years | |||||
Other non-current liabilities | Variable Interest Entity, Primary Beneficiary | ||||||
Variable Interest Entity [Line Items] | ||||||
Variable interest entity, consolidated liabilities | $ 8 | |||||
Predecessor | ||||||
Variable Interest Entity [Line Items] | ||||||
Renewable energy project amount | $ 43 | |||||
Gain (loss) on extinguishment of debt | $ 1,390 | $ 0 | ||||
Successor | ||||||
Variable Interest Entity [Line Items] | ||||||
Gain (loss) on extinguishment of debt | $ 0 | $ 0 | ||||
Successor | Other Nonoperating Income (Expense) | Verso Paper Holdings LLC | Variable Interest Entity, Primary Beneficiary | ||||||
Variable Interest Entity [Line Items] | ||||||
Gain (loss) on extinguishment of debt | 8 | |||||
Related expenses | $ 1 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Line Items] | ||||
Workforce, percentage represented by union | 70.00% | |||
Supply agreement, description | The agreement required Expera to pay us a variable charge for the paper purchased and a fixed charge for the availability of the paper machine | |||
Supply agreement expiration date | Jun. 1, 2017 | |||
Latest Expiration | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Operating leases, expiration year | 2,022 | |||
Successor | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Rent expense | $ 4 | $ 10 | ||
Predecessor | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Rent expense | $ 6 | $ 16 |
COMMITMENTS AND CONTINGENCIE105
COMMITMENTS AND CONTINGENCIES - Schedule of Future Minimum Rental Payments Due Under Non-Cancelable Operating Leases (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Future minimum operating lease payments due | |
2,018 | $ 5 |
2,019 | 1 |
2,020 | 1 |
2,021 | 1 |
2,022 | 0 |
Thereafter | 0 |
Total | $ 8 |
COMMITMENTS AND CONTINGENCIE106
COMMITMENTS AND CONTINGENCIES - Schedule of Unconditional Purchase Obligations (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Unconditional purchase obligations, rolling maturity | |
2,018 | $ 52 |
2,019 | 46 |
2,020 | 39 |
2,021 | 9 |
2,022 | 5 |
Thereafter | 11 |
Total | $ 162 |
COMMITMENTS AND CONTINGENCIES C
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES - Severance (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum | |
Commitments and Contingencies Disclosure [Line Items] | |
Severance, Termination Allowance, Eligible Pay Period | 14 days |
Maximum | |
Commitments and Contingencies Disclosure [Line Items] | |
Severance, Termination Allowance, Eligible Pay Period | 365 days |
One to Ten Years | |
Commitments and Contingencies Disclosure [Line Items] | |
Severance, eligible pay, period | 7 days |
One to Ten Years | Minimum | |
Commitments and Contingencies Disclosure [Line Items] | |
Severance, service, period | 1 day |
Eleven Plus Years | |
Commitments and Contingencies Disclosure [Line Items] | |
Severance, additional eligible pay, period | 14 days |
Eleven Plus Years | Minimum | |
Commitments and Contingencies Disclosure [Line Items] | |
Severance, service, period | 11 years |
INFORMATION BY INDUSTRY SEGM108
INFORMATION BY INDUSTRY SEGMENT - Additional Information (Detail) $ in Millions | Jul. 14, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Jul. 14, 2016USD ($) | Dec. 31, 2017Segment | Dec. 31, 2017USD ($) | Dec. 31, 2017segment | Dec. 31, 2015USD ($) |
Segment Reporting Information [Line Items] | ||||||||
Number of reporting segments | 2 | 2 | ||||||
Predecessor | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | $ 0 | $ 7 | $ 144 | $ 151 | $ 54 | |||
Predecessor | Paper | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | $ 49 | |||||||
Predecessor | Operating Income (Loss) | Paper | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | 135 | |||||||
Predecessor | Operating Income (Loss) | Pulp | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | $ 16 | |||||||
Printing papers | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Sales revenue, goods | $ 1,378 | |||||||
Specialty Paper | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Sales revenue, goods | 566 | |||||||
Coated Groundwood Paper | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Sales revenue, goods | 221 | |||||||
Supercalendered Paper | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Sales revenue, goods | 148 | |||||||
Pulp | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Sales revenue, goods | $ 148 |
INFORMATION BY INDUSTRY SEGM109
INFORMATION BY INDUSTRY SEGMENT - Segments (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jul. 14, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 1,417 | $ 3,122 |
Operating (Loss) Income | (121) | (155) |
Depreciation, amortization and depletion | 100 | 308 |
Capital Spending | 31 | 64 |
Operating Segments | Paper | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,349 | 2,914 |
Operating (Loss) Income | (104) | (129) |
Depreciation, amortization and depletion | 92 | 278 |
Capital Spending | 26 | 51 |
Operating Segments | Pulp | ||
Segment Reporting Information [Line Items] | ||
Net sales | 91 | 252 |
Operating (Loss) Income | (17) | (26) |
Depreciation, amortization and depletion | 8 | 30 |
Capital Spending | 5 | 13 |
Intercompany eliminations | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ (23) | $ (44) |
QUARTERLY DATA (Detail)
QUARTERLY DATA (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | Jul. 14, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Jul. 14, 2016 | Jul. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2015 |
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||
Net sales | $ 1,417 | $ 3,122 | ||||||||||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | $ 11 | $ 26 | ||||||||||||
Reorganization items, net | $ (1,338) | |||||||||||||
Predecessor | ||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||
Net sales | $ 97 | $ 630 | $ 690 | 1,417 | 3,122 | |||||||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | 83 | 548 | 618 | |||||||||||
Depreciation, amortization and depletion | 7 | 45 | 48 | 100 | 308 | |||||||||
Selling, general and administrative expenses | 8 | 40 | 47 | 95 | 187 | |||||||||
Restructuring charges | 0 | 7 | 144 | 151 | 54 | |||||||||
Other operating (income) expense | 0 | 0 | (57) | (57) | 1 | |||||||||
Interest expense | 2 | 11 | 26 | 39 | 270 | |||||||||
Reorganization items, net | (1,302) | 12 | (48) | (1,338) | 0 | |||||||||
Other (income) expense | 0 | 0 | 0 | 0 | 0 | |||||||||
Income tax benefit | 0 | 0 | 0 | 0 | (3) | |||||||||
Net income (loss) | $ 1,299 | $ (33) | $ (88) | $ 1,178 | $ (422) | |||||||||
Income (loss) per common share: | ||||||||||||||
Basic (usd per share) | $ 15.88 | $ (0.40) | $ (1.07) | $ 14.39 | $ (5.19) | |||||||||
Diluted (usd per share) | $ 15.88 | $ (0.40) | $ (1.07) | $ 14.39 | $ (5.19) | |||||||||
Weighted average shares of common stock outstanding: | ||||||||||||||
Basic (in shares) | 81,823 | 81,828 | 81,869 | 81,847 | 81,295 | |||||||||
Diluted (in shares) | 81,823 | 81,828 | 81,869 | 81,847 | 81,295 | |||||||||
Successor | ||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||
Net sales | $ 639 | $ 621 | $ 585 | $ 616 | $ 646 | $ 578 | 1,224 | 2,461 | ||||||
Cost of products sold (exclusive of depreciation, amortization and depletion) | 554 | 552 | 571 | 560 | 539 | 559 | ||||||||
Depreciation, amortization and depletion | 28 | 27 | 27 | 33 | 69 | 24 | 93 | 115 | ||||||
Selling, general and administrative expenses | 25 | 24 | 24 | 33 | 26 | 23 | 49 | 106 | ||||||
Restructuring charges | 1 | 4 | 2 | 2 | 9 | 2 | 11 | 9 | ||||||
Other operating (income) expense | 1 | 0 | 0 | 0 | 6 | 2 | 8 | 1 | ||||||
Interest expense | 9 | 10 | 10 | 9 | 9 | 8 | 17 | 38 | ||||||
Reorganization items, net | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||
Other (income) expense | (7) | 0 | 0 | 0 | 0 | 0 | 0 | (7) | ||||||
Income tax benefit | (8) | 0 | 0 | 0 | (20) | 0 | (20) | (8) | ||||||
Net income (loss) | $ 36 | $ 4 | $ (49) | $ (21) | $ 8 | $ (40) | $ (32) | $ (30) | ||||||
Income (loss) per common share: | ||||||||||||||
Basic (usd per share) | $ 1.04 | $ 0.12 | $ (1.42) | $ (0.61) | $ 0.23 | $ (1.16) | $ (0.93) | $ (0.87) | ||||||
Diluted (usd per share) | $ 1.04 | $ 0.12 | $ (1.42) | $ (0.61) | $ 0.23 | $ (1.16) | $ (0.93) | $ (0.87) | ||||||
Weighted average shares of common stock outstanding: | ||||||||||||||
Basic (in shares) | 34,465 | 34,456 | 34,416 | 34,391 | 34,391 | 34,391 | 34,391 | 34,432 | ||||||
Diluted (in shares) | 34,618 | 34,460 | 34,416 | 34,391 | 34,391 | 34,391 | 34,391 | 34,432 | ||||||
Closing price per share: | ||||||||||||||
High (usd per share) | $ 17.57 | $ 5.38 | $ 6.07 | $ 8.27 | $ 7.16 | $ 12 | ||||||||
Low (usd per share) | 5.15 | 3.86 | 3.37 | 5.70 | 4.82 | 5.66 | ||||||||
Period-end (usd per share) | $ 17.57 | $ 5.09 | $ 4.69 | $ 6 | $ 7.10 | $ 6.45 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - Subsequent Event T in Millions, $ in Millions | 3 Months Ended |
Sep. 30, 2018USD ($)jobsT | |
Subsequent Event [Line Items] | |
Number of jobs created, expected | jobs | 120 |
Increase in production capacity | T | 0.2 |
Estimated capital cost | $ 17 |
Maine Technology Institute | |
Subsequent Event [Line Items] | |
Government grant | $ 4 |