Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 14, 2020 | Jun. 28, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity Registrant Name | Verso Corporation | ||
Entity Incorporation, State or Country Code | DE | ||
Entity File Number | 001-34056 | ||
Entity Tax Identification Number | 75-3217389 | ||
Entity Address, Address Line One | 8540 Gander Creek Drive | ||
Entity Address, City or Town | Miamisburg | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 45342 | ||
City Area Code | 877 | ||
Local Phone Number | 855-7243 | ||
Title of 12(b) Security | Class A common stock, par value $0.01 per share | ||
Trading Symbol | VRS | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 658,075,983 | ||
Entity Common Stock, Shares Outstanding | 35,183,059 | ||
Documents Incorporated by Reference | The information required by Part III will either be (i) included in an amendment to this Annual Report on Form 10-K, or (ii) incorporated by reference from portions of the definitive proxy statement of Verso Corporation to be filed in connection with the 2020 annual meeting of stockholders of Verso Corporation. Such amendment or proxy statement will be filed with the Securities and Exchange Commission no later than 120 days after December 31, 2019 . | ||
Entity Central Index Key | 0001421182 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 42 | $ 26 |
Accounts receivable, net | 155 | 197 |
Inventories | 395 | 398 |
Prepaid expenses and other assets | 7 | 12 |
Total current assets | 599 | 633 |
Property, plant and equipment, net | 945 | |
Property, plant and equipment, net | 1,016 | |
Deferred tax assets | 118 | 0 |
Intangibles and other assets, net | 59 | 50 |
Total assets | 1,721 | 1,699 |
Current liabilities: | ||
Accounts payable | 188 | 215 |
Accrued and other liabilities | 103 | 118 |
Current maturities of long-term debt and finance leases | 2 | 0 |
Total current liabilities | 293 | 333 |
Long-term debt and finance leases | 5 | 0 |
Pension benefit obligation | 369 | 428 |
Other long-term liabilities | 41 | 32 |
Total liabilities | 708 | 793 |
Commitments and contingencies | ||
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 34,569,917 shares issued and 34,484,093 outstanding on December 31, 2018 and 34,949,430 shares issued and 34,704,367 outstanding on December 31, 2019; 40,000,000 Class B shares authorized with no shares issued and outstanding on December 31, 2018 and December 31, 2019) | 0 | 0 |
Treasury stock -- at cost (85,824 shares on December 31, 2018 and 245,063 shares on December 31, 2019) | (5) | (2) |
Paid-in-capital (including Warrants of $10 million) | 698 | 686 |
Retained earnings | 198 | 102 |
Accumulated other comprehensive income | 122 | 120 |
Total equity | 1,013 | 906 |
Total liabilities and equity | $ 1,721 | $ 1,699 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
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) | 245,063 | 85,824 |
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) | 34,936,378 | 34,949,430 |
Common stock, shares outstanding (in shares) | 34,691,315 | 34,704,367 |
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) | 0 | 0 |
Common stock, shares outstanding (in shares) | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Net sales | $ 2,444 | $ 2,682 | $ 2,461 |
Costs and expenses: | |||
Cost of products sold (exclusive of depreciation and amortization) | 2,138 | 2,321 | 2,250 |
Depreciation and amortization | 183 | 111 | 115 |
Selling, general and administrative expenses | 104 | 102 | 107 |
Restructuring charges | 52 | 1 | 9 |
Other operating (income) expense | 4 | (5) | 1 |
Operating income (loss) | (37) | 152 | (21) |
Interest expense | 2 | 33 | 38 |
Other (income) expense | (18) | (52) | (21) |
Income (loss) before income taxes | (21) | 171 | (38) |
Income tax expense (benefit) | (117) | 0 | (8) |
Net income (loss) | $ 96 | $ 171 | $ (30) |
Income (loss) per common share: | |||
Basic (usd per share) | $ 2.78 | $ 4.97 | $ (0.87) |
Diluted (usd per share) | $ 2.74 | $ 4.88 | $ (0.87) |
Weighted average common shares outstanding (in thousands): | |||
Basic (in shares) | 34,625 | 34,514 | 34,432 |
Diluted (in shares) | 35,134 | 35,096 | 34,432 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 96 | $ 171 | $ (30) |
Defined benefit pension/other postretirement plans: | |||
Pension/other postretirement liability adjustment, net | 2 | (20) | 5 |
Amortization of net actuarial loss | 0 | 1 | 0 |
Other comprehensive income (loss), net of tax | 2 | (19) | 5 |
Comprehensive income (loss) | $ 98 | $ 152 | $ (25) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Millions | Total | Common Stock | Treasury Stock | Paid-in- Capital | Retained Earnings (Deficit) | Accumulated Other Comprehensive Income (Loss) | Common Class A | Common Class ACommon Stock | Common Class B | Common Class BCommon Stock |
Common stock, shares issued, beginning of period (in shares) at Dec. 31, 2016 | 33,367,000 | 1,024,000 | ||||||||
Stockholders' equity beginning of period at Dec. 31, 2016 | $ 770 | $ 0 | $ 675 | $ (32) | $ 127 | $ 0 | $ 0 | |||
Treasury stock, shares, beginning of period (in shares) at Dec. 31, 2016 | 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (30) | (30) | ||||||||
Other comprehensive income (loss), net | 5 | 5 | ||||||||
Treasury shares (in shares) | 9,000 | |||||||||
Treasury shares | $ 0 | |||||||||
Common stock issued for restricted stock (in shares) | 0 | 73,000 | ||||||||
Class B stock converted to Class A stock (in shares) | 0 | 733,000 | (733,000) | |||||||
Equity award expense | $ 1 | 1 | ||||||||
Common stock, shares issued, end of period (in shares) at Dec. 31, 2017 | 34,173,000 | 291,000 | ||||||||
Stockholders' equity end of period at Dec. 31, 2017 | 746 | $ 0 | 676 | (62) | 132 | $ 0 | $ 0 | |||
Treasury stock, shares, end of period (in shares) at Dec. 31, 2017 | 9,000 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 171 | 171 | ||||||||
Other comprehensive income (loss), net | (19) | (19) | ||||||||
Treasury shares (in shares) | 77,000 | |||||||||
Treasury shares | $ 0 | $ (2) | 2 | |||||||
Common stock issued for restricted stock (in shares) | 0 | 106,000 | ||||||||
Class B stock converted to Class A stock (in shares) | 0 | 291,000 | (291,000) | |||||||
Equity award expense | $ 8 | 8 | ||||||||
Common stock, shares issued, end of period (in shares) at Dec. 31, 2018 | 34,949,430 | 34,570,000 | 0 | 0 | ||||||
Stockholders' equity end of period at Dec. 31, 2018 | $ 906 | $ (2) | 686 | 102 | 120 | $ 0 | $ 0 | |||
Treasury stock, shares, end of period (in shares) at Dec. 31, 2018 | 85,824 | 86,000 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | $ 96 | 96 | ||||||||
Other comprehensive income (loss), net | 2 | 2 | ||||||||
Treasury shares (in shares) | 159,000 | |||||||||
Treasury shares | $ (3) | $ (3) | ||||||||
Common stock issued for restricted stock (in shares) | 0 | 379,000 | ||||||||
Equity award expense | $ 12 | 12 | ||||||||
Common stock, shares issued, end of period (in shares) at Dec. 31, 2019 | 34,936,378 | 34,949,000 | 0 | 0 | ||||||
Stockholders' equity end of period at Dec. 31, 2019 | $ 1,013 | $ (5) | $ 698 | $ 198 | $ 122 | $ 0 | $ 0 | |||
Treasury stock, shares, end of period (in shares) at Dec. 31, 2019 | 245,063 | 245,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net Cash Provided by (Used in) Operating Activities [Abstract] | |||
Net income (loss) | $ 96 | $ 171 | $ (30) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 183 | 111 | 115 |
Noncash restructuring charges | 20 | 0 | 0 |
Noncash postretirement gain | 0 | 0 | (4) |
Net periodic pension cost (income) | (14) | (7) | 6 |
Pension plan contributions | (42) | (43) | (32) |
Amortization of debt issuance cost and discount | 1 | 19 | 9 |
Extinguishment of New Market Tax Credit obligation | 0 | 0 | (7) |
Equity award expense | 12 | 8 | 1 |
(Gain) loss on sale or disposal of assets | 2 | (8) | 3 |
Deferred taxes | (117) | 0 | (8) |
Prepayment premium on Term Loan Facility | 0 | 1 | 1 |
Changes in assets and liabilities: | |||
Accounts receivable, net | 44 | 11 | (13) |
Inventories | (7) | (12) | 60 |
Prepaid expenses and other assets | 5 | 4 | 6 |
Accounts payable | (34) | 40 | 67 |
Accrued and other liabilities | (24) | (12) | (21) |
Net cash provided by (used in) operating activities | 125 | 283 | 153 |
Net Cash Provided by (Used in) Investing Activities [Abstract] | |||
Proceeds from sale of assets | 1 | 17 | 0 |
Capital expenditures | (105) | (73) | (40) |
Grant proceeds from Maine Technology Institute | 0 | 4 | 0 |
Net cash provided by (used in) investing activities | (104) | (52) | (40) |
Net Cash Provided by (Used in) Financing Activities [Abstract] | |||
Borrowings on ABL Facility | 428 | 442 | 186 |
Payments on ABL Facility | (428) | (507) | (233) |
Payments on Term Loan Facility | 0 | (146) | (65) |
Prepayment premium on Term Loan Facility | 0 | (1) | (1) |
Principal payment on finance lease obligations | (1) | 0 | 0 |
Acquisition of treasury stock | (3) | 0 | 0 |
Debt issuance costs | (1) | 0 | 0 |
Net cash provided by (used in) financing activities | (5) | (212) | (113) |
Change in Cash and cash equivalents and restricted cash | 16 | 19 | 0 |
Cash and cash equivalents and restricted cash at beginning of period | 28 | 9 | 9 |
Cash and cash equivalents and restricted cash at end of period | 44 | 28 | 9 |
Supplementary cash flow disclosures: | |||
Total interest paid | 2 | 16 | 30 |
Total income taxes paid | 3 | 0 | 0 |
Noncash investing and financing activities: | |||
Right of use assets recorded upon adoption of ASC 842 | 24 | 0 | 0 |
Right of use assets obtained in exchange for new finance lease liabilities | 8 | 0 | 0 |
Right of use assets obtained in exchange for new capitalized operating lease liabilities | $ 2 | $ 0 | $ 0 |
SUMMARY OF BUSINESS AND BASIS O
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION | SUMMARY OF BUSINESS AND BASIS OF PRESENTATION 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. 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. 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 — Verso operates in the pulp and paper market segments. However, Verso determined that the operating income (loss) of the pulp segment is immaterial for disclosure purposes. In 2017, 2018 and 2019, pulp net sales and gross margin, excluding depreciation and amortization expense were each less than 10% of respective consolidated balances. Verso’s core business platform is as a producer of graphic papers, specialty papers, packaging papers and pulp. Verso’s 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. Verso’s market kraft pulp is used to manufacture printing, writing and specialty paper grades, tissue, containerboard, bag and other products. Verso’s assets are utilized across segments in an integrated mill system and are not identified by segment or reviewed by management on a segment basis. Verso operates primarily in one geographic location, North America. On November 11, 2019, Verso and Verso Paper entered into a membership interest purchase agreement, or the “Purchase Agreement,” with Pixelle Specialty Solutions LLC, or “Pixelle,” whereby Verso and Verso Paper agreed to sell to Pixelle, or the “Pixelle Sale,” all of the outstanding membership interests in Verso Androscoggin, LLC, an indirect wholly owned subsidiary of Verso and the entity that, as of the closing date, held all the assets primarily related to Verso’s Androscoggin Mill located in Jay, Maine, and Stevens Point Mill located in Stevens Point, Wisconsin. The sale of Verso Androscoggin LLC was completed on February 10, 2020 (see Note 19). Basis of Presentation — This report contains the Consolidated Financial Statements of Verso as of December 31, 2018 and 2019 , and for the years ended December 31, 2017 , 2018 and 2019 . A variable interest entity for which Verso was the primary beneficiary was also consolidated in 2017 (see Note 16 ). Intercompany balances and transactions are eliminated in consolidation. 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 — Verso generates revenue through product sales, and shipping terms generally indicate when the performance obligation has been fulfilled and control of products has been passed to the customer. Verso’s revenue transactions consist of a single performance obligation to transfer promised goods. Verso has pricing agreements with certain customers. These agreements usually define the mechanism for determining the sales price but do not impose a specific quantity on either party. Quantities to be delivered to the customer are determined at a point near the date of delivery through purchase orders or other written instructions Verso receives from the customer. Spot market sales are made through purchase orders or other written instructions. Revenue is recognized when a performance obligation has been fulfilled, which is typically when shipped from the mills or warehouses. For sales with shipping terms that transfer control at the destination point, revenue is recognized when the customer receives the goods and the performance obligation is complete. For sales with shipping terms that transfer control at the shipping point with Verso bearing responsibility for freight costs to the destination, Verso determined that a single performance obligation is fulfilled and revenue is recognized when the goods ship. Revenue is measured as the consideration expected to be received in exchange for transferring product. Verso reduces the revenue recognized for estimated returns and other customer credits, such as discounts and volume rebates, based on the expected value to be realized. Verso does not have any significant payment terms as payment is received shortly after the point of sale. With respect to variable consideration, the amount of consideration expected to be received and revenue recognized includes the most likely amount of credits based on historical experience and terms of the arrangements. Revenues are adjusted at the earlier date of when the most likely amount of consideration expected to be received changes or as the consideration becomes fixed. Verso recognizes the cost of freight and shipping, when control has transferred to the customer, as fulfillment activities, in Cost of products sold on the Consolidated Statements of Operations. Sales taxes collected from customers are excluded from revenues. Incidental costs that are immaterial within the context of the contract are expensed when incurred. The following table presents the revenue disaggregated by product included in Net Sales on the Consolidated Statements of Operations: Year Ended December 31, (Dollars in millions) 2018 2019 Paper $ 2,476 $ 2,224 Packaging 67 103 Pulp 139 117 Total Net sales $ 2,682 $ 2,444 The following table presents the revenue disaggregated by sales channel included in Net Sales on the Consolidated Statements of Operations: Year Ended December 31, (Dollars in millions) 2018 2019 End-users and Converters $ 1,091 $ 1,119 Brokers and Merchants 1,172 936 Printers 419 389 Total Net sales $ 2,682 $ 2,444 The above tables reflect current disaggregation of revenue by product and sales channel for the years ended December 31, 2018 and 2019, based on our current business composition following the Pixelle Sale. Two customers together accounted for 28% , 30% and 25% of our net sales for the years ended December 31, 2017 , 2018 and 2019 , respectively. Shipping and Handling Costs — Shipping and handling costs, such as freight to customer destinations, are included in Cost of products sold on 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 — Costs for all repair and maintenance activities are expensed in the month that the related activity is performed or goods received under the direct expense method of accounting. Environmental Costs and Obligations — In accordance with ASC Topic 410, Asset Retirement and Environmental Obligations , and ASC Topic 450, Contingencies , costs associated with environmental obligations, such as remediation costs, are accrued when such costs are probable and reasonably estimable. Such accruals are adjusted as further information develops or circumstances change. During 2019, Verso recorded $3 million of expense in Cost of products sold on the Consolidated Statement of Operations related to the environmental remediation efforts, of which $2 million is included in Accrued and other liabilities on the Consolidated Balance Sheet as of December 31, 2019. The ultimate aggregate financial impact with respect to these matters is subject to many uncertainties and could be material, but management cannot reasonably estimate the total amount or range of potential liability and additional costs at this time (see Note 17). Equity Compensation — Verso accounts for equity awards in accordance with Accounting Standards Codification, or “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. Verso uses the straight-line attribution method to recognize share-based compensation over the service period of the award. Restricted stock units generally vest over 1 to 4 years . Verso has elected to recognize forfeitures as an adjustment to compensation expense in the same period as they occur. Income Taxes — Verso accounts for income taxes using the liability method pursuant to ASC Topic 740, Income Taxes . Under this method, Verso recognizes deferred tax assets and liabilities for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and reported amounts using enacted tax rates in effect for the year the differences are expected to reverse. Verso regularly reviews deferred tax assets for recoverability based upon an analysis of all positive and negative evidence, including expected future book income based on historical data and the expected timing of the reversals of existing temporary differences. Although realization is not assured, management believes it is more likely than not that the recorded deferred tax assets, as adjusted for income tax valuation allowances, will be realized. Verso evaluates uncertain tax positions annually and considers whether the amounts recorded for income taxes are adequate to address its tax risk profile. Verso analyzes the potential tax liabilities of specific transactions and tax positions based on management’s judgment as to the expected outcome. Earnings Per Share — Verso computes 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 and other liabilities approximate fair value due to the short maturity of these instruments. Verso determines the fair value of debt based on market information and a review of prices and terms available for similar obligations (see Note 9 and Note 12 for additional information regarding fair value). Verso uses 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. Accounts Receivable — Verso maintains an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. Verso manages credit risk related to trade accounts receivable by continually monitoring the creditworthiness of customers to whom credit is granted in the normal course of business. Trade accounts receivable balances were $197 million and $145 million at December 31, 2018 and 2019 , respectively. Two customers together accounted for 28% of accounts receivable as of December 31, 2018 and two customers together accounted for 25% of accounts receivable as of December 31, 2019 . Verso establishes 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 was $2 million and less than $1 million at December 31, 2018 and 2019 , respectively. Verso had accounts receivable factoring arrangements with a third-party financial institution. These arrangements do not contain recourse provisions which would obligate Verso in the event of its customers’ failure to pay. Receivables are considered sold when they are transferred beyond the reach of Verso and its creditors, the purchaser has the right to pledge or exchange the receivables and Verso has surrendered control over the transferred receivables. For the year ended December 31, 2018 , Verso incurred factoring fees of less than $1 million in connection with $45 million of accounts receivables sold without recourse. For the year ended December 31, 2019 , Verso incurred factoring fees of less than $2 million in connection with $165 million of accounts receivables sold without recourse. The factoring fees were more than offset by a reduction in interest expense resulting from the improved cash flows. These fees were included in Other operating (income) expense on the Consolidated Statements of Operations. Inventories and Replacement Parts and Other Supplies — Inventory values include all costs directly associated with manufacturing products such as materials, labor and manufacturing overhead. These values are presented at the lower of cost or net realizable value. Costs of raw materials, work-in-process and finished goods are determined using the first-in, first-out method. Replacement parts and other supplies are valued using the average cost method and are reflected in Inventories on the Consolidated Balance Sheets (see Note 3 ). 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 5 ). 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) Buildings and building improvements 20 - 40 Land improvements 10 - 20 Machinery and equipment 3 - 20 Furniture and office equipment 10 Computer hardware and software 3 - 7 Leasehold improvements Over the shorter of the lease term or the useful life of the improvements Intangible Assets — Verso accounts for intangible assets in accordance with ASC Topic 350, Intangibles – Goodwill and Other . The intangible assets 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. Verso assumed a royalty rate of 0.25% and a five -year economic life for 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. Deferred Issuance Costs — Debt issuance costs are included in Long-term debt as a reduction of the carrying amount of outstanding debt. Revolving credit facility debt issuance costs in excess of outstanding long-term debt are included in Intangibles and other assets, net on the Consolidated Balance Sheets. Debt issuance costs for term debt are amortized to interest expense using the effective interest method. Debt issuance costs for revolving debt are amortized to interest expense ratably over the life of the facility. 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. Verso’s asset retirement obligations under this standard relate primarily to closure and post-closure costs for landfills. Costs of future expenditures for asset retirement obligations are discounted to their present value when the timing of expected cash flows are reliably determinable. 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, 2018 and 2019 , $2 million of restricted cash was included in Intangibles and other assets, net on 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 asset retirement obligations for the periods presented. Long-term obligations are included in Other long-term liabilities and current portions are included in Accrued and other liabilities on the Consolidated Balance Sheets: Year Ended December 31, (Dollars in millions) 2018 2019 Asset retirement obligations, beginning balance $ 15 $ 14 Settlement of existing liabilities (1 ) — Accretion expense 1 2 Adjustments to existing liabilities (1 ) — Asset retirement obligations, ending balance 14 16 Less: Current portion (1 ) (1 ) Non-current portion of asset retirement obligations, ending balance $ 13 $ 15 In addition to the above obligations, Verso may be required to remove certain materials from facilities or to remediate them in accordance with current regulations that govern the handling of certain hazardous or potentially hazardous materials. At this time, Verso believes that adequate information does not exist to reasonably estimate any such potential obligations. Accordingly, no liability for such remediation was recorded. Retirement benefits — Retirement plans cover substantially all of Verso’s 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. The employer 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 the years ended December 31, 2017 , 2018 and 2019 : (Dollars in millions) Accumulated other comprehensive loss as of December 31, 2016 $ 127 Pension and other postretirement adjustment, net 5 Net increase in other comprehensive income 5 Accumulated other comprehensive income as of December 31, 2017 132 Pension and other postretirement adjustment, net (19 ) Reclassification of stranded tax effects (ASU 2018-02) 7 Net decrease in other comprehensive income (12 ) Accumulated other comprehensive income as of December 31, 2018 120 Pension and other postretirement adjustment, net 2 Net increase in other comprehensive income 2 Accumulated other comprehensive income as of December 31, 2019 $ 122 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES December 31, (Dollars in millions) 2018 2019 Raw materials $ 88 $ 80 Work-in-process 56 51 Finished goods 225 233 Replacement parts and other supplies 29 31 Inventories $ 398 $ 395 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Dec. 31, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Accounting Guidance Adopted in 2019 ASC Topic 842, Leases . Verso adopted ASC 842, Leases , on January 1, 2019. Verso elected the package of practical expedients under the transition provisions of the new standard including not reassessing lease classification or whether expired or existing contracts contain leases and not revaluing initial direct costs for existing leases. Verso elected not to adopt the hindsight practical expedient. Verso elected to apply the optional transition method provided by Accounting Standards Update, or “ASU,” 2018-11, which allows entities to continue to apply the legacy guidance under ASC 840, including its disclosure requirements, in the comparative periods presented in the year of adoption. Verso established a project team to evaluate and implement the new standard and its policies and procedures related to accounting for right-of-use assets, related liabilities and related income and expense, including implementation of a new system to track such leases. These policies and procedures modify contract review controls to consider the new criteria for determining whether a contract is or contains a lease, specifically to clarify the definition of a lease and align with the control concept. The most significant impact of the new standard for Verso was recording the right-of-use assets and related liabilities on the balance sheet for its operating leases. The new standard requires that fixed payments, probable amounts the lessee will owe under a residual value guarantee and certain other payments be included in the valuation of these right-of-use assets and related liabilities. Variable payments are excluded from the calculation unless they are based on an index or rate. The adoption of this new standard resulted in an adjustment to recognize $24 million in right-of-use assets and related liabilities on the Consolidated Balance Sheet associated with Verso’s leases at January 1, 2019. The impact to the Consolidated Statements of Operations and Consolidated Statements of Cash Flows was de minimis (see Note 8). Accounting Guidance Not Yet Adopted ASC Topic 350, Intangible Assets - Goodwill & Other . In August 2018, the Financial Accounting Standards Board, or “FASB” issued ASU 2018-15, Customer’s Accounting for Implementation Costs in a Cloud Computing Arrangement that is a Service Contract (Topic 350), which aligns the accounting for such costs with guidance on capitalizing costs associated with developing or obtaining internal use software. Verso adopted this guidance on January 1, 2020 on a prospective basis and does not expect it to have a material effect on the Consolidated Financial Statements. ASC Topic 326, Financial Instruments – Credit Losses . In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This guidance replaces the current incurred loss impairment method with a method that reflects expected credit losses. Adoption of this standard is through a cumulative-effect adjustment to retained earnings as of the effective date. Verso adopted this guidance on January 1, 2020 and the effect on the Consolidated Financial Statements was not material. ASC Topic 740, Income Taxes . In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes . This guidance removes certain exceptions for investments, intraperiod allocations and interim calculations and adds guidance to reduce the complexity in accounting for income taxes. It is effective for annual periods, and interim periods within those years, beginning after December 15, 2020. Verso is currently evaluating the impact of this guidance on the Consolidated Financial Statements. ASC Topic 820, Fair Value Measurement . In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measuremen t. The new guidance modifies disclosure requirements related to fair value measurement. It is effective for Verso beginning in 2020 and is not expected to have a material effect on the Consolidated Financial Statements. |
DISPOSITIONS
DISPOSITIONS | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
DISPOSITION | DISPOSITION Sale of Wickliffe Mill — On August 16, 2018, Verso Paper entered into a purchase agreement with Global Win Wickliffe LLC, or the “Purchaser,” pursuant to which Verso Paper agreed to sell, and Purchaser agreed to purchase, one of Verso’s subsidiaries, Verso Wickliffe LLC for a purchase price of $16 million in cash. Verso Wickliffe LLC owned substantially all of the assets that comprised Verso’s Wickliffe, Kentucky paper mill and related operations. Verso previously announced its decision to permanently close the Wickliffe Mill in April 2016. The sale closed on September 5, 2018, and resulted in a gain of $9 million , included in Other operating (income) expense on the Consolidated Statement of Operations for the year ended December 31, 2018. |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT, AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net consist of the following: December 31, (Dollars in millions) 2018 2019 Land and land improvements $ 47 $ 42 Building and leasehold improvements 154 156 Machinery, equipment and other (1) 1,085 1,172 Construction-in-progress 29 47 Property, plant and equipment, gross 1,315 1,417 Accumulated depreciation (1) (299 ) (472 ) Property, plant and equipment, net $ 1,016 $ 945 (1) Includes finance lease assets and related amortization (see Note 8). Interest costs capitalized, depreciation expense and finance lease asset amortization expense for the periods presented are as follows: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Interest costs capitalized $ 1 $ 1 $ 2 Depreciation expense 109 105 176 Finance lease asset amortization expense — — 1 Property, plant and equipment as of December 31, 2017 , 2018 and 2019 include $8 million , $7 million and $15 million , respectively, of capital expenditures that were unpaid and included in Accounts payable and Accrued and other liabilities on the Consolidated Balance Sheets. In June 2019, Verso completed the shutdown and closure of the Luke Mill. Depreciation expense for the year ended December 31, 2019 included $76 million in accelerated depreciation associated with this closure, which is included in Depreciation and amortization on the Consolidated Statements of Operations (see Note 14). As of December 31, 2018, Property, plant and equipment was reduced by $4 million as a result of meeting all pertinent milestones of the Maine Technology Asset Fund 2.0 challenge grant, covering a portion of the capital costs associated with the upgrade of the previously shuttered No. 3 paper machine and pulp line at the Androscoggin Mill in Jay, Maine. Verso received the entire $4 million of grant funds in 2018. During the first quarter of 2017, Verso recognized $6 million of accelerated depreciation related to the temporary idle of the No. 3 paper machine at the Androscoggin Mill, which is included in Depreciation and amortization on the Consolidated Statements of Operations (see Note 14). |
INTANGIBLES AND OTHER ASSETS, N
INTANGIBLES AND OTHER ASSETS, NET | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES AND OTHER ASSETS, NET | INTANGIBLES AND OTHER ASSETS, NET Intangibles and other assets, net consist of the following: December 31, (Dollars in millions) 2018 2019 Intangible assets: Customer relationships, net of accumulated amortization of $6 million on December 31, 2018 and $9 million on December 31, 2019 $ 20 $ 17 Trademarks, net of accumulated amortization of $8 million on December 31, 2018 and $11 million on December 31, 2019 8 5 Other assets: Operating leases — 14 Restricted cash 2 2 ABL Facility unamortized debt issuance cost, net 2 2 Other 18 19 Intangibles and other assets, net $ 50 $ 59 Amortization expense related to intangible assets for the periods presented is as follows: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Customer Relationships $ 3 $ 2 $ 3 Trademarks 3 4 3 The estimated future amortization expense for intangible assets over the next five years is as follows: (Dollars in millions) 2020 $ 6 2021 4 2022 3 2023 3 2024 3 When events or circumstances indicate that the carrying amount of an asset may not be recoverable, Verso assesses 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 AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
ACCRUED AND OTHER LIABILITIES | ACCRUED AND OTHER LIABILITIES A summary of Accrued and other liabilities is as follows: December 31, (Dollars in millions) 2018 2019 Payroll and employee benefit costs $ 74 $ 53 Accrued sales rebates 16 16 Operating lease liabilities — 8 Accrued energy 10 7 Accrued freight 5 5 Accrued taxes - other than income 5 4 Accrued professional and legal fees 1 3 Accrued restructuring costs — 2 Other 7 5 Accrued and other liabilities $ 118 $ 103 |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASES | LEASES Verso adopted ASC 842, Leases, on January 1, 2019. Verso leases certain office space, warehouses, vehicles and equipment under operating leases and certain equipment under finance leases. Leases with an initial term of 12 months or less, including any renewal options which are not reasonably certain of exercise in 12 months or less, are not recorded on the Consolidated Balance Sheet. Verso recognizes lease expense for these leases on a straight line basis over the lease term and expects payments in 2020 for these short-term leases to total $1 million. Certain assets include renewal terms that generally range from 1 month to 1 year . Certain warehouse leases include only a payment for space utilized, not based on an index or rate, and are therefore not used in the valuation of the right-of-use asset and lease obligations. The lease agreements do not include residual value guarantees and do not contain any restrictions or covenants. The following table details right-of-use assets and associated obligations for operating and finance leases included on the Consolidated Balance Sheet as of December 31, 2019 . December 31, (Dollars in millions) Classification 2019 Assets: Operating lease assets Intangibles and other assets, net $ 14 Finance lease assets Property, plant and equipment, net (1) 7 Total leased assets $ 21 Liabilities Current liabilities: Operating Accrued and other liabilities $ 8 Finance Current maturities of long-term debt and finance leases 2 Non-current liabilities: Operating Other long-term liabilities 6 Finance Long-term debt and finance leases 5 Total lease liabilities $ 21 (1) Finance lease assets are recorded net of accumulated amortization. The following table details the costs associated with leasing transactions included on the Consolidated Statements of Operations for the year ended December 31, 2019 . Year Ended (Dollars in millions) Classification December 31, 2019 Operating lease cost Cost of products sold (exclusive of depreciation and amortization) $ 11 Operating lease cost Selling, general and administrative expenses 1 Variable lease cost Cost of products sold (exclusive of depreciation and amortization) 8 Short term lease cost Cost of products sold (exclusive of depreciation and amortization) 3 Finance lease cost: Amortization of leased assets Depreciation and amortization 1 Interest on lease liabilities Interest expense — Net lease cost $ 24 The following table details the future lease payments associated with leases commenced as of December 31, 2019 , including amounts for any renewal options that Verso has determined are reasonably certain to be exercised. Operating Finance (Dollars in millions) Leases Leases Total 2020 $ 8 $ 2 $ 10 2021 4 2 6 2022 2 2 4 2023 1 1 2 2024 — 1 1 Thereafter — — — Total lease payments $ 15 $ 8 $ 23 Imputed interest (1 ) (1 ) (2 ) Present value of lease liabilities $ 14 $ 7 $ 21 The following assumptions were used to determine the right-of-use assets and obligations associated with Verso’s leases as of December 31, 2019 . Verso uses its incremental borrowing rate to value the right-of-use asset and related obligations. December 31, 2019 Weighted-average remaining lease term (years): Operating leases 2.2 Finance leases 4.4 Weighted-average discount rate: Operating leases 4.3 % Finance leases 3.8 % The following table provides additional cash flow details associated with leases included in the Consolidated Statement of Cash Flows for the year ended December 31, 2019 . Year Ended (Dollars in millions) December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows related to operating leases $ 12 Operating cash flows related to finance leases — Financing cash flows related to finance leases 1 Rental expense for operating leases classified under ASC 840, Leases , for the years ended December 31, 2017 and 2018 was $10 million and $12 million, respectively. The following table represents the future minimum rental payments due under non-cancelable operating leases that had initial or remaining lease terms in excess of one year, as of December 31, 2018 . Amounts are based on ASC 840, Leases , that was superseded upon Verso’s adoption of ASC 842, Leases , on January 1, 2019 (see Note 2). December 31, (Dollars in millions) 2018 2019 $ 6 2020 5 2021 2 2022 1 2023 — Thereafter — Total $ 14 |
LEASES | LEASES Verso adopted ASC 842, Leases, on January 1, 2019. Verso leases certain office space, warehouses, vehicles and equipment under operating leases and certain equipment under finance leases. Leases with an initial term of 12 months or less, including any renewal options which are not reasonably certain of exercise in 12 months or less, are not recorded on the Consolidated Balance Sheet. Verso recognizes lease expense for these leases on a straight line basis over the lease term and expects payments in 2020 for these short-term leases to total $1 million. Certain assets include renewal terms that generally range from 1 month to 1 year . Certain warehouse leases include only a payment for space utilized, not based on an index or rate, and are therefore not used in the valuation of the right-of-use asset and lease obligations. The lease agreements do not include residual value guarantees and do not contain any restrictions or covenants. The following table details right-of-use assets and associated obligations for operating and finance leases included on the Consolidated Balance Sheet as of December 31, 2019 . December 31, (Dollars in millions) Classification 2019 Assets: Operating lease assets Intangibles and other assets, net $ 14 Finance lease assets Property, plant and equipment, net (1) 7 Total leased assets $ 21 Liabilities Current liabilities: Operating Accrued and other liabilities $ 8 Finance Current maturities of long-term debt and finance leases 2 Non-current liabilities: Operating Other long-term liabilities 6 Finance Long-term debt and finance leases 5 Total lease liabilities $ 21 (1) Finance lease assets are recorded net of accumulated amortization. The following table details the costs associated with leasing transactions included on the Consolidated Statements of Operations for the year ended December 31, 2019 . Year Ended (Dollars in millions) Classification December 31, 2019 Operating lease cost Cost of products sold (exclusive of depreciation and amortization) $ 11 Operating lease cost Selling, general and administrative expenses 1 Variable lease cost Cost of products sold (exclusive of depreciation and amortization) 8 Short term lease cost Cost of products sold (exclusive of depreciation and amortization) 3 Finance lease cost: Amortization of leased assets Depreciation and amortization 1 Interest on lease liabilities Interest expense — Net lease cost $ 24 The following table details the future lease payments associated with leases commenced as of December 31, 2019 , including amounts for any renewal options that Verso has determined are reasonably certain to be exercised. Operating Finance (Dollars in millions) Leases Leases Total 2020 $ 8 $ 2 $ 10 2021 4 2 6 2022 2 2 4 2023 1 1 2 2024 — 1 1 Thereafter — — — Total lease payments $ 15 $ 8 $ 23 Imputed interest (1 ) (1 ) (2 ) Present value of lease liabilities $ 14 $ 7 $ 21 The following assumptions were used to determine the right-of-use assets and obligations associated with Verso’s leases as of December 31, 2019 . Verso uses its incremental borrowing rate to value the right-of-use asset and related obligations. December 31, 2019 Weighted-average remaining lease term (years): Operating leases 2.2 Finance leases 4.4 Weighted-average discount rate: Operating leases 4.3 % Finance leases 3.8 % The following table provides additional cash flow details associated with leases included in the Consolidated Statement of Cash Flows for the year ended December 31, 2019 . Year Ended (Dollars in millions) December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows related to operating leases $ 12 Operating cash flows related to finance leases — Financing cash flows related to finance leases 1 Rental expense for operating leases classified under ASC 840, Leases , for the years ended December 31, 2017 and 2018 was $10 million and $12 million, respectively. The following table represents the future minimum rental payments due under non-cancelable operating leases that had initial or remaining lease terms in excess of one year, as of December 31, 2018 . Amounts are based on ASC 840, Leases , that was superseded upon Verso’s adoption of ASC 842, Leases , on January 1, 2019 (see Note 2). December 31, (Dollars in millions) 2018 2019 $ 6 2020 5 2021 2 2022 1 2023 — Thereafter — Total $ 14 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT As of December 31, 2018 and 2019 , Verso Paper had no outstanding borrowings on the ABL Facility (as defined below). During the years ended December 31, 2017 and 2018 , Verso Paper made scheduled principal payments totaling $18 million and $9 million , respectively, on the Term Loan Facility (as defined below). As a result of the excess cash flow requirement in the Term Loan Facility, Verso Paper was obligated to fund additional principal payments during the years ended December 31, 2017 and 2018 of $7 million and $21 million , respectively. Verso Paper also elected to make additional voluntary principal prepayments on the Term Loan Facility totaling $40 million and $116 million during the years ended December 31, 2017 and 2018 , respectively, from available liquidity including amounts borrowed under the ABL Facility. The mandatory and voluntary principal prepayments resulted in the full pay off of the Term Loan Facility on September 10, 2018 . 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: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Interest expense (1) $ 30 $ 15 $ 3 Cash interest paid 30 16 2 Debt issuance cost and discount amortization (2) 9 19 1 (1) Represents interest expense incurred on the Credit Facilities, exclusive of amortization of debt issuance cost and discount and inclusive of amounts capitalized (see Note 5 for additional information on capitalized interest costs). (2) Amortization of debt issuance cost and original issue discount, including accelerated amortization associated with the early extinguishment of the Term Loan Facility and the ABL Amendment, are included in Interest expense on the Consolidated Statements of Operations and in Amortization of debt issuance cost and discount on the Consolidated Statements of Cash Flows. Credit Facilities On July 15, 2016, Verso Paper Holding LLC 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 of $22 million ), or the “Term Loan Facility,” and collectively termed the “Credit Facilities.” After the Company completed an internal reorganization in December 2016, Verso Paper Holding LLC ceased to exist and Verso Paper became the borrower under the Credit Facilities. On February 6, 2019 , Verso Paper entered into a second amendment to the ABL Facility, or the “ABL Amendment.” As a result of the ABL Amendment, the ABL Facility provides for revolving commitments of $350 million , with a $100 million sublimit for letters of credit and a $35 million sublimit for swingline loans. Verso Paper may request one or more incremental revolving commitments in an aggregate principal amount up to the greater of (i) $75 million or (ii) the excess of the borrowing base over the revolving facility commitments of $350 million ; however, the lenders are not obligated to increase the revolving commitments upon any such request. Availability under the ABL Facility is subject to customary borrowing conditions. The ABL Facility will mature on February 6, 2024 . Outstanding borrowings under the ABL Facility bear interest at an annual rate equal to, at the option of Verso Paper, either (i) a customary London interbank offered rate plus an applicable margin ranging from 1.25% to 1.75% or (ii) a customary base rate plus an applicable margin ranging from 0.25% to 0.75% , determined based upon the average excess availability under the ABL Facility. Verso Paper is also required to pay a commitment fee for the unused portion of the ABL Facility of 0.25% per year, based upon the average revolver usage under the ABL Facility. The amount of borrowings and letters of credit available to Verso Paper pursuant to the ABL Facility is limited to the lesser of $350 million or an amount determined pursuant to a borrowing base ( $311 million as of December 31, 2019 ). As of December 31, 2019 , the outstanding balance of the ABL Facility was zero , with $ 35 million issued in letters of credit and $276 million available for future borrowings. All obligations under the ABL Facility are unconditionally guaranteed by Verso Holding and certain of the subsidiaries of Verso Paper. The security interest with respect to the ABL Facility consists of a first-priority lien on certain assets of Verso Paper, Verso Holding and the other guarantor subsidiaries, including accounts receivable, inventory, certain deposit accounts, securities accounts and commodities accounts. The ABL Facility contains financial covenants requiring Verso, among other things, to maintain a minimum fixed charge coverage ratio if availability were to drop below prescribed thresholds. The ABL Facility also requires that certain payment conditions, as defined therein, are met in order for Verso to incur debt or liens, pay cash dividends, repurchase equity interest, prepay indebtedness, sell or dispose of assets and make investments in or merge with another company. The Term Loan Facility was scheduled to mature on October 14, 2021 , with quarterly installments due of at least $4 million (subject to increase depending on excess cash flow) for each quarter ended in 2016 through maturity. The mandatory and voluntary principal prepayments resulted in the full pay off of the Term Loan Facility on September 10, 2018. Any voluntary prepayments by Verso Paper of the term loans under the Term Loan Facility were 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. 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 was amortized over the life of the Term Loan Facility. |
OTHER LONG-TERM LIABILITIES
OTHER LONG-TERM LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
OTHER LONG-TERM LIABILITIES | OTHER LONG-TERM LIABILITIES Other long-term liabilities consist of the following: December 31, (Dollars in millions) 2018 2019 Asset retirement obligations $ 13 $ 15 Employee related obligations 15 15 Operating lease liabilities — 6 Deferred compensation 3 4 Other 1 1 Other long-term liabilities $ 32 $ 41 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table provides a reconciliation of the basic and diluted loss or income per common share: Year Ended December 31, 2017 2018 2019 Net income (loss) available to common shareholders (in millions) $ (30 ) $ 171 $ 96 Weighted average common shares outstanding - basic (in thousands) 34,432 34,514 34,625 Dilutive shares from stock awards (in thousands) — 582 509 Weighted average common shares outstanding - diluted (in thousands) 34,432 35,096 35,134 Basic income (loss) per share $ (0.87 ) $ 4.97 $ 2.78 Diluted income (loss) per share $ (0.87 ) $ 4.88 $ 2.74 As a result of the net loss from continuing operations for the year ended December 31, 2017, 0.6 million restricted stock units were excluded from the calculation of diluted earnings per share as their inclusion would be anti-dilutive. As of December 31, 2019, Verso has 1.8 million warrants outstanding at an exercise price of $27.86 (see Note 13). As a result of the exercise price of the warrants exceeding the average market price of Verso’s common stock during the years ended December 31, 2017, 2018 and 2019, 1.8 million warrants were excluded from the calculations of diluted earnings per share for the periods presented as their inclusion would be anti-dilutive. There were no cash dividends declared or paid in the periods presented and therefore no dilutive effect (see Note 13 for details on the non-cash dividend declared on June 16, 2019 related to the stockholder rights plan). |
RETIREMENT BENEFITS
RETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
RETIREMENT BENEFITS | RETIREMENT BENEFITS Defined Benefit Plans As of December 31, 2018, the Verso Paper Corp. Pension Plan for Hourly Employees (Androscoggin) and the NewPage Cash Balance Plan for Non-Bargained Employees were merged into the NewPage Retirement Plan for Bargained Hourly Employees to form a combined plan which was renamed the Verso Corporation Employee Pension Plan. As of December 31, 2019, this plan covers approximately 64% of Verso’s employees. The pension plan provides 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 the defined benefit pension plans were frozen to new entrants. Some of the pension plan participants previously in the NewPage Retirement Plan for Bargained Hourly Employees continue to earn service accruals toward their pension benefits but no longer receive multiplier increases. Verso employees previously in the NewPage Cash Balance Plan for Non-Bargained Employees continue to earn annual interest credits, but no longer earn cash balance benefit credits. Benefit accruals are frozen for employees previously in the Verso Paper Corp. Pension Plan for Hourly Employees (Androscoggin). During the fourth quarter 2019, Verso offered a voluntary lump-sum option, on a temporary basis, to certain terminated vested and retired participants in the Verso Corporation Employee Pension Plan. The election period to participate began October 24, 2019 and ended November 22, 2019. Lump-sum payments were distributed in November and December 2019, to those participants who were eligible and elected this form of payment. This action resulted in a settlement gain of $13 million , included in Other (income) expense on the Consolidated Statement of Operations for the year ended December 31, 2019. The following tables summarize the components of net periodic pension cost (income) of Verso’s pension plans for the periods presented: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Components of net periodic pension cost (income): Service cost $ 16 $ 6 $ 4 Interest cost 65 60 65 Expected return on plan assets (75 ) (73 ) (70 ) Settlement — — (13 ) Net periodic pension cost (income) $ 6 $ (7 ) $ (14 ) The following table provides detail on net actuarial (gain) loss recognized in Accumulated other comprehensive (income) loss: December 31, (Dollars in millions) 2018 2019 Amounts recognized in Accumulated other comprehensive (income) loss: Net actuarial (gain) loss, net of tax $ (120 ) $ (122 ) There is no estimated net actuarial (gain) loss that will be amortized from Accumulated other comprehensive income into net periodic pension cost (income) during 2020 . Verso makes contributions that are sufficient to fund actuarially determined costs, generally equal to the minimum amounts required by the Employee Retirement Income Security Act. Contributions to the pension plans were $32 million in 2017, $43 million in 2018 and $42 million in 2019. In 2020 , Verso expects to make cash contributions to the pension plan of $54 million . Verso expects no plan assets to be returned to the Company in 2020 . The following table sets forth a reconciliation of the pension plans’ benefit obligations, plan assets and funded status for the periods presented: Year Ended December 31, (Dollars in millions) 2018 2019 Change in Projected Benefit Obligation: Benefit obligation at beginning of period $ 1,753 $ 1,590 Settlement — (55 ) Service cost 6 4 Interest cost 60 65 Actuarial (gain) loss (136 ) 170 Benefits paid (93 ) (85 ) Settlement payments — (147 ) Benefit obligation at end of period $ 1,590 $ 1,542 Change in Plan Assets: Plan assets at fair value at beginning of period $ 1,296 $ 1,162 Settlement payments — (147 ) Actual net return on plan assets (84 ) 201 Employer contributions 43 42 Benefits paid (93 ) (85 ) Plan assets at fair value at end of period $ 1,162 $ 1,173 Funded (underfunded) status at end of period $ (428 ) $ (369 ) The accumulated benefit obligation for the years ended December 31, 2018 and 2019 was $1,590 million and $1,542 million , respectively. The following table summarizes expected future pension benefit payments from the plan: (Dollars in millions) 2020 $ 89 2021 91 2022 92 2023 93 2024 93 2025 - 2029 461 In connection with the Pixelle Sale on February 10, 2020, Pixelle assumed approximately $35 million of Verso’s unfunded pension liabilities (see Note 19). The above table does not reflect changes the Pixelle Sale will have on future pension benefit payments from the plan. Verso evaluates the actuarial assumptions annually as of December 31 (the measurement date) and considers changes in these long-term factors based upon market conditions and the requirements of ASC Topic 715, Compensation—Retirement Benefits . 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 plan’s liabilities. The expected long-term rate of return assumption reflects the average return expected on the assets invested to provide for the plan’s liabilities. The actuarial assumptions used in the defined benefit pension plans were as follows: Year Ended December 31, 2017 2018 2019 Weighted average assumptions used to determine benefit obligations as of end of period: Discount rate 3.51 % 4.17 % 3.11 % Rate of compensation increase N/A N/A N/A Weighted average assumptions used to determine net periodic pension cost for the period: Discount rate 3.98 % 3.51 % 4.17 % Rate of compensation increase N/A N/A N/A Expected long-term return on plan assets 6.50 % 6.50 % 7.00 % The primary investment objective is to ensure, over the long-term life of the pension plan, an adequate pool of sufficiently liquid assets to support the benefit obligations. In meeting this objective, the pension plan seeks 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 plan (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 plan changes significantly. The following table provides the pension plans’ asset allocation for the periods presented: Allocation of Plan Assets 2018 Allocation on 2019 Allocation on Targeted December 31, Targeted December 31, Allocation 2018 Allocation 2019 Fixed income: 25-55% 25-55% Cash and cash equivalent 1 % 3 % Fixed income funds 34 % 31 % Equity securities: 35-65% 35-65% Domestic equity funds - large cap 29 % 34 % Domestic equity funds - small cap 6 % 5 % International equity funds 20 % 17 % Other: 4-15% 4-15% Hedge funds, private equity, real estate, commodities 10 % 10 % ASC Topic 820, Fair Value Measurements and Disclosures , 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, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) , certain 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 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 periods presented: (Dollars in millions) Total Level 1 Level 2 Level 3 Assets Valued at NAV Practical Expedient December 31, 2019 Cash and cash equivalent $ 38 $ — $ 38 $ — $ — Fixed income 360 — 347 13 — Domestic equity - large cap 394 — 1 — 393 International equity 202 78 — 1 123 Domestic equity - small cap 60 1 — — 59 Other (hedge funds, private equity, real estate, commodities) 119 14 — — 105 Total assets at fair value $ 1,173 $ 93 $ 386 $ 14 $ 680 December 31, 2018 Cash and cash equivalent $ 12 $ 12 $ — $ — $ — Fixed income 397 — 393 4 — Domestic equity - large cap 339 20 1 — 318 International equity 229 46 — — 183 Domestic equity - mid cap 1 — 1 — — Domestic equity - small cap 64 11 — — 53 Other (hedge funds, private equity, real estate, commodities) 120 — — — 120 Total assets at fair value $ 1,162 $ 89 $ 395 $ 4 $ 674 The following table sets forth a summary of the changes in the fair value of the pension plan’s Level 3 assets, which are corporate debt and equity securities, for the years ended December 31, 2018 and 2019 : (Dollars in millions) Fair Value Balance, January 1, 2018 $ — Purchase of securities 4 Change in the fair value — Balance, December 31, 2018 $ 4 Purchase of securities 16 Sale of securities (3 ) Change in the fair value of current securities (2 ) Transfers into Level 3 — Transfers out of Level 3 (1 ) Balance, December 31, 2019 $ 14 There were no transfers of investments between the levels of the fair value hierarchy during the years ended December 31, 2018. For the year ended December 31, 2019, $1 million of investments transferred from Level 3 to Level 2 due to changes in the observability of significant inputs. The majority of 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. The table below sets forth the fair values of investments, whose fair values are estimated at December 31, 2019 , using the NAV per share derived by the fund managers as a practical expedient that have unfunded commitments and/or redemption restrictions. To derive the estimated NAV per share, the fund managers apply various methodologies, including, but not limited to, use of proprietary estimation models, quoted market prices or third-party valuations for underlying securities within the investments, evaluating contributions, distributions, interest, dividends and management fees, as well as evaluating the general market conditions and their correlation and impact on the investments. December 31, 2019 (Dollars in millions) Fair Value Unfunded Commitments Redemption Frequency Redemption Notice Period Multi-strategy hedge fund (1) $ — $ — Annually 45 days Debt securities hedge fund (2) 72 — Semi-Annually 90 days Private equity (3) 11 2 N/A N/A Domestic equity funds - large cap (4) 69 — Monthly Various (5) $ 152 $ 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 and 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. (4) This fund may invest and trade, on margin or otherwise, in common and preferred stock, futures, convertible securities, rights, warrants, bonds, corporate notes, debentures, U.S. and non U.S. government securities, U.S. government obligations, certificates of deposit, money market funds, cash instruments, U.S. equity index futures, volatility futures, exchange traded funds, exchange traded notes, swaps (including variance swaps), money market instruments and in rights and options, including “put” and “call” options or any combination thereof written by the fund or by others, on securities, commodity, volatility, or other indices, index futures, exchange traded funds, or exchange traded notes. (5) Withdrawals are permitted as of (i) the last business day of each calendar month if written notification is received by the managing member or International Fund Services (N.A.) L.L.C., a subsidiary of the administrator (the “Transfer Agent”) prior to the close of business on the fifth business day of the month, (ii) the last business day of the month following the month that written notification is received by the managing member or Transfer Agent if written notification is received by the Transfer Agent or the managing member after the fifth business day of the month, or (iii) at such times (with less or no prior written notice) as determined by the managing member in its sole discretion. Defined Contribution Plans Verso also sponsors defined contribution plans for certain employees. Employees may elect to contribute a percentage of their salary on a pre-tax and/or after-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. Verso 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. Year Ended December 31, (Dollars in millions) 2017 2018 2019 Defined Contribution Plans Non-elective employer contribution $ 14 $ 14 $ 13 Employer 401(k) matching contributions 14 14 14 |
EQUITY
EQUITY | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
EQUITY | EQUITY Equity Awards The Verso Corporation Performance Incentive Plan, or the “2016 Incentive Plan,” became effective on July 15, 2016 and no stock awards were issued on that date. 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 . As of December 31, 2019, we had 3.1 million shares of common stock reserved for future issuance under the 2016 Incentive Plan. 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. During 2019, Verso granted 0.2 million time-based restricted stock units and 0.2 million performance-based restricted stock units to its executives and certain senior managers. The performance awards granted in 2019 vest at December 31, 2021, subject to a comparison of annualized total shareholder return, or “TSR,” of Verso to a select group of peer companies over a 3 -year period. The vesting criteria of the performance awards meet the definition of a market condition for accounting purposes. The full grant date value of the performance awards will be recognized over the remaining vesting period assuming that the employee is employed continuously to the vesting date. The number of shares which will ultimately vest at the vesting date ranges from 50% to 150% based on Verso stock performance relative to the peer group if Verso’s annualized TSR is at least 5% during the performance period. The compensation expense associated with these performance awards was determined using the Monte Carlo valuation methodology. On April 5, 2019, Verso granted 68 thousand restricted stock units to its interim Chief Executive Officer of which 10% are time-based and 90% are performance-based. The performance-based restricted stock units meet the criteria of a performance condition for accounting purposes and vest upon a change in control. On November 11, 2019, the vesting condition of the performance-based award was modified to vest on the closing date (as defined in the Purchase Agreement) of the Pixelle Sale (see Note 19). Verso recognized equity award expense of $1 million , $8 million and $12 million for the years ended December 31, 2017, 2018 and 2019, respectively. Equity award expense for the year ended December 31, 2019 included $3 million related to the accelerated vesting of 233 thousand performance-based restricted stock units and 108 thousand time-based restricted stock units, net of cancellation of 124 thousand time-based restricted stock units, pursuant to a separation agreement, dated April 11, 2019, entered into with Verso’s former Chief Executive Officer. As of December 31, 2019 , there was approximately $6 million of unrecognized compensation cost related to the 1.2 million non-vested restricted stock units, which is expected to be recognized over the weighted average period of 1.8 years . Time-based Restricted Stock Units The following table summarizes activity for the time-based restricted stock units: (In thousands, except per share amounts) Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value per Share Non-vested at December 31, 2016 160 $ 11.18 Granted 528 6.41 Vested (73 ) 10.81 Forfeited (32 ) 11.50 Non-vested at December 31, 2017 583 6.89 Granted 204 17.75 Vested (106 ) 7.42 Forfeited (3 ) 14.08 Non-vested at December 31, 2018 678 10.04 Granted 192 20.57 Vested (154 ) 14.16 Forfeited (137 ) 13.81 Non-vested at December 31, 2019 579 $ 11.55 Performance-based Restricted Stock Units The following table summarizes activity for the performance-based restricted stock units: Restricted Stock Units Weighted Average Grant Date Fair Value per Share (In thousands, except per share amounts) Non-vested at December 31, 2017 — $ — Granted 640 22.25 Vested — — Forfeited (2 ) 18.22 Non-vested at December 31, 2018 638 22.26 Granted 244 17.35 Vested (233 ) 20.92 Forfeited (11 ) 17.50 Non-vested at December 31, 2019 638 $ 18.84 Warrants On July 15, 2016, warrants to purchase up to an aggregate of 1.8 million shares of Class A Common Stock were issued to holders of first-lien secured debt at an exercise price of $27.86 per share and a seven year term. As of December 31, 2019 , no warrants have been exercised. Preferred Stock On June 16, 2019, the Board of Directors authorized 100 thousand shares of preferred stock with a par value of $0.01 per share, designated as Series A Junior Participating Preferred Stock, or “Preferred Stock,” in conjunction with the adoption of the Rights Plan (defined below). Stockholder Rights Plan On June 16, 2019, the Board of Directors approved the adoption of a limited duration stockholder rights plan, or the “Rights Plan,” and declared a dividend payable to stockholders of record on June 27, 2019 of one right, or a “Right,” per each outstanding share of Verso’s Class A common stock to purchase one one-thousandth (subject to adjustment) of a share of Preferred Stock at a price of $75.00 per one one-thousandth of a share of Preferred Stock upon exercise of the Right (subject to adjustment). Unless and until a triggering event occurs and these Rights become exercisable, the Rights will trade with the shares of the Verso’s common stock. The Rights will generally become exercisable only after (i) a public announcement that a person or group of related persons acquires beneficial ownership of 15% or more of Verso’s Class A common stock in a transaction not approved by the Board of Directors (such person or group of related persons, an “Acquiring Person”) or (ii) a person or group of related persons announces or commences a tender or exchange offer that would result in such person(s) becoming an Acquiring Person, unless such offer is a Qualifying Transaction (defined below). The Rights Plan expires on the earlier of (a) June 17, 2020, (b) the redemption or exchange of the Rights, (c) the determination by the Board of Directors to not pursue any strategic alternatives and (d) upon the approval by the Verso’s stockholders of any strategic transaction recommended by the Board of Directors. The Rights will not be issued if there is a “Qualifying Transaction” which satisfies the following criteria: (a) the offer is a fully financed, all-cash tender offer or an exchange offer offering shares of the offeror traded on a national securities exchange (or a combination thereof); (b) for any and all of Verso’s outstanding shares of Class A common stock; and (c) is made at the same per-share consideration for all such shares. Each holder of a Right (other than an Acquiring Person, whose Rights will become void and will not be exercisable) will have the right to receive for 50% of the market value (determined pursuant to the terms of the Rights Plan) a certain number of shares of Verso’s common stock, calculated in accordance with terms of the Rights Plan. In addition, if Verso is acquired in a merger or other business combination after an Acquiring Person acquires 15% or more of Verso’s common stock, each holder of the Right would thereafter have the right to receive for a purchase price equal to 50% of the then current market value a certain number of shares of common equity interest of the Acquiring Person that is a party to such transaction. The Acquiring Person would not be entitled to exercise these Rights. On February 18, 2020, Verso’s Board of Directors terminated the limited duration stockholder rights plan. |
RESTRUCTURING CHARGES
RESTRUCTURING CHARGES | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING CHARGES | RESTRUCTURING CHARGES Closure of Luke Mill — On April 30, 2019, Verso announced that it would permanently shut down its paper mill in Luke, Maryland in response to the continuing decline in customer demand for the grades of coated freesheet paper produced at the Luke Mill, along with rising input costs, a significant influx of imports and rising compliance costs and infrastructure challenges associated with environmental regulation. Verso completed the shutdown and closure of the Luke Mill in June 2019. The shutdown of the Luke Mill reduced Verso’s coated freesheet production capacity by approximately 450,000 tons, reducing total annual paper production capacity to approximately 2.7 million tons, and eliminated approximately 675 positions at the Luke Mill. In connection with the closure of the Luke Mill, Verso recognized $76 million of accelerated depreciation which is included in Depreciation and amortization on the Consolidated Statements of Operations for the year ended December 31, 2019 . The following table details the charges incurred related to the Luke Mill closure as included in Restructuring charges on the Consolidated Statements of Operations: Year Ended Cumulative (Dollars in millions) December 31, 2019 Incurred Property, plant and equipment, net $ 10 $ 10 Severance and benefit costs 19 19 Write-off of spare parts and inventory 9 9 Write-off of purchase obligations and commitments 1 1 Other costs 13 13 Total restructuring costs $ 52 $ 52 The following table details the changes in the restructuring reserve liabilities related to the Luke Mill closure which are included in Accounts payable and Accrued and other liabilities on the Consolidated Balance Sheets: Year Ended (Dollars in millions) December 31, 2019 Beginning balance of reserve $ — Severance and benefits 19 Severance and benefit payments (17 ) Severance and benefits reserve adjustments (1 ) Purchase obligations 1 Purchase obligations payments (1 ) Other costs 13 Payments on other costs (10 ) Ending balance of reserve $ 4 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 as included in Restructuring charges on the Consolidated Statements of Operations: Year Ended Year Ended Cumulative (Dollars in millions) December 31, 2017 December 31, 2018 Incurred Severance and benefit costs $ 1 $ — $ 3 Write-off of purchase obligations 2 (1 ) 1 Other costs 1 — 1 Total restructuring costs $ 4 $ (1 ) $ 5 The following table details the changes in the restructuring reserve liabilities related to Corporate restructuring activities as included in Accrued liabilities on the Consolidated Balance Sheets: Year Ended December 31, (Dollars in millions) 2017 2018 Beginning balance of reserve $ 3 $ 2 Severance and benefit costs 1 — Severance and benefit payments (4 ) — Purchase obligations 2 — Purchase obligation payments — (1 ) Purchase obligations adjustments — (1 ) Other costs 1 — Payments on other costs (1 ) — Ending balance of reserve $ 2 $ — There were no restructuring charges related to the Corporate restructuring during 2019. Androscoggin/Wickliffe Capacity Reductions — On April 5, 2016, Verso announced its decision to permanently close the Wickliffe Mill and the associated Property, plant and equipment were written down to salvage value. On November 1, 2016, Verso announced the temporary idling of the No. 3 paper machine at the Androscoggin Mill and on July 19, 2017, Verso announced plans to permanently shut down the No. 3 paper machine and associated equipment, reducing annual coated papers production capacity by approximately 200,000 tons. In connection with the temporary idling of the No. 3 paper machine at the Androscoggin Mill, Verso recognized $6 million of accelerated depreciation during the first quarter of 2017, which is included in Depreciation and amortization on the Consolidated Statements of Operations. The following table details the charges incurred related primarily to the Androscoggin/Wickliffe capacity reductions as included in Restructuring charges on the Consolidated Statements of Operations: Year Ended Year Ended Cumulative (Dollars in millions) December 31, 2017 December 31, 2018 Incurred Severance and benefit costs $ — $ — $ 5 Write-off of purchase obligations and commitments 2 — 3 Other costs 3 2 8 Total restructuring costs $ 5 $ 2 $ 16 The following table details the changes in the restructuring reserve liabilities related to the Androscoggin/Wickliffe capacity reductions as included in Accrued liabilities on the Consolidated Balance Sheets: Year Ended December 31, (Dollars in millions) 2017 2018 Beginning balance of reserve $ 6 $ 1 Severance and benefit payments (5 ) (1 ) Purchase obligations 2 — Payments on purchase obligations (2 ) — Other costs 3 2 Payments on other costs (3 ) (2 ) Ending balance of reserve $ 1 $ — There were no restructuring charges related to the Androscoggin/Wickliffe capacity reductions during 2019. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
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: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Current tax (benefit) provision: U.S. federal $ (6 ) $ — $ — U.S. state and local — — 1 Total current tax (benefit) provision (6 ) — 1 Deferred tax (benefit) provision: U.S. federal 64 35 (4 ) U.S. state and local (1 ) (31 ) 2 Total deferred tax (benefit) provision 63 4 (2 ) Less: valuation allowance (63 ) (4 ) (115 ) Allocation to Other comprehensive (income) loss (2 ) — (1 ) Total income tax (benefit) provision $ (8 ) $ — $ (117 ) A reconciliation of income tax expense using the statutory federal income tax rate compared with actual income tax expense follows: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Tax at Statutory U.S. Rate of 21% in 2019 and 2018 and 35% in 2017 $ (13 ) $ 36 $ (4 ) Increase resulting from: Federal tax rate change 71 — — Allocation to Other comprehensive (income) loss related to pension benefits. (2 ) — (1 ) Other expenses — (1 ) — Net permanent differences 69 (1 ) (1 ) Valuation allowance (63 ) (4 ) (115 ) State income taxes (benefit) — (31 ) 3 Other (1 ) — — Total income tax (benefit) provision $ (8 ) $ — $ (117 ) The following is a summary of the significant components of the net deferred tax asset (liability): December 31, (Dollars in millions) 2018 2019 Deferred tax assets: Net operating loss $ 46 $ 54 Credit carryforwards 40 44 Pension 140 123 Compensation obligations 18 15 Inventory reserves/capitalization 23 24 Capitalized expenses 4 4 Other 8 12 Gross deferred tax assets 279 276 Less: valuation allowance (126 ) (11 ) Deferred tax assets, net of allowance $ 153 $ 265 Deferred tax liabilities: Property, plant and equipment $ (149 ) $ (137 ) Intangible assets (3 ) (5 ) Other (1 ) (5 ) Total deferred tax liabilities (153 ) (147 ) Net deferred tax assets $ — $ 118 We regularly evaluate the need for an income tax valuation allowance for deferred tax assets by assessing whether it is more likely than not that we will realize the deferred tax assets. At December 31, 2019, we considered the existence of recent cumulative income from continuing operations as a source of positive evidence and concluded to reverse a portion of the income tax valuation allowance. To determine the appropriate income tax valuation allowance, we considered the timing of future reversal of our taxable temporary differences that supports realizing a portion of our deferred tax assets. The income tax valuation allowance for deferred tax assets as of December 31, 2018 and 2019 was $126 million and $11 million , respectively. The decrease in the income tax valuation allowance in 2019 of $115 million is primarily attributable to a release of the income tax valuation allowances on all federal deferred tax assets and certain state tax credits. It is less than more likely than not that Verso will realize the carryforward benefits of all of these state tax credits in the future. ASC Topic 740 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 pretax loss from continuing operations and pretax income in OCI. In 2018 , Verso allocated zero of tax expense to OCI and recognized a zero tax benefit in continuing operations. In 2019 , Verso allocated $1 million tax expense to OCI and recognized a $1 million tax benefit in continuing operations. Income tax benefits of $123 million related to pension benefit obligations are recorded, of which $32 million is attributable to other comprehensive income as of December 31, 2019 . Verso has federal net operating loss carryforwards totaling $347 million as of December 31, 2019 , which begin to expire at the end of 2034. Verso estimates that these net operating losses have been reduced by attribute reduction and IRC Section 382 limits to $238 million available to be utilized in the future. $198 million of the federal net operating loss carryforwards begin to expire at the end of 2034 and $40 million of the federal net operating loss carryforwards never expire under the provisions of the Tax Act (defined below). Verso has state net operating loss carryforwards, after apportionment, totaling $71 million available to be utilized in the future as of December 31, 2019 . A state income tax credit of $40 million , that was denied in prior years was reinstated in 2018, has a 15-year carryforward period and begins to expire in 2024. Verso has research and development credit carryforwards of $4 million which begin to expire in 2036. 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, or the “Tax Act,” 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 income tax valuation allowance. Also included in the Tax 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 expense (benefit) on the Consolidated Statement of Operations for the year ended December 31, 2017, related to the recognition of a minimum tax credit carryover receivable. Verso believes that all of the significant impacts of the Tax Act are reflected in the financial statements. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (Dollars in millions) Balance at December 31, 2017 $ 2 Additions — Reductions — Balance at December 31, 2018 2 Additions — Reductions — Balance at December 31, 2019 $ 2 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, 2018 and 2019 . The amount of expense (benefit) for interest and penalties included in the Consolidated Statements of Operations was zero for all periods presented. 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. Verso files income tax returns in the United States for federal and various state jurisdictions. As of December 31, 2019 , periods beginning in 2016 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 2016. As of December 31, 2019 , 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, 2019 | |
Income Tax Disclosure [Abstract] | |
NEW MARKET TAX CREDIT ENTITIES | NEW MARKET TAX CREDIT ENTITIES In 2010, Verso entered into a financing transaction with Chase Community Equity, LLC, or “Chase,” related to a $43 million renewable energy project at the 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. The NMTC was subject to 100% recapture for a period of 7 years as provided in the Internal Revenue Code. 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 on the Consolidated Statement of Operations for the year ended December 31, 2017. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Purchase obligations — Verso has 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 the unconditional purchase obligations, as of December 31, 2019 , which includes $63 million associated with a wood supply contract that was transferred in the Pixelle Sale and is no longer a contractual obligation of Verso as of February 10, 2020. (Dollars in millions) 2020 42 2021 17 2022 16 2023 15 2024 14 Thereafter 56 Total $ 160 Represented Employees — As of December 31, 2019 , approximately 65% of Verso’s hourly workforce is represented by unions. On February 28, 2019, the United Steelworkers, or “USW,” represented employees at four Verso sites, voted to ratify a new Master Labor Agreement, or the “Agreement,” covering five USW local branches, or approximately 80% of Verso’s hourly represented workforce as of December 31, 2019 . The Agreement, which was effective on March 1, 2019, will run for a period of three years with staggered expiration dates at each of the affected sites. In addition, two smaller local unions (the International Brotherhood of Electrical Workers and the International Brotherhood of Teamsters) at two of the mill locations also signed and are participating in the Agreement. The remaining four smaller trade unions at two of the mill sites ratified new agreements in the fourth quarter 2019. During the year ended December 31, 2019 , Verso recognized $7 million of expense for signing bonuses and for the settlement of various work arrangement issues, to represented employees covered by the Agreements, which was included in Cost of products sold on the Consolidated Statements of Operations. Severance Arrangements — Under Verso’s severance policy, and subject to certain terms and conditions, if the employment of eligible 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. Verso may also elect to provide the employee with other severance benefits such as subsidized continuation of medical and dental insurance coverage and outplacement services. Verso’s executive officers are also entitled to receive additional severance benefits under their contracts with Verso in the event of the termination of their employment under certain circumstances. Settlement Agreement — On March 20, 2018, Verso entered into a settlement agreement, or “the Settlement Agreement,” with Canadian producers of supercalendered papers, Port Hawkesbury Paper Limited Partnership and certain related entities, collectively, “Port Hawkesbury” and Irving Paper Limited, or “Irving”. In accordance with the terms of the Settlement Agreement, Verso filed with the U.S. Department of Commerce, or “Commerce,” a written request for a “no interest” changed circumstances review by Commerce of the final countervailing duty order, or the “CVD Order,” issued by Commerce on December 10, 2015, imposing tariffs on supercalendered papers imported into the United States from Canada since August 3, 2015; such request is referred to as the “Changed Circumstances Request”. Included in the Changed Circumstances Request, among other things, was a request that Commerce revoke the CVD Order retroactively to August 3, 2015, which, if granted, would result in refunds to Canadian producers of supercalendered papers of all countervailing duties collected on supercalendered papers imported into the United States from such producers under the CVD Order. On July 5, 2018, Commerce granted the request and revoked the countervailing duties retroactively to August 3, 2015, the date the tariffs were originally imposed, which will result in a refund to Canadian producers of supercalendered papers of the countervailing duties previously collected on supercalendered papers imported into the United States from such producers. Pursuant to the Settlement Agreement, Irving and Port Hawkesbury agreed to pay Verso a percentage, totaling up to $42 million , of the duties refunded to such parties over time. During the year ended December 31, 2018, $42 million in settlement payments were received by Verso and are included in Other (income) expense on the Consolidated Statements of Operations. General Litigation — Verso is involved from time to time in legal proceedings incidental to the conduct of its business. While any proceeding or litigation has the element of uncertainty, Verso believes that the outcome of any of these lawsuits or claims that are pending or threatened or all of them combined (other than those that cannot be assessed due to their preliminary nature) will not have a material effect on the Consolidated Financial Statements. In November 2019, the state of West Virginia asserted that four aboveground storage tanks at Verso’s Luke Mill leaked and that Verso had failed to take certain actions to prevent and report the release of pollutants into the Potomac River. In December 2019, the state of Maryland brought suit against Verso asserting the unlawful discharge of pollutants into the North Branch of the Potomac River from the Luke Mill. Also in November 2019, Verso received formal notice that the Potomac Riverkeeper Network (the “PRN”) intended to bring suit against Verso based on similar assertions. No such suit has been filed against Verso by the PRN as of the date of this Report. Verso closed the Luke Mill, which sits on the border of West Virginia and Maryland, in June 2019. Verso is working cooperatively and transparently with both Maryland and West Virginia regulatory agencies to address the concerns at the Luke Mill. Verso plans to vigorously defend itself in these matters. The ultimate aggregate amount of probable monetary liability or financial impact with respect to these matters is subject to many uncertainties and could be material, but management cannot reasonably estimate the amount or range of potential liability and possible losses at this time. However, during 2019, Verso recorded $3 million for costs related to environmental remediation efforts, of which $1 million was incurred in 2019 and $2 million is estimated to be incurred in 2020. As of December 31, 2019, $2 million of environmental remediation costs are included in Accrued and other liabilities on the Consolidated Balance Sheet. |
UNAUDITED QUARTERLY DATA
UNAUDITED QUARTERLY DATA | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
UNAUDITED QUARTERLY DATA | UNAUDITED QUARTERLY DATA The quarterly financial data is as follows: (Dollars in millions, except per share amounts) First Second Third Fourth First Second Third Fourth Quarter Quarter Quarter Quarter Quarter Quarter Quarter Quarter 2018 2018 2018 2018 2019 2019 2019 2019 Summary Statement of Operations Data: Net sales $ 639 $ 644 $ 704 $ 695 $ 639 $ 602 $ 616 $ 587 Cost of products sold (exclusive of depreciation and amortization) 581 581 580 579 549 540 536 513 Depreciation and amortization 27 28 28 28 28 104 25 26 Selling, general and administrative expenses 25 28 25 24 24 29 23 28 Restructuring charges 1 1 — (1 ) — 40 4 8 Other operating (income) expense (1) — 2 (9 ) 2 1 1 — 2 Interest expense 11 6 15 1 1 1 — — Other (income) expense (2) (4 ) (3 ) (21 ) (24 ) (1 ) (1 ) (1 ) (15 ) Income tax expense (benefit) (3) — — — — 1 — (1 ) (117 ) Net income (loss) (2 ) 1 86 86 36 (112 ) 30 142 Share Data: Income (loss) per common share: Basic (4) $ (0.06 ) $ 0.03 $ 2.49 $ 2.49 $ 1.05 $ (3.23 ) $ 0.86 $ 4.10 Diluted (4) (0.06 ) 0.03 2.45 2.44 1.03 (3.23 ) 0.85 4.04 Weighted average shares of common stock outstanding (thousands): Basic 34,465 34,506 34,562 34,553 34,484 34,626 34,686 34,702 Diluted 34,465 34,829 35,051 35,288 35,225 34,626 35,137 35,232 Closing price per share: High $ 17.94 $ 21.77 $ 33.67 $ 33.57 $ 25.80 $ 23.22 $ 19.23 $ 18.93 Low 14.46 15.92 20.36 21.02 18.47 16.67 9.90 12.15 Period-end 16.84 21.76 33.67 22.40 21.42 19.05 12.38 18.03 (1) Third quarter 2018 other operating income primarily associated with the realized gain on the sale of the Wickliffe Mill. (2) Third and fourth quarters 2018 other income primarily associated with countervailing duty settlement gains pursuant to the Settlement Agreement. Fourth quarter 2019 other income primarily associated with the pension settlement gain. (3) Fourth quarter 2019 income tax benefit primarily associated with a release of the income tax valuation allowances on all federal deferred tax assets and certain state tax credits. (4) Earnings per share calculations for each fiscal quarter are based on the applicable weighted-average shares outstanding for each period, and the sum of the earnings per share for the four fiscal quarters may not necessarily be equal to the full year earnings per share amount. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENTS Sale of Androscoggin Mill and Stevens Point Mill On February 10, 2020, Verso completed the sale, to Pixelle, of all of the outstanding membership interests in Verso Androscoggin, LLC, an indirect wholly owned subsidiary of Verso and the entity that, as of the closing date, held all the assets primarily related to Verso’s Androscoggin Mill located in Jay, Maine and Stevens Point Mill, located in Stevens Point, Wisconsin. As consideration for the Pixelle Sale, Verso received approximately $346 million in cash, which reflects certain adjustments in respect of Verso’s estimates of cash, indebtedness and working capital of Verso Androscoggin, LLC as of the closing date, and Pixelle assumed approximately $35 million of Verso’s unfunded pension liabilities. The consideration for the sale will be subject to final post-closing adjustments pursuant to the terms of the Purchase Agreement. Termination of Stock Rights Plan On February 18, 2020, our Board of Directors terminated the limited duration stockholder rights plan previously adopted on June 16, 2019. Share Repurchase Authorization and Dividend Plan On February 26, 2020, our Board of Directors authorized up to $250 million of net proceeds from the Pixelle Sale to be used to repurchase outstanding shares of our common stock. Additionally, the Company plans to initiate a quarterly dividend of $0.10 per share starting in the second quarter of 2020. |
SUMMARY OF BUSINESS AND BASIS_2
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business — Verso operates in the pulp and paper market segments. However, Verso determined that the operating income (loss) of the pulp segment is immaterial for disclosure purposes. In 2017, 2018 and 2019, pulp net sales and gross margin, excluding depreciation and amortization expense were each less than 10% of respective consolidated balances. Verso’s core business platform is as a producer of graphic papers, specialty papers, packaging papers and pulp. Verso’s 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. Verso’s market kraft pulp is used to manufacture printing, writing and specialty paper grades, tissue, containerboard, bag and other products. Verso’s assets are utilized across segments in an integrated mill system and are not identified by segment or reviewed by management on a segment basis. Verso operates primarily in one geographic location, North America. |
Basis of Presentation | Basis of Presentation — This report contains the Consolidated Financial Statements of Verso as of December 31, 2018 and 2019 , and for the years ended December 31, 2017 , 2018 and 2019 . A variable interest entity for which Verso was the primary beneficiary was also consolidated in 2017 (see Note 16 ). 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 / Shipping and Handling Costs | Revenue Recognition — Verso generates revenue through product sales, and shipping terms generally indicate when the performance obligation has been fulfilled and control of products has been passed to the customer. Verso’s revenue transactions consist of a single performance obligation to transfer promised goods. Verso has pricing agreements with certain customers. These agreements usually define the mechanism for determining the sales price but do not impose a specific quantity on either party. Quantities to be delivered to the customer are determined at a point near the date of delivery through purchase orders or other written instructions Verso receives from the customer. Spot market sales are made through purchase orders or other written instructions. Revenue is recognized when a performance obligation has been fulfilled, which is typically when shipped from the mills or warehouses. For sales with shipping terms that transfer control at the destination point, revenue is recognized when the customer receives the goods and the performance obligation is complete. For sales with shipping terms that transfer control at the shipping point with Verso bearing responsibility for freight costs to the destination, Verso determined that a single performance obligation is fulfilled and revenue is recognized when the goods ship. Revenue is measured as the consideration expected to be received in exchange for transferring product. Verso reduces the revenue recognized for estimated returns and other customer credits, such as discounts and volume rebates, based on the expected value to be realized. Verso does not have any significant payment terms as payment is received shortly after the point of sale. With respect to variable consideration, the amount of consideration expected to be received and revenue recognized includes the most likely amount of credits based on historical experience and terms of the arrangements. Revenues are adjusted at the earlier date of when the most likely amount of consideration expected to be received changes or as the consideration becomes fixed. Verso recognizes the cost of freight and shipping, when control has transferred to the customer, as fulfillment activities, in Cost of products sold on the Consolidated Statements of Operations. Sales taxes collected from customers are excluded from revenues. Incidental costs that are immaterial within the context of the contract are expensed when incurred. Shipping and Handling Costs — Shipping and handling costs, such as freight to customer destinations, are included in Cost of products sold on 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 | Planned Major Maintenance Costs — Costs for all repair and maintenance activities are expensed in the month that the related activity is performed or goods received under the direct expense method of accounting. |
Environmental Costs and Obligations | Environmental Costs and Obligations — In accordance with ASC Topic 410, Asset Retirement and Environmental Obligations , and ASC Topic 450, Contingencies |
Equity Compensation | Equity Compensation — Verso accounts for equity awards in accordance with Accounting Standards Codification, or “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. Verso uses the straight-line attribution method to recognize share-based compensation over the service period of the award. Restricted stock units generally vest over 1 to 4 years . Verso has elected to recognize forfeitures as an adjustment to compensation expense in the same period as they occur. |
Income Taxes | Income Taxes — Verso accounts for income taxes using the liability method pursuant to ASC Topic 740, Income Taxes . Under this method, Verso recognizes deferred tax assets and liabilities for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and reported amounts using enacted tax rates in effect for the year the differences are expected to reverse. Verso regularly reviews deferred tax assets for recoverability based upon an analysis of all positive and |
Earnings Per Share | Earnings Per Share — Verso computes 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 and other liabilities approximate fair value due to the short maturity of these instruments. Verso determines the fair value of debt based on market information and a review of prices and terms available for similar obligations (see Note 9 and Note 12 for additional information regarding fair value). Verso uses 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. |
Accounts Receivable | Accounts Receivable — |
Inventories and Replacement Parts and Other Supplies | Inventories and Replacement Parts and Other Supplies — Inventory values include all costs directly associated with manufacturing products such as materials, labor and manufacturing overhead. These values are presented at the lower of cost or net realizable value. Costs of raw materials, work-in-process and finished goods are determined using the first-in, first-out method. Replacement parts and other supplies are valued using the average cost method and are reflected in Inventories on the Consolidated Balance Sheets (see Note 3 ). |
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 5 ). 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) Buildings and building improvements 20 - 40 Land improvements 10 - 20 Machinery and equipment 3 - 20 Furniture and office equipment 10 Computer hardware and software 3 - 7 Leasehold improvements Over the shorter of the lease term or the useful life of the improvements |
Intangible Assets | Intangible Assets — Verso accounts for intangible assets in accordance with ASC Topic 350, Intangibles – Goodwill and Other . The intangible assets 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. Verso assumed a royalty rate of 0.25% and a five -year economic life for 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. |
Deferred Issuance Costs | Deferred Issuance Costs — Debt issuance costs are included in Long-term debt as a reduction of the carrying amount of outstanding debt. Revolving credit facility debt issuance costs in excess of outstanding long-term debt are included in Intangibles and other assets, net on the Consolidated Balance Sheets. Debt issuance costs for term debt are amortized to interest expense using the effective interest method. Debt issuance costs for revolving debt are amortized to interest expense ratably over the life of the facility. |
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. Verso’s asset retirement obligations under this standard relate primarily to closure and post-closure costs for landfills. Costs of future expenditures for asset retirement obligations are discounted to their present value when the timing of expected cash flows are reliably determinable. 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. |
Retirement Benefits | Retirement benefits — Retirement plans cover substantially all of Verso’s 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. The employer contributions to these plans are based on a percentage of employees’ compensation or employees’ contributions. |
Recent Accounting Pronouncements | Accounting Guidance Adopted in 2019 ASC Topic 842, Leases . Verso adopted ASC 842, Leases , on January 1, 2019. Verso elected the package of practical expedients under the transition provisions of the new standard including not reassessing lease classification or whether expired or existing contracts contain leases and not revaluing initial direct costs for existing leases. Verso elected not to adopt the hindsight practical expedient. Verso elected to apply the optional transition method provided by Accounting Standards Update, or “ASU,” 2018-11, which allows entities to continue to apply the legacy guidance under ASC 840, including its disclosure requirements, in the comparative periods presented in the year of adoption. Verso established a project team to evaluate and implement the new standard and its policies and procedures related to accounting for right-of-use assets, related liabilities and related income and expense, including implementation of a new system to track such leases. These policies and procedures modify contract review controls to consider the new criteria for determining whether a contract is or contains a lease, specifically to clarify the definition of a lease and align with the control concept. The most significant impact of the new standard for Verso was recording the right-of-use assets and related liabilities on the balance sheet for its operating leases. The new standard requires that fixed payments, probable amounts the lessee will owe under a residual value guarantee and certain other payments be included in the valuation of these right-of-use assets and related liabilities. Variable payments are excluded from the calculation unless they are based on an index or rate. The adoption of this new standard resulted in an adjustment to recognize $24 million in right-of-use assets and related liabilities on the Consolidated Balance Sheet associated with Verso’s leases at January 1, 2019. The impact to the Consolidated Statements of Operations and Consolidated Statements of Cash Flows was de minimis (see Note 8). Accounting Guidance Not Yet Adopted ASC Topic 350, Intangible Assets - Goodwill & Other . In August 2018, the Financial Accounting Standards Board, or “FASB” issued ASU 2018-15, Customer’s Accounting for Implementation Costs in a Cloud Computing Arrangement that is a Service Contract (Topic 350), which aligns the accounting for such costs with guidance on capitalizing costs associated with developing or obtaining internal use software. Verso adopted this guidance on January 1, 2020 on a prospective basis and does not expect it to have a material effect on the Consolidated Financial Statements. ASC Topic 326, Financial Instruments – Credit Losses . In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This guidance replaces the current incurred loss impairment method with a method that reflects expected credit losses. Adoption of this standard is through a cumulative-effect adjustment to retained earnings as of the effective date. Verso adopted this guidance on January 1, 2020 and the effect on the Consolidated Financial Statements was not material. ASC Topic 740, Income Taxes . In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes . This guidance removes certain exceptions for investments, intraperiod allocations and interim calculations and adds guidance to reduce the complexity in accounting for income taxes. It is effective for annual periods, and interim periods within those years, beginning after December 15, 2020. Verso is currently evaluating the impact of this guidance on the Consolidated Financial Statements. ASC Topic 820, Fair Value Measurement . In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measuremen t. The new guidance modifies disclosure requirements related to fair value measurement. It is effective for Verso beginning in 2020 and is not expected to have a material effect on the Consolidated Financial Statements. |
SUMMARY OF BUSINESS AND BASIS_3
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | The following table presents the revenue disaggregated by product included in Net Sales on the Consolidated Statements of Operations: Year Ended December 31, (Dollars in millions) 2018 2019 Paper $ 2,476 $ 2,224 Packaging 67 103 Pulp 139 117 Total Net sales $ 2,682 $ 2,444 The following table presents the revenue disaggregated by sales channel included in Net Sales on the Consolidated Statements of Operations: Year Ended December 31, (Dollars in millions) 2018 2019 End-users and Converters $ 1,091 $ 1,119 Brokers and Merchants 1,172 936 Printers 419 389 Total Net sales $ 2,682 $ 2,444 |
Schedule of Estimated Useful Lives of Property, Plant, and Equipment | Estimated useful lives are as follows: (Years) Buildings and building improvements 20 - 40 Land improvements 10 - 20 Machinery and equipment 3 - 20 Furniture and office equipment 10 Computer hardware and software 3 - 7 Leasehold 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 asset retirement obligations for the periods presented. Long-term obligations are included in Other long-term liabilities and current portions are included in Accrued and other liabilities on the Consolidated Balance Sheets: Year Ended December 31, (Dollars in millions) 2018 2019 Asset retirement obligations, beginning balance $ 15 $ 14 Settlement of existing liabilities (1 ) — Accretion expense 1 2 Adjustments to existing liabilities (1 ) — Asset retirement obligations, ending balance 14 16 Less: Current portion (1 ) (1 ) Non-current portion of asset retirement obligations, ending balance $ 13 $ 15 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in Accumulated other comprehensive income (loss) by balance type for the years ended December 31, 2017 , 2018 and 2019 : (Dollars in millions) Accumulated other comprehensive loss as of December 31, 2016 $ 127 Pension and other postretirement adjustment, net 5 Net increase in other comprehensive income 5 Accumulated other comprehensive income as of December 31, 2017 132 Pension and other postretirement adjustment, net (19 ) Reclassification of stranded tax effects (ASU 2018-02) 7 Net decrease in other comprehensive income (12 ) Accumulated other comprehensive income as of December 31, 2018 120 Pension and other postretirement adjustment, net 2 Net increase in other comprehensive income 2 Accumulated other comprehensive income as of December 31, 2019 $ 122 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories by Major Category | December 31, (Dollars in millions) 2018 2019 Raw materials $ 88 $ 80 Work-in-process 56 51 Finished goods 225 233 Replacement parts and other supplies 29 31 Inventories $ 398 $ 395 |
PROPERTY, PLANT, AND EQUIPMENT
PROPERTY, PLANT, AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | Property, plant and equipment, net consist of the following: December 31, (Dollars in millions) 2018 2019 Land and land improvements $ 47 $ 42 Building and leasehold improvements 154 156 Machinery, equipment and other (1) 1,085 1,172 Construction-in-progress 29 47 Property, plant and equipment, gross 1,315 1,417 Accumulated depreciation (1) (299 ) (472 ) Property, plant and equipment, net $ 1,016 $ 945 (1) Includes finance lease assets and related amortization (see Note 8). |
Schedule of Depreciation and Capitalized Interest Costs | Interest costs capitalized, depreciation expense and finance lease asset amortization expense for the periods presented are as follows: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Interest costs capitalized $ 1 $ 1 $ 2 Depreciation expense 109 105 176 Finance lease asset amortization expense — — 1 |
INTANGIBLES AND OTHER ASSETS,_2
INTANGIBLES AND OTHER ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangibles and Other Assets | Intangibles and other assets, net consist of the following: December 31, (Dollars in millions) 2018 2019 Intangible assets: Customer relationships, net of accumulated amortization of $6 million on December 31, 2018 and $9 million on December 31, 2019 $ 20 $ 17 Trademarks, net of accumulated amortization of $8 million on December 31, 2018 and $11 million on December 31, 2019 8 5 Other assets: Operating leases — 14 Restricted cash 2 2 ABL Facility unamortized debt issuance cost, net 2 2 Other 18 19 Intangibles and other assets, net $ 50 $ 59 |
Schedule of Finite-lived Intangible Assets Amortization Expense | Amortization expense related to intangible assets for the periods presented is as follows: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Customer Relationships $ 3 $ 2 $ 3 Trademarks 3 4 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) 2020 $ 6 2021 4 2022 3 2023 3 2024 3 |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | A summary of Accrued and other liabilities is as follows: December 31, (Dollars in millions) 2018 2019 Payroll and employee benefit costs $ 74 $ 53 Accrued sales rebates 16 16 Operating lease liabilities — 8 Accrued energy 10 7 Accrued freight 5 5 Accrued taxes - other than income 5 4 Accrued professional and legal fees 1 3 Accrued restructuring costs — 2 Other 7 5 Accrued and other liabilities $ 118 $ 103 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Assets and Liabilities, Lessee | The following table details right-of-use assets and associated obligations for operating and finance leases included on the Consolidated Balance Sheet as of December 31, 2019 . December 31, (Dollars in millions) Classification 2019 Assets: Operating lease assets Intangibles and other assets, net $ 14 Finance lease assets Property, plant and equipment, net (1) 7 Total leased assets $ 21 Liabilities Current liabilities: Operating Accrued and other liabilities $ 8 Finance Current maturities of long-term debt and finance leases 2 Non-current liabilities: Operating Other long-term liabilities 6 Finance Long-term debt and finance leases 5 Total lease liabilities $ 21 (1) Finance lease assets are recorded net of accumulated amortization. |
Lease, Cost | The following table details the costs associated with leasing transactions included on the Consolidated Statements of Operations for the year ended December 31, 2019 . Year Ended (Dollars in millions) Classification December 31, 2019 Operating lease cost Cost of products sold (exclusive of depreciation and amortization) $ 11 Operating lease cost Selling, general and administrative expenses 1 Variable lease cost Cost of products sold (exclusive of depreciation and amortization) 8 Short term lease cost Cost of products sold (exclusive of depreciation and amortization) 3 Finance lease cost: Amortization of leased assets Depreciation and amortization 1 Interest on lease liabilities Interest expense — Net lease cost $ 24 The following table provides additional cash flow details associated with leases included in the Consolidated Statement of Cash Flows for the year ended December 31, 2019 . Year Ended (Dollars in millions) December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows related to operating leases $ 12 Operating cash flows related to finance leases — Financing cash flows related to finance leases 1 |
Operating Lease, Liability, Maturity | The following table details the future lease payments associated with leases commenced as of December 31, 2019 , including amounts for any renewal options that Verso has determined are reasonably certain to be exercised. Operating Finance (Dollars in millions) Leases Leases Total 2020 $ 8 $ 2 $ 10 2021 4 2 6 2022 2 2 4 2023 1 1 2 2024 — 1 1 Thereafter — — — Total lease payments $ 15 $ 8 $ 23 Imputed interest (1 ) (1 ) (2 ) Present value of lease liabilities $ 14 $ 7 $ 21 |
Finance Lease, Liability, Maturity | The following table details the future lease payments associated with leases commenced as of December 31, 2019 , including amounts for any renewal options that Verso has determined are reasonably certain to be exercised. Operating Finance (Dollars in millions) Leases Leases Total 2020 $ 8 $ 2 $ 10 2021 4 2 6 2022 2 2 4 2023 1 1 2 2024 — 1 1 Thereafter — — — Total lease payments $ 15 $ 8 $ 23 Imputed interest (1 ) (1 ) (2 ) Present value of lease liabilities $ 14 $ 7 $ 21 |
Lessee, Weighted Average Assumption Information | The following assumptions were used to determine the right-of-use assets and obligations associated with Verso’s leases as of December 31, 2019 . Verso uses its incremental borrowing rate to value the right-of-use asset and related obligations. December 31, 2019 Weighted-average remaining lease term (years): Operating leases 2.2 Finance leases 4.4 Weighted-average discount rate: Operating leases 4.3 % Finance leases 3.8 % |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table represents the future minimum rental payments due under non-cancelable operating leases that had initial or remaining lease terms in excess of one year, as of December 31, 2018 . Amounts are based on ASC 840, Leases , that was superseded upon Verso’s adoption of ASC 842, Leases , on January 1, 2019 (see Note 2). December 31, (Dollars in millions) 2018 2019 $ 6 2020 5 2021 2 2022 1 2023 — Thereafter — Total $ 14 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Interest Expense Related to Debt and Cash Interests Payments on 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: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Interest expense (1) $ 30 $ 15 $ 3 Cash interest paid 30 16 2 Debt issuance cost and discount amortization (2) 9 19 1 (1) Represents interest expense incurred on the Credit Facilities, exclusive of amortization of debt issuance cost and discount and inclusive of amounts capitalized (see Note 5 for additional information on capitalized interest costs). (2) Amortization of debt issuance cost and original issue discount, including accelerated amortization associated with the early extinguishment of the Term Loan Facility and the ABL Amendment, are included in Interest expense on the Consolidated Statements of Operations and in Amortization of debt issuance cost and discount on the Consolidated Statements of Cash Flows. |
OTHER LONG-TERM LIABILITIES (Ta
OTHER LONG-TERM LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Other Long-Term Liabilities | Other long-term liabilities consist of the following: December 31, (Dollars in millions) 2018 2019 Asset retirement obligations $ 13 $ 15 Employee related obligations 15 15 Operating lease liabilities — 6 Deferred compensation 3 4 Other 1 1 Other long-term liabilities $ 32 $ 41 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Earnings (Loss) per Common Share | The following table provides a reconciliation of the basic and diluted loss or income per common share: Year Ended December 31, 2017 2018 2019 Net income (loss) available to common shareholders (in millions) $ (30 ) $ 171 $ 96 Weighted average common shares outstanding - basic (in thousands) 34,432 34,514 34,625 Dilutive shares from stock awards (in thousands) — 582 509 Weighted average common shares outstanding - diluted (in thousands) 34,432 35,096 35,134 Basic income (loss) per share $ (0.87 ) $ 4.97 $ 2.78 Diluted income (loss) per share $ (0.87 ) $ 4.88 $ 2.74 |
RETIREMENT BENEFITS (Tables)
RETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | The following tables summarize the components of net periodic pension cost (income) of Verso’s pension plans for the periods presented: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Components of net periodic pension cost (income): Service cost $ 16 $ 6 $ 4 Interest cost 65 60 65 Expected return on plan assets (75 ) (73 ) (70 ) Settlement — — (13 ) Net periodic pension cost (income) $ 6 $ (7 ) $ (14 ) |
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: December 31, (Dollars in millions) 2018 2019 Amounts recognized in Accumulated other comprehensive (income) loss: Net actuarial (gain) loss, net of tax $ (120 ) $ (122 ) |
Reconciliation of Plans' Benefit Obligation, Plan Assets and Funded Status | The following table sets forth a reconciliation of the pension plans’ benefit obligations, plan assets and funded status for the periods presented: Year Ended December 31, (Dollars in millions) 2018 2019 Change in Projected Benefit Obligation: Benefit obligation at beginning of period $ 1,753 $ 1,590 Settlement — (55 ) Service cost 6 4 Interest cost 60 65 Actuarial (gain) loss (136 ) 170 Benefits paid (93 ) (85 ) Settlement payments — (147 ) Benefit obligation at end of period $ 1,590 $ 1,542 Change in Plan Assets: Plan assets at fair value at beginning of period $ 1,296 $ 1,162 Settlement payments — (147 ) Actual net return on plan assets (84 ) 201 Employer contributions 43 42 Benefits paid (93 ) (85 ) Plan assets at fair value at end of period $ 1,162 $ 1,173 Funded (underfunded) status at end of period $ (428 ) $ (369 ) |
Summary of Expected Future Pension Benefit Payments | The following table summarizes expected future pension benefit payments from the plan: (Dollars in millions) 2020 $ 89 2021 91 2022 92 2023 93 2024 93 2025 - 2029 461 |
Actuarial Assumptions Used in Defined Benefit Pension Plans | The actuarial assumptions used in the defined benefit pension plans were as follows: Year Ended December 31, 2017 2018 2019 Weighted average assumptions used to determine benefit obligations as of end of period: Discount rate 3.51 % 4.17 % 3.11 % Rate of compensation increase N/A N/A N/A Weighted average assumptions used to determine net periodic pension cost for the period: Discount rate 3.98 % 3.51 % 4.17 % Rate of compensation increase N/A N/A N/A Expected long-term return on plan assets 6.50 % 6.50 % 7.00 % |
Schedule of Pension Plan's Asset Allocation | The table below sets forth the fair values of investments, whose fair values are estimated at December 31, 2019 , using the NAV per share derived by the fund managers as a practical expedient that have unfunded commitments and/or redemption restrictions. To derive the estimated NAV per share, the fund managers apply various methodologies, including, but not limited to, use of proprietary estimation models, quoted market prices or third-party valuations for underlying securities within the investments, evaluating contributions, distributions, interest, dividends and management fees, as well as evaluating the general market conditions and their correlation and impact on the investments. December 31, 2019 (Dollars in millions) Fair Value Unfunded Commitments Redemption Frequency Redemption Notice Period Multi-strategy hedge fund (1) $ — $ — Annually 45 days Debt securities hedge fund (2) 72 — Semi-Annually 90 days Private equity (3) 11 2 N/A N/A Domestic equity funds - large cap (4) 69 — Monthly Various (5) $ 152 $ 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 and 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. (4) This fund may invest and trade, on margin or otherwise, in common and preferred stock, futures, convertible securities, rights, warrants, bonds, corporate notes, debentures, U.S. and non U.S. government securities, U.S. government obligations, certificates of deposit, money market funds, cash instruments, U.S. equity index futures, volatility futures, exchange traded funds, exchange traded notes, swaps (including variance swaps), money market instruments and in rights and options, including “put” and “call” options or any combination thereof written by the fund or by others, on securities, commodity, volatility, or other indices, index futures, exchange traded funds, or exchange traded notes. (5) Withdrawals are permitted as of (i) the last business day of each calendar month if written notification is received by the managing member or International Fund Services (N.A.) L.L.C., a subsidiary of the administrator (the “Transfer Agent”) prior to the close of business on the fifth business day of the month, (ii) the last business day of the month following the month that written notification is received by the managing member or Transfer Agent if written notification is received by the Transfer Agent or the managing member after the fifth business day of the month, or (iii) at such times (with less or no prior written notice) as determined by the managing member in its sole discretion. The following table provides the pension plans’ asset allocation for the periods presented: Allocation of Plan Assets 2018 Allocation on 2019 Allocation on Targeted December 31, Targeted December 31, Allocation 2018 Allocation 2019 Fixed income: 25-55% 25-55% Cash and cash equivalent 1 % 3 % Fixed income funds 34 % 31 % Equity securities: 35-65% 35-65% Domestic equity funds - large cap 29 % 34 % Domestic equity funds - small cap 6 % 5 % International equity funds 20 % 17 % Other: 4-15% 4-15% Hedge funds, private equity, real estate, commodities 10 % 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 periods presented: (Dollars in millions) Total Level 1 Level 2 Level 3 Assets Valued at NAV Practical Expedient December 31, 2019 Cash and cash equivalent $ 38 $ — $ 38 $ — $ — Fixed income 360 — 347 13 — Domestic equity - large cap 394 — 1 — 393 International equity 202 78 — 1 123 Domestic equity - small cap 60 1 — — 59 Other (hedge funds, private equity, real estate, commodities) 119 14 — — 105 Total assets at fair value $ 1,173 $ 93 $ 386 $ 14 $ 680 December 31, 2018 Cash and cash equivalent $ 12 $ 12 $ — $ — $ — Fixed income 397 — 393 4 — Domestic equity - large cap 339 20 1 — 318 International equity 229 46 — — 183 Domestic equity - mid cap 1 — 1 — — Domestic equity - small cap 64 11 — — 53 Other (hedge funds, private equity, real estate, commodities) 120 — — — 120 Total assets at fair value $ 1,162 $ 89 $ 395 $ 4 $ 674 |
Schedule of Changes in Fair Value of Plan Assets | The following table sets forth a summary of the changes in the fair value of the pension plan’s Level 3 assets, which are corporate debt and equity securities, for the years ended December 31, 2018 and 2019 : (Dollars in millions) Fair Value Balance, January 1, 2018 $ — Purchase of securities 4 Change in the fair value — Balance, December 31, 2018 $ 4 Purchase of securities 16 Sale of securities (3 ) Change in the fair value of current securities (2 ) Transfers into Level 3 — Transfers out of Level 3 (1 ) Balance, December 31, 2019 $ 14 |
Defined Contribution Plan Disclosures | Expenses under these plans are presented below. Year Ended December 31, (Dollars in millions) 2017 2018 2019 Defined Contribution Plans Non-elective employer contribution $ 14 $ 14 $ 13 Employer 401(k) matching contributions 14 14 14 |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Restricted Stock and Restricted Stock Units Activity | The following table summarizes activity for the time-based restricted stock units: (In thousands, except per share amounts) Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value per Share Non-vested at December 31, 2016 160 $ 11.18 Granted 528 6.41 Vested (73 ) 10.81 Forfeited (32 ) 11.50 Non-vested at December 31, 2017 583 6.89 Granted 204 17.75 Vested (106 ) 7.42 Forfeited (3 ) 14.08 Non-vested at December 31, 2018 678 10.04 Granted 192 20.57 Vested (154 ) 14.16 Forfeited (137 ) 13.81 Non-vested at December 31, 2019 579 $ 11.55 |
Summary of Stock Option Plan Activity | The following table summarizes activity for the performance-based restricted stock units: Restricted Stock Units Weighted Average Grant Date Fair Value per Share (In thousands, except per share amounts) Non-vested at December 31, 2017 — $ — Granted 640 22.25 Vested — — Forfeited (2 ) 18.22 Non-vested at December 31, 2018 638 22.26 Granted 244 17.35 Vested (233 ) 20.92 Forfeited (11 ) 17.50 Non-vested at December 31, 2019 638 $ 18.84 |
RESTRUCTURING CHARGES (Tables)
RESTRUCTURING CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Cumulative Charges Incurred Related to Restructuring | The following table details the charges incurred related primarily to the Androscoggin/Wickliffe capacity reductions as included in Restructuring charges on the Consolidated Statements of Operations: Year Ended Year Ended Cumulative (Dollars in millions) December 31, 2017 December 31, 2018 Incurred Severance and benefit costs $ — $ — $ 5 Write-off of purchase obligations and commitments 2 — 3 Other costs 3 2 8 Total restructuring costs $ 5 $ 2 $ 16 The following table details the charges incurred related to the Luke Mill closure as included in Restructuring charges on the Consolidated Statements of Operations: Year Ended Cumulative (Dollars in millions) December 31, 2019 Incurred Property, plant and equipment, net $ 10 $ 10 Severance and benefit costs 19 19 Write-off of spare parts and inventory 9 9 Write-off of purchase obligations and commitments 1 1 Other costs 13 13 Total restructuring costs $ 52 $ 52 Year Ended Year Ended Cumulative (Dollars in millions) December 31, 2017 December 31, 2018 Incurred Severance and benefit costs $ 1 $ — $ 3 Write-off of purchase obligations 2 (1 ) 1 Other costs 1 — 1 Total restructuring costs $ 4 $ (1 ) $ 5 |
Schedule of Changes in Shutdown Liability | The following table details the changes in the restructuring reserve liabilities related to Corporate restructuring activities as included in Accrued liabilities on the Consolidated Balance Sheets: Year Ended December 31, (Dollars in millions) 2017 2018 Beginning balance of reserve $ 3 $ 2 Severance and benefit costs 1 — Severance and benefit payments (4 ) — Purchase obligations 2 — Purchase obligation payments — (1 ) Purchase obligations adjustments — (1 ) Other costs 1 — Payments on other costs (1 ) — Ending balance of reserve $ 2 $ — The following table details the changes in the restructuring reserve liabilities related to the Androscoggin/Wickliffe capacity reductions as included in Accrued liabilities on the Consolidated Balance Sheets: Year Ended December 31, (Dollars in millions) 2017 2018 Beginning balance of reserve $ 6 $ 1 Severance and benefit payments (5 ) (1 ) Purchase obligations 2 — Payments on purchase obligations (2 ) — Other costs 3 2 Payments on other costs (3 ) (2 ) Ending balance of reserve $ 1 $ — The following table details the changes in the restructuring reserve liabilities related to the Luke Mill closure which are included in Accounts payable and Accrued and other liabilities on the Consolidated Balance Sheets: Year Ended (Dollars in millions) December 31, 2019 Beginning balance of reserve $ — Severance and benefits 19 Severance and benefit payments (17 ) Severance and benefits reserve adjustments (1 ) Purchase obligations 1 Purchase obligations payments (1 ) Other costs 13 Payments on other costs (10 ) Ending balance of reserve $ 4 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Current tax (benefit) provision: U.S. federal $ (6 ) $ — $ — U.S. state and local — — 1 Total current tax (benefit) provision (6 ) — 1 Deferred tax (benefit) provision: U.S. federal 64 35 (4 ) U.S. state and local (1 ) (31 ) 2 Total deferred tax (benefit) provision 63 4 (2 ) Less: valuation allowance (63 ) (4 ) (115 ) Allocation to Other comprehensive (income) loss (2 ) — (1 ) Total income tax (benefit) provision $ (8 ) $ — $ (117 ) |
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: Year Ended December 31, (Dollars in millions) 2017 2018 2019 Tax at Statutory U.S. Rate of 21% in 2019 and 2018 and 35% in 2017 $ (13 ) $ 36 $ (4 ) Increase resulting from: Federal tax rate change 71 — — Allocation to Other comprehensive (income) loss related to pension benefits. (2 ) — (1 ) Other expenses — (1 ) — Net permanent differences 69 (1 ) (1 ) Valuation allowance (63 ) (4 ) (115 ) State income taxes (benefit) — (31 ) 3 Other (1 ) — — Total income tax (benefit) provision $ (8 ) $ — $ (117 ) |
Summary of the Significant Components of Deferred Tax Position | The following is a summary of the significant components of the net deferred tax asset (liability): December 31, (Dollars in millions) 2018 2019 Deferred tax assets: Net operating loss $ 46 $ 54 Credit carryforwards 40 44 Pension 140 123 Compensation obligations 18 15 Inventory reserves/capitalization 23 24 Capitalized expenses 4 4 Other 8 12 Gross deferred tax assets 279 276 Less: valuation allowance (126 ) (11 ) Deferred tax assets, net of allowance $ 153 $ 265 Deferred tax liabilities: Property, plant and equipment $ (149 ) $ (137 ) Intangible assets (3 ) (5 ) Other (1 ) (5 ) Total deferred tax liabilities (153 ) (147 ) Net deferred tax assets $ — $ 118 |
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, 2017 $ 2 Additions — Reductions — Balance at December 31, 2018 2 Additions — Reductions — Balance at December 31, 2019 $ 2 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Unconditional Purchase Obligations | The following table summarizes the unconditional purchase obligations, as of December 31, 2019 , which includes $63 million associated with a wood supply contract that was transferred in the Pixelle Sale and is no longer a contractual obligation of Verso as of February 10, 2020. (Dollars in millions) 2020 42 2021 17 2022 16 2023 15 2024 14 Thereafter 56 Total $ 160 |
UNAUDITED QUARTERLY DATA (Table
UNAUDITED QUARTERLY DATA (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | The quarterly financial data is as follows: (Dollars in millions, except per share amounts) First Second Third Fourth First Second Third Fourth Quarter Quarter Quarter Quarter Quarter Quarter Quarter Quarter 2018 2018 2018 2018 2019 2019 2019 2019 Summary Statement of Operations Data: Net sales $ 639 $ 644 $ 704 $ 695 $ 639 $ 602 $ 616 $ 587 Cost of products sold (exclusive of depreciation and amortization) 581 581 580 579 549 540 536 513 Depreciation and amortization 27 28 28 28 28 104 25 26 Selling, general and administrative expenses 25 28 25 24 24 29 23 28 Restructuring charges 1 1 — (1 ) — 40 4 8 Other operating (income) expense (1) — 2 (9 ) 2 1 1 — 2 Interest expense 11 6 15 1 1 1 — — Other (income) expense (2) (4 ) (3 ) (21 ) (24 ) (1 ) (1 ) (1 ) (15 ) Income tax expense (benefit) (3) — — — — 1 — (1 ) (117 ) Net income (loss) (2 ) 1 86 86 36 (112 ) 30 142 Share Data: Income (loss) per common share: Basic (4) $ (0.06 ) $ 0.03 $ 2.49 $ 2.49 $ 1.05 $ (3.23 ) $ 0.86 $ 4.10 Diluted (4) (0.06 ) 0.03 2.45 2.44 1.03 (3.23 ) 0.85 4.04 Weighted average shares of common stock outstanding (thousands): Basic 34,465 34,506 34,562 34,553 34,484 34,626 34,686 34,702 Diluted 34,465 34,829 35,051 35,288 35,225 34,626 35,137 35,232 Closing price per share: High $ 17.94 $ 21.77 $ 33.67 $ 33.57 $ 25.80 $ 23.22 $ 19.23 $ 18.93 Low 14.46 15.92 20.36 21.02 18.47 16.67 9.90 12.15 Period-end 16.84 21.76 33.67 22.40 21.42 19.05 12.38 18.03 (1) Third quarter 2018 other operating income primarily associated with the realized gain on the sale of the Wickliffe Mill. (2) Third and fourth quarters 2018 other income primarily associated with countervailing duty settlement gains pursuant to the Settlement Agreement. Fourth quarter 2019 other income primarily associated with the pension settlement gain. (3) Fourth quarter 2019 income tax benefit primarily associated with a release of the income tax valuation allowances on all federal deferred tax assets and certain state tax credits. (4) Earnings per share calculations for each fiscal quarter are based on the applicable weighted-average shares outstanding for each period, and the sum of the earnings per share for the four fiscal quarters may not necessarily be equal to the full year earnings per share amount. |
SUMMARY OF BUSINESS AND BASIS_4
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION - Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from External Customer [Line Items] | ||
Net sales | $ 2,444 | $ 2,682 |
End-users and Converters | ||
Revenue from External Customer [Line Items] | ||
Net sales | 1,119 | 1,091 |
Brokers and Merchants | ||
Revenue from External Customer [Line Items] | ||
Net sales | 936 | 1,172 |
Printers | ||
Revenue from External Customer [Line Items] | ||
Net sales | 389 | 419 |
Paper | ||
Revenue from External Customer [Line Items] | ||
Net sales | 2,224 | 2,476 |
Packaging | ||
Revenue from External Customer [Line Items] | ||
Net sales | 103 | 67 |
Pulp | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 117 | $ 139 |
SUMMARY OF BUSINESS AND BASIS_5
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 15, 2016 | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||||
Environmental remediation costs recorded | $ 3 | |||
Environmental remediation costs, included in Balance Sheet | 2 | |||
Trade accounts receivable | 145 | $ 197 | ||
Allowance for doubtful accounts | 1 | 2 | ||
Allowance for uncollectible accounts on receivables sold without recourse, factoring fees | 2 | 1 | ||
Allowance for uncollectible accounts on receivables sold without recourse | 165 | 45 | ||
Restricted cash | $ 2 | $ 2 | ||
Customer Relationships | ||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||||
Finite-lived intangible assets, estimated useful lives (in years) | 10 years | |||
Trademarks | ||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||||
Finite-lived intangible assets, estimated useful lives (in years) | 5 years | |||
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 | |||
Customer Concentration Risk [Member] | Revenue Benchmark | Two Customers | ||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||||
Concentration risk, percentage | 25.00% | 30.00% | 28.00% | |
Customer Concentration Risk [Member] | Accounts Receivable | Two Customers | ||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||||
Concentration risk, percentage | 25.00% | 28.00% |
SUMMARY OF BUSINESS AND BASIS_6
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION - Schedule of Estimated Useful Lives of Property, Plant, and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2019 | |
Furniture and office equipment | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 10 years |
Minimum | Buildings and building improvements | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 20 years |
Minimum | Land improvements | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 10 years |
Minimum | Machinery and equipment | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 3 years |
Minimum | Computer hardware and software | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 3 years |
Maximum | Buildings and building improvements | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 40 years |
Maximum | Land improvements | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 20 years |
Maximum | Machinery and equipment | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 20 years |
Maximum | Computer hardware and software | |
Significant Accounting Policies [Line Items] | |
Estimated useful life | 7 years |
SUMMARY OF BUSINESS AND BASIS_7
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION - Asset Retirement Obligations Included in Other Liabilities (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Asset retirement obligations - beginning balance | $ 14 | $ 15 |
Settlement of existing liabilities | 0 | (1) |
Accretion expense | 2 | 1 |
Adjustments to existing liabilities | 0 | (1) |
Asset retirement obligations - ending balance | 16 | 14 |
Less: Current portion | (1) | (1) |
Non-current portion of asset retirement obligations, ending balance | $ 15 | $ 13 |
SUMMARY OF BUSINESS AND BASIS_8
SUMMARY OF BUSINESS AND BASIS OF PRESENTATION - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2018 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Stockholders' equity beginning of period | $ 906 | $ 746 | $ 770 | |
Pension and other postretirement adjustment, net | 2 | (19) | 5 | |
Net increase in other comprehensive income | 2 | (12) | 5 | |
Stockholders' equity end of period | 1,013 | 906 | 746 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Stockholders' equity beginning of period | 120 | 132 | 127 | |
Stockholders' equity end of period | $ 122 | $ 120 | $ 132 | |
Accounting Standards Update 2018-02 | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Reclassification of stranded tax effects (ASU 2018-02) | $ 0 | |||
Accounting Standards Update 2018-02 | Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Reclassification of stranded tax effects (ASU 2018-02) | $ 7 |
RECENT ACCOUNTING PRONOUNCEME_2
RECENT ACCOUNTING PRONOUNCEMENTS (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Operating lease assets | $ 14 | $ 0 | |
Operating lease liabilities | $ 14 | ||
Accounting Standards Update 2016-02 | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Operating lease assets | $ 24 | ||
Operating lease liabilities | $ 24 |
INVENTORIES (Detail)
INVENTORIES (Detail) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 80 | $ 88 |
Work-in-process | 51 | 56 |
Finished goods | 233 | 225 |
Replacement parts and other supplies | 31 | 29 |
Inventories | $ 395 | $ 398 |
DISPOSITION DISPOSITION (Detail
DISPOSITION DISPOSITION (Details) - Verso Wickliffe - USD ($) $ in Millions | Sep. 05, 2018 | Aug. 16, 2018 |
Business Acquisition [Line Items] | ||
Consideration for business sold | $ 16 | |
Other Operating Income (Expense) | Discontinued Operations, Disposed of by Sale | ||
Business Acquisition [Line Items] | ||
Gain on disposition of business | $ 9 |
PROPERTY, PLANT, AND EQUIPMEN_2
PROPERTY, PLANT, AND EQUIPMENT (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 1,315 | ||
Property, plant and equipment, gross | $ 1,417 | ||
Accumulated depreciation | (299) | ||
Accumulated depreciation | (472) | ||
Property, plant and equipment, net | 1,016 | ||
Property, plant and equipment, net | 945 | ||
Interest costs capitalized | 2 | 1 | $ 1 |
Depreciation expense | 176 | 105 | 109 |
Finance lease asset amortization expense | 1 | 0 | $ 0 |
Land and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 47 | ||
Property, plant and equipment, gross | 42 | ||
Building and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 154 | ||
Property, plant and equipment, gross | 156 | ||
Machinery, equipment and other | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 1,085 | ||
Property, plant and equipment, gross | 1,172 | ||
Construction-in-progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 29 | ||
Property, plant and equipment, gross | $ 47 |
PROPERTY, PLANT, AND EQUIPMEN_3
PROPERTY, PLANT, AND EQUIPMENT - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||
Capital expenditures incurred but not yet paid | $ 15 | $ 7 | $ 8 | |
Accelerated depreciation | $ 6 | |||
Government grant | 4 | |||
Closure of Luke Mill | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Accelerated depreciation | $ 76 | |||
Androscoggin - Wickliffe Capacity Reduction | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Accelerated depreciation | $ 6 | |||
Maine Technology Institute | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reduction of property, plant and equipment | $ (4) |
INTANGIBLES AND OTHER ASSETS,_3
INTANGIBLES AND OTHER ASSETS, NET (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Other assets: | |||
Operating leases | $ 14 | $ 0 | |
Restricted cash | 2 | 2 | |
ABL Facility unamortized debt issuance cost, net | 2 | 2 | |
Other | 19 | 18 | |
Intangibles and other assets, net | 59 | 50 | |
Customer Relationships | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Finite-lived intangible assets | 17 | 20 | |
Other assets: | |||
Intangible assets accumulated amortization | 9 | 6 | |
Amortization expense of intangibles | 3 | 2 | $ 3 |
Trademarks | |||
Intangibles and Other Assets by Major Class [Line Items] | |||
Finite-lived intangible assets | 5 | 8 | |
Other assets: | |||
Intangible assets accumulated amortization | 11 | 8 | |
Amortization expense of intangibles | $ 3 | $ 4 | $ 3 |
INTANGIBLES AND OTHER ASSETS,_4
INTANGIBLES AND OTHER ASSETS, NET - Estimated Future Amortization Expense for Intangible Assets Over Next Five Years (Detail) $ in Millions | Dec. 31, 2019USD ($) |
Estimated future amortization expense | |
2020 | $ 6 |
2021 | 4 |
2022 | 3 |
2023 | 3 |
2024 | $ 3 |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES (Detail) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Payroll and employee benefit costs | $ 53 | $ 74 |
Accrued sales rebates | 16 | 16 |
Operating lease liabilities | 8 | 0 |
Accrued energy | 7 | 10 |
Accrued freight | 5 | 5 |
Accrued taxes - other than income | 4 | 5 |
Accrued professional and legal fees | 3 | 1 |
Accrued restructuring costs | 2 | 0 |
Other | 5 | 7 |
Accrued and other liabilities | $ 103 | $ 118 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Short-term lease commitment | $ 1 | ||
Rent expense for operating leases | $ 12 | $ 10 | |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, renewal term | 1 month | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, renewal term | 1 year |
LEASES - Balance Sheet Effect (
LEASES - Balance Sheet Effect (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
Operating lease assets | $ 14 | $ 0 |
Finance lease assets | 7 | |
Total leased assets | 21 | |
Current liabilities, operating | 8 | 0 |
Current liabilities, finance | 2 | |
Non-current liabilities, operating | 6 | $ 0 |
Non-current liabilities, finance | 5 | |
Total lease liabilities | $ 21 |
LEASES - Statement of Operation
LEASES - Statement of Operations Effect (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Lessee, Lease, Description [Line Items] | |||
Amortization of leased assets | $ 1 | $ 0 | $ 0 |
Interest on lease liabilities | 0 | ||
Net lease cost | 24 | ||
Cost of products sold (exclusive of depreciation and amortization) | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | 11 | ||
Variable lease cost | 8 | ||
Short term lease cost | 3 | ||
Selling, general and administrative expenses | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | $ 1 |
LEASES - Future Lease Payments
LEASES - Future Lease Payments (Details) $ in Millions | Dec. 31, 2019USD ($) |
Operating Leases | |
2020 | $ 8 |
2021 | 4 |
2022 | 2 |
2023 | 1 |
2024 | 0 |
Thereafter | 0 |
Total lease payments | 15 |
Imputed interest | (1) |
Present value of lease liabilities | 14 |
Finance Lease | |
2020 | 2 |
2021 | 2 |
2022 | 2 |
2023 | 1 |
2024 | 1 |
Thereafter | 0 |
Total lease payments | 8 |
Imputed interest | (1) |
Present value of lease liabilities | 7 |
2020 | 10 |
2021 | 6 |
2022 | 4 |
2023 | 2 |
2024 | 1 |
Thereafter | 0 |
Total lease payments | 23 |
Imputed interest | (2) |
Total lease liabilities | $ 21 |
LEASES - Assumptions (Details)
LEASES - Assumptions (Details) | Dec. 31, 2019 |
Leases [Abstract] | |
Weighted-average remaining lease term (years): Operating leases | 2 years 2 months 12 days |
Weighted-average remaining lease term (years): Finance leases | 4 years 4 months 24 days |
Weighted-average discount rate: Operating leases | 4.30% |
Weighted-average discount rate: Finance leases | 3.80% |
LEASES - Cash Flow Effect (Deta
LEASES - Cash Flow Effect (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Leases [Abstract] | |||
Operating cash flows related to operating leases | $ 12 | ||
Operating cash flows related to finance leases | 0 | ||
Financing cash flows related to finance leases | $ 1 | $ 0 | $ 0 |
LEASES - Future Minimum Rental
LEASES - Future Minimum Rental Payments (Details) $ in Millions | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 6 |
2020 | 5 |
2021 | 2 |
2022 | 1 |
2023 | 0 |
Thereafter | 0 |
Total | $ 14 |
DEBT - Additional Information (
DEBT - Additional Information (Detail) - USD ($) $ in Millions | Jul. 15, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 |
Line of Credit | ABL Amendment Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, fair value disclosure | $ 0 | $ 0 | ||
Secured Notes due in 2021 | Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Periodic payment | $ 4 | 9 | $ 18 | |
Repayments of debt | 21 | 7 | ||
Repayments of debt, net | $ 116 | $ 40 |
DEBT - Interest Expense Related
DEBT - Interest Expense Related to Debt and Cash Interests Payments on Debt (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Interest expense | $ 3 | $ 15 | $ 30 |
Cash interest paid | 2 | 16 | 30 |
Debt issuance cost and discount amortization | 1 | 19 | 9 |
Interest Expense | |||
Debt Instrument [Line Items] | |||
Debt issuance cost and discount amortization | $ 1 | $ 19 | $ 9 |
DEBT - Credit facility (Details
DEBT - Credit facility (Details) | Feb. 06, 2019USD ($)incremental_revolving_commitment | Jul. 15, 2016USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($) |
Line of Credit Facility [Line Items] | |||||
Prepayment penalty, percentage, until July 14, 2018 | 2.00% | ||||
Prepayment penalty, percentage, after July 15, 2018 | 1.00% | ||||
Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Amount available for future borrowings | $ 276,000,000 | ||||
Line of Credit | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Outstanding balance of ABL Facility | 0 | ||||
Line of Credit | Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Amount issued in letters of credit | 35,000,000 | ||||
Line of Credit | ABL Amendment Facility | |||||
Line of Credit Facility [Line Items] | |||||
Number of incremental revolving commitments | incremental_revolving_commitment | 1 | ||||
Credit facility, maximum borrowing capacity, accordion feature | $ 75,000,000 | ||||
Unused capacity, commitment fee percentage | 0.25% | ||||
Line of Credit | ABL Amendment Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, borrowing capacity | $ 350,000,000 | ||||
Line of Credit | ABL Amendment Facility | Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, borrowing capacity | 100,000,000 | ||||
Line of Credit | ABL Amendment Facility | Swingline Loans | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, borrowing capacity | $ 35,000,000 | ||||
Line of Credit | ABL Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, borrowing capacity | $ 311,000,000 | ||||
Line of Credit | Term Loan Facility | Revolving Credit Facilities | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility, borrowing capacity | $ 375,000,000 | ||||
Secured Notes due in 2021 | Verso Paper Holdings LLC | |||||
Line of Credit Facility [Line Items] | |||||
Debt issuance costs iccured | 8,000,000 | ||||
Secured Notes due in 2021 | 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, gross | 22,000,000 | ||||
Periodic payment | $ 4,000,000 | $ 9,000,000 | $ 18,000,000 | ||
Minimum | LIBOR | Line of Credit | ABL Amendment Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 1.25% | ||||
Minimum | Base Rate | Line of Credit | ABL Amendment Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 0.25% | ||||
Maximum | LIBOR | Line of Credit | ABL Amendment Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 1.75% | ||||
Maximum | Base Rate | Line of Credit | ABL Amendment Facility | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate over the reference rate | 0.75% |
OTHER LONG-TERM LIABILITIES (De
OTHER LONG-TERM LIABILITIES (Detail) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Asset retirement obligations | $ 15 | $ 13 |
Employee related obligations | 15 | 15 |
Operating lease liabilities | 6 | 0 |
Deferred compensation | 4 | 3 |
Other | 1 | 1 |
Other long-term liabilities | $ 41 | $ 32 |
EARNINGS PER SHARE - Additional
EARNINGS PER SHARE - Additional Information (Detail) - $ / shares shares in Millions | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 15, 2016 | |
Earnings Per Share Disclosure [Line Items] | ||||
Class of warrant or right, outstanding (shares) | 1.8 | |||
Exercise price of warrants (dollars per share) | $ 27.86 | |||
Number of shares called by warrants (shares) | 1.8 | 1.8 | 1.8 | 1.8 |
Restricted Stock Units (RSUs) | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (shares) | 0.6 |
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 | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Net income (loss) available to common shareholders (in millions) | $ 142 | $ 30 | $ (112) | $ 36 | $ 86 | $ 86 | $ 1 | $ (2) | $ 96 | $ 171 | $ (30) |
Weighted average common shares outstanding - basic (in shares) | 34,702 | 34,686 | 34,626 | 34,484 | 34,553 | 34,562 | 34,506 | 34,465 | 34,625 | 34,514 | 34,432 |
Dilutive shares from stock awards (in shares) | 509 | 582 | 0 | ||||||||
Weighted average common shares outstanding - diluted (in shares) | 35,232 | 35,137 | 34,626 | 35,225 | 35,288 | 35,051 | 34,829 | 34,465 | 35,134 | 35,096 | 34,432 |
Basic income (loss) (usd per share) | $ 4.10 | $ 0.86 | $ (3.23) | $ 1.05 | $ 2.49 | $ 2.49 | $ 0.03 | $ (0.06) | $ 2.78 | $ 4.97 | $ (0.87) |
Diluted income (loss) (usd per share) | $ 4.04 | $ 0.85 | $ (3.23) | $ 1.03 | $ 2.44 | $ 2.45 | $ 0.03 | $ (0.06) | $ 2.74 | $ 4.88 | $ (0.87) |
RETIREMENT BENEFITS - Additiona
RETIREMENT BENEFITS - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 10, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees covered, percentage | 64.00% | |||
Verso Androscoggin, LLC | Pixelle | Subsequent Event | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Unfunded pension liabilities assumed by Pixelle | $ 35 | |||
Pension Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Settlement gain | $ 13 | $ 0 | $ 0 | |
Contribution made by employer | 42 | 43 | $ 32 | |
Expected cash contributions | 54 | |||
Accumulated benefit obligation | 1,542 | $ 1,590 | ||
Level 3 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Transfers into (out of) Level 3 | $ (1) |
RETIREMENT BENEFITS - Componen
RETIREMENT BENEFITS - Components of Net Periodic Benefit Cost (Detail) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | $ 4 | $ 6 | $ 16 |
Interest cost | 65 | 60 | 65 |
Expected return on plan assets | (70) | (73) | (75) |
Settlement | (13) | 0 | 0 |
Net periodic pension cost | $ (14) | $ (7) | $ 6 |
RETIREMENT BENEFITS - Detail o
RETIREMENT BENEFITS - Detail of Prior Service Cost and Net Actuarial Loss Recognized In Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Pension Plan | ||
Amounts recognized in Accumulated other comprehensive loss: | ||
Net actuarial (gain) loss, net of tax | $ (122) | $ (120) |
RETIREMENT BENEFITS - Reconcil
RETIREMENT BENEFITS - Reconciliation of Projected Benefit Obligation and Funded Status (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Change in Projected Benefit Obligation: | |||
Settlement | $ (55) | $ 0 | |
Settlement payments | (147) | 0 | |
Change in Plan Assets: | |||
Plan assets at fair value at beginning of fiscal year | 1,162 | ||
Settlement payments | (147) | 0 | |
Plan assets at fair value at end of fiscal year | 1,173 | 1,162 | |
Pension Plan | |||
Change in Projected Benefit Obligation: | |||
Benefit obligation at beginning of fiscal year | 1,590 | 1,753 | |
Service cost | 4 | 6 | $ 16 |
Interest cost | 65 | 60 | 65 |
Actuarial (gain) loss | 170 | (136) | |
Benefits paid | (85) | (93) | |
Benefit obligation at end of fiscal year | 1,542 | 1,590 | 1,753 |
Change in Plan Assets: | |||
Plan assets at fair value at beginning of fiscal year | 1,162 | 1,296 | |
Actual net return on plan assets | 201 | (84) | |
Employer contributions | 42 | 43 | 32 |
Benefits paid | (85) | (93) | |
Plan assets at fair value at end of fiscal year | 1,173 | 1,162 | $ 1,296 |
Funded (underfunded) status at end of period | $ (369) | $ (428) |
RETIREMENT BENEFITS - Summary
RETIREMENT BENEFITS - Summary of Expected Future Pension Benefit Payments (Detail) - Pension Plan $ in Millions | Dec. 31, 2019USD ($) |
Expected future pension benefit payments: | |
2020 | $ 89 |
2021 | 91 |
2022 | 92 |
2023 | 93 |
2024 | 93 |
2025-2029 | $ 461 |
RETIREMENT BENEFITS - Actuaria
RETIREMENT BENEFITS - Actuarial Assumptions Used In Defined Benefit Pension Plans (Detail) - Pension Plan | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Weighted average assumptions used to determine benefit obligations as of end of period: | |||
Discount rate | 3.11% | 4.17% | 3.51% |
Weighted average assumptions used to determine net periodic pension cost for the period: | |||
Discount rate | 4.17% | 3.51% | 3.98% |
Expected long-term return on plan assets | 7.00% | 6.50% | 6.50% |
RETIREMENT BENEFITS - Pension P
RETIREMENT BENEFITS - Pension Plan's Asset Allocation (Detail) | Dec. 31, 2019 | Dec. 31, 2018 |
Cash and cash equivalent | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 3.00% | 1.00% |
Pension Plan | Fixed income funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 31.00% | 34.00% |
Pension Plan | Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 34.00% | 29.00% |
Pension Plan | Domestic equity funds - small cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 5.00% | 6.00% |
Pension Plan | International equity funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 17.00% | 20.00% |
Pension Plan | Hedge funds, private equity, real estate, commodities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Allocation | 10.00% | 10.00% |
Pension Plan | Minimum | Fixed income: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 25.00% | 25.00% |
Pension Plan | Minimum | Equity securities: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 35.00% | 35.00% |
Pension Plan | Minimum | Other: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 4.00% | 4.00% |
Pension Plan | Maximum | Fixed income: | ||
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 | 65.00% | 65.00% |
Pension Plan | Maximum | Other: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Targeted Allocation | 15.00% | 15.00% |
RETIREMENT BENEFITS - Pension_2
RETIREMENT BENEFITS - Pension Plan Assets at Fair Value (Detail) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | $ 1,173 | $ 1,162 | |
Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 93 | 89 | |
Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 386 | 395 | |
Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 14 | 4 | $ 0 |
Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 680 | 674 | |
Cash and cash equivalent | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 38 | 12 | |
Cash and cash equivalent | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 12 | |
Cash and cash equivalent | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 38 | 0 | |
Cash and cash equivalent | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Cash and cash equivalent | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Fixed income | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 360 | 397 | |
Fixed income | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Fixed income | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 347 | 393 | |
Fixed income | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 13 | 4 | |
Fixed income | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Domestic equity - large cap | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 394 | 339 | |
Domestic equity - large cap | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 20 | |
Domestic equity - large cap | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 1 | 1 | |
Domestic equity - large cap | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Domestic equity - large cap | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 393 | 318 | |
International equity | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 202 | 229 | |
International equity | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 78 | 46 | |
International equity | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
International equity | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 1 | 0 | |
International equity | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 123 | 183 | |
Domestic equity - mid cap | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 1 | ||
Domestic equity - mid cap | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | ||
Domestic equity - mid cap | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 1 | ||
Domestic equity - mid cap | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | ||
Domestic equity - mid cap | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | ||
Domestic equity - small cap | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 60 | 64 | |
Domestic equity - small cap | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 1 | 11 | |
Domestic equity - small cap | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Domestic equity - small cap | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Domestic equity - small cap | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 59 | 53 | |
Other (hedge funds, private equity, real estate, commodities) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 119 | 120 | |
Other (hedge funds, private equity, real estate, commodities) | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 14 | 0 | |
Other (hedge funds, private equity, real estate, commodities) | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Other (hedge funds, private equity, real estate, commodities) | Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | 0 | 0 | |
Other (hedge funds, private equity, real estate, commodities) | Assets Valued at NAV Practical Expedient | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets at fair value | $ 105 | $ 120 |
RETIREMENT BENEFITS - Level 3 (
RETIREMENT BENEFITS - Level 3 (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Plan assets at fair value at beginning of fiscal year | $ 1,162 | |
Sale of securities | (3) | |
Transfers into Level 3 | 0 | |
Plan assets at fair value at end of fiscal year | 1,173 | $ 1,162 |
Level 3 | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Plan assets at fair value at beginning of fiscal year | 4 | 0 |
Purchase of securities | 16 | 4 |
Change in the fair value | (2) | 0 |
Transfers out of Level 3 | (1) | |
Plan assets at fair value at end of fiscal year | $ 14 | $ 4 |
RETIREMENT BENEFITS - NAV Inves
RETIREMENT BENEFITS - NAV Investments (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | $ 1,173 | $ 1,162 |
Unfunded Commitments | 2 | |
Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 394 | 339 |
Assets Valued at NAV Practical Expedient | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 680 | 674 |
Assets Valued at NAV Practical Expedient | Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 393 | $ 318 |
Fair Value | Assets Valued at NAV Practical Expedient | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 152 | |
Fair Value | Assets Valued at NAV Practical Expedient | Mutli-strategy hedge fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 0 | |
Fair Value | Assets Valued at NAV Practical Expedient | Debt securities hedge fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 72 | |
Fair Value | Assets Valued at NAV Practical Expedient | Private equity | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 11 | |
Fair Value | Assets Valued at NAV Practical Expedient | Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair Value | 69 | |
Mutli-strategy hedge fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unfunded Commitments | $ 0 | |
Redemption Notice Period | 45 days | |
Debt securities hedge fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unfunded Commitments | $ 0 | |
Redemption Notice Period | 90 days | |
Private equity | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unfunded Commitments | $ 2 | |
Domestic equity funds - large cap | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unfunded Commitments | $ 0 |
RETIREMENT BENEFITS - Defined C
RETIREMENT BENEFITS - Defined Contribution Plans (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |||
Non-elective employer contribution | $ 13 | $ 14 | $ 14 |
Employer 401(k) matching contributions | $ 14 | $ 14 | $ 14 |
EQUITY - Additional Information
EQUITY - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 16, 2019 | Apr. 05, 2019 | Dec. 31, 2016 | Jul. 15, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Compound annual growth rate, period | 3 years | ||||||
Total shareholder return threshold | 5.00% | ||||||
Compensation expense | $ 12 | $ 8 | $ 1 | ||||
Number of shares called by warrants (shares) | 1,800,000 | 1,800,000 | 1,800,000 | 1,800,000 | |||
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 | ||||||
Class of warrant exercised (in shares) | 0 | ||||||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Performance Shares | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares authorized (shares) | 3,600,000 | ||||||
Common stock, reserved for future issuance (shares) | 3,100,000 | ||||||
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock granted (shares) | 200,000 | ||||||
Compensation cost not yet recognized | $ 6 | ||||||
Vested and expected to vest, outstanding (shares) | 1,200,000 | ||||||
Period for recognition (in years) | 1 year 9 months 18 days | ||||||
Time-based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options forfeited (shares) | 137,000 | 3,000 | 32,000 | ||||
Vested and expected to vest, outstanding (shares) | 579,000 | 678,000 | 583,000 | 160,000 | |||
Performance-based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock granted (shares) | 200,000 | ||||||
Options forfeited (shares) | 11,000 | 2,000 | |||||
Vested and expected to vest, outstanding (shares) | 638,000 | 638,000 | 0 | ||||
Common Class A | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Reorganization plan, exercise price of warrants (usd per share) | $ 27.86 | ||||||
Expiration period | 7 years | ||||||
Percentage of stock owned by acquiring person | 15.00% | ||||||
Percentage of market value available for right holder eligible to receive | 50.00% | ||||||
Series A Preferred Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Reorganization plan, exercise price of warrants (usd per share) | $ 75 | ||||||
Preferred stock, shares authorized (in shares) | 100,000 | ||||||
Preferred stock, par value (in dollars per share) | $ 0.01 | ||||||
Chief Executive Officer | Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock granted (shares) | 68,000 | ||||||
Chief Executive Officer | Time-based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for grant, percentage | 10.00% | ||||||
Share-based compensation, accelerated vesting (shares) | 108,000 | ||||||
Options forfeited (shares) | 124,000 | ||||||
Chief Executive Officer | Performance-based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for grant, percentage | 90.00% | ||||||
Accelerated compensation cost | $ 3 | ||||||
Share-based compensation, accelerated vesting (shares) | 233,000 | ||||||
Share-based Payment Arrangement, Tranche One | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting rights, percentage | 50.00% | ||||||
Share-based Payment Arrangement, Tranche One | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting rights, percentage | 150.00% |
EQUITY - Restricted Stock Units
EQUITY - Restricted Stock Units Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Time-based Restricted Stock Units | |||
Restricted Stock Units Outstanding | |||
Options outstanding, beginning balance (shares) | 678 | 583 | 160 |
Options granted (shares) | 192 | 204 | 528 |
Options vested (shares) | (154) | (106) | (73) |
Options forfeited (shares) | (137) | (3) | (32) |
Options outstanding, ending balance (shares) | 579 | 678 | 583 |
Weighted Average Grant Date Fair Value per Share | |||
Options outstanding, beginning balance (USD per share) | $ 10.04 | $ 6.89 | $ 11.18 |
Options granted (USD per share) | 20.57 | 17.75 | 6.41 |
Options vested (USD per share) | 14.16 | 7.42 | 10.81 |
Options forfeited (USD per share) | 13.81 | 14.08 | 11.50 |
Options outstanding, beginning balance (USD per share) | $ 11.55 | $ 10.04 | $ 6.89 |
Performance-based Restricted Stock Units | |||
Restricted Stock Units Outstanding | |||
Options outstanding, beginning balance (shares) | 638 | 0 | |
Options granted (shares) | 244 | 640 | |
Options vested (shares) | (233) | 0 | |
Options forfeited (shares) | (11) | (2) | |
Options outstanding, ending balance (shares) | 638 | 638 | 0 |
Weighted Average Grant Date Fair Value per Share | |||
Options outstanding, beginning balance (USD per share) | $ 22.26 | $ 0 | |
Options granted (USD per share) | 17.35 | 22.25 | |
Options vested (USD per share) | 20.92 | 0 | |
Options forfeited (USD per share) | 17.50 | 18.22 | |
Options outstanding, beginning balance (USD per share) | $ 18.84 | $ 22.26 | $ 0 |
RESTRUCTURING CHARGES - Charges
RESTRUCTURING CHARGES - Charges Incurred Related to Shutdown (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | $ 8 | $ 4 | $ 40 | $ 0 | $ (1) | $ 0 | $ 1 | $ 1 | $ 52 | $ 1 | $ 9 |
Closure of Luke Mill | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 52 | ||||||||||
Cumulative Incurred | 52 | 52 | |||||||||
Closure of Luke Mill | Property, plant and equipment, net | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 10 | ||||||||||
Cumulative Incurred | 10 | 10 | |||||||||
Closure of Luke Mill | Severance and benefit costs | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 19 | ||||||||||
Cumulative Incurred | 19 | 19 | |||||||||
Closure of Luke Mill | Write-off of spare parts, inventory and other assets | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 9 | ||||||||||
Cumulative Incurred | 9 | 9 | |||||||||
Closure of Luke Mill | Write-off of purchase obligations and commitments | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 1 | ||||||||||
Cumulative Incurred | 1 | 1 | |||||||||
Closure of Luke Mill | Other costs | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 13 | ||||||||||
Cumulative Incurred | 13 | 13 | |||||||||
Facility Closing | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | (1) | 4 | |||||||||
Cumulative Incurred | 5 | 5 | |||||||||
Facility Closing | Severance and benefit costs | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 0 | 1 | |||||||||
Cumulative Incurred | 3 | 3 | |||||||||
Facility Closing | Write-off of purchase obligations | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | (1) | 2 | |||||||||
Cumulative Incurred | 1 | 1 | |||||||||
Facility Closing | Other costs | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 0 | 1 | |||||||||
Cumulative Incurred | 1 | 1 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 2 | 5 | |||||||||
Cumulative Incurred | 16 | 16 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | Severance and benefit costs | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 0 | 0 | |||||||||
Cumulative Incurred | 5 | 5 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | Write-off of purchase obligations and commitments | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | 0 | 2 | |||||||||
Cumulative Incurred | 3 | 3 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | Other costs | |||||||||||
Restructuring and Related Cost [Abstract] | |||||||||||
Restructuring charges | $ 2 | $ 3 | |||||||||
Cumulative Incurred | $ 8 | $ 8 |
RESTRUCTURING CHARGES - Changes
RESTRUCTURING CHARGES - Changes in Restructuring Reserve Liabilities (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restructuring Reserve [Roll Forward] | |||||||||||
Purchase obligations | $ 8,000,000 | $ 4,000,000 | $ 40,000,000 | $ 0 | $ (1,000,000) | $ 0 | $ 1,000,000 | $ 1,000,000 | $ 52,000,000 | $ 1,000,000 | $ 9,000,000 |
Closure of Luke Mill | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Beginning balance of reserve | 0 | 0 | |||||||||
Severance and benefit costs | 19,000,000 | ||||||||||
Purchase obligations | 52,000,000 | ||||||||||
Other costs | 13,000,000 | ||||||||||
Ending balance of reserve | 4,000,000 | 0 | 4,000,000 | 0 | |||||||
Closure of Luke Mill | Severance and benefit costs | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (17,000,000) | ||||||||||
Purchase obligations | 19,000,000 | ||||||||||
Closure of Luke Mill | Severance and benefits reserve adjustments | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Severance and benefit costs | 1,000,000 | ||||||||||
Closure of Luke Mill | Purchase obligations | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (1,000,000) | ||||||||||
Purchase obligations | 1,000,000 | ||||||||||
Closure of Luke Mill | Payments on other costs | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (10,000,000) | ||||||||||
Purchase obligations | 13,000,000 | ||||||||||
Facility Closing | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Beginning balance of reserve | 0 | 2,000,000 | 0 | 2,000,000 | 3,000,000 | ||||||
Purchase obligations | (1,000,000) | 4,000,000 | |||||||||
Other costs | 0 | 1,000,000 | |||||||||
Ending balance of reserve | 0 | 0 | 0 | 0 | 2,000,000 | ||||||
Facility Closing | Severance and benefit costs | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Severance and benefit costs | 0 | 1,000,000 | |||||||||
Restructuring payments | 0 | (4,000,000) | |||||||||
Purchase obligations | 0 | 1,000,000 | |||||||||
Facility Closing | Purchase obligations | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (1,000,000) | 0 | |||||||||
Purchase obligations | 0 | 2,000,000 | |||||||||
Facility Closing | Purchase obligations adjustments | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (1,000,000) | 0 | |||||||||
Facility Closing | Payments on other costs | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | 0 | (1,000,000) | |||||||||
Purchase obligations | 0 | 1,000,000 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Beginning balance of reserve | $ 0 | $ 1,000,000 | 0 | 1,000,000 | 6,000,000 | ||||||
Purchase obligations | 2,000,000 | 5,000,000 | |||||||||
Other costs | 2,000,000 | 3,000,000 | |||||||||
Ending balance of reserve | $ 0 | $ 0 | $ 0 | 0 | 1,000,000 | ||||||
Androscoggin - Wickliffe Capacity Reduction | Severance and benefit costs | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (1,000,000) | (5,000,000) | |||||||||
Purchase obligations | 0 | 0 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | Purchase obligations | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | 0 | (2,000,000) | |||||||||
Purchase obligations | 0 | 2,000,000 | |||||||||
Androscoggin - Wickliffe Capacity Reduction | Payments on other costs | |||||||||||
Restructuring Reserve [Roll Forward] | |||||||||||
Restructuring payments | (2,000,000) | (3,000,000) | |||||||||
Purchase obligations | $ 2,000,000 | $ 3,000,000 |
RESTRUCTURING CHARGES (Narrativ
RESTRUCTURING CHARGES (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019TEmployee | Mar. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jul. 19, 2017T | Dec. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||||
Decrease in production capacity | T | 200,000 | ||||||
Accelerated depreciation | $ 6,000,000 | ||||||
Closure of Luke Mill | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 4,000,000 | $ 0 | |||||
Annual production capacity | T | 2,700,000 | ||||||
Number of positions eliminated | Employee | 675 | ||||||
Accelerated depreciation | 76,000,000 | ||||||
Facility Closing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 0 | 0 | $ 2,000,000 | $ 3,000,000 | |||
Androscoggin - Wickliffe Capacity Reduction | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 0 | $ 0 | $ 1,000,000 | $ 6,000,000 | |||
Accelerated depreciation | $ 6,000,000 | ||||||
Coated Freesheet | Closure of Luke Mill | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Decrease in production capacity | T | 450,000 |
INCOME TAXES - Summary of Comp
INCOME TAXES - Summary of Components of (Benefit) Provision for Income Taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current tax (benefit) provision: | |||||||||||
U.S. federal | $ 0 | $ 0 | $ (6) | ||||||||
U.S. state and local | 1 | 0 | 0 | ||||||||
Total current tax (benefit) provision | 1 | 0 | (6) | ||||||||
Deferred tax (benefit) provision: | |||||||||||
U.S. federal | (4) | 35 | 64 | ||||||||
U.S. state and local | 2 | (31) | (1) | ||||||||
Total deferred tax (benefit) provision | (2) | 4 | 63 | ||||||||
Less: valuation allowance | (115) | (4) | (63) | ||||||||
Allocation to Other comprehensive (income) loss | (1) | 0 | (2) | ||||||||
Total income tax (benefit) provision | $ (117) | $ (1) | $ 0 | $ 1 | $ 0 | $ 0 | $ 0 | $ 0 | $ (117) | $ 0 | $ (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 | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective income tax reconciliation | |||||||||||
Tax at Statutory U.S. Rate of 21% in 2019 and 2018 and 35% in 2017 | $ (4) | $ 36 | $ (13) | ||||||||
Increase resulting from: | |||||||||||
Federal tax rate change | 0 | 0 | 71 | ||||||||
Allocation to Other comprehensive (income) loss related to pension benefits. | (1) | 0 | (2) | ||||||||
Other expenses | 0 | (1) | 0 | ||||||||
Net permanent differences | (1) | (1) | 69 | ||||||||
Valuation allowance | (115) | (4) | (63) | ||||||||
State income taxes (benefit) | 3 | (31) | 0 | ||||||||
Other | 0 | 0 | (1) | ||||||||
Total income tax (benefit) provision | $ (117) | $ (1) | $ 0 | $ 1 | $ 0 | $ 0 | $ 0 | $ 0 | $ (117) | $ 0 | $ (8) |
Federal statutory income tax rate, percent | 21.00% | 21.00% | 35.00% |
INCOME TAXES - Summary of Sign
INCOME TAXES - Summary of Significant Components of Deferred Tax Position (Detail) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Net operating loss | $ 54 | $ 46 |
Credit carryforwards | 44 | 40 |
Pension | 123 | 140 |
Compensation obligations | 15 | 18 |
Inventory reserves/capitalization | 24 | 23 |
Capitalized expenses | 4 | 4 |
Other | 12 | 8 |
Gross deferred tax assets | 276 | 279 |
Less: valuation allowance | (11) | (126) |
Deferred tax assets, net of allowance | 265 | 153 |
Deferred tax liabilities: | ||
Property, plant and equipment | (137) | (149) |
Intangible assets | (5) | (3) |
Other | (5) | (1) |
Total deferred tax liabilities | (147) | (153) |
Net deferred tax assets | $ 118 | $ 0 |
INCOME TAXES - Additional Info
INCOME TAXES - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Line Items] | |||
Valuation allowance for deferred tax assets | $ 11,000,000 | $ 126,000,000 | |
Decrease in valuation allowance for deferred tax assets | 115,000,000 | ||
Income tax expense, allocated to other comprehensive income | 1,000,000 | 0 | |
Federal income tax expense (benefit) | 1,000,000 | 0 | |
Other comprehensive (income) loss, defined benefit plan, after reclassification adjustment, tax | 123,000,000 | ||
Reduction in income tax benefits | 32,000,000 | ||
Federal net operating loss carryforwards, subject to expiration | 198,000,000 | ||
Federal net operating loss carryforwards, not subject to expiration | 40,000,000 | ||
State income tax credit | 44,000,000 | 40,000,000 | |
Research and development credit carryforwards | 4,000,000 | ||
Federal tax rate change | 0 | 0 | $ 71,000,000 |
Tax-related interest and penalties | 0 | 0 | |
Expense (benefit) for interest and penalties | 0 | $ 0 | 0 |
Alternative Minimum Tax Carryover | |||
Income Taxes [Line Items] | |||
Federal tax rate change | $ (6,000,000) | ||
Federal | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 347,000,000 | ||
Operating loss carryforward, net of attributable reductions | 238,000,000 | ||
State | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 71,000,000 |
INCOME TAXES - Unrecognized Ta
INCOME TAXES - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits, start | $ 2 | $ 2 |
Additions | 0 | 0 |
Reductions | 0 | 0 |
Unrecognized tax benefits, end | $ 2 | $ 2 |
NEW MARKET TAX CREDIT ENTITIES
NEW MARKET TAX CREDIT ENTITIES - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2017 | Dec. 31, 2010 | |
Variable Interest Entity [Line Items] | |||
Renewable energy project amount | $ 43 | ||
Verso Paper Holdings LLC | Variable Interest Entity, Primary Beneficiary | Other Nonoperating Income (Expense) | |||
Variable Interest Entity [Line Items] | |||
Gain (loss) on extinguishment of debt | $ 8 | ||
Related expenses | $ 1 | ||
Verso Paper Holdings LLC | Variable Interest Entity, Primary Beneficiary | Chase NMTC Verso Investment Fund, LLC | |||
Variable Interest Entity [Line Items] | |||
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 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Schedule of Unconditional Purchase Obligations (Detail) $ in Millions | Dec. 31, 2019USD ($) |
Unconditional purchase obligations, rolling maturity | |
2020 | $ 42 |
2021 | 17 |
2022 | 16 |
2023 | 15 |
2024 | 14 |
Thereafter | 56 |
Total | $ 160 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Represemted Employee (Detail) $ in Millions | Mar. 01, 2019Work_siteNumber_of_union_local | Dec. 31, 2019USD ($) | Feb. 28, 2019Work_siteNumber_of_union_local |
Represented Employees | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Workforce, percentage represented by union | 65.00% | ||
Union negotiation | $ | $ 7 | ||
United Steelworkers | Represented Employees | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Workforce, percentage represented by union | 80.00% | ||
Union, work sites represented | Work_site | 4 | ||
Union, number of locals represented | Number_of_union_local | 5 | ||
Union, agreement term | 3 years | ||
International Brotherhood of Electrical Workers and the International Brotherhood of Teamsters | Represented Employees | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Union, work sites represented | Work_site | 2 | ||
Union, number of locals represented | Number_of_union_local | 2 | ||
One to Ten Years | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Severance, eligible pay period | 7 days | ||
Eleven Plus Years | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Severance, additional eligible pay period | 14 days | ||
Minimum | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Severance, termination allowance, eligible pay period | 14 days | ||
Minimum | One to Ten Years | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Severance, service period | 1 day | ||
Minimum | Eleven Plus Years | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Severance, service period | 11 years | ||
Maximum | |||
Commitments and Contingencies Disclosure [Line Items] | |||
Severance, termination allowance, eligible pay period | 365 days |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) $ in Millions | Jul. 05, 2018USD ($) | Nov. 30, 2019tank | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Line Items] | ||||
Unconditional purchase obligations, change of amount | $ 63 | |||
Number of aboveground storage tanks | tank | 4 | |||
Environmental remediation costs recorded | 3 | |||
Environmental remediation expense | 1 | |||
Environmental remediation costs, included in Balance Sheet | 2 | |||
Settlement Agreement | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Litigation settlement, amount awarded from other party | $ 42 | |||
Settlement Agreement | Maximum | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Litigation settlement, amount awarded from other party | $ 42 | |||
Forecast | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Environmental remediation expense | $ 2 |
UNAUDITED QUARTERLY DATA (Detai
UNAUDITED QUARTERLY DATA (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 587 | $ 616 | $ 602 | $ 639 | $ 695 | $ 704 | $ 644 | $ 639 | $ 2,444 | $ 2,682 | $ 2,461 |
Cost of products sold (exclusive of depreciation and amortization) | 513 | 536 | 540 | 549 | 579 | 580 | 581 | 581 | |||
Depreciation and amortization | 26 | 25 | 104 | 28 | 28 | 28 | 28 | 27 | 183 | 111 | 115 |
Selling, general and administrative expenses | 28 | 23 | 29 | 24 | 24 | 25 | 28 | 25 | 104 | 102 | 107 |
Restructuring charges | 8 | 4 | 40 | 0 | (1) | 0 | 1 | 1 | 52 | 1 | 9 |
Other operating (income) expense | 2 | 0 | 1 | 1 | 2 | (9) | 2 | 0 | 4 | (5) | 1 |
Interest expense | 0 | 0 | 1 | 1 | 1 | 15 | 6 | 11 | 2 | 33 | 38 |
Other (income) expense | (15) | (1) | (1) | (1) | (24) | (21) | (3) | (4) | (18) | (52) | (21) |
Income tax expense (benefit) | (117) | (1) | 0 | 1 | 0 | 0 | 0 | 0 | (117) | 0 | (8) |
Net income (loss) | $ 142 | $ 30 | $ (112) | $ 36 | $ 86 | $ 86 | $ 1 | $ (2) | $ 96 | $ 171 | $ (30) |
Income (loss) per common share: | |||||||||||
Basic (usd per share) | $ 4.10 | $ 0.86 | $ (3.23) | $ 1.05 | $ 2.49 | $ 2.49 | $ 0.03 | $ (0.06) | $ 2.78 | $ 4.97 | $ (0.87) |
Diluted (usd per share) | $ 4.04 | $ 0.85 | $ (3.23) | $ 1.03 | $ 2.44 | $ 2.45 | $ 0.03 | $ (0.06) | $ 2.74 | $ 4.88 | $ (0.87) |
Weighted average common shares outstanding (in thousands): | |||||||||||
Basic (in shares) | 34,702 | 34,686 | 34,626 | 34,484 | 34,553 | 34,562 | 34,506 | 34,465 | 34,625 | 34,514 | 34,432 |
Diluted (in shares) | 35,232 | 35,137 | 34,626 | 35,225 | 35,288 | 35,051 | 34,829 | 34,465 | 35,134 | 35,096 | 34,432 |
Closing price per share: | |||||||||||
High (usd per share) | $ 18.93 | $ 19.23 | $ 23.22 | $ 25.80 | $ 33.57 | $ 33.67 | $ 21.77 | $ 17.94 | |||
Low (usd per share) | 12.15 | 9.90 | 16.67 | 18.47 | 21.02 | 20.36 | 15.92 | 14.46 | |||
Period-end (usd per share) | $ 18.03 | $ 12.38 | $ 19.05 | $ 21.42 | $ 22.40 | $ 33.67 | $ 21.76 | $ 16.84 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - Subsequent Event - USD ($) | Feb. 26, 2020 | Feb. 10, 2020 |
Subsequent Event [Line Items] | ||
Share repurchase program authorization | $ 250,000,000 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Verso Androscoggin, LLC | ||
Subsequent Event [Line Items] | ||
Consideration for business sold | $ 346,000,000 | |
Pixelle | Verso Androscoggin, LLC | ||
Subsequent Event [Line Items] | ||
Unfunded pension liabilities assumed by Pixelle | $ 35,000,000 | |
Forecast | ||
Subsequent Event [Line Items] | ||
Quarterly dividend initiated (in dollars per share) | $ 0.10 |
Uncategorized Items - vrs123120
Label | Element | Value |
Accounting Standards Update 2018-02 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (7,000,000) |