Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 01, 2019 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | CLEARWATER PAPER CORP | |
Entity Central Index Key | 0001441236 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Common Stock, Shares Outstanding | 16,515,813 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||||||
Revenues | $ 445,188,000 | $ 426,460,000 | $ 1,325,960,000 | $ 1,295,511,000 | ||||
Costs and expenses: | ||||||||
Cost of sales | (418,704,000) | (376,221,000) | (1,212,775,000) | (1,155,808,000) | ||||
Selling, general and administrative expenses | (28,944,000) | (26,283,000) | (85,942,000) | (85,827,000) | ||||
Gain on divested assets, net | 0 | 22,944,000 | 0 | 22,944,000 | ||||
Total operating costs and expenses | (447,648,000) | (379,560,000) | (1,298,717,000) | (1,218,691,000) | ||||
(Loss) income from operations | (2,460,000) | 46,900,000 | 27,243,000 | 76,820,000 | ||||
Interest expense, net | (13,077,000) | (7,547,000) | (32,477,000) | (23,290,000) | ||||
Debt retirement costs | (2,725,000) | 0 | (2,725,000) | 0 | ||||
Non-operating pension and other postretirement benefit (costs) income | (1,421,000) | (1,234,000) | (4,266,000) | (3,700,000) | ||||
(Loss) earnings before income taxes | (19,683,000) | 38,119,000 | (12,225,000) | 49,830,000 | ||||
Income tax benefit (provision) | 8,710,000 | (3,675,000) | 4,665,000 | (5,825,000) | ||||
Net (loss) earnings | $ (10,973,000) | $ (424,000) | $ 3,837,000 | $ 34,444,000 | $ 6,961,000 | $ 2,600,000 | $ (7,560,000) | $ 44,005,000 |
Net (loss) earnings per common share: | ||||||||
Basic (in dollars per share) | $ (0.66) | $ 2.09 | $ (0.46) | $ 2.67 | ||||
Diluted (in dollars per share) | $ (0.66) | $ 2.08 | $ (0.46) | $ 2.66 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ (10,973) | $ 34,444 | $ (7,560) | $ 44,005 |
Defined benefit pension and other postretirement employee benefits: | ||||
Amortization of actuarial loss included in net periodic cost, net of tax of $459, $602, $1,376 and $1,807 | 1,286 | 1,687 | 3,859 | 5,059 |
Amortization of prior service credit included in net periodic cost, net of tax of $-, $(110), $- and $(331) | 0 | (309) | 0 | (926) |
Other comprehensive income (loss), net of tax | 1,286 | 1,378 | 3,859 | 4,133 |
Comprehensive income | $ (9,687) | $ 35,822 | $ (3,701) | $ 48,138 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Amortization of actuarial loss included in net periodic cost, tax expense | $ 459 | $ 602 | $ 1,376 | $ 1,807 |
Amortization of prior service credit included in net periodic cost, tax benefit | $ 0 | $ (110) | $ 0 | $ (331) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 7,815 | $ 22,484 |
Restricted cash | 1,440 | 0 |
Receivables, net | 157,929 | 145,519 |
Taxes receivable | 6,721 | 6,301 |
Inventories | 282,395 | 266,244 |
Other current assets | 7,960 | 3,399 |
Total current assets | 464,260 | 443,947 |
Property, plant and equipment, net | 1,273,474 | 1,269,271 |
Operating lease right-of-use assets | 74,503 | 0 |
Goodwill | 35,074 | 35,074 |
Intangible assets, net | 18,725 | 24,080 |
Other assets, net | 15,041 | 15,746 |
TOTAL ASSETS | 1,881,077 | 1,788,118 |
Current liabilities: | ||
Short-term debt | 58,000 | 120,833 |
Accounts payable and accrued liabilities | 229,563 | 321,032 |
Current liability for pensions and other postretirement employee benefits | 7,430 | 7,430 |
Total current liabilities | 294,993 | 449,295 |
Long-term debt | 866,702 | 671,292 |
Operating lease liabilities | 66,571 | 0 |
Liability for pension and other postretirement employee benefits | 73,738 | 78,191 |
Other long-term obligations | 33,990 | 38,977 |
Accrued taxes | 3,070 | 2,785 |
Deferred tax liabilities | 116,868 | 121,182 |
TOTAL LIABILITIES | 1,455,932 | 1,361,722 |
Commitments and contingent liabilities | ||
Stockholders' equity: | ||
Preferred stock, par value $0.0001 per share, 5,000,000 authorized shares, no shares issued | 0 | 0 |
Common stock, par value $0.0001 per share, 100,000,000 authorized shares, 16,515,337 and 16,482,345 shares issued | 2 | 2 |
Additional paid-in capital | 8,853 | 6,403 |
Retained earnings | 479,779 | 487,339 |
Accumulated other comprehensive loss, net of tax | (63,489) | (67,348) |
TOTAL STOCKHOLDERS' EQUITY | 425,145 | 426,396 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,881,077 | $ 1,788,118 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001000000 | $ 0.0001000000 |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001000000 | $ 0.0001000000 |
Common stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 16,515,337 | 16,482,345 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net earnings | $ (7,560) | $ 44,005 |
Adjustments to reconcile net (loss) earnings to net cash flows from operating activities: | ||
Depreciation and amortization | 86,343 | 75,686 |
Equity-based compensation expense | 2,959 | 2,845 |
Deferred tax expense | (6,023) | 3,930 |
Employee benefit plans | 1,006 | 102 |
Amortization of deferred issuance costs on debt | 1,452 | 943 |
Loss on retirement of debt | 2,725 | 0 |
Gain on divested assets | 0 | (25,510) |
Other non-cash activity, net | 724 | 84 |
Changes in working capital, net | (98,266) | 7,402 |
Changes in taxes receivable | (420) | 13,534 |
Other, net | 825 | (1,922) |
Net cash provided by operating activities | (16,235) | 121,099 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Additions to plant and equipment | (125,794) | (174,034) |
Net proceeds from divested assets | 0 | 70,930 |
Other, net | 14 | 807 |
Net cash used for investing activities | (125,780) | (102,297) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Borrowings on long-term debt | 296,146 | 0 |
Repayments of borrowings on long-term debt | (101,671) | 0 |
Borrowings on short-term debt | 534,877 | 322,454 |
Repayments of borrowings on short-term debt | (598,715) | (277,454) |
Payments for debt issuance costs | (1,844) | 0 |
Other, net | (1,430) | (853) |
Net cash (used for) provided by financing activities | 127,363 | 44,147 |
(Decrease) increase in cash, cash equivalents and restricted cash | (14,652) | 62,949 |
Cash, cash equivalents and restricted cash at beginning of period | 24,947 | 16,738 |
Cash, cash equivalents and restricted cash at end of period | 10,295 | 79,687 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest, net of amounts capitalized | 38,789 | 27,449 |
Cash paid for income taxes | 2,202 | 1,665 |
Cash received from income tax refunds | 238 | 13,483 |
(Decrease) increase in accrued property, plant and equipment | $ (46,454) | $ 78,465 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholder's Equity Consolidated Statements of Stockholder's Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Dec. 31, 2017 | 16,448 | ||||
Beginning balance at Dec. 31, 2017 | $ 575,434 | $ 2 | $ 1,161 | $ 618,254 | $ (43,983) |
Net earnings | 2,600 | 2,600 | |||
Performance share, restricted stock unit, and stock option awards (in shares) | 13 | ||||
Performance share, restricted stock unit, and stock option awards | 1,267 | 1,267 | |||
Reclassification of the income tax effects of the Tax Cuts and Jobs Act | 12,852 | (12,852) | |||
Pension and other postretirement employee benefit plans, net of tax | 1,419 | 1,419 | |||
Beginning balance (in shares) at Mar. 31, 2018 | 16,461 | ||||
Beginning balance at Mar. 31, 2018 | 580,720 | $ 2 | 2,428 | 633,706 | (55,416) |
Beginning balance (in shares) at Dec. 31, 2017 | 16,448 | ||||
Beginning balance at Dec. 31, 2017 | 575,434 | $ 2 | 1,161 | 618,254 | (43,983) |
Net earnings | 44,005 | ||||
Beginning balance (in shares) at Sep. 30, 2018 | 16,461 | ||||
Beginning balance at Sep. 30, 2018 | 628,125 | $ 2 | 5,714 | 675,111 | (52,702) |
Beginning balance (in shares) at Mar. 31, 2018 | 16,461 | ||||
Beginning balance at Mar. 31, 2018 | 580,720 | $ 2 | 2,428 | 633,706 | (55,416) |
Net earnings | 6,961 | 6,961 | |||
Performance share, restricted stock unit, and stock option awards | 1,552 | 1,552 | |||
Pension and other postretirement employee benefit plans, net of tax | 1,336 | 1,336 | |||
Beginning balance (in shares) at Jun. 30, 2018 | 16,461 | ||||
Beginning balance at Jun. 30, 2018 | 590,569 | $ 2 | 3,980 | 640,667 | (54,080) |
Net earnings | 34,444 | 34,444 | |||
Performance share, restricted stock unit, and stock option awards | 1,734 | 1,734 | |||
Pension and other postretirement employee benefit plans, net of tax | 1,378 | 1,378 | |||
Beginning balance (in shares) at Sep. 30, 2018 | 16,461 | ||||
Beginning balance at Sep. 30, 2018 | 628,125 | $ 2 | 5,714 | 675,111 | (52,702) |
Beginning balance (in shares) at Dec. 31, 2018 | 16,482 | ||||
Beginning balance at Dec. 31, 2018 | 426,396 | $ 2 | 6,403 | 487,339 | (67,348) |
Net earnings | 3,837 | 3,837 | |||
Performance share, restricted stock unit, and stock option awards (in shares) | 33 | ||||
Performance share, restricted stock unit, and stock option awards | 772 | 772 | |||
Pension and other postretirement employee benefit plans, net of tax | 1,239 | 1,239 | |||
Beginning balance (in shares) at Mar. 31, 2019 | 16,515 | ||||
Beginning balance at Mar. 31, 2019 | 432,244 | $ 2 | 7,175 | 491,176 | (66,109) |
Beginning balance (in shares) at Dec. 31, 2018 | 16,482 | ||||
Beginning balance at Dec. 31, 2018 | 426,396 | $ 2 | 6,403 | 487,339 | (67,348) |
Net earnings | (7,560) | ||||
Beginning balance (in shares) at Sep. 30, 2019 | 16,515 | ||||
Beginning balance at Sep. 30, 2019 | 425,145 | $ 2 | 8,853 | 479,779 | (63,489) |
Beginning balance (in shares) at Mar. 31, 2019 | 16,515 | ||||
Beginning balance at Mar. 31, 2019 | 432,244 | $ 2 | 7,175 | 491,176 | (66,109) |
Net earnings | (424) | (424) | |||
Performance share, restricted stock unit, and stock option awards | 1,211 | 1,211 | |||
Pension and other postretirement employee benefit plans, net of tax | 1,334 | 1,334 | |||
Beginning balance (in shares) at Jun. 30, 2019 | 16,515 | ||||
Beginning balance at Jun. 30, 2019 | 434,365 | $ 2 | 8,386 | 490,752 | (64,775) |
Net earnings | (10,973) | (10,973) | |||
Performance share, restricted stock unit, and stock option awards | 467 | 467 | |||
Pension and other postretirement employee benefit plans, net of tax | 1,286 | 1,286 | |||
Beginning balance (in shares) at Sep. 30, 2019 | 16,515 | ||||
Beginning balance at Sep. 30, 2019 | $ 425,145 | $ 2 | $ 8,853 | $ 479,779 | $ (63,489) |
Consolidated Statements of St_2
Consolidated Statements of Stockholder's Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||||
Pension and OPEB, Tax | $ (459) | $ (475) | $ (442) | $ (492) | $ (477) | $ (507) |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Nature of Operations and Basis of Presentation | Nature of Operations and Basis of Presentation GENERAL Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, parent roll tissue, bleached paperboard and pulp at manufacturing facilities across the nation. The company is a premier supplier of private label tissue to major retailers and wholesale distributors, including grocery, drug, mass merchants and discount stores. In addition, the company produces bleached paperboard used by quality-conscious printers and packaging converters, and offers services that include custom sheeting, slitting and cutting. Clearwater Paper's employees build shareholder value by developing strong customer relationships through quality and service. FINANCIAL STATEMENT PREPARATION AND PRESENTATION The accompanying Consolidated Balance Sheets at September 30, 2019 and December 31, 2018 , and the related Consolidated Statements of Operations, Comprehensive Income and Stockholders' Equity for the three and nine months ended September 30, 2019 and 2018 , and Consolidated Statements of Cash Flows for the nine months ended September 30, 2019 and 2018, have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP. We believe that all adjustments necessary for a fair presentation of the results of the interim periods presented have been included. The results of operations for any interim period are not necessarily indicative of the results of operations to be expected for the full year. This Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2018 , as filed with the Securities and Exchange Commission, or SEC, on March 18, 2019. Certain 2018 amounts have been reclassified to conform to the 2019 presentation. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ESTIMATES The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting periods. Significant areas that may require the use of estimates and measurement of uncertainty include determination of net realizable value for deferred tax assets, uncertain income tax positions, assessment of impairment of long-lived assets and goodwill, assessment of environmental matters, equity-based compensation and pension and postretirement obligation assumptions. Actual results could differ from those estimates and assumptions. CASH, CASH EQUIVALENTS AND RESTRICTED CASH We consider all highly liquid instruments with maturities of three months or less at date of purchase to be cash equivalents. Cash that is held by a third party and has restrictions on its availability to us is classified as restricted cash. The following table provides details of cash, cash equivalents and restricted cash reported on the Consolidated Balance Sheets and Consolidated Statements of Cash Flows. (In thousands) September 30, 2019 December 31, 2018 September 30, 2018 Cash and cash equivalents $ 7,815 $ 22,484 $ 76,150 Restricted cash 1,440 — 1,080 Restricted cash included in other assets, net 1,040 2,463 2,457 Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows $ 10,295 $ 24,947 $ 79,687 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are stated at cost, including any interest costs capitalized, less accumulated depreciation. Depreciation of buildings, equipment and other depreciable assets is determined using the straight-line method. Assets we acquire through business combinations have estimated lives that are typically shorter than the assets we construct or buy new. For the nine months ended September 30, 2019 , we capitalized $ 4.9 million of interest expense associated with the construction of a paper machine at our Shelby, North Carolina consumer products facility and $ 0.8 million of interest expense associated with the construction of a continuous pulp digester at our Lewiston, Idaho pulp and paperboard facility. For the nine months ended September 30, 2018, we capitalized $5.1 million of interest expense associated with the Shelby paper machine and $0.9 million of interest expense associated with the continuous pulp digester project. We review the carrying amount of long-lived assets with definite lives that are held-for-use and evaluate them for recoverability whenever events or changes in circumstances indicate that we may be unable to recover the carrying amount of the assets. LEASES All significant lease arrangements are generally recognized at lease commencement. Operating lease right-of-use, or ROU, assets and lease liabilities are recognized at commencement. An ROU asset and corresponding lease liability are not recorded for leases with an initial term of 12 months or less (short-term leases), and we recognize lease expense for these leases as incurred over the lease term. ROU assets represent our right to use an underlying asset during the reasonably certain lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. We primarily use our incremental borrowing rate, which is updated quarterly, based on the information available at commencement date, in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments related to initial direct cost and prepayments and excludes lease incentives. Refer to Note 4, "Leases," for additional information. REVENUE RECOGNITION We enter into contracts that can include various combinations of tissue and paperboard products, which are generally distinct and accounted for as separate performance obligations. Revenue is recognized at a point in time upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Transfer of control typically occurs when the title and risk of loss passes to the customer. Shipping terms generally indicate when title and the risk of loss have passed. Revenue is recognized at shipment for sales when shipping terms are free on board, or FOB, shipping point. For sales where shipping terms are FOB destination, revenue is recognized when the goods are received by the customer. Revenue from both domestic and foreign sales of our products can involve shipping terms of either FOB shipping point or FOB destination or other shipping terms, depending upon the sales agreement with the customer. We have elected to treat shipping and handling costs for FOB shipping point contracts as a fulfillment cost, not as a separate performance obligation. No revenue is recognized over time. We typically expense incremental direct costs of obtaining a contract (sales commissions) when incurred because the amortization period is generally 12 months or less. We have also elected to use the practical expedient to not disclose unsatisfied or partially satisfied performance obligations as we have no unsatisfied contracts where the remaining portions are expected to be satisfied in a period greater than one year. We provide for trade promotions, customer cash discounts, customer returns and other deductions as reductions to net sales, which are accounted for as variable consideration when estimating the amount of revenue to recognize . Returns and credits are estimated at contract inception and updated at the end of each reporting period as additional information becomes available. Revenue net of returns and credits is only recognized to the extent that it is probable that a significant reversal of any incremental revenue will not occur. Significant judgment is required to determine the most probable amount of variable consideration to apply as a reduction to net sales. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Payment terms and conditions vary by contract. Terms generally include a requirement of payment within 30 days, and do not include a significant financing component. Trade accounts receivable are reported within Receivables, net, and are stated at the amount we expect to collect. Trade accounts receivable were $156.3 million and $142.8 million at September 30, 2019 and December 31, 2018, respectively. Trade accounts receivable do not bear interest. The allowance for doubtful accounts is our best estimate of the losses we expect will result from the inability of our customers to make required payments. We generally determine the allowance based on a combination of actual historical write-off experience and an analysis of specific customer accounts. As of September 30, 2019 and December 31, 2018 , we had allowances for doubtful accounts of $1.4 million and $1.5 million , respectively. Refer to Note 14, "Segment Information," for further information, including the disaggregation of revenue by segment, primary geographical market, and major product type. ACCOUNTS RECEIVABLE ARRANGEMENTS We had an Account Purchase Agreement ("APA") to sell, on a revolving and discounted basis, certain trade accounts receivable balances to an unrelated third-party financial institution. Under the APA, the maximum amount of receivables that could be sold and outstanding was $30.0 million . We retained no interest in the receivables sold under the APA, however, we did have servicing responsibilities for the sold receivables, such as collection. The fair value of the servicing arrangement was not material to our financial statements. As of September 30, 2019, all amounts collected from customers under the APA had been remitted to the third-party financial institution. At December 31, 2018, we had collected $4.9 million of cash from customers that had not yet been remitted to the third-party financial institution. During the third quarter of 2019, we entered into an uncommitted supply-chain financing program with a global financial institution under which trade accounts receivable with a large customer may be acquired, without recourse, by the financial institution at a discounted rate. Available capacity under this program is dependent on the level of our trade accounts receivable with this customer and the financial institution’s willingness to purchase such receivables. We have no servicing responsibilities under this agreement. Receivables sold are de-recognized from our Consolidated Balance Sheet. As of September 30, 2019, we had no sold receivables outstanding being serviced by us. For the nine months ended September 30, 2019, we sold $159.3 million of receivables. The proceeds from these sales of receivables are included within the "Changes in working capital, net" line within operating activities of our Consolidated Statements of Cash Flows. For the nine months ended September 30, 2019, factoring expense on the sale of receivables was $0.7 million , which is included in the "Interest expense, net" line in the Consolidated Statement of Operations. For the nine months ended September 30, 2018, factoring expense was $0.1 million . ACCOUNTS PAYABLE ARRANGEMENTS We have entered into supply-chain financing programs with financial intermediaries, which provide certain of our vendors the option to be paid by the financial intermediaries on our trade payables earlier than the due date on the applicable invoice. When a vendor receives an early payment from a financial intermediary on a trade payable for which it invoiced us, we pay that financial intermediary the face amount of the invoice on the regularly scheduled due date. If we reimburse these vendors for certain fees they may incur in connection with receiving an early payment on an invoice, the amount of such invoice that would have otherwise been included in our trade payables is included in our short-term debt. As of December 31, 2018, $20.8 million was included in “Short-term debt” on our Consolidated Balance Sheets related to invoices for which we had reimbursed our vendors’ fees. There were no such amounts as of September 30, 2019. DERIVATIVES We had no activity during the three and nine months ended September 30, 2019 and 2018 that required hedge or derivative accounting treatment. To help mitigate our exposure to market risk for changes in utility commodity pricing, we use firm price contracts to supply a portion of the natural gas requirements for our manufacturing facilities, which were reported through "Cost of sales" on our Consolidated Statements of Operations. As of September 30, 2019 , these contracts covered approximately 47% of our expected average monthly natural gas requirements for the remainder of 2019 , and a lesser amount for 2020. These contracts qualify for treatment as “normal purchases or normal sales” under authoritative guidance and thus required no mark-to-market adjustment. |
Recently Adopted and New Accoun
Recently Adopted and New Accounting Standards | 9 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Adopted and New Accounting Standards | Recently Adopted and New Accounting Standards RECENTLY ADOPTED ACCOUNTING STANDARDS On January 1, 2019, we adopted ASU 2016-02, Leases (Topic 842) , and subsequent ASUs related to Topic 842. The new guidance increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The adoption of Topic 842 had a material impact on our Consolidated Balance Sheet due to the recognition of right-of-use assets of approximately $83 million and lease liabilities of approximately $88 million as of January 1, 2019. The difference between these lease assets and lease liabilities represents deferred rent balances that were reclassified on the balance sheet. The adoption of Topic 842 did not have a material impact on our Consolidated Statement of Operations or our Consolidated Statement of Cash Flows. We will continue to report periods prior to January 1, 2019 under prior guidance as outlined in Accounting Standards Codification Topic 840, " Leases ". Refer to Note 4, "Leases", for further discussion. NEW ACCOUNTING STANDARDS In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) . This ASU requires capitalization of certain implementation costs incurred in a cloud computing arrangement that is a service contract. This ASU is effective for fiscal years beginning after December 15, 2019 and for interim periods therein, with early adoption permitted. We do not believe this ASU will have a material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20) , which modifies the disclosure requirements for defined benefit and other postretirement plans. This ASU eliminates certain disclosures associated with accumulated other comprehensive income, plan assets, related parties and the effects of interest rate basis point changes on assumed health care costs, with other disclosures being added to address significant gains and losses related to changes in benefit obligations. This ASU also clarifies disclosure requirements for projected benefit and accumulated benefit obligations. The amendments in this ASU are effective for fiscal years ending after December 15, 2020, with early adoption permitted and adoption on a retrospective basis for all periods presented required. We are currently assessing the timing of our adoption of this ASU and do not believe it will have a material impact on our consolidated financial statements beyond updating footnote disclosures. We reviewed all other new accounting pronouncements issued in the period and concluded that they are not applicable or not material to our business. |
Inventories & Property, Plant a
Inventories & Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories & Property, Plant and Equipment Inventories at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Pulp, paperboard and tissue products $ 166,063 $ 159,499 Materials and supplies 93,965 86,892 Logs, pulpwood, chips and sawdust 22,367 19,853 $ 282,395 $ 266,244 Property, Plant and Equipment at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Machinery and equipment $ 2,341,596 $ 2,161,306 Buildings and improvements 479,359 381,071 Land improvements 95,914 84,525 Office and other equipment 52,491 49,980 Land 10,756 10,756 Construction in progress 58,348 273,291 $ 3,038,464 $ 2,960,929 Less accumulated depreciation and amortization (1,764,990 ) (1,691,658 ) $ 1,273,474 $ 1,269,271 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases Our adoption of ASU 2016-02, Leases (Topic 842) , and subsequent ASUs related to Topic 842, requires us to recognize substantially all leases on the balance sheet as a ROU asset and a corresponding lease liability. The new guidance also requires additional disclosures as detailed below. We adopted this standard on the effective date of January 1, 2019 and used this effective date as the date of initial application. Under this application method, we were not required to restate prior period financial information or provide Topic 842 disclosures for prior periods. We elected the ‘package of practical expedients’ which permitted us to not reassess our prior conclusions related to lease identification, lease classification and initial direct costs, as well as the practical expedient to not reassess certain land easements. We did not elect the use of hindsight. We combine ROU asset amortization and the change in the lease liability in the same line item on the Consolidated Statements of Cash Flows. We have operating leases for manufacturing, office, warehouse and distribution space, paperboard sheeting and chipping facilities, equipment and vehicles. We also have finance leases related to our North Carolina converting and manufacturing facilities, as well as for certain office and other equipment. We determine if a contract is a lease at the inception of the arrangement. We review all options to extend, terminate or purchase the ROU assets, and when reasonably certain to exercise, we include the option in the determination of the lease term and lease liability. Our leases have remaining lease terms from less than one year to twelve years, and some of our leases include one or more options to renew. Lease ROU assets and liabilities are recognized at the commencement date of the lease. Lease ROU assets and liabilities are measured based on the present value of lease payments over the lease term and are reduced by any lease incentives received. When readily determinable, we use the implicit rate in determining the present value of lease payments. When leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date, including the lease term. Short-term leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheet. Lease expense for short-term leases is recognized on a straight-line basis over the lease term. As of September 30, 2019 , our short-term leases were not material. Certain of our leases contain lease and non-lease components that are treated as a single lease component. Our variable lease costs consist primarily of taxes, insurance and common area maintenance. For the three and nine months ended September 30, 2019 , sublease income was immaterial to the financial statements. The tables below present financial information associated with our leases. This information is only presented as of, and for the three and six months ended, September 30, 2019 . As noted above, we adopted Topic 842 using a transition method that does not require application to periods prior to adoption. LEASE EXPENSE Three Months Ended Nine Months Ended (In thousands) September 30, 2019 Operating lease costs $ 4,062 $ 11,071 Finance lease costs: Amortization of right-of-use assets 395 1,273 Interest on lease liabilities 466 1,405 Total finance lease costs 861 2,678 Variable lease costs 290 846 Total lease costs $ 5,213 $ 14,595 SUPPLEMENTAL CASH FLOW INFORMATION Nine Months Ended (In thousands) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 12,635 Operating cash flows from finance leases 1,405 Financing cash flows from finance leases 1,023 Non-cash amounts for lease liabilities arising from obtaining right-of-use assets: Operating leases $ 973 Finance leases 493 SUPPLEMENTAL BALANCE SHEET INFORMATION (In thousands) Classification September 30, 2019 Lease ROU Assets Operating lease assets Operating lease right-of-use assets $ 74,503 Finance lease assets Property, plant and equipment, net 15,837 Total lease ROU assets $ 90,340 Lease Liabilities Current operating lease liabilities Accounts payable and accrued liabilities $ 13,200 Current finance lease liabilities Accounts payable and accrued liabilities 1,398 Total current lease liabilities 14,598 Non-current operating lease liabilities Operating lease liabilities 66,571 Non-current finance lease liabilities Other long-term obligations 20,929 Total non-current lease liabilities 87,500 Total operating lease liabilities 79,771 Total finance lease liabilities 22,327 Total lease liabilities $ 102,098 LEASE TERM AND DISCOUNT RATE September 30, 2019 Weighted average remaining lease term (years) Operating leases 6.9 Finance leases 10.9 Weighted average discount rate Operating leases 4.9 % Finance leases 8.3 % MATURITY OF LEASE LIABILITIES As of September 30, 2019 , our future maturities of lease liabilities were as follows: (In thousands) Operating Finance 2019 $ 3,964 $ 774 2020 16,727 3,175 2021 16,019 3,220 2022 15,081 3,128 2023 9,413 2,897 Thereafter 33,661 21,468 Total lease payments $ 94,865 $ 34,662 Less interest portion (15,094 ) (12,335 ) Total $ 79,771 $ 22,327 As of December 31, 2018, as previously disclosed in our 2018 Annual Report on Form 10-K, and under the previous lease accounting standard, we had future minimum lease payments as follows: (In thousands) Operating Capital 2019 $ 12,038 $ 3,093 2020 11,421 3,062 2021 10,424 3,112 2022 9,489 3,019 2023 7,163 2,789 Thereafter 24,276 21,710 Total future minimum lease payments $ 74,811 $ 36,785 Less interest portion (13,887 ) Present value of future minimum lease payments $ 22,898 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets at the balance sheet dates comprise the following: September 30, 2019 (Dollars in thousands, lives in years) Weighted Average Useful Life Historical Cost Accumulated Amortization Net Balance Customer relationships 9.4 $ 56,453 $ (39,995 ) $ 16,458 Trade names and trademarks 7.4 6,786 (4,800 ) 1,986 Other intangibles 6.0 572 (291 ) 281 $ 63,811 $ (45,086 ) $ 18,725 December 31, 2018 (Dollars in thousands, lives in years) Weighted Average Useful Life Historical Cost Accumulated Amortization Net Balance Customer relationships 9.4 $ 56,453 $ (35,469 ) $ 20,984 Trade names and trademarks 7.4 6,786 (4,029 ) 2,757 Other intangibles 6.0 572 (233 ) 339 $ 63,811 $ (39,731 ) $ 24,080 As of September 30, 2019, estimated future annual amortization is as follows: (In thousands) For the Years Ending December 31, 2019 $ 1,785 2020 3,246 2021 2,917 2022 2,217 2023 2,140 Thereafter 6,420 Total $ 18,725 For the three months ended September 30, 2019 and 2018 , intangible assets amortization expense was $1.8 million and $1.9 million , respectively. For the nine months ended September 30, 2019 and 2018 , intangible assets amortization expense was $5.4 million and $5.8 million , respectively. |
Taxes
Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Taxes | Income Taxes Consistent with authoritative guidance, our estimated annual effective tax rate is used to allocate expected annual income tax expense to interim periods. The rate is the ratio of estimated annual income tax expense to estimated pre-tax ordinary income, and excludes "discrete items," which are significant, unusual or infrequent items reported separately net of their related tax effect. The estimated annual effective tax rate is applied to the current interim period's ordinary income to determine the income tax expense allocated to the interim period. The income tax effects of discrete items are then determined separately and recognized in the interim period in which the income or expense items arise. Our estimated annual effective tax rate for the third quarter of 2019 is approximately 34% , compared with approximately 32% for the comparable interim period in 2018. The annual effective tax rate in 2019 is subject to variation due to several factors, including variability in pre-tax income (or loss), forecasted pre-tax income (or loss), changes in business practices, changes in tax credits and tax law developments. The rate in 2018 reflected the Federal rate reduction enacted by the Tax Cuts and Jobs Act offset by an increase in the rate due to basis differences associated with the goodwill written-off as part of the sale of our Ladysmith facility. |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Trade accounts payable $ 141,458 $ 228,059 Accrued wages, salaries and employee benefits 37,395 41,426 Lease liabilities 14,598 — Accrued taxes other than income taxes payable 7,037 6,243 Accrued utilities 6,707 6,934 Accrued discounts and allowances 6,502 8,143 Accrued interest 5,322 14,672 Accrued account purchase agreement liabilities — 4,885 Other 10,544 10,670 $ 229,563 $ 321,032 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt CREDIT AGREEMENTS On July 26, 2019, we entered into credit agreements with several lenders and JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent, which included (a) a $300 million Term Loan Credit Agreement (the “Term Loan Credit Agreement”) and (b) a $250 million asset based lending, or ABL, Credit Agreement (the "Term Loan Credit Agreement" and "ABL Credit Agreement" collectively the "Credit Agreements"). At closing, the Term Loan Credit Agreement was fully advanced and $ 58.0 million was drawn under the ABL Credit Agreement, proceeds of which were used to refinance and terminate our: (a) $200 million credit agreement dated October 31, 2016, as amended, with Wells Fargo Bank, National Association, ("Wells Fargo") as administrative agent, and the lenders party thereto, of which $135.0 million was outstanding and b) the $200 million credit agreement dated October 31, 2016, as amended, with Northwest Farm Credit Services, PCA, ("Farm Credit") as administrative agent, and the lenders party thereto, of which $200.0 million was outstanding (the "Prior Credit Agreements"); pay fees and expenses in connection with the Credit Agreements; and for working capital purposes. In conjunction with the termination of the Prior Credit Agreements, of which the $200 million credit agreement with Wells Fargo was treated as a modification under Topic 470, " Debt" , debt extinguishment costs, consisting of $1.7 million in breakage fees and $1.1 million in unamortized debt issuance costs, were written-off as debt retirement costs during the three months ended September 30, 2019. Unamortized debt issuance costs of $1.6 million , related to the debt modification, are being amortized over the remaining term of the ABL Credit Agreement. We incurred debt issuance costs of $7.1 million , which are allocated and amortized over the respective terms of the Credit Agreements. As of September 30, 2019 , there was $300.0 million outstanding under our Term Loan and $ 58.0 million outstanding under our ABL Credit Agreement. The borrowings outstanding under the Prior Credit Agreements as of December 31, 2018 consisted of a combination of short-term floating base rate and LIBOR rate loans, which were classified as current liabilities in our Consolidated Balance Sheet, and $100.0 million of borrowings with a three-year fixed interest rate that was included in “Long-term debt” in our Consolidated Balance Sheet. The Credit Agreements contain certain customary representations, warranties, and affirmative and negative covenants of us and our subsidiaries that restrict us and our subsidiaries’ ability to take certain actions, including, incurrence of indebtedness, creation of liens, mergers or consolidations, dispositions of assets, repurchase or redemption of capital stock and certain types of indebtedness, making certain investments, entering into certain transactions with affiliates or changing the nature of our business. At September 30, 2019, we were in compliance with the Credit Agreements. Term Loan Credit Agreement The Term Loan Credit Agreement matures on July 26, 2026. We are required to repay the aggregate outstanding principal amount in quarterly installments on the last day of each March, June, September and December, commencing March 31, 2020, and ending with the last such day to occur prior to the maturity date, in an aggregate amount for each such date equal to the aggregate principal amount of the initial loan amount (as such amount may be adjusted pursuant to the prepayment provisions of the Term Loan Credit Agreement) multiplied by 0.25% . In addition, we must make mandatory prepayments of principal under the Term Loan Credit Agreement upon the occurrence of certain specified events, including certain asset sales (subject to customary reinvestment rights), debt issuances not permitted under the Term Loan Credit Agreement, and based on a percentage, which may vary from 50% to 0% depending on our secured leverage ratio, of annual excess cash flows in excess of certain threshold amounts, less any voluntary prepayments under the Term Loan Credit Agreement. Any remaining outstanding principal balance under the Term Loan Credit Agreement is repayable on the maturity date. Amounts repaid or prepaid by us with respect to the loans under the Term Loan Credit Agreement cannot be reborrowed. We may, at our option, prepay any borrowings under the Term Loan Credit Agreement, in whole or in part, at any time and from time to time without premium or penalty (except in certain circumstances). We may add one or more incremental term loan facilities to the Term Loan Credit Agreement, subject to obtaining commitments from any participating lenders and certain other conditions in an amount not to exceed (1) $100 million , plus (2) the amount of all voluntary prepayments of the Term Loan Credit Agreement (other than prepayments funded with long-term indebtedness), plus (3) an additional amount, so long as after giving effect to the incurrence of such additional amount, our pro forma first lien secured leverage ratio would not exceed 2.00 to 1.00 . Under the Term Loan Credit Agreement, loans generally may bear interest based on LIBOR or an annual base rate, as applicable, plus, in each case, an applicable margin, when our leverage ratio is (i) less than or equal to 4.25 to 1.00 , of 3.00% per annum in the case of LIBOR loans and of 2.00% per annum in the case of annual base rate loans and (ii) greater than 4.25 to 1.00 , of 3.25% per annum in the case of LIBOR loans and of 2.25% per annum in the case of annual base rate loans. At September 30, 2019, our applicable margin on LIBOR loans was 3.25% . ABL Credit Agreement The ABL Credit Agreement matures on July 26, 2024 and includes a $250 million revolving loan commitment, subject to borrowing base limitations based on a percentage of applicable eligible receivables and eligible inventory. Up to $15 million of the ABL Credit Agreement is available for the issuance of letters of credit, of which $5.5 million was utilized at September 30, 2019. We may, at our option, prepay any borrowings under the ABL Credit Agreement, in whole or in part, at any time and from time to time without premium or penalty (except in certain circumstances). Borrowings under the ABL Credit Agreement are also subject to mandatory prepayment in certain circumstances, including in the event that borrowings exceed applicable borrowing base limits. We may also increase commitments under the ABL Credit Agreement in an aggregate principal amount of up to $100 million , subject to obtaining commitments from any participating lenders and certain other conditions. Under the ABL Credit Agreement, loans may bear interest based on LIBOR or an annual base rate, as applicable, plus, in each case, an applicable margin that is based on availability (as determined under the ABL Credit Agreement) that may vary from 1.25% per annum to 1.75% per annum in the case of LIBOR loans and 0.25% per annum to 0.75% per annum in the case of annual base rate loans. In addition, a commitment fee based on unused availability is also payable which may vary from 0.25% per annum to 0.375% per annum. From July 26, 2019 through September 30, 2019, our weighted average interest rate was 3.8% . At September 30, 2019, we were able to borrow with an applicable margin of 1.25% on LIBOR loans and our commitment fee rate was 0.375% . The ABL Credit Agreement also contains a financial covenant, which requires us to maintain a consolidated fixed charge coverage ratio of not less than 1.10 to 1.00 , provided that the financial covenant under the ABL Credit Agreement is only applicable when availability falls below a certain threshold. |
Other Long-Term Obligations
Other Long-Term Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities, Noncurrent [Abstract] | |
Other Long-Term Obligations | Other Long-Term Obligations Other long-term obligations at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Finance lease obligations, net of current portion $ 20,929 $ 21,589 Deferred compensation 4,471 2,585 Deferred proceeds 3,955 4,511 Other 4,635 10,292 $ 33,990 $ 38,977 |
Pension and Other Postretiremen
Pension and Other Postretirement Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Employee Benefit Plans | Pension and Other Postretirement Employee Benefit Plans The following table details the components of net periodic cost of our company-sponsored pension and other postretirement employee benefit, or OPEB, plans for the periods presented: Three Months Ended September 30, (In thousands) 2019 2018 2019 2018 Pension Benefit Plans Other Postretirement Employee Benefit Plans Service cost $ 609 $ 447 $ 23 $ 34 Interest cost 3,110 3,005 700 609 Expected return on plan assets (4,134 ) (4,250 ) — — Amortization of prior service credit — — — (419 ) Amortization of actuarial loss (gain) 1,844 2,515 (99 ) (226 ) Net periodic cost (benefit) $ 1,429 $ 1,717 $ 624 $ (2 ) Nine Months Ended September 30, (In thousands) 2019 2018 2019 2018 Pension Benefit Plans Other Postretirement Employee Benefit Plans Service cost $ 1,828 $ 1,342 $ 68 $ 102 Interest cost 9,333 9,015 2,099 1,827 Expected return on plan assets (12,401 ) (12,751 ) — — Amortization of prior service credit — — — (1,257 ) Amortization of actuarial loss (gain) 5,529 7,543 (294 ) (677 ) Net periodic cost (benefit) $ 4,289 $ 5,149 $ 1,873 $ (5 ) During the nine months ended September 30, 2019 and 2018 , we made no contributions to our qualified pension plans. We do not expect, nor are we required, to make contributions in 2019 . During the nine months ended September 30, 2019 , we made contributions of $0.3 million to our company-sponsored non-qualified pension plan. We estimate contributions will total $0.4 million in 2019 . We do not anticipate funding our OPEB plans in 2019 except to pay benefit costs as incurred during the year by plan participants. We record the service component of net periodic cost (benefit) as part of "Cost of sales" and "Selling, general, and administrative expenses," while the non-service components of net periodic cost (benefit) are recorded to "Non-operating pension and other postretirement benefit costs (income)" on our Consolidated Statements of Operations. |
Earnings per Common Share
Earnings per Common Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Earnings per Share Basic (loss) earnings per share is based on the weighted-average number of shares of common stock outstanding. Diluted earnings per share is based upon the weighted-average number of shares of common stock outstanding plus all potentially dilutive securities that were assumed to be converted into common shares at the beginning of the period under the treasury stock method. This method requires the effect of potentially dilutive common stock equivalents be excluded from the calculation of diluted earnings per share for the periods in which net losses are reported because the effect is anti-dilutive. The following table reconciles the number of common shares used in calculating the basic and diluted net earnings per share: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Basic weighted-average common shares outstanding 1 16,538,569 16,486,935 16,531,195 16,492,843 Incremental shares due to: Restricted stock units — 22,461 — 27,893 Performance shares — 54,253 — 52,508 Stock options — — — 60 Diluted weighted-average common shares outstanding 16,538,569 16,563,649 16,531,195 16,573,304 Basic net (loss) earnings per common share $ (0.66 ) $ 2.09 $ (0.46 ) $ 2.67 Diluted net (loss) earnings per common share (0.66 ) 2.08 (0.46 ) 2.66 Anti-dilutive shares excluded from calculation 1,060,643 985,312 1,040,544 935,037 1 Basic weighted-average common shares outstanding includes restricted stock unit awards that are fully vested, but are deferred for future issuance. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation We recognize equity-based compensation expense for all equity-based payment awards made to employees and directors, including restricted stock units, or RSUs, performance shares and stock options, based on estimated fair values. EMPLOYEE AWARDS Employee equity-based compensation expense (income) was recognized as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2019 2018 2019 2018 Restricted stock units $ 794 $ 595 $ 1,975 $ 1,599 Performance shares (682 ) 499 (164 ) 1,409 Stock options 357 639 1,047 1,767 Total employee equity-based compensation expense $ 469 $ 1,733 $ 2,858 $ 4,775 As provided in the Clearwater Paper Corporation 2017 Stock Incentive Plan, the performance measure used to determine the number of performance shares ultimately issuable for performance shares granted in 2019 is a free cash flow performance measure for 70% of the performance share awards. For the remaining 30% of the grants, a return on invested capital measure is used. The combined performance of these measures is then subject to an adjustment (increase or decrease) of up to 25% based on our total shareholder return, or TSR, compared to the TSR performance of a selected index. The number of performance shares actually issued, as a percentage of the amount subject to the performance share award, could range from 0% - 200% . Throughout the service periods we assess the probability of achieving the performance conditions for our applicable performance share grants, and expense is recognized based on the probable outcomes. During the nine months ended September 30, 2019 , 47,504 RSUs were settled and distributed. After adjusting for minimum tax withholdings, a net 32,992 shares were issued. In connection with the issued RSUs, the minimum tax withholding payments made during the nine months ended September 30, 2019 totaled $0.4 million . During the nine months ended September 30, 2019 , we had 75,223 stock option awards expire with a weighted-average exercise price of $51.69 . At September 30, 2019 , we had 515,438 stock option awards that were exercisable with a weighted-average exercise price of $51.19 . The following table summarizes the number of share-based awards granted under the Clearwater Paper Corporation 2017 Stock Incentive Plan during the nine months ended September 30, 2019 and the grant-date fair value of the awards: Nine Months Ended September 30, 2019 Number of Weighted-Average Fair Restricted stock units 137,037 $ 26.61 Performance shares 151,664 26.60 DIRECTOR AWARDS Annually, each outside member of our Board of Directors receives deferred equity-based awards that are measured in units of our common stock and ultimately settled in cash at the time of payment. Accordingly, the compensation expense associated with these awards is subject to fluctuations each quarter based on mark-to-market adjustments at each reporting period in line with changes in the market price of our common stock. As a result of the mark-to-market adjustment, we recorded director equity-based compensation expense of $0.4 million and $0.8 million for the three months ended September 30, 2019 and 2018 , respectively. For the nine months ended September 30, 2019 and 2018 , we recorded director equity-based compensation expense of $0.1 million and a benefit of $1.9 million , respectively. As of September 30, 2019 , the liability amounts associated with director equity-based compensation included in "Other long-term obligations" on the accompanying Consolidated Balance Sheet were $2.2 million . At December 31, 2018 , the liability amounts associated with director equity-based compensation included in "Other long-term obligations" and "Accounts payable and accrued liabilities" totaled $0.8 million and $1.3 million , respectively. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The estimated fair values of our financial instruments at the dates presented below are as follows: September 30, December 31, 2019 2018 Carrying Fair Carrying Fair (In thousands) Amount Value Amount Value Cash, cash equivalents and restricted cash (Level 1) $ 10,295 $ 10,295 $ 24,947 $ 24,947 Short-term borrowings under revolving credit agreements (Level 2) 58,000 58,000 100,000 99,909 Other short-term debt (Level 1) — — 20,833 20,833 Long-term debt (Level 2) 875,000 863,340 675,000 612,546 Accounting guidance establishes a framework for measuring the fair value of financial instruments, providing a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities, or “Level 1” measurements, followed by quoted prices of similar assets or observable market data considering the assets' underlying maturities, or “Level 2” measurements, and the lowest priority to unobservable inputs, or “Level 3” measurements. The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used should seek to maximize the use of observable inputs and minimize the use of unobservable inputs. Cash, cash equivalents and restricted cash, borrowings under the revolving credit agreements, other short-term debt and long-term debt are the only items measured at fair value on a recurring basis. For cash, cash equivalents, restricted cash and any revolving line of credit borrowings, the carrying amount approximates fair value due to the short-term nature of these financial instruments. The fair value of our long-term debt is estimated based upon quoted market prices for similar debt issues or estimated based on average market prices for comparable debt when there is no quoted market price. We do not have any financial assets measured at fair value on a nonrecurring basis. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our reportable segments are described below. CONSUMER PRODUCTS Our Consumer Products segment manufactures and sells a complete line of at-home tissue products, or retail products, and away-from-home tissue products, or non-retail products, and parent rolls. Retail products include bath, paper towels, facial and napkin product categories. Non-retail products include conventional one and two-ply bath tissue, two-ply paper towels, some facial tissue product categories, hard wound towels and dispenser napkins sold to customers with commercial and industrial tissue needs. Each category is further distinguished according to quality segments: ultra, premium, value and economy. PULP and PAPERBOARD Our Pulp and Paperboard segment manufactures and markets solid bleached sulfate paperboard for the high-end segment of the packaging industry as well as offers custom sheeting, slitting and cutting of paperboard. Our overall production consists primarily of folding carton, liquid packaging, cup and plate products and commercial printing grades. The majority of our Pulp and Paperboard customers are packaging converters, folding carton converters, merchants and commercial printers. The table below presents information about our reportable segments: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2019 2018 2019 2018 Segment net sales: Consumer Products $ 228,544 $ 211,642 $ 676,220 $ 672,069 Pulp and Paperboard 216,644 214,818 649,740 623,442 Total segment net sales $ 445,188 $ 426,460 $ 1,325,960 $ 1,295,511 Earnings (loss) before income taxes: Consumer Products 1 $ (4,438 ) $ (1,269 ) $ (8,300 ) $ (3,244 ) Gain on divested assets — 22,944 — 22,944 Pulp and Paperboard 1 17,098 38,280 80,073 98,626 12,660 59,955 71,773 118,326 Corporate 1 (15,120 ) (13,055 ) (44,530 ) (41,506 ) (Loss) income from operations (2,460 ) 46,900 27,243 76,820 Interest expense, net (13,077 ) (7,547 ) (32,477 ) (23,290 ) Debt retirement costs (2,725 ) — (2,725 ) — Non-operating pension and other postretirement benefit costs (1,421 ) (1,234 ) (4,266 ) (3,700 ) (Loss) earnings before income taxes $ (19,683 ) $ 38,119 $ (12,225 ) $ 49,830 Depreciation and amortization: Consumer Products $ 19,025 $ 14,447 $ 51,227 $ 42,964 Pulp and Paperboard 11,168 9,316 30,144 28,106 Corporate 1,797 1,579 4,972 4,616 Total depreciation and amortization $ 31,990 $ 25,342 $ 86,343 $ 75,686 1 Income (loss) from operations for the Consumer Products, Pulp and Paperboard and Corporate segments for the nine months ended September 30, 2018 include $1.7 million , $0.5 million and $4.2 million , respectively, of expenses associated with our selling, general and administrative cost control measures. For the nine months ended September 30, 2019, no customer accounted for more than 10% of our total company net sales. For the nine months ended September 30, 2018, one customer in our Consumer Products segment, the Kroger Company, accounted for approximately 11.9% of our total company net sales. Net sales, classified by the major geographic areas in which our customers are located and by major products, were as follows: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2019 2018 2019 2018 Primary geographical markets: United States $ 424,743 $ 404,593 $ 1,270,944 $ 1,237,644 Other countries 20,445 21,867 55,016 57,867 Total net sales $ 445,188 $ 426,460 $ 1,325,960 $ 1,295,511 Major products: Paperboard $ 215,370 $ 214,818 $ 644,565 $ 623,442 Retail tissue 215,255 183,948 630,354 601,557 Non-retail tissue 12,421 27,624 43,153 68,348 Other 2,142 70 7,888 2,164 Total net sales $ 445,188 $ 426,460 $ 1,325,960 $ 1,295,511 |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Information | 9 Months Ended |
Sep. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Supplemental Guarantor Financial Information | Supplemental Guarantor Financial Information All of our subsidiaries that are 100% directly or indirectly owned by Clearwater Paper, guarantee our $275 million aggregate principal amount of 4.5% senior notes issued in January 2013 and due 2023, which we refer to as the 2013 Notes, on a full and unconditional, and joint and several basis. There are no significant restrictions on the ability of the guarantor subsidiaries to make distributions to Clearwater Paper, the issuer of the 2013 Notes. The following tables present the results of operations, financial position and cash flows of Clearwater Paper and its subsidiaries, the guarantor subsidiaries, and the eliminations necessary to arrive at the information for Clearwater Paper on a consolidated basis. Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2019 (In thousands) Issuer Guarantor Eliminations Total Net sales $ 416,293 $ 67,869 $ (38,974 ) $ 445,188 Costs and expenses: Cost of sales (396,794 ) (60,240 ) 38,330 (418,704 ) Selling, general and administrative expenses (24,255 ) (4,689 ) — (28,944 ) Total operating costs and expenses (421,049 ) (64,929 ) 38,330 (447,648 ) (Loss) income from operations (4,756 ) 2,940 (644 ) (2,460 ) Interest expense, net (13,076 ) (1 ) — (13,077 ) Debt retirement costs (2,725 ) — — (2,725 ) Non-operating pension and other postretirement benefit costs (1,421 ) — — (1,421 ) (Loss) earnings before income taxes (21,978 ) 2,939 (644 ) (19,683 ) Income tax benefit (provision) 13,996 (1,397 ) (3,889 ) 8,710 Equity in income of subsidiary 1,542 — (1,542 ) — Net (loss) earnings $ (6,440 ) $ 1,542 $ (6,075 ) $ (10,973 ) Other comprehensive income, net of tax 1,286 — — 1,286 Comprehensive (loss) income $ (5,154 ) $ 1,542 $ (6,075 ) $ (9,687 ) Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2019 (In thousands) Issuer Guarantor Eliminations Total Net sales $ 1,250,145 $ 203,094 $ (127,279 ) $ 1,325,960 Costs and expenses: Cost of sales (1,154,834 ) (181,741 ) 123,800 (1,212,775 ) Selling, general and administrative expenses (71,578 ) (14,364 ) — (85,942 ) Total operating costs and expenses (1,226,412 ) (196,105 ) 123,800 (1,298,717 ) Income from operations 23,733 6,989 (3,479 ) 27,243 Interest expense, net (32,338 ) (139 ) — (32,477 ) Debt retirement costs (2,725 ) — — (2,725 ) Non-operating pension and other postretirement benefit costs (4,266 ) — — (4,266 ) (Loss) earnings before income taxes (15,596 ) 6,850 (3,479 ) (12,225 ) Income tax benefit (provision) 10,221 (1,821 ) (3,735 ) 4,665 Equity in income of subsidiary 5,029 — (5,029 ) — Net (loss) earnings $ (346 ) $ 5,029 $ (12,243 ) $ (7,560 ) Other comprehensive income, net of tax 3,859 — — 3,859 Comprehensive income $ 3,513 $ 5,029 $ (12,243 ) $ (3,701 ) Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total Net sales $ 426,816 $ 50,340 $ (50,696 ) $ 426,460 Costs and expenses: Cost of sales (383,737 ) (45,693 ) 53,209 (376,221 ) Selling, general and administrative expenses (20,721 ) (5,562 ) — (26,283 ) Gain on divested assets, net — 22,944 — 22,944 Total operating costs and expenses (404,458 ) (28,311 ) 53,209 (379,560 ) Income from operations 22,358 22,029 2,513 46,900 Interest expense, net (7,366 ) (181 ) — (7,547 ) Non-operating pension and other postretirement benefit costs (1,234 ) — — (1,234 ) Earnings before income taxes 13,758 21,848 2,513 38,119 Income tax benefit (provision) 1,748 (5,043 ) (380 ) (3,675 ) Equity in income of subsidiary 16,805 — (16,805 ) — Net earnings $ 32,311 $ 16,805 $ (14,672 ) $ 34,444 Other comprehensive income, net of tax 1,378 — — 1,378 Comprehensive income $ 33,689 $ 16,805 $ (14,672 ) $ 35,822 Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total Net sales $ 1,315,819 $ 150,866 $ (171,174 ) $ 1,295,511 Costs and expenses: Cost of sales (1,190,954 ) (133,971 ) 169,117 (1,155,808 ) Selling, general and administrative expenses (69,579 ) (16,248 ) — (85,827 ) Gain on divested assets, net — 22,944 — 22,944 Total operating costs and expenses (1,260,533 ) (127,275 ) 169,117 (1,218,691 ) Income from operations 55,286 23,591 (2,057 ) 76,820 Interest expense, net (22,922 ) (368 ) — (23,290 ) Non-operating pension and other postretirement benefit costs (3,700 ) — — (3,700 ) Earnings before income taxes 28,664 23,223 (2,057 ) 49,830 Income tax provision (1,208 ) (5,242 ) 625 (5,825 ) Equity in income of subsidiary 17,981 — (17,981 ) — Net earnings $ 45,437 $ 17,981 $ (19,413 ) $ 44,005 Other comprehensive income, net of tax 4,133 — — 4,133 Comprehensive income $ 49,570 $ 17,981 $ (19,413 ) $ 48,138 Clearwater Paper Corporation Consolidating Balance Sheet At September 30, 2019 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 7,815 $ — $ — $ 7,815 Restricted cash 1,440 — — 1,440 Receivables, net 139,201 18,728 — 157,929 Taxes receivable 6,716 24 (19 ) 6,721 Inventories 246,211 39,663 (3,479 ) 282,395 Other current assets 7,725 235 — 7,960 Total current assets 409,108 58,650 (3,498 ) 464,260 Property, plant and equipment, net 1,202,690 70,784 — 1,273,474 Operating lease right-of-use assets 69,211 5,292 — 74,503 Goodwill 35,074 — — 35,074 Intangible assets, net 261 18,464 — 18,725 Intercompany (payable) receivable (72,415 ) 68,936 3,479 — Investment in subsidiary 180,330 — (180,330 ) — Other assets, net 13,906 2,960 (1,825 ) 15,041 TOTAL ASSETS $ 1,838,165 $ 225,086 $ (182,174 ) $ 1,881,077 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Short-term debt $ 58,000 $ — $ — $ 58,000 Accounts payable and accrued liabilities 211,805 17,777 (19 ) 229,563 Current liability for pension and other postretirement employee benefits 7,430 — — 7,430 Total current liabilities 277,235 17,777 (19 ) 294,993 Long-term debt 866,702 — — 866,702 Operating lease liabilities 62,792 3,779 — 66,571 Liability for pension and other postretirement employee benefits 73,738 — — 73,738 Other long-term obligations 33,990 — — 33,990 Accrued taxes 2,186 884 — 3,070 Deferred tax liabilities 96,377 22,316 (1,825 ) 116,868 TOTAL LIABILITIES 1,413,020 44,756 (1,844 ) 1,455,932 Stockholders’ equity excluding 488,634 180,330 (180,330 ) 488,634 Accumulated other comprehensive loss, net of tax (63,489 ) — — (63,489 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 1,838,165 $ 225,086 $ (182,174 ) $ 1,881,077 Clearwater Paper Corporation Consolidating Balance Sheet At December 31, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 22,484 $ — $ — $ 22,484 Receivables, net 127,952 17,567 — 145,519 Taxes receivable 16,634 41 (10,374 ) 6,301 Inventories 222,960 48,361 (5,077 ) 266,244 Other current assets 3,346 53 — 3,399 Total current assets 393,376 66,022 (15,451 ) 443,947 Property, plant and equipment, net 1,192,716 76,555 — 1,269,271 Goodwill 35,074 — — 35,074 Intangible assets, net 1,045 23,035 — 24,080 Intercompany (payable) receivable (62,846 ) 57,769 5,077 — Investment in subsidiary 175,301 — (175,301 ) — Other assets, net 14,839 2,618 (1,711 ) 15,746 TOTAL ASSETS $ 1,749,505 $ 225,999 $ (187,386 ) $ 1,788,118 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Short-term debt $ 120,833 $ — $ — $ 120,833 Accounts payable and accrued liabilities 299,715 31,691 (10,374 ) 321,032 Current liability for pension and other postretirement employee benefits 7,430 — — 7,430 Total current liabilities 427,978 31,691 (10,374 ) 449,295 Long-term debt 671,292 — — 671,292 Liability for pension and other postretirement employee benefits 78,191 — — 78,191 Other long-term obligations 38,977 — — 38,977 Accrued taxes 1,918 867 — 2,785 Deferred tax liabilities 104,753 18,140 (1,711 ) 121,182 TOTAL LIABILITIES 1,323,109 50,698 (12,085 ) 1,361,722 Stockholders’ equity excluding 493,744 175,301 (175,301 ) 493,744 Accumulated other comprehensive loss, net of tax (67,348 ) — — (67,348 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 1,749,505 $ 225,999 $ (187,386 ) $ 1,788,118 Clearwater Paper Corporation Consolidating Statement of Cash Flows Nine Months Ended September 30, 2019 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) earnings $ (346 ) $ 5,029 $ (12,243 ) $ (7,560 ) Adjustments to reconcile net (loss) earnings to net cash flows from operating activities: Depreciation and amortization 74,186 12,157 — 86,343 Equity-based compensation expense 2,959 — — 2,959 Deferred taxes (10,286 ) 4,263 — (6,023 ) Employee benefit plans 1,006 — — 1,006 Amortization of deferred issuance costs on debt 1,452 — — 1,452 Loss on retirement of debt 2,725 — — 2,725 Other non-cash activity, net 734 (10 ) 724 Changes in working capital, net (111,631 ) 2,504 10,861 (98,266 ) Changes in taxes receivable 9,918 17 (10,355 ) (420 ) Other, net 1,086 (261 ) — 825 Net cash flows from operating activities (28,197 ) 23,699 (11,737 ) (16,235 ) CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, plant and equipment (124,111 ) (1,683 ) — (125,794 ) Other, net 4 10 — 14 Net cash flows from investing activities (124,107 ) (1,673 ) — (125,780 ) CASH FLOWS FROM FINANCING ACTIVITIES Borrowings on long-term debt 296,146 — — 296,146 Repayments of borrowings on long-term debt (101,671 ) — — (101,671 ) Borrowings on short-term debt 534,877 — — 534,877 Repayments of borrowings on short-term debt (598,715 ) — — (598,715 ) Payments for debt issuance costs (1,844 ) — — (1,844 ) Investment from (to) parent 10,289 (22,026 ) 11,737 — Other, net (1,430 ) — — (1,430 ) Net cash flows from financing activities 137,652 (22,026 ) 11,737 127,363 Decrease in cash, cash equivalents and restricted cash (14,652 ) — — (14,652 ) Cash, cash equivalents and restricted cash at beginning of period 24,947 — — 24,947 Cash, cash equivalents and restricted cash at end of period $ 10,295 $ — $ — $ 10,295 Clearwater Paper Corporation Consolidating Statement of Cash Flows Nine Months Ended September 30, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 45,437 $ 17,981 $ (19,413 ) $ 44,005 Adjustments to reconcile net earnings to net cash flows from operating activities: Depreciation and amortization 59,632 16,054 — 75,686 Equity-based compensation expense 2,845 — — 2,845 Deferred taxes 10,662 (6,732 ) — 3,930 Employee benefit plans 102 — — 102 Deferred issuance costs on long term debt 943 — — 943 Gain on divested assets — (25,510 ) — (25,510 ) Other non-cash activity, net 84 — — 84 Changes in working capital, net 22,045 (7,383 ) (7,260 ) 7,402 Changes in taxes receivable 8,053 26 5,455 13,534 Other, net (1,800 ) (122 ) — (1,922 ) Net cash flows from operating activities 148,003 (5,686 ) (21,218 ) 121,099 CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, plant and equipment (172,434 ) (1,600 ) — (174,034 ) Net proceeds from divested assets 70,930 — — 70,930 Other, net 793 14 — 807 Net cash flows from investing activities (100,711 ) (1,586 ) — (102,297 ) CASH FLOWS FROM FINANCING ACTIVITIES Borrowings on short-term debt 322,454 — — 322,454 Repayments of borrowings on short-term debt (277,454 ) — — (277,454 ) Investment (to) from parent (28,490 ) 7,272 21,218 — Other, net (853 ) — — (853 ) Net cash flows from financing activities 15,657 7,272 21,218 44,147 Increase in cash, cash equivalents and restricted cash 62,949 — — 62,949 Cash, cash equivalents and restricted cash at beginning of period 16,738 — — 16,738 Cash, cash equivalents and restricted cash at end of period $ 79,687 $ — $ — $ 79,687 |
Nature of Operations and Basi_2
Nature of Operations and Basis of Presentation - (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Supply Commitment [Table Text Block] | ACCOUNTS PAYABLE ARRANGEMENTS We have entered into supply-chain financing programs with financial intermediaries, which provide certain of our vendors the option to be paid by the financial intermediaries on our trade payables earlier than the due date on the applicable invoice. When a vendor receives an early payment from a financial intermediary on a trade payable for which it invoiced us, we pay that financial intermediary the face amount of the invoice on the regularly scheduled due date. If we reimburse these vendors for certain fees they may incur in connection with receiving an early payment on an invoice, the amount of such invoice that would have otherwise been included in our trade payables is included in our short-term debt. As of December 31, 2018, $20.8 million was included in “Short-term debt” on our Consolidated Balance Sheets related to invoices for which we had reimbursed our vendors’ fees. There were no such amounts as of September 30, 2019. |
Leases | LEASES All significant lease arrangements are generally recognized at lease commencement. Operating lease right-of-use, or ROU, assets and lease liabilities are recognized at commencement. An ROU asset and corresponding lease liability are not recorded for leases with an initial term of 12 months or less (short-term leases), and we recognize lease expense for these leases as incurred over the lease term. ROU assets represent our right to use an underlying asset during the reasonably certain lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. We primarily use our incremental borrowing rate, which is updated quarterly, based on the information available at commencement date, in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments related to initial direct cost and prepayments and excludes lease incentives. Refer to Note 4, "Leases," for additional information. |
Account Purchase Agreement [Table Text Block] | ACCOUNTS RECEIVABLE ARRANGEMENTS We had an Account Purchase Agreement ("APA") to sell, on a revolving and discounted basis, certain trade accounts receivable balances to an unrelated third-party financial institution. Under the APA, the maximum amount of receivables that could be sold and outstanding was $30.0 million . We retained no interest in the receivables sold under the APA, however, we did have servicing responsibilities for the sold receivables, such as collection. The fair value of the servicing arrangement was not material to our financial statements. As of September 30, 2019, all amounts collected from customers under the APA had been remitted to the third-party financial institution. At December 31, 2018, we had collected $4.9 million of cash from customers that had not yet been remitted to the third-party financial institution. During the third quarter of 2019, we entered into an uncommitted supply-chain financing program with a global financial institution under which trade accounts receivable with a large customer may be acquired, without recourse, by the financial institution at a discounted rate. Available capacity under this program is dependent on the level of our trade accounts receivable with this customer and the financial institution’s willingness to purchase such receivables. We have no servicing responsibilities under this agreement. Receivables sold are de-recognized from our Consolidated Balance Sheet. As of September 30, 2019, we had no sold receivables outstanding being serviced by us. For the nine months ended September 30, 2019, we sold $159.3 million of receivables. The proceeds from these sales of receivables are included within the "Changes in working capital, net" line within operating activities of our Consolidated Statements of Cash Flows. For the nine months ended September 30, 2019, factoring expense on the sale of receivables was $0.7 million , which is included in the "Interest expense, net" line in the Consolidated Statement of Operations. For the nine months ended September 30, 2018, factoring expense was $0.1 million . |
SIGNIFICANT ESTIMATES | SIGNIFICANT ESTIMATES The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting periods. Significant areas that may require the use of estimates and measurement of uncertainty include determination of net realizable value for deferred tax assets, uncertain income tax positions, assessment of impairment of long-lived assets and goodwill, assessment of environmental matters, equity-based compensation and pension and postretirement obligation assumptions. Actual results could differ from those estimates and assumptions. |
RESTRICTED CASH AND SHORT-TERM INVESTMENTS | CASH, CASH EQUIVALENTS AND RESTRICTED CASH We consider all highly liquid instruments with maturities of three months or less at date of purchase to be cash equivalents. Cash that is held by a third party and has restrictions on its availability to us is classified as restricted cash. The following table provides details of cash, cash equivalents and restricted cash reported on the Consolidated Balance Sheets and Consolidated Statements of Cash Flows. (In thousands) September 30, 2019 December 31, 2018 September 30, 2018 Cash and cash equivalents $ 7,815 $ 22,484 $ 76,150 Restricted cash 1,440 — 1,080 Restricted cash included in other assets, net 1,040 2,463 2,457 Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows $ 10,295 $ 24,947 $ 79,687 |
TRADE ACCOUNTS RECEIVABLE | REVENUE RECOGNITION We enter into contracts that can include various combinations of tissue and paperboard products, which are generally distinct and accounted for as separate performance obligations. Revenue is recognized at a point in time upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Transfer of control typically occurs when the title and risk of loss passes to the customer. Shipping terms generally indicate when title and the risk of loss have passed. Revenue is recognized at shipment for sales when shipping terms are free on board, or FOB, shipping point. For sales where shipping terms are FOB destination, revenue is recognized when the goods are received by the customer. Revenue from both domestic and foreign sales of our products can involve shipping terms of either FOB shipping point or FOB destination or other shipping terms, depending upon the sales agreement with the customer. We have elected to treat shipping and handling costs for FOB shipping point contracts as a fulfillment cost, not as a separate performance obligation. No revenue is recognized over time. We typically expense incremental direct costs of obtaining a contract (sales commissions) when incurred because the amortization period is generally 12 months or less. We have also elected to use the practical expedient to not disclose unsatisfied or partially satisfied performance obligations as we have no unsatisfied contracts where the remaining portions are expected to be satisfied in a period greater than one year. We provide for trade promotions, customer cash discounts, customer returns and other deductions as reductions to net sales, which are accounted for as variable consideration when estimating the amount of revenue to recognize . Returns and credits are estimated at contract inception and updated at the end of each reporting period as additional information becomes available. Revenue net of returns and credits is only recognized to the extent that it is probable that a significant reversal of any incremental revenue will not occur. Significant judgment is required to determine the most probable amount of variable consideration to apply as a reduction to net sales. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Payment terms and conditions vary by contract. Terms generally include a requirement of payment within 30 days, and do not include a significant financing component. Trade accounts receivable are reported within Receivables, net, and are stated at the amount we expect to collect. Trade accounts receivable were $156.3 million and $142.8 million at September 30, 2019 and December 31, 2018, respectively. Trade accounts receivable do not bear interest. The allowance for doubtful accounts is our best estimate of the losses we expect will result from the inability of our customers to make required payments. We generally determine the allowance based on a combination of actual historical write-off experience and an analysis of specific customer accounts. As of September 30, 2019 and December 31, 2018 , we had allowances for doubtful accounts of $1.4 million and $1.5 million , respectively. Refer to Note 14, "Segment Information," for further information, including the disaggregation of revenue by segment, primary geographical market, and major product type. |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are stated at cost, including any interest costs capitalized, less accumulated depreciation. Depreciation of buildings, equipment and other depreciable assets is determined using the straight-line method. Assets we acquire through business combinations have estimated lives that are typically shorter than the assets we construct or buy new. For the nine months ended September 30, 2019 , we capitalized $ 4.9 million of interest expense associated with the construction of a paper machine at our Shelby, North Carolina consumer products facility and $ 0.8 million of interest expense associated with the construction of a continuous pulp digester at our Lewiston, Idaho pulp and paperboard facility. For the nine months ended September 30, 2018, we capitalized $5.1 million of interest expense associated with the Shelby paper machine and $0.9 million of interest expense associated with the continuous pulp digester project. We review the carrying amount of long-lived assets with definite lives that are held-for-use and evaluate them for recoverability whenever events or changes in circumstances indicate that we may be unable to recover the carrying amount of the assets. |
DERIVATIVES | DERIVATIVES We had no activity during the three and nine months ended September 30, 2019 and 2018 that required hedge or derivative accounting treatment. To help mitigate our exposure to market risk for changes in utility commodity pricing, we use firm price contracts to supply a portion of the natural gas requirements for our manufacturing facilities, which were reported through "Cost of sales" on our Consolidated Statements of Operations. As of September 30, 2019 , these contracts covered approximately 47% of our expected average monthly natural gas requirements for the remainder of 2019 , and a lesser amount for 2020. These contracts qualify for treatment as “normal purchases or normal sales” under authoritative guidance and thus required no mark-to-market adjustment. |
Nature of Operations and Basi_3
Nature of Operations and Basis of Presentation - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents [Table Text Block] | (In thousands) September 30, 2019 December 31, 2018 September 30, 2018 Cash and cash equivalents $ 7,815 $ 22,484 $ 76,150 Restricted cash 1,440 — 1,080 Restricted cash included in other assets, net 1,040 2,463 2,457 Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows $ 10,295 $ 24,947 $ 79,687 |
Inventories & Property, Plant_2
Inventories & Property, Plant and Equipment - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Pulp, paperboard and tissue products $ 166,063 $ 159,499 Materials and supplies 93,965 86,892 Logs, pulpwood, chips and sawdust 22,367 19,853 $ 282,395 $ 266,244 |
Property, Plant and Equipment | Property, Plant and Equipment at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Machinery and equipment $ 2,341,596 $ 2,161,306 Buildings and improvements 479,359 381,071 Land improvements 95,914 84,525 Office and other equipment 52,491 49,980 Land 10,756 10,756 Construction in progress 58,348 273,291 $ 3,038,464 $ 2,960,929 Less accumulated depreciation and amortization (1,764,990 ) (1,691,658 ) $ 1,273,474 $ 1,269,271 |
Leases - (Tables)
Leases - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Lease, Cost [Table Text Block] | LEASE EXPENSE Three Months Ended Nine Months Ended (In thousands) September 30, 2019 Operating lease costs $ 4,062 $ 11,071 Finance lease costs: Amortization of right-of-use assets 395 1,273 Interest on lease liabilities 466 1,405 Total finance lease costs 861 2,678 Variable lease costs 290 846 Total lease costs $ 5,213 $ 14,595 |
Lease, Supplemental cash flow information | SUPPLEMENTAL CASH FLOW INFORMATION Nine Months Ended (In thousands) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 12,635 Operating cash flows from finance leases 1,405 Financing cash flows from finance leases 1,023 Non-cash amounts for lease liabilities arising from obtaining right-of-use assets: Operating leases $ 973 Finance leases 493 |
Supplemental Balance Sheet Disclosures [Text Block] | SUPPLEMENTAL BALANCE SHEET INFORMATION (In thousands) Classification September 30, 2019 Lease ROU Assets Operating lease assets Operating lease right-of-use assets $ 74,503 Finance lease assets Property, plant and equipment, net 15,837 Total lease ROU assets $ 90,340 Lease Liabilities Current operating lease liabilities Accounts payable and accrued liabilities $ 13,200 Current finance lease liabilities Accounts payable and accrued liabilities 1,398 Total current lease liabilities 14,598 Non-current operating lease liabilities Operating lease liabilities 66,571 Non-current finance lease liabilities Other long-term obligations 20,929 Total non-current lease liabilities 87,500 Total operating lease liabilities 79,771 Total finance lease liabilities 22,327 Total lease liabilities $ 102,098 |
Lease term and discount rate [Table Text Block] | LEASE TERM AND DISCOUNT RATE September 30, 2019 Weighted average remaining lease term (years) Operating leases 6.9 Finance leases 10.9 Weighted average discount rate Operating leases 4.9 % Finance leases 8.3 % |
Finance Lease, Liability, Maturity [Table Text Block] | As of September 30, 2019 , our future maturities of lease liabilities were as follows: (In thousands) Operating Finance 2019 $ 3,964 $ 774 2020 16,727 3,175 2021 16,019 3,220 2022 15,081 3,128 2023 9,413 2,897 Thereafter 33,661 21,468 Total lease payments $ 94,865 $ 34,662 Less interest portion (15,094 ) (12,335 ) Total $ 79,771 $ 22,327 As of December 31, 2018, as previously disclosed in our 2018 Annual Report on Form 10-K, and under the previous lease accounting standard, we had future minimum lease payments as follows: (In thousands) Operating Capital 2019 $ 12,038 $ 3,093 2020 11,421 3,062 2021 10,424 3,112 2022 9,489 3,019 2023 7,163 2,789 Thereafter 24,276 21,710 Total future minimum lease payments $ 74,811 $ 36,785 Less interest portion (13,887 ) Present value of future minimum lease payments $ 22,898 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | As of September 30, 2019 , our future maturities of lease liabilities were as follows: (In thousands) Operating Finance 2019 $ 3,964 $ 774 2020 16,727 3,175 2021 16,019 3,220 2022 15,081 3,128 2023 9,413 2,897 Thereafter 33,661 21,468 Total lease payments $ 94,865 $ 34,662 Less interest portion (15,094 ) (12,335 ) Total $ 79,771 $ 22,327 As of December 31, 2018, as previously disclosed in our 2018 Annual Report on Form 10-K, and under the previous lease accounting standard, we had future minimum lease payments as follows: (In thousands) Operating Capital 2019 $ 12,038 $ 3,093 2020 11,421 3,062 2021 10,424 3,112 2022 9,489 3,019 2023 7,163 2,789 Thereafter 24,276 21,710 Total future minimum lease payments $ 74,811 $ 36,785 Less interest portion (13,887 ) Present value of future minimum lease payments $ 22,898 |
Intangible Assets - (Tables)
Intangible Assets - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Intangible Assets | Intangible assets at the balance sheet dates comprise the following: September 30, 2019 (Dollars in thousands, lives in years) Weighted Average Useful Life Historical Cost Accumulated Amortization Net Balance Customer relationships 9.4 $ 56,453 $ (39,995 ) $ 16,458 Trade names and trademarks 7.4 6,786 (4,800 ) 1,986 Other intangibles 6.0 572 (291 ) 281 $ 63,811 $ (45,086 ) $ 18,725 December 31, 2018 (Dollars in thousands, lives in years) Weighted Average Useful Life Historical Cost Accumulated Amortization Net Balance Customer relationships 9.4 $ 56,453 $ (35,469 ) $ 20,984 Trade names and trademarks 7.4 6,786 (4,029 ) 2,757 Other intangibles 6.0 572 (233 ) 339 $ 63,811 $ (39,731 ) $ 24,080 |
Estimated Future Annual Amortization | As of September 30, 2019, estimated future annual amortization is as follows: (In thousands) For the Years Ending December 31, 2019 $ 1,785 2020 3,246 2021 2,917 2022 2,217 2023 2,140 Thereafter 6,420 Total $ 18,725 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Trade accounts payable $ 141,458 $ 228,059 Accrued wages, salaries and employee benefits 37,395 41,426 Lease liabilities 14,598 — Accrued taxes other than income taxes payable 7,037 6,243 Accrued utilities 6,707 6,934 Accrued discounts and allowances 6,502 8,143 Accrued interest 5,322 14,672 Accrued account purchase agreement liabilities — 4,885 Other 10,544 10,670 $ 229,563 $ 321,032 |
Other Long-Term Obligations - (
Other Long-Term Obligations - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities, Noncurrent [Abstract] | |
Other Long-Term Obligations | Other long-term obligations at the balance sheet dates consist of: (In thousands) September 30, 2019 December 31, 2018 Finance lease obligations, net of current portion $ 20,929 $ 21,589 Deferred compensation 4,471 2,585 Deferred proceeds 3,955 4,511 Other 4,635 10,292 $ 33,990 $ 38,977 |
Pension and Other Postretirem_2
Pension and Other Postretirement Employee Benefit Plans - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Cost of Pension and Other Postretirement Employee Benefit Plans | The following table details the components of net periodic cost of our company-sponsored pension and other postretirement employee benefit, or OPEB, plans for the periods presented: Three Months Ended September 30, (In thousands) 2019 2018 2019 2018 Pension Benefit Plans Other Postretirement Employee Benefit Plans Service cost $ 609 $ 447 $ 23 $ 34 Interest cost 3,110 3,005 700 609 Expected return on plan assets (4,134 ) (4,250 ) — — Amortization of prior service credit — — — (419 ) Amortization of actuarial loss (gain) 1,844 2,515 (99 ) (226 ) Net periodic cost (benefit) $ 1,429 $ 1,717 $ 624 $ (2 ) Nine Months Ended September 30, (In thousands) 2019 2018 2019 2018 Pension Benefit Plans Other Postretirement Employee Benefit Plans Service cost $ 1,828 $ 1,342 $ 68 $ 102 Interest cost 9,333 9,015 2,099 1,827 Expected return on plan assets (12,401 ) (12,751 ) — — Amortization of prior service credit — — — (1,257 ) Amortization of actuarial loss (gain) 5,529 7,543 (294 ) (677 ) Net periodic cost (benefit) $ 4,289 $ 5,149 $ 1,873 $ (5 ) |
Earnings per Common Share - (Ta
Earnings per Common Share - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Number of Common Shares Used in Calculating Basic and Diluted Net Earnings per Share | The following table reconciles the number of common shares used in calculating the basic and diluted net earnings per share: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Basic weighted-average common shares outstanding 1 16,538,569 16,486,935 16,531,195 16,492,843 Incremental shares due to: Restricted stock units — 22,461 — 27,893 Performance shares — 54,253 — 52,508 Stock options — — — 60 Diluted weighted-average common shares outstanding 16,538,569 16,563,649 16,531,195 16,573,304 Basic net (loss) earnings per common share $ (0.66 ) $ 2.09 $ (0.46 ) $ 2.67 Diluted net (loss) earnings per common share (0.66 ) 2.08 (0.46 ) 2.66 Anti-dilutive shares excluded from calculation 1,060,643 985,312 1,040,544 935,037 1 Basic weighted-average common shares outstanding includes restricted stock unit awards that are fully vested, but are deferred for future issuance. |
Equity-Based Compensation - (Ta
Equity-Based Compensation - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Employee Equity-Based Compensation Expense | Employee equity-based compensation expense (income) was recognized as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands) 2019 2018 2019 2018 Restricted stock units $ 794 $ 595 $ 1,975 $ 1,599 Performance shares (682 ) 499 (164 ) 1,409 Stock options 357 639 1,047 1,767 Total employee equity-based compensation expense $ 469 $ 1,733 $ 2,858 $ 4,775 |
Summary of Number of Share-Based Awards Granted | The following table summarizes the number of share-based awards granted under the Clearwater Paper Corporation 2017 Stock Incentive Plan during the nine months ended September 30, 2019 and the grant-date fair value of the awards: Nine Months Ended September 30, 2019 Number of Weighted-Average Fair Restricted stock units 137,037 $ 26.61 Performance shares 151,664 26.60 |
Fair Value Measurements - (Tabl
Fair Value Measurements - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Values of Financial Instruments | The estimated fair values of our financial instruments at the dates presented below are as follows: September 30, December 31, 2019 2018 Carrying Fair Carrying Fair (In thousands) Amount Value Amount Value Cash, cash equivalents and restricted cash (Level 1) $ 10,295 $ 10,295 $ 24,947 $ 24,947 Short-term borrowings under revolving credit agreements (Level 2) 58,000 58,000 100,000 99,909 Other short-term debt (Level 1) — — 20,833 20,833 Long-term debt (Level 2) 875,000 863,340 675,000 612,546 |
Segment Information - (Tables)
Segment Information - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | |
Disaggregation of Revenue [Table Text Block] | Net sales, classified by the major geographic areas in which our customers are located and by major products, were as follows: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2019 2018 2019 2018 Primary geographical markets: United States $ 424,743 $ 404,593 $ 1,270,944 $ 1,237,644 Other countries 20,445 21,867 55,016 57,867 Total net sales $ 445,188 $ 426,460 $ 1,325,960 $ 1,295,511 Major products: Paperboard $ 215,370 $ 214,818 $ 644,565 $ 623,442 Retail tissue 215,255 183,948 630,354 601,557 Non-retail tissue 12,421 27,624 43,153 68,348 Other 2,142 70 7,888 2,164 Total net sales $ 445,188 $ 426,460 $ 1,325,960 $ 1,295,511 |
Reportable Segments Information | The table below presents information about our reportable segments: Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2019 2018 2019 2018 Segment net sales: Consumer Products $ 228,544 $ 211,642 $ 676,220 $ 672,069 Pulp and Paperboard 216,644 214,818 649,740 623,442 Total segment net sales $ 445,188 $ 426,460 $ 1,325,960 $ 1,295,511 Earnings (loss) before income taxes: Consumer Products 1 $ (4,438 ) $ (1,269 ) $ (8,300 ) $ (3,244 ) Gain on divested assets — 22,944 — 22,944 Pulp and Paperboard 1 17,098 38,280 80,073 98,626 12,660 59,955 71,773 118,326 Corporate 1 (15,120 ) (13,055 ) (44,530 ) (41,506 ) (Loss) income from operations (2,460 ) 46,900 27,243 76,820 Interest expense, net (13,077 ) (7,547 ) (32,477 ) (23,290 ) Debt retirement costs (2,725 ) — (2,725 ) — Non-operating pension and other postretirement benefit costs (1,421 ) (1,234 ) (4,266 ) (3,700 ) (Loss) earnings before income taxes $ (19,683 ) $ 38,119 $ (12,225 ) $ 49,830 Depreciation and amortization: Consumer Products $ 19,025 $ 14,447 $ 51,227 $ 42,964 Pulp and Paperboard 11,168 9,316 30,144 28,106 Corporate 1,797 1,579 4,972 4,616 Total depreciation and amortization $ 31,990 $ 25,342 $ 86,343 $ 75,686 1 Income (loss) from operations for the Consumer Products, Pulp and Paperboard and Corporate segments for the nine months ended September 30, 2018 include $1.7 million , $0.5 million and $4.2 million , respectively, of expenses associated with our selling, general and administrative cost control measures. |
Supplemental Guarantor Financ_2
Supplemental Guarantor Financial Information - (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) | Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2019 (In thousands) Issuer Guarantor Eliminations Total Net sales $ 416,293 $ 67,869 $ (38,974 ) $ 445,188 Costs and expenses: Cost of sales (396,794 ) (60,240 ) 38,330 (418,704 ) Selling, general and administrative expenses (24,255 ) (4,689 ) — (28,944 ) Total operating costs and expenses (421,049 ) (64,929 ) 38,330 (447,648 ) (Loss) income from operations (4,756 ) 2,940 (644 ) (2,460 ) Interest expense, net (13,076 ) (1 ) — (13,077 ) Debt retirement costs (2,725 ) — — (2,725 ) Non-operating pension and other postretirement benefit costs (1,421 ) — — (1,421 ) (Loss) earnings before income taxes (21,978 ) 2,939 (644 ) (19,683 ) Income tax benefit (provision) 13,996 (1,397 ) (3,889 ) 8,710 Equity in income of subsidiary 1,542 — (1,542 ) — Net (loss) earnings $ (6,440 ) $ 1,542 $ (6,075 ) $ (10,973 ) Other comprehensive income, net of tax 1,286 — — 1,286 Comprehensive (loss) income $ (5,154 ) $ 1,542 $ (6,075 ) $ (9,687 ) Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2019 (In thousands) Issuer Guarantor Eliminations Total Net sales $ 1,250,145 $ 203,094 $ (127,279 ) $ 1,325,960 Costs and expenses: Cost of sales (1,154,834 ) (181,741 ) 123,800 (1,212,775 ) Selling, general and administrative expenses (71,578 ) (14,364 ) — (85,942 ) Total operating costs and expenses (1,226,412 ) (196,105 ) 123,800 (1,298,717 ) Income from operations 23,733 6,989 (3,479 ) 27,243 Interest expense, net (32,338 ) (139 ) — (32,477 ) Debt retirement costs (2,725 ) — — (2,725 ) Non-operating pension and other postretirement benefit costs (4,266 ) — — (4,266 ) (Loss) earnings before income taxes (15,596 ) 6,850 (3,479 ) (12,225 ) Income tax benefit (provision) 10,221 (1,821 ) (3,735 ) 4,665 Equity in income of subsidiary 5,029 — (5,029 ) — Net (loss) earnings $ (346 ) $ 5,029 $ (12,243 ) $ (7,560 ) Other comprehensive income, net of tax 3,859 — — 3,859 Comprehensive income $ 3,513 $ 5,029 $ (12,243 ) $ (3,701 ) Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total Net sales $ 426,816 $ 50,340 $ (50,696 ) $ 426,460 Costs and expenses: Cost of sales (383,737 ) (45,693 ) 53,209 (376,221 ) Selling, general and administrative expenses (20,721 ) (5,562 ) — (26,283 ) Gain on divested assets, net — 22,944 — 22,944 Total operating costs and expenses (404,458 ) (28,311 ) 53,209 (379,560 ) Income from operations 22,358 22,029 2,513 46,900 Interest expense, net (7,366 ) (181 ) — (7,547 ) Non-operating pension and other postretirement benefit costs (1,234 ) — — (1,234 ) Earnings before income taxes 13,758 21,848 2,513 38,119 Income tax benefit (provision) 1,748 (5,043 ) (380 ) (3,675 ) Equity in income of subsidiary 16,805 — (16,805 ) — Net earnings $ 32,311 $ 16,805 $ (14,672 ) $ 34,444 Other comprehensive income, net of tax 1,378 — — 1,378 Comprehensive income $ 33,689 $ 16,805 $ (14,672 ) $ 35,822 Clearwater Paper Corporation Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total Net sales $ 1,315,819 $ 150,866 $ (171,174 ) $ 1,295,511 Costs and expenses: Cost of sales (1,190,954 ) (133,971 ) 169,117 (1,155,808 ) Selling, general and administrative expenses (69,579 ) (16,248 ) — (85,827 ) Gain on divested assets, net — 22,944 — 22,944 Total operating costs and expenses (1,260,533 ) (127,275 ) 169,117 (1,218,691 ) Income from operations 55,286 23,591 (2,057 ) 76,820 Interest expense, net (22,922 ) (368 ) — (23,290 ) Non-operating pension and other postretirement benefit costs (3,700 ) — — (3,700 ) Earnings before income taxes 28,664 23,223 (2,057 ) 49,830 Income tax provision (1,208 ) (5,242 ) 625 (5,825 ) Equity in income of subsidiary 17,981 — (17,981 ) — Net earnings $ 45,437 $ 17,981 $ (19,413 ) $ 44,005 Other comprehensive income, net of tax 4,133 — — 4,133 Comprehensive income $ 49,570 $ 17,981 $ (19,413 ) $ 48,138 |
Condensed Consolidating Balance Sheet | Clearwater Paper Corporation Consolidating Balance Sheet At September 30, 2019 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 7,815 $ — $ — $ 7,815 Restricted cash 1,440 — — 1,440 Receivables, net 139,201 18,728 — 157,929 Taxes receivable 6,716 24 (19 ) 6,721 Inventories 246,211 39,663 (3,479 ) 282,395 Other current assets 7,725 235 — 7,960 Total current assets 409,108 58,650 (3,498 ) 464,260 Property, plant and equipment, net 1,202,690 70,784 — 1,273,474 Operating lease right-of-use assets 69,211 5,292 — 74,503 Goodwill 35,074 — — 35,074 Intangible assets, net 261 18,464 — 18,725 Intercompany (payable) receivable (72,415 ) 68,936 3,479 — Investment in subsidiary 180,330 — (180,330 ) — Other assets, net 13,906 2,960 (1,825 ) 15,041 TOTAL ASSETS $ 1,838,165 $ 225,086 $ (182,174 ) $ 1,881,077 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Short-term debt $ 58,000 $ — $ — $ 58,000 Accounts payable and accrued liabilities 211,805 17,777 (19 ) 229,563 Current liability for pension and other postretirement employee benefits 7,430 — — 7,430 Total current liabilities 277,235 17,777 (19 ) 294,993 Long-term debt 866,702 — — 866,702 Operating lease liabilities 62,792 3,779 — 66,571 Liability for pension and other postretirement employee benefits 73,738 — — 73,738 Other long-term obligations 33,990 — — 33,990 Accrued taxes 2,186 884 — 3,070 Deferred tax liabilities 96,377 22,316 (1,825 ) 116,868 TOTAL LIABILITIES 1,413,020 44,756 (1,844 ) 1,455,932 Stockholders’ equity excluding 488,634 180,330 (180,330 ) 488,634 Accumulated other comprehensive loss, net of tax (63,489 ) — — (63,489 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 1,838,165 $ 225,086 $ (182,174 ) $ 1,881,077 Clearwater Paper Corporation Consolidating Balance Sheet At December 31, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 22,484 $ — $ — $ 22,484 Receivables, net 127,952 17,567 — 145,519 Taxes receivable 16,634 41 (10,374 ) 6,301 Inventories 222,960 48,361 (5,077 ) 266,244 Other current assets 3,346 53 — 3,399 Total current assets 393,376 66,022 (15,451 ) 443,947 Property, plant and equipment, net 1,192,716 76,555 — 1,269,271 Goodwill 35,074 — — 35,074 Intangible assets, net 1,045 23,035 — 24,080 Intercompany (payable) receivable (62,846 ) 57,769 5,077 — Investment in subsidiary 175,301 — (175,301 ) — Other assets, net 14,839 2,618 (1,711 ) 15,746 TOTAL ASSETS $ 1,749,505 $ 225,999 $ (187,386 ) $ 1,788,118 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Short-term debt $ 120,833 $ — $ — $ 120,833 Accounts payable and accrued liabilities 299,715 31,691 (10,374 ) 321,032 Current liability for pension and other postretirement employee benefits 7,430 — — 7,430 Total current liabilities 427,978 31,691 (10,374 ) 449,295 Long-term debt 671,292 — — 671,292 Liability for pension and other postretirement employee benefits 78,191 — — 78,191 Other long-term obligations 38,977 — — 38,977 Accrued taxes 1,918 867 — 2,785 Deferred tax liabilities 104,753 18,140 (1,711 ) 121,182 TOTAL LIABILITIES 1,323,109 50,698 (12,085 ) 1,361,722 Stockholders’ equity excluding 493,744 175,301 (175,301 ) 493,744 Accumulated other comprehensive loss, net of tax (67,348 ) — — (67,348 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 1,749,505 $ 225,999 $ (187,386 ) $ 1,788,118 |
Condensed Consolidating Statement of Cash Flows | Clearwater Paper Corporation Consolidating Statement of Cash Flows Nine Months Ended September 30, 2019 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) earnings $ (346 ) $ 5,029 $ (12,243 ) $ (7,560 ) Adjustments to reconcile net (loss) earnings to net cash flows from operating activities: Depreciation and amortization 74,186 12,157 — 86,343 Equity-based compensation expense 2,959 — — 2,959 Deferred taxes (10,286 ) 4,263 — (6,023 ) Employee benefit plans 1,006 — — 1,006 Amortization of deferred issuance costs on debt 1,452 — — 1,452 Loss on retirement of debt 2,725 — — 2,725 Other non-cash activity, net 734 (10 ) 724 Changes in working capital, net (111,631 ) 2,504 10,861 (98,266 ) Changes in taxes receivable 9,918 17 (10,355 ) (420 ) Other, net 1,086 (261 ) — 825 Net cash flows from operating activities (28,197 ) 23,699 (11,737 ) (16,235 ) CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, plant and equipment (124,111 ) (1,683 ) — (125,794 ) Other, net 4 10 — 14 Net cash flows from investing activities (124,107 ) (1,673 ) — (125,780 ) CASH FLOWS FROM FINANCING ACTIVITIES Borrowings on long-term debt 296,146 — — 296,146 Repayments of borrowings on long-term debt (101,671 ) — — (101,671 ) Borrowings on short-term debt 534,877 — — 534,877 Repayments of borrowings on short-term debt (598,715 ) — — (598,715 ) Payments for debt issuance costs (1,844 ) — — (1,844 ) Investment from (to) parent 10,289 (22,026 ) 11,737 — Other, net (1,430 ) — — (1,430 ) Net cash flows from financing activities 137,652 (22,026 ) 11,737 127,363 Decrease in cash, cash equivalents and restricted cash (14,652 ) — — (14,652 ) Cash, cash equivalents and restricted cash at beginning of period 24,947 — — 24,947 Cash, cash equivalents and restricted cash at end of period $ 10,295 $ — $ — $ 10,295 Clearwater Paper Corporation Consolidating Statement of Cash Flows Nine Months Ended September 30, 2018 (In thousands) Issuer Guarantor Subsidiaries Eliminations Total CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 45,437 $ 17,981 $ (19,413 ) $ 44,005 Adjustments to reconcile net earnings to net cash flows from operating activities: Depreciation and amortization 59,632 16,054 — 75,686 Equity-based compensation expense 2,845 — — 2,845 Deferred taxes 10,662 (6,732 ) — 3,930 Employee benefit plans 102 — — 102 Deferred issuance costs on long term debt 943 — — 943 Gain on divested assets — (25,510 ) — (25,510 ) Other non-cash activity, net 84 — — 84 Changes in working capital, net 22,045 (7,383 ) (7,260 ) 7,402 Changes in taxes receivable 8,053 26 5,455 13,534 Other, net (1,800 ) (122 ) — (1,922 ) Net cash flows from operating activities 148,003 (5,686 ) (21,218 ) 121,099 CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, plant and equipment (172,434 ) (1,600 ) — (174,034 ) Net proceeds from divested assets 70,930 — — 70,930 Other, net 793 14 — 807 Net cash flows from investing activities (100,711 ) (1,586 ) — (102,297 ) CASH FLOWS FROM FINANCING ACTIVITIES Borrowings on short-term debt 322,454 — — 322,454 Repayments of borrowings on short-term debt (277,454 ) — — (277,454 ) Investment (to) from parent (28,490 ) 7,272 21,218 — Other, net (853 ) — — (853 ) Net cash flows from financing activities 15,657 7,272 21,218 44,147 Increase in cash, cash equivalents and restricted cash 62,949 — — 62,949 Cash, cash equivalents and restricted cash at beginning of period 16,738 — — 16,738 Cash, cash equivalents and restricted cash at end of period $ 79,687 $ — $ — $ 79,687 |
Nature of Operations and Basi_4
Nature of Operations and Basis of Presentation - Narrative (Detail) - USD ($) | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Nature of Operations | ||||
Cash and Cash Equivalents, at Carrying Value | $ 7,815,000 | $ 76,150,000 | $ 22,484,000 | |
Restricted cash | 1,440,000 | 1,080,000 | 0 | |
Restricted Cash, Noncurrent | 1,040,000 | 2,457,000 | 2,463,000 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 10,295,000 | 79,687,000 | 24,947,000 | $ 16,738,000 |
Incremental direct costs, short-term in nature, expensed when incurred | 12 months | |||
revenue recognition, payment terms | 30 days | |||
Receivables, net | $ 157,929,000 | 145,519,000 | ||
Percentage Of Expected Natural Gas Requirement Covered Under Contract | 47.00% | |||
Interest Costs Capitalized | $ 800,000 | 900,000 | ||
Shelby paper machine interest cost capitalized | 4,900,000 | 5,100,000 | ||
Sale of Accounts Receivable | 159,300,000 | |||
Outstanding Accounts Receivable Sold | 0 | |||
Factoring Expense | 30,000,000 | |||
Factoring Expense | 700,000 | 100,000 | ||
Accrued account purchase agreement liabilities | 0 | $ 20,800,000 | 4,885,000 | |
Accounts Receivable, Allowance for Credit Loss | 1,400,000 | 1,500,000 | ||
Trade Accounts Receivable [Member] | ||||
Nature of Operations | ||||
Receivables, net | $ 156,300,000 | $ 142,800,000 |
Recently Adopted and New Acco_2
Recently Adopted and New Accounting Standards - Narrative (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 74,503 | $ 0 | |
Total lease liabilities | $ 79,771 | ||
ASU 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 83,000 | ||
Total lease liabilities | $ 88,000 |
Inventories & Property, Plant_3
Inventories & Property, Plant and Equipment - Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Pulp, paperboard and tissue products | $ 166,063 | $ 159,499 |
Materials and supplies | 93,965 | 86,892 |
Logs, pulpwood, chips and sawdust | 22,367 | 19,853 |
Inventories | $ 282,395 | $ 266,244 |
Inventories & Property, Plant_4
Inventories & Property, Plant and Equipment - Property, Plant, and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 3,038,464 | $ 2,960,929 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 1,764,990 | 1,691,658 |
Property, plant and equipment, net | 1,273,474 | 1,269,271 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 479,359 | 381,071 |
Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 95,914 | 84,525 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 52,491 | 49,980 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 10,756 | 10,756 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 58,348 | 273,291 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 2,341,596 | $ 2,161,306 |
Leases - Narrative (Detail)
Leases - Narrative (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Operating lease costs | $ 4,062 | $ 11,071 | |
Amortization of right-of-use assets | 395 | 1,273 | |
Interest on lease liabilities | 466 | 1,405 | |
Total finance lease costs | 861 | 2,678 | |
Variable lease costs | 290 | 846 | |
Total lease costs | 5,213 | 14,595 | |
Operating cash flows from operating leases | 12,635 | ||
Operating cash flows from finance leases | 1,405 | ||
Financing cash flows from finance leases | 1,023 | ||
Non-cash amounts for lease liabilities arising from obtaining right-of-use assets, operating leases | 973 | ||
Non-cash amounts for lease liabilities arising from obtaining right-of-use assets, finance leases | 493 | ||
Operating lease right-of-use assets | 74,503 | 74,503 | $ 0 |
Finance lease assets | 15,837 | 15,837 | |
Total lease ROU assets | 90,340 | 90,340 | |
Current operating lease liabilities | 13,200 | 13,200 | |
Current finance lease liabilities | 1,398 | 1,398 | |
Total current lease liabilities | 14,598 | 14,598 | 0 |
Non-current operating lease liabilities | 66,571 | 66,571 | 0 |
Non-current finance lease liabilities | 20,929 | 20,929 | $ 21,589 |
Total lease liability, noncurrent | 87,500 | 87,500 | |
Total lease liabilities | 79,771 | 79,771 | |
Finance Lease, Liability | 22,327 | 22,327 | |
Total lease liabilities | $ 102,098 | $ 102,098 | |
Operating Lease, Weighted Average Remaining Lease Term | 6 years 10 months 24 days | 6 years 10 months 24 days | |
Finance Lease, Weighted Average Remaining Lease Term | 10 years 10 months 24 days | 10 years 10 months 24 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 4.90% | 4.90% | |
Finance Lease, Weighted Average Discount Rate, Percent | 8.30% | 8.30% | |
Minimum | |||
Remaining lease term | 1 year | ||
Maximum | |||
Remaining lease term | 12 years |
Leases - Future Lease Maturitie
Leases - Future Lease Maturities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Operating Leases, After Adoption of 842: | ||
2019 | $ 3,964 | |
2020 | 16,727 | |
2021 | 16,019 | |
2022 | 15,081 | |
2023 | 9,413 | |
Thereafter | 33,661 | |
Total lease payments | 94,865 | |
Less interest portion | (15,094) | |
Total | 79,771 | |
Finance Lease After Adoption of 842: | ||
2019 | 774 | |
2020 | 3,175 | |
2021 | 3,220 | |
2022 | 3,128 | |
2023 | 2,897 | |
Thereafter | 21,468 | |
Total lease payments | 34,662 | |
Less interest portion | (12,335) | |
Total | $ 22,327 | |
Operating Leases, Before Adoption of 842: | ||
2019 | $ 12,038 | |
2020 | 11,421 | |
2021 | 10,424 | |
2022 | 9,489 | |
2023 | 7,163 | |
Thereafter | 24,276 | |
Total future minimum lease payments | 74,811 | |
Capital Leases, Before Adoption of 842: | ||
2019 | 3,093 | |
2020 | 3,062 | |
2021 | 3,112 | |
2022 | 3,019 | |
2023 | 2,789 | |
Thereafter | 21,710 | |
Total future minimum lease payments | 36,785 | |
Less interest portion | (13,887) | |
Present value of future minimum lease payments | $ 22,898 |
Intangible Assets - Components
Intangible Assets - Components (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 1,800 | $ 1,900 | $ 5,400 | $ 5,800 | |
Historical Cost | 63,811 | 63,811 | $ 63,811 | ||
Accumulated Amortization | (45,086) | (45,086) | (39,731) | ||
Total | 18,725 | $ 18,725 | 24,080 | ||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 9 years 4 months 24 days | ||||
Historical Cost | 56,453 | $ 56,453 | 56,453 | ||
Accumulated Amortization | (39,995) | (39,995) | (35,469) | ||
Total | 16,458 | $ 16,458 | 20,984 | ||
Tradenames and trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 7 years 5 months | ||||
Historical Cost | 6,786 | $ 6,786 | 6,786 | ||
Accumulated Amortization | (4,800) | (4,800) | (4,029) | ||
Total | 1,986 | $ 1,986 | 2,757 | ||
Other intangibles | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 6 years | ||||
Historical Cost | 572 | $ 572 | 572 | ||
Accumulated Amortization | (291) | (291) | (233) | ||
Total | $ 281 | $ 281 | $ 339 |
Intangible Assets - Future Annu
Intangible Assets - Future Annual Amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2019 | $ 1,785 | |
2020 | 3,246 | |
2021 | 2,917 | |
2022 | 2,217 | |
2023 | 2,140 | |
Thereafter | 6,420 | |
Total | $ 18,725 | $ 24,080 |
Taxes - Narrative (Detail)
Taxes - Narrative (Detail) | 3 Months Ended | |
Sep. 30, 2019Rate | Sep. 30, 2018Rate | |
Operating Loss Carryforwards [Line Items] | ||
Estimated Annual Effective Tax Rate | 34.00% | 32.00% |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
Accounts Payable and Accrued Liabilities [Abstract] | |||
Trade accounts payable | $ 141,458 | $ 228,059 | |
Accrued wages, salaries and employee benefits | 37,395 | 41,426 | |
Total lease liability, current | 14,598 | 0 | |
Accrued account purchase agreement liabilities | 0 | 4,885 | $ 20,800 |
Accrued discounts and allowances | 6,502 | 8,143 | |
Accrued taxes other than income taxes payable | 7,037 | 6,243 | |
Accrued utilities | 6,707 | 6,934 | |
Accrued interest | 5,322 | 14,672 | |
Other | 10,544 | 10,670 | |
Accounts payable and accrued liabilities | $ 229,563 | $ 321,032 |
Debt (Detail)
Debt (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Oct. 31, 2016 | |
Debt Instrument [Line Items] | |||
Long-term line of credit | $ 100,000,000 | $ 100,000,000 | |
Debt Instrument, Repayment Terms, Percentage Of Principal | 0.25% | 0.25% | |
Potential additional lines of credit | $ 100,000,000 | ||
Ratio of indebtedness to net capital | 2 | 2 | |
Minimum | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Repayment Terms, Asset Sales, Percentage Of Principal | 0.00% | 0.00% | |
Maximum | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Repayment Terms, Asset Sales, Percentage Of Principal | 50.00% | 50.00% | |
Ratio of indebtedness to net capital | 4.25 | 4.25 | |
LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, weighted average interest rate | 3.25% | 3.25% | |
LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 3.00% | ||
LIBOR | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 3.25% | ||
Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 2.00% | ||
Base Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 2.25% | ||
Allied Bank Limited | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Term | 3 years | ||
Line of credit facility, maximum borrowing capacity | $ 250,000,000 | $ 250,000,000 | |
Potential additional lines of credit | $ 100,000,000 | ||
Ratio of indebtedness to net capital | 1.10 | 1.10 | |
Debt, weighted average interest rate | 3.80% | 3.80% | |
Line of credit facility, commitment fee percentage | 0.375% | ||
Line of credit facility, capacity available for specific purpose other than for trade purchases | $ 15,000,000 | $ 15,000,000 | |
Allied Bank Limited | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1.25% | ||
Allied Bank Limited | LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Debt, weighted average interest rate | 1.25% | 1.25% | |
Allied Bank Limited | LIBOR | Maximum | |||
Debt Instrument [Line Items] | |||
Debt, weighted average interest rate | 1.75% | 1.75% | |
Allied Bank Limited | Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.25% | ||
Allied Bank Limited | Base Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.75% | ||
Allied Bank Limited | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Outstanding stand by letters of credit | $ 5,500,000 | $ 5,500,000 | |
Allied Bank Limited | Commitment Fees | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.25% | ||
Allied Bank Limited | Commitment Fees | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.375% | ||
Wells Fargo | |||
Debt Instrument [Line Items] | |||
Line of credit facility, fair value of amount outstanding | $ 135,000,000 | ||
Line of credit facility, maximum borrowing capacity | 200,000,000 | ||
Debt Extinguishment Costs, Breakage Fees | 1,700,000 | ||
Debt instrument, unamortized discount (premium) and debt issuance costs, net | 1,100,000 | ||
Debt retirement costs | 1,600,000 | $ 1,600,000 | |
Debt issuance costs, line of credit arrangements, net | 7,100,000 | 7,100,000 | |
Northwest Farm Credit Services, PCA | |||
Debt Instrument [Line Items] | |||
Line of credit facility, fair value of amount outstanding | 200,000,000 | ||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | ||
Term Loan [Member] | Allied Bank Limited | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | 300,000,000 | 300,000,000 | |
Line of Credit [Member] | Allied Bank Limited | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | $ 58,000,000 | $ 58,000,000 |
Other Long-Term Obligations - N
Other Long-Term Obligations - Narrative (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Other Liabilities, Noncurrent [Abstract] | ||
Non-current finance lease liabilities | $ 20,929 | $ 21,589 |
Deferred proceeds | 3,955 | 4,511 |
Deferred compensation | 4,471 | 2,585 |
Other | 4,635 | 10,292 |
Other long-term obligations | $ 33,990 | $ 38,977 |
Pension and Other Postretirem_3
Pension and Other Postretirement Employee Benefit Plans - Narrative (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Expected Future Employer Contributions, Next Fiscal Year | $ 0 | |
Supplemental Employee Retirement Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employer contribution | 0.3 | |
Defined Benefit Plan, Expected Future Employer Contributions, Next Fiscal Year | 0.4 | |
Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employer contribution | $ 0 | $ 0 |
Pension and Other Postretirem_4
Pension and Other Postretirement Employee Benefit Plans - Components of Net Periodic Cost of Pension and Other Postretirement Employee Benefit Plans (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Pension Benefit Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Service Cost | $ 609 | $ 447 | $ 1,828 | $ 1,342 |
Interest cost | 3,110 | 3,005 | 9,333 | 9,015 |
Expected return on plan assets | (4,134) | (4,250) | (12,401) | (12,751) |
Amortization of prior service cost (credit) | 0 | 0 | 0 | 0 |
Amortization of actuarial loss | 1,844 | 2,515 | 5,529 | 7,543 |
Net periodic cost | 1,429 | 1,717 | 4,289 | 5,149 |
Other Postretirement Employee Benefit Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Service Cost | 23 | 34 | 68 | 102 |
Interest cost | 700 | 609 | 2,099 | 1,827 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service cost (credit) | 0 | (419) | 0 | (1,257) |
Amortization of actuarial loss | (99) | (226) | (294) | (677) |
Net periodic cost | $ 624 | $ (2) | $ 1,873 | $ (5) |
Earnings per Common Share - Rec
Earnings per Common Share - Reconciliation of Number of Common Shares Used in Calculating Basic and Diluted Net Earnings Per Share (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | ||||
Basic average common shares outstanding | 16,538,569 | 16,486,935 | 16,531,195 | 16,492,843 |
Incremental shares due to: | ||||
Restricted stock units | 0 | 22,461 | 0 | 27,893 |
Performance shares | 0 | 54,253 | 0 | 52,508 |
Incremental Common Shares Attributable to Stock Options | 0 | 0 | 0 | 60 |
Diluted average common shares outstanding | 16,538,569 | 16,563,649 | 16,531,195 | 16,573,304 |
Basic net earnings per common share (in dollars per share) | $ (0.66) | $ 2.09 | $ (0.46) | $ 2.67 |
Diluted net earnings per common share (in dollars per share) | $ (0.66) | $ 2.08 | $ (0.46) | $ 2.66 |
Anti-dilutive shares excluded from calculation | 1,060,643 | 985,312 | 1,040,544 | 935,037 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation expense | $ 469 | $ 1,733 | $ 2,858 | $ 4,775 | |
Percentageofperformancesharepayoutmeasuredbyfreeoperatingcashflow | 70.00% | 70.00% | |||
Percentage of performance share payout measured by return on invested capital | 30.00% | 30.00% | |||
PercentageofperformancesharepayoutADJUSTMENTmeasuredbytotalshareholderreturn | 25.00% | 25.00% | |||
Cash paid for minimum tax withholdings | $ 400 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | 75,223 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $ 51.69 | ||||
Share-based Payment Arrangement, Option, Exercise Price Range, Shares Exercisable | 515,438 | 515,438 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 51.19 | $ 51.19 | |||
Performance shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation expense | $ (682) | 499 | $ (164) | 1,409 | |
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation expense | 794 | 595 | $ 1,975 | 1,599 | |
Shares issued (in shares) | 32,992 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested Shares Settled | 47,504 | ||||
Director [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation expense | 400 | $ 800 | $ 100 | $ (1,900) | |
Deferred Compensation Share-based Arrangements, Liability, Classified, Noncurrent | $ 800 | ||||
Deferred Compensation Cash-based Arrangements, Liability, Classified, Noncurrent | $ 2,200 | $ 2,200 | $ 1,300 | ||
Minimum | Performance shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share Based Compensation Arrangement By Share Based Payment Award Outstanding Award As Percentage Of Shares Issued | 0.00% | 0.00% | |||
Maximum | Performance shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share Based Compensation Arrangement By Share Based Payment Award Outstanding Award As Percentage Of Shares Issued | 200.00% | 200.00% |
Equity-Based Compensation - Emp
Equity-Based Compensation - Employee Equity-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share based compensation expense | $ 469 | $ 1,733 | $ 2,858 | $ 4,775 |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share based compensation expense | 794 | 595 | 1,975 | 1,599 |
Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share based compensation expense | (682) | 499 | (164) | 1,409 |
Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share based compensation expense | $ 357 | $ 639 | $ 1,047 | $ 1,767 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Number of Share-Based Awards Granted (Detail) | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of share-based awards granted | shares | 137,037 |
Grant-date fair value of awards per share | $ / shares | $ 26.61 |
Performance shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of share-based awards granted | shares | 151,664 |
Grant-date fair value of awards per share | $ / shares | $ 26.60 |
Fair Value Measurements (Detail
Fair Value Measurements (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash, restricted cash, and short-term investments | $ 10,295 | $ 24,947 |
Line of credit facility, fair value of amount outstanding | 58,000 | 100,000 |
Supply chain financing, amount outstanding | 0 | 20,833 |
Long-term debt | 875,000 | 675,000 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash, restricted cash, and short-term investments | 10,295 | 24,947 |
Line of credit facility, fair value of amount outstanding | 58,000 | 99,909 |
Supply chain financing, amount outstanding | 0 | 20,833 |
Long-term debt | $ 863,340 | $ 612,546 |
Segment Information (Detail)
Segment Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||||
Revenues | $ 445,188,000 | $ 426,460,000 | $ 1,325,960,000 | $ 1,295,511,000 | ||
Income (loss) from operations | (2,460,000) | 46,900,000 | 27,243,000 | 76,820,000 | ||
Interest expense, net | (13,077,000) | (7,547,000) | (32,477,000) | (23,290,000) | ||
Debt retirement costs | (2,725,000) | 0 | (2,725,000) | 0 | ||
Non-operating pension and other postretirement benefit (costs) income | 1,421,000 | 1,234,000 | 4,266,000 | 3,700,000 | ||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | (19,683,000) | 38,119,000 | (12,225,000) | 49,830,000 | ||
Depreciation and amortization | 31,990,000 | 25,342,000 | 86,343,000 | $ 75,686,000 | ||
Concentration Risk, Percentage | 11.90% | |||||
Consumer Products | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 228,544,000 | 211,642,000 | 676,220,000 | $ 672,069,000 | ||
Income (loss) from operations | (4,438,000) | (1,269,000) | (8,300,000) | (3,244,000) | ||
Gain on divested assets | $ 0 | $ 22,944,000 | 0 | 22,944,000 | ||
Depreciation and amortization | 19,025,000 | 14,447,000 | 51,227,000 | 42,964,000 | ||
Severance Costs | 1,700,000 | |||||
Pulp and Paperboard | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 216,644,000 | 214,818,000 | 649,740,000 | 623,442,000 | ||
Income (loss) from operations | 17,098,000 | 38,280,000 | 80,073,000 | 98,626,000 | ||
Depreciation and amortization | 11,168,000 | 9,316,000 | 30,144,000 | 28,106,000 | ||
Severance Costs | 500,000 | |||||
Operating Segments | ||||||
Segment Reporting Information [Line Items] | ||||||
Income (loss) from operations | 12,660,000 | 59,955,000 | 71,773,000 | 118,326,000 | ||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Income (loss) from operations | (15,120,000) | (13,055,000) | (44,530,000) | (41,506,000) | ||
Depreciation and amortization | 1,797,000 | 1,579,000 | 4,972,000 | 4,616,000 | ||
Severance Costs | 4,200,000 | |||||
Non-US [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 20,445,000 | 21,867,000 | 55,016,000 | 57,867,000 | ||
UNITED STATES | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 424,743,000 | 404,593,000 | 1,270,944,000 | 1,237,644,000 | ||
Retail tissue [Domain] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 215,255,000 | 183,948,000 | 630,354,000 | 601,557,000 | ||
Paperboard [Domain] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 215,370,000 | 214,818,000 | 644,565,000 | 623,442,000 | ||
Non-retail tissue [Domain] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 12,421,000 | 27,624,000 | 43,153,000 | 68,348,000 | ||
Other [Domain] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | $ 2,142,000 | $ 70,000 | $ 7,888,000 | $ 2,164,000 |
Supplemental Guarantor Financ_3
Supplemental Guarantor Financial Information - Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 21, 2013 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenues | $ 445,188,000 | $ 426,460,000 | $ 1,325,960,000 | $ 1,295,511,000 | |||||
Cost and expenses: | |||||||||
Income (loss) from operations | (2,460,000) | 46,900,000 | 27,243,000 | 76,820,000 | |||||
Interest expense, net | (13,077,000) | (7,547,000) | (32,477,000) | (23,290,000) | |||||
Debt retirement costs | (2,725,000) | 0 | (2,725,000) | 0 | |||||
Non-operating pension and other postretirement benefit (costs) income | (1,421,000) | (1,234,000) | (4,266,000) | (3,700,000) | |||||
Earnings (loss) before income taxes | (19,683,000) | 38,119,000 | (12,225,000) | 49,830,000 | |||||
Income tax (provision) benefit | 8,710,000 | (3,675,000) | 4,665,000 | (5,825,000) | |||||
Equity in income (loss) of subsidiary | 0 | 0 | 0 | 0 | |||||
Net (loss) earnings | (10,973,000) | $ (424,000) | $ 3,837,000 | 34,444,000 | $ 6,961,000 | $ 2,600,000 | (7,560,000) | 44,005,000 | |
Other comprehensive income (loss), net of tax | 1,286,000 | 1,378,000 | 3,859,000 | 4,133,000 | |||||
Comprehensive income | (9,687,000) | 35,822,000 | (3,701,000) | 48,138,000 | |||||
Cost of sales | (418,704,000) | (376,221,000) | (1,212,775,000) | (1,155,808,000) | |||||
Selling, general and administrative expenses | (28,944,000) | (26,283,000) | (85,942,000) | (85,827,000) | |||||
Gain on divested assets, net | 0 | 22,944,000 | 0 | 22,944,000 | |||||
Total operating costs and expenses | (447,648,000) | (379,560,000) | (1,298,717,000) | (1,218,691,000) | |||||
Parent Company [Member] | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenues | 416,293,000 | 426,816,000 | 1,250,145,000 | 1,315,819,000 | |||||
Cost and expenses: | |||||||||
Income (loss) from operations | (4,756,000) | 22,358,000 | 23,733,000 | 55,286,000 | |||||
Interest expense, net | (13,076,000) | (7,366,000) | (32,338,000) | (22,922,000) | |||||
Debt retirement costs | (2,725,000) | (2,725,000) | |||||||
Non-operating pension and other postretirement benefit (costs) income | (1,421,000) | (1,234,000) | (4,266,000) | (3,700,000) | |||||
Earnings (loss) before income taxes | (21,978,000) | 13,758,000 | (15,596,000) | 28,664,000 | |||||
Income tax (provision) benefit | 13,996,000 | 1,748,000 | 10,221,000 | (1,208,000) | |||||
Equity in income (loss) of subsidiary | 1,542,000 | 16,805,000 | 5,029,000 | 17,981,000 | |||||
Net (loss) earnings | (6,440,000) | 32,311,000 | (346,000) | 45,437,000 | |||||
Other comprehensive income (loss), net of tax | 1,286,000 | 1,378,000 | 3,859,000 | 4,133,000 | |||||
Comprehensive income | (5,154,000) | 33,689,000 | 3,513,000 | 49,570,000 | |||||
Cost of sales | (396,794,000) | (383,737,000) | (1,154,834,000) | (1,190,954,000) | |||||
Selling, general and administrative expenses | (24,255,000) | (20,721,000) | (71,578,000) | (69,579,000) | |||||
Gain on divested assets, net | 0 | 0 | |||||||
Total operating costs and expenses | (421,049,000) | (404,458,000) | (1,226,412,000) | (1,260,533,000) | |||||
Guarantor Subsidiaries [Member] | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenues | 67,869,000 | 50,340,000 | 203,094,000 | 150,866,000 | |||||
Cost and expenses: | |||||||||
Income (loss) from operations | 2,940,000 | 22,029,000 | 6,989,000 | 23,591,000 | |||||
Interest expense, net | (1,000) | (181,000) | (139,000) | (368,000) | |||||
Debt retirement costs | 0 | 0 | |||||||
Non-operating pension and other postretirement benefit (costs) income | 0 | 0 | 0 | 0 | |||||
Earnings (loss) before income taxes | 2,939,000 | 21,848,000 | 6,850,000 | 23,223,000 | |||||
Income tax (provision) benefit | (1,397,000) | (5,043,000) | (1,821,000) | (5,242,000) | |||||
Equity in income (loss) of subsidiary | 0 | 0 | 0 | 0 | |||||
Net (loss) earnings | 1,542,000 | 16,805,000 | 5,029,000 | 17,981,000 | |||||
Other comprehensive income (loss), net of tax | 0 | 0 | 0 | 0 | |||||
Comprehensive income | 1,542,000 | 16,805,000 | 5,029,000 | 17,981,000 | |||||
Cost of sales | (60,240,000) | (45,693,000) | (181,741,000) | (133,971,000) | |||||
Selling, general and administrative expenses | (4,689,000) | (5,562,000) | (14,364,000) | (16,248,000) | |||||
Gain on divested assets, net | 22,944,000 | 22,944,000 | |||||||
Total operating costs and expenses | (64,929,000) | (28,311,000) | (196,105,000) | (127,275,000) | |||||
Eliminations | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenues | (38,974,000) | (50,696,000) | (127,279,000) | (171,174,000) | |||||
Cost and expenses: | |||||||||
Income (loss) from operations | (644,000) | 2,513,000 | (3,479,000) | (2,057,000) | |||||
Interest expense, net | 0 | 0 | 0 | 0 | |||||
Debt retirement costs | 0 | 0 | |||||||
Non-operating pension and other postretirement benefit (costs) income | 0 | 0 | 0 | 0 | |||||
Earnings (loss) before income taxes | (644,000) | 2,513,000 | (3,479,000) | (2,057,000) | |||||
Income tax (provision) benefit | (3,889,000) | (380,000) | (3,735,000) | 625,000 | |||||
Equity in income (loss) of subsidiary | (1,542,000) | (16,805,000) | (5,029,000) | (17,981,000) | |||||
Net (loss) earnings | (6,075,000) | (14,672,000) | (12,243,000) | (19,413,000) | |||||
Other comprehensive income (loss), net of tax | 0 | 0 | 0 | 0 | |||||
Comprehensive income | (6,075,000) | (14,672,000) | (12,243,000) | (19,413,000) | |||||
Cost of sales | 38,330,000 | 53,209,000 | 123,800,000 | 169,117,000 | |||||
Selling, general and administrative expenses | 0 | 0 | 0 | 0 | |||||
Gain on divested assets, net | 0 | 0 | |||||||
Total operating costs and expenses | $ 38,330,000 | $ 53,209,000 | $ 123,800,000 | $ 169,117,000 | |||||
Senior Notes Due Twenty Twenty-Three | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Debt instrument, face amount | $ 275,000,000 | ||||||||
Cost and expenses: | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% |
Supplemental Guarantor Financ_4
Supplemental Guarantor Financial Information - Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
Current assets: | |||
Cash | $ 7,815 | $ 22,484 | $ 76,150 |
Restricted cash | 1,440 | 0 | $ 1,080 |
Receivables, net | 157,929 | 145,519 | |
Taxes receivable | 6,721 | 6,301 | |
Inventories | 282,395 | 266,244 | |
Other current assets | 7,960 | 3,399 | |
Total current assets | 464,260 | 443,947 | |
Property, plant and equipment, net | 1,273,474 | 1,269,271 | |
Operating lease right-of-use assets | 74,503 | 0 | |
Goodwill | 35,074 | 35,074 | |
Intangible assets, net | 18,725 | 24,080 | |
Investment in subsidiary | 0 | 0 | |
Other assets, net | 15,041 | 15,746 | |
TOTAL ASSETS | 1,881,077 | 1,788,118 | |
Current liabilities: | |||
Short-term debt | 58,000 | 120,833 | |
Accounts payable and accrued liabilities | 229,563 | 321,032 | |
Current liability for pensions and other postretirement employee benefits | 7,430 | 7,430 | |
Total current liabilities | 294,993 | 449,295 | |
Long-term debt | 866,702 | 671,292 | |
Operating lease liabilities | 66,571 | 0 | |
Liability for pension and other postretirement employee benefits | 73,738 | 78,191 | |
Other long-term obligations | 33,990 | 38,977 | |
Accrued taxes | 3,070 | 2,785 | |
Deferred tax liabilities | 116,868 | 121,182 | |
Liabilities | 1,455,932 | 1,361,722 | |
Accumulated other comprehensive loss, net of tax | (63,489) | (67,348) | |
Stockholders' equity excluding accumulated other comprehensive loss | 488,634 | 493,744 | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,881,077 | 1,788,118 | |
Parent Company [Member] | |||
Current assets: | |||
Cash | 7,815 | 22,484 | |
Restricted cash | 1,440 | ||
Receivables, net | 139,201 | 127,952 | |
Taxes receivable | 6,716 | 16,634 | |
Inventories | 246,211 | 222,960 | |
Other current assets | 7,725 | 3,346 | |
Total current assets | 409,108 | 393,376 | |
Property, plant and equipment, net | 1,202,690 | 1,192,716 | |
Operating lease right-of-use assets | 69,211 | ||
Goodwill | 35,074 | 35,074 | |
Intangible assets, net | 261 | 1,045 | |
Intercompany receivable (payable) | (72,415) | (62,846) | |
Investment in subsidiary | 180,330 | 175,301 | |
Other assets, net | 13,906 | 14,839 | |
TOTAL ASSETS | 1,838,165 | 1,749,505 | |
Current liabilities: | |||
Short-term debt | 58,000 | 120,833 | |
Accounts payable and accrued liabilities | 211,805 | 299,715 | |
Current liability for pensions and other postretirement employee benefits | 7,430 | 7,430 | |
Total current liabilities | 277,235 | 427,978 | |
Long-term debt | 866,702 | 671,292 | |
Operating lease liabilities | 62,792 | ||
Liability for pension and other postretirement employee benefits | 73,738 | 78,191 | |
Other long-term obligations | 33,990 | 38,977 | |
Accrued taxes | 2,186 | 1,918 | |
Deferred tax liabilities | 96,377 | 104,753 | |
Liabilities | 1,413,020 | 1,323,109 | |
Accumulated other comprehensive loss, net of tax | (63,489) | (67,348) | |
Stockholders' equity excluding accumulated other comprehensive loss | 488,634 | 493,744 | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,838,165 | 1,749,505 | |
Guarantor Subsidiaries [Member] | |||
Current assets: | |||
Cash | 0 | 0 | |
Restricted cash | 0 | ||
Receivables, net | 18,728 | 17,567 | |
Taxes receivable | 24 | 41 | |
Inventories | 39,663 | 48,361 | |
Other current assets | 235 | 53 | |
Total current assets | 58,650 | 66,022 | |
Property, plant and equipment, net | 70,784 | 76,555 | |
Operating lease right-of-use assets | 5,292 | ||
Goodwill | 0 | 0 | |
Intangible assets, net | 18,464 | 23,035 | |
Intercompany receivable (payable) | 68,936 | 57,769 | |
Investment in subsidiary | 0 | 0 | |
Other assets, net | 2,960 | 2,618 | |
TOTAL ASSETS | 225,086 | 225,999 | |
Current liabilities: | |||
Short-term debt | 0 | 0 | |
Accounts payable and accrued liabilities | 17,777 | 31,691 | |
Current liability for pensions and other postretirement employee benefits | 0 | 0 | |
Total current liabilities | 17,777 | 31,691 | |
Long-term debt | 0 | 0 | |
Operating lease liabilities | 3,779 | ||
Liability for pension and other postretirement employee benefits | 0 | 0 | |
Other long-term obligations | 0 | 0 | |
Accrued taxes | 884 | 867 | |
Deferred tax liabilities | 22,316 | 18,140 | |
Liabilities | 44,756 | 50,698 | |
Accumulated other comprehensive loss, net of tax | 0 | 0 | |
Stockholders' equity excluding accumulated other comprehensive loss | 180,330 | 175,301 | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 225,086 | 225,999 | |
Eliminations | |||
Current assets: | |||
Cash | 0 | 0 | |
Restricted cash | 0 | ||
Receivables, net | 0 | 0 | |
Taxes receivable | (19) | (10,374) | |
Inventories | (3,479) | (5,077) | |
Other current assets | 0 | 0 | |
Total current assets | (3,498) | (15,451) | |
Property, plant and equipment, net | 0 | 0 | |
Operating lease right-of-use assets | 0 | ||
Goodwill | 0 | 0 | |
Intangible assets, net | 0 | 0 | |
Intercompany receivable (payable) | 3,479 | 5,077 | |
Investment in subsidiary | (180,330) | (175,301) | |
Other assets, net | (1,825) | (1,711) | |
TOTAL ASSETS | (182,174) | (187,386) | |
Current liabilities: | |||
Short-term debt | 0 | 0 | |
Accounts payable and accrued liabilities | (19) | (10,374) | |
Current liability for pensions and other postretirement employee benefits | 0 | 0 | |
Total current liabilities | (19) | (10,374) | |
Long-term debt | 0 | 0 | |
Operating lease liabilities | 0 | ||
Liability for pension and other postretirement employee benefits | 0 | 0 | |
Other long-term obligations | 0 | 0 | |
Accrued taxes | 0 | 0 | |
Deferred tax liabilities | (1,825) | (1,711) | |
Liabilities | (1,844) | (12,085) | |
Accumulated other comprehensive loss, net of tax | 0 | 0 | |
Stockholders' equity excluding accumulated other comprehensive loss | (180,330) | (175,301) | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ (182,174) | $ (187,386) |
Supplemental Guarantor Financ_5
Supplemental Guarantor Financial Information - Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
Net earnings | $ (10,973) | $ (424) | $ 3,837 | $ 34,444 | $ 6,961 | $ 2,600 | $ (7,560) | $ 44,005 |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 31,990 | 25,342 | 86,343 | 75,686 | ||||
Equity-based compensation expense | 2,959 | 2,845 | ||||||
Deferred tax expense | (6,023) | 3,930 | ||||||
Employee benefit plans | 1,006 | 102 | ||||||
Amortization of deferred issuance costs on debt | 1,452 | 943 | ||||||
Loss on retirement of debt | 2,725 | 0 | 2,725 | 0 | ||||
Gain on divested assets | 0 | (25,510) | ||||||
Other non-cash activity, net | 724 | 84 | ||||||
Changes in working capital, net | (98,266) | 7,402 | ||||||
Changes in taxes receivable | (420) | 13,534 | ||||||
Other, net | 825 | (1,922) | ||||||
Net cash provided by operating activities | (16,235) | 121,099 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
Additions to plant and equipment | (125,794) | (174,034) | ||||||
Net proceeds from divested assets | 0 | 70,930 | ||||||
Other, net | 14 | 807 | ||||||
Net cash used for investing activities | (125,780) | (102,297) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Borrowings on short-term debt | 534,877 | 322,454 | ||||||
Repayments of borrowings on short-term debt | (598,715) | (277,454) | ||||||
Borrowings on long-term debt | 296,146 | 0 | ||||||
Repayments of borrowings on long-term debt | (101,671) | 0 | ||||||
Payments for debt issuance costs | (1,844) | 0 | ||||||
Investment (to) from Parent | 0 | 0 | ||||||
Other, net | (1,430) | (853) | ||||||
Net cash (used for) provided by financing activities | 127,363 | 44,147 | ||||||
(Decrease) increase in cash, cash equivalents and restricted cash | (14,652) | 62,949 | ||||||
Cash, cash equivalents and restricted cash at beginning of period | 24,947 | 16,738 | 24,947 | 16,738 | ||||
Cash, cash equivalents and restricted cash at end of period | 10,295 | 79,687 | 10,295 | 79,687 | ||||
Parent Company [Member] | ||||||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
Net earnings | (6,440) | 32,311 | (346) | 45,437 | ||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 74,186 | 59,632 | ||||||
Equity-based compensation expense | 2,959 | 2,845 | ||||||
Deferred tax expense | (10,286) | 10,662 | ||||||
Employee benefit plans | 1,006 | 102 | ||||||
Amortization of deferred issuance costs on debt | 1,452 | 943 | ||||||
Loss on retirement of debt | 2,725 | 2,725 | ||||||
Gain on divested assets | 0 | |||||||
Other non-cash activity, net | 734 | 84 | ||||||
Changes in working capital, net | (111,631) | 22,045 | ||||||
Changes in taxes receivable | 9,918 | 8,053 | ||||||
Other, net | 1,086 | (1,800) | ||||||
Net cash provided by operating activities | (28,197) | 148,003 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
Additions to plant and equipment | (124,111) | (172,434) | ||||||
Net proceeds from divested assets | 70,930 | |||||||
Other, net | 4 | 793 | ||||||
Net cash used for investing activities | (124,107) | (100,711) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Borrowings on short-term debt | 534,877 | 322,454 | ||||||
Repayments of borrowings on short-term debt | (598,715) | (277,454) | ||||||
Borrowings on long-term debt | 296,146 | |||||||
Repayments of borrowings on long-term debt | (101,671) | |||||||
Payments for debt issuance costs | (1,844) | |||||||
Investment (to) from Parent | 10,289 | (28,490) | ||||||
Other, net | (1,430) | (853) | ||||||
Net cash (used for) provided by financing activities | 137,652 | 15,657 | ||||||
(Decrease) increase in cash, cash equivalents and restricted cash | (14,652) | 62,949 | ||||||
Cash, cash equivalents and restricted cash at beginning of period | 24,947 | 16,738 | 24,947 | 16,738 | ||||
Cash, cash equivalents and restricted cash at end of period | 10,295 | 79,687 | 10,295 | 79,687 | ||||
Guarantor Subsidiaries [Member] | ||||||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
Net earnings | 1,542 | 16,805 | 5,029 | 17,981 | ||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 12,157 | 16,054 | ||||||
Equity-based compensation expense | 0 | 0 | ||||||
Deferred tax expense | 4,263 | (6,732) | ||||||
Employee benefit plans | 0 | 0 | ||||||
Amortization of deferred issuance costs on debt | 0 | 0 | ||||||
Loss on retirement of debt | 0 | 0 | ||||||
Gain on divested assets | (25,510) | |||||||
Other non-cash activity, net | (10) | 0 | ||||||
Changes in working capital, net | 2,504 | (7,383) | ||||||
Changes in taxes receivable | 17 | 26 | ||||||
Other, net | (261) | (122) | ||||||
Net cash provided by operating activities | 23,699 | (5,686) | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
Additions to plant and equipment | (1,683) | (1,600) | ||||||
Net proceeds from divested assets | 0 | |||||||
Other, net | 10 | 14 | ||||||
Net cash used for investing activities | (1,673) | (1,586) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Borrowings on short-term debt | 0 | 0 | ||||||
Repayments of borrowings on short-term debt | 0 | 0 | ||||||
Borrowings on long-term debt | 0 | |||||||
Repayments of borrowings on long-term debt | 0 | |||||||
Payments for debt issuance costs | 0 | |||||||
Investment (to) from Parent | (22,026) | 7,272 | ||||||
Other, net | 0 | 0 | ||||||
Net cash (used for) provided by financing activities | (22,026) | 7,272 | ||||||
(Decrease) increase in cash, cash equivalents and restricted cash | 0 | 0 | ||||||
Cash, cash equivalents and restricted cash at beginning of period | 0 | 0 | 0 | 0 | ||||
Cash, cash equivalents and restricted cash at end of period | 0 | 0 | ||||||
Eliminations | ||||||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
Net earnings | (6,075) | (14,672) | (12,243) | (19,413) | ||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 0 | 0 | ||||||
Equity-based compensation expense | 0 | 0 | ||||||
Deferred tax expense | 0 | 0 | ||||||
Employee benefit plans | 0 | 0 | ||||||
Amortization of deferred issuance costs on debt | 0 | 0 | ||||||
Loss on retirement of debt | $ 0 | 0 | ||||||
Gain on divested assets | 0 | |||||||
Other non-cash activity, net | 0 | |||||||
Changes in working capital, net | 10,861 | (7,260) | ||||||
Changes in taxes receivable | (10,355) | 5,455 | ||||||
Other, net | 0 | 0 | ||||||
Net cash provided by operating activities | (11,737) | (21,218) | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
Additions to plant and equipment | 0 | 0 | ||||||
Net proceeds from divested assets | 0 | |||||||
Other, net | 0 | 0 | ||||||
Net cash used for investing activities | 0 | 0 | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Borrowings on short-term debt | 0 | 0 | ||||||
Repayments of borrowings on short-term debt | 0 | 0 | ||||||
Borrowings on long-term debt | 0 | |||||||
Repayments of borrowings on long-term debt | 0 | |||||||
Payments for debt issuance costs | 0 | |||||||
Investment (to) from Parent | 11,737 | 21,218 | ||||||
Other, net | 0 | 0 | ||||||
Net cash (used for) provided by financing activities | 11,737 | 21,218 | ||||||
(Decrease) increase in cash, cash equivalents and restricted cash | 0 | 0 | ||||||
Cash, cash equivalents and restricted cash at beginning of period | $ 0 | $ 0 | $ 0 | 0 | ||||
Cash, cash equivalents and restricted cash at end of period | $ 0 | $ 0 |