Document_and_Entity_Informatio
Document and Entity Information Document | 9 Months Ended | |
Sep. 27, 2014 | Oct. 22, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'RAYONIER ADVANCED MATERIALS INC. | ' |
Trading Symbol | 'RYAM | ' |
Entity Central Index Key | '0001597672 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 27-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 42,653,189 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Income and Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
NET SALES | $253,695 | $225,523 | $709,725 | $764,876 |
COST OF SALES | 198,006 | 158,147 | 546,942 | 515,842 |
GROSS MARGIN | 55,689 | 67,376 | 162,783 | 249,034 |
Selling and general expenses | 9,493 | 8,144 | 26,730 | 26,894 |
Other operating expense (income), net | 4,518 | -144 | 44,800 | 3,761 |
OPERATING INCOME | 41,678 | 59,376 | 91,253 | 218,379 |
Interest expense | -9,469 | 0 | -12,694 | 0 |
Interest and miscellaneous (expense) income, net | -57 | 292 | -62 | 292 |
INCOME BEFORE INCOME TAXES | 32,152 | 59,668 | 78,497 | 218,671 |
Income tax expense | -12,744 | -19,702 | -23,580 | -49,704 |
NET INCOME | 19,408 | 39,966 | 54,917 | 168,967 |
EARNINGS PER SHARE OF COMMON STOCK (Note 10) | ' | ' | ' | ' |
Basic earnings per share (in dollars per share) | $0.46 | $0.95 | $1.30 | $4.01 |
Diluted earnings per share (in dollars per share) | $0.46 | $0.95 | $1.30 | $4.01 |
DIVIDENDS DECLARED PER SHARE | $0.07 | $0 | $0.07 | $0 |
COMPREHENSIVE INCOME: | ' | ' | ' | ' |
Net income | 19,408 | 39,966 | 54,917 | 168,967 |
OTHER COMPREHENSIVE INCOME | ' | ' | ' | ' |
Net gain (loss) from pension and postretirement plans, net of income tax (expense) benefit of ($2,779), ($734), $501 and ($2,299) | 4,834 | 1,280 | -871 | 3,999 |
Total other comprehensive income (loss) | 4,834 | 1,280 | -871 | 3,999 |
COMPREHENSIVE INCOME | $24,242 | $41,246 | $54,046 | $172,966 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Income and Comprehensive Income Condensed Consolidated Statements of Income and Comprehensive Income (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net gain (loss) from pension and postretirement plans, income tax (expense) benefit | ($2,779) | ($734) | $501 | ($2,299) |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 27, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $28,163 | $0 |
Accounts receivable, less allowance for doubtful accounts of $151 and $140 | 93,266 | 71,097 |
Inventory | 122,141 | 128,706 |
Deferred tax assets | 11,206 | 22,532 |
Prepaid and other current assets | 43,856 | 23,720 |
Total current assets | 298,632 | 246,055 |
TOTAL PROPERTY, PLANT AND EQUIPMENT, GROSS | 2,000,820 | 1,955,953 |
LESS — ACCUMULATED DEPRECIATION | -1,156,378 | -1,109,665 |
TOTAL PROPERTY, PLANT AND EQUIPMENT, NET | 844,442 | 846,288 |
OTHER ASSETS (Note 16) | 103,276 | 27,923 |
TOTAL ASSETS | 1,246,350 | 1,120,266 |
CURRENT LIABILITIES | ' | ' |
Accounts payable | 49,804 | 54,198 |
Current maturities of long-term debt | 8,400 | 0 |
Accrued taxes | 5,099 | 1,867 |
Accrued payroll and benefits | 22,161 | 10,814 |
Accrued interest | 10,855 | 0 |
Accrued customer incentives | 14,921 | 7,728 |
Other current liabilities | 12,543 | 5,239 |
Current liabilities for disposed operations (Note 14) | 7,515 | 0 |
Total current liabilities | 131,298 | 79,846 |
LONG-TERM DEBT | 938,471 | 0 |
NON-CURRENT LIABILITIES FOR DISPOSED OPERATIONS (Note 14) | 84,193 | 0 |
PENSION AND OTHER POSTRETIREMENT BENEFITS (Note 9) | 98,285 | 21,793 |
DEFERRED INCOME TAXES | 0 | 49,224 |
OTHER NON-CURRENT LIABILITIES | 7,547 | 1,102 |
COMMITMENTS AND CONTINGENCIES (Notes 8 and 12) | ' | ' |
STOCKHOLDERS’ (DEFICIT) EQUITY | ' | ' |
Preferred stock, 10,000,000 shares authorized at $0.01 par value, 0 issued and outstanding as of September 27, 2014 and December 31, 2013 | 0 | 0 |
Common stock, 140,000,000 shares authorized at $0.01 par value, 42,653,189 and 0 issued and outstanding, as of September 27, 2014 and December 31, 2013, respectively | 427 | 0 |
Additional paid-in capital | 57,358 | 0 |
Retained earnings | 4,760 | 1,415,894 |
Transfers to Rayonier, net | 0 | -407,894 |
Accumulated other comprehensive loss | -75,989 | -39,699 |
TOTAL STOCKHOLDERS’ (DEFICIT) EQUITY | -13,444 | 968,301 |
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | $1,246,350 | $1,120,266 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 27, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance for doubtful accounts | $151 | $140 |
Common shares, shares authorized | 140,000,000 | 0 |
Common shares, par value | $0.01 | ' |
Common shares, shares issued | 42,653,189 | 0 |
Common shares, shares outstanding | 42,653,189 | 0 |
Preferred shares, shares authorized | 10,000,000 | 0 |
Preferred shares, par value | $0.01 | ' |
Preferred shares, shares issued | 0 | 0 |
Preferred shares, shares outstanding | 0 | 0 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 |
OPERATING ACTIVITIES | ' | ' |
Net income | $54,917 | $168,967 |
Adjustments to reconcile net income to cash provided by operating activities: | ' | ' |
Depreciation and amortization | 62,115 | 51,142 |
Stock-based incentive compensation expense | 5,614 | 4,845 |
Amortization of capitalized debt costs | 550 | 0 |
Deferred income taxes | 760 | -12,027 |
Increase in liabilities for disposed operations | 20,019 | 0 |
Amortization of losses and prior service costs from pension and postretirement plans | 5,662 | 6,298 |
Loss from sale/disposal of property, plant and equipment | 988 | 1,260 |
Other | 0 | -583 |
Changes in operating assets and liabilities: | ' | ' |
Receivables | -21,405 | -18,780 |
Inventories | 6,565 | -1,918 |
Accounts payable | -10,556 | 10,263 |
Accrued liabilities | 24,979 | 1,966 |
All other operating activities | -20,356 | -22,623 |
Expenditures for disposed operations | -2,151 | 0 |
CASH PROVIDED BY OPERATING ACTIVITIES | 127,701 | 188,810 |
INVESTING ACTIVITIES | ' | ' |
Capital expenditures | -60,214 | -81,540 |
Purchase of timber deeds | -12,692 | 0 |
Purchase of land | -1,528 | 0 |
Jesup plant cellulose specialties expansion | 0 | -137,392 |
Other | -1,450 | -1,335 |
CASH USED FOR INVESTING ACTIVITIES | -75,884 | -220,267 |
FINANCING ACTIVITIES | ' | ' |
Issuance of debt | 1,025,000 | 0 |
Repayment of debt | -77,100 | 0 |
Proceeds from the issuance of common stock | 549 | 0 |
Debt issuance costs | -15,432 | 0 |
Common stock repurchased | -92 | 0 |
Net payments (to) from Rayonier | -956,579 | 31,457 |
CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES | -23,654 | 31,457 |
CASH AND CASH EQUIVALENTS | ' | ' |
Change in cash and cash equivalents | 28,163 | 0 |
Balance, beginning of year | 0 | 0 |
Balance, end of period | 28,163 | 0 |
Cash paid during the period: | ' | ' |
Interest | 1,881 | 0 |
Income taxes | 18,350 | 0 |
Non-cash investing and financing activities: | ' | ' |
Capital assets purchased on account | $7,935 | $27,394 |
SEPARATION_AND_BASIS_OF_PRESEN
SEPARATION AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 27, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Separation and Basis of Presentation | ' |
SEPARATION AND BASIS OF PRESENTATION | |
The Separation | |
On May 27, 2014, the board of directors of Rayonier Inc. (“Rayonier”) approved the separation of its performance fibers segment from Rayonier to form an independent, publicly traded corporation named Rayonier Advanced Materials Inc. (“Rayonier Advanced Materials” or “the Company”). Subsequently, the Company entered into a separation and distribution agreement with Rayonier (the “Separation Agreement”), whereby Rayonier agreed to distribute 100% of the outstanding common stock of the Company to Rayonier shareholders in a tax-free distribution (the “Distribution”). As a condition to the Distribution, Rayonier received a private letter ruling from the Internal Revenue Service to the effect that, based on certain facts, assumptions, representations and undertakings set forth in the ruling, for U.S. federal income tax purposes, the Distribution of the Company’s stock was not taxable to Rayonier or U.S. holders of Rayonier common shares, except in respect to cash received in lieu of fractional share interests. A registration statement on Form 10 (the “Form 10”), as amended through the time of its effectiveness, was filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effective on June 13, 2014. | |
The Distribution was made on June 27, 2014 to Rayonier shareholders of record as of the close of business on June 18, 2014. Holders of Rayonier common shares received one share of the Company’s common stock for every three Rayonier common shares held on the record date. This resulted in the distribution of 42,176,565 shares of the Company’s common stock to Rayonier shareholders after the market closed on June 27, 2014. In addition, the Company made special cash distributions to Rayonier in an aggregate amount of $906.2 million and, as between Rayonier and the Company, assumed certain liabilities associated with pension, other post-retirement employee benefits and environmental remediation. After consideration of the cash retained by the Company at the date of Distribution, as well as cash flow impacts for the six months ending June 27, 2014, the net distribution to Rayonier was $956.6 million. | |
Following the Distribution, Rayonier retained no equity ownership interest in the Company, and each company now has independent public ownership, boards of directors and management. | |
Separation Costs | |
For the nine months ended September 27, 2014, the Company recorded separation costs of $19.4 million within other operating expenses, consisting mostly of professional service fees within the finance, legal and information system functions. | |
Basis of Presentation | |
The unaudited condensed consolidated financial statements and notes thereto of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the rules and regulations of the SEC. In the opinion of management, these financial statements and notes reflect all adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the financial statements and supplementary data included in the Company’s Audited Combined Financial Statements for the year ended December 31, 2013, which is included in our Form 10, as well as in conjunction with the interim financial information in our report on Form 10-Q for the quarterly period ended June 28, 2014. The results of operations for the three and nine months ended September 27, 2014, are not necessarily indicative of the results to be expected for the full year. | |
Prior to the Distribution, the Company’s results of operations, financial position and cash flows consisted of the performance fibers segment of Rayonier and an allocable portion of its corporate costs (together, the “performance fibers business”). These financial statements have been presented as if the performance fibers business had been combined for all periods presented. All intercompany transactions are eliminated. Historically, financial statements have not been prepared for the performance fibers business. The accompanying financial statements for the Company have been derived from the historical accounting records of Rayonier. | |
The statements of income for periods prior to the Distribution include allocations of certain costs from Rayonier related to the operations of the Company. These corporate administrative costs were charged to the Company based on employee headcount and payroll costs. The combined statements of income also include expense allocations for certain corporate functions historically performed by Rayonier and not allocated to its operating segments. These allocations were based on revenues and specific identification of time and/or activities associated with the Company. Management believes the methodologies employed for the allocation of costs were reasonable in relation to the historical reporting of Rayonier, but may not necessarily be indicative of costs had the Company operated on a stand-alone basis during the periods prior to the Distribution, nor what the costs may be in the future. | |
Fiscal Year | |
Prior to the Distribution, the Company’s quarter and fiscal year end was the last day of the calendar quarter and calendar year, respectively. In connection with the Distribution, the Company changed its interim reporting periods to the last Saturday of the fiscal quarter. The Company’s fiscal year end will remain the last day of the calendar year. As the effect on prior interim period results were not material, prior periods have not been revised. | |
New or Recently Adopted Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The standard requires a disposal of a component of an entity to be reported in discontinued operations if it represents a strategic shift with a major effect on an entity’s operations and financial results. It also removes requirements related to the evaluation of the component’s effect on ongoing operations and the entity’s continuing involvement with the component. Additional disclosures about discontinued operations are also required under this standard. ASU No. 2014-08 is required to be applied prospectively for all disposals (or classifications as held for sale) of components of an entity that occur within annual periods beginning December 15, 2014. Early adoption is permitted for disposals (or classifications as held for sale) that have not been previously reported. The Company does not expect the adoption of this standard will have a material impact on the consolidated financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, a comprehensive new revenue recognition standard. This standard will supersede virtually all current revenue recognition guidance. The core principle is that a company will recognize revenue when it transfers goods or services to customers in an amount that reflects consideration to which the company expects to be entitled to in exchange for those goods or services. This standard will be effective for the Company’s first quarter 2017 Form 10-Q filing with full or modified retrospective adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements. | |
In June 2014, the FASB issued ASU No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This standard requires a performance target that affects vesting and that could be achieved after the requisite service period to be treated as a performance condition. The current accounting standard for stock-based compensation as it applies to awards with performance conditions should be applied. This guidance is effective for fiscal years, including interim reporting periods, beginning after December 15, 2015, and is applicable to the Company's fiscal year beginning January 1, 2016. The Company is currently evaluating this guidance, but does not expect the adoption of this standard will have a material impact to its consolidated financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 with early adoption permitted. The Company does not expect the adoption of this standard will have a material impact on the consolidated financial statements. | |
Subsequent Events | |
The Company signed a one-year contract extension with Nantong Cellulose Fibers Co., Ltd., a significant customer. A report on Form 8-K was filed on October 20, 2014 with the SEC, in respect to this event. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 27, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
RELATED PARTY TRANSACTIONS | |
As discussed in Note 1 — Separation and Basis of Presentation, for periods prior to the Distribution, the Consolidated Statements of Income and Comprehensive Income include expense allocations for certain corporate functions historically performed by Rayonier and not allocated to its operating segments, including general corporate expenses related to executive oversight, accounting, treasury, tax, legal, human resources and information technology. Net charges from Rayonier for these services, reflected in selling and general expenses in the Condensed Consolidated Statements of Income and Comprehensive Income were $0 and $3.5 million for the three months ended September 27, 2014, and September 30, 2013, respectively, and $8.0 million and $12.5 million for the nine months ended September 27, 2014 and September 30, 2013, respectively. | |
For periods prior to the Distribution, the Consolidated Statements of Income and Comprehensive Income also include allocations of certain costs from Rayonier related to the operations of the Company including: medical costs for active salaried and retired employees, worker’s compensation, general liability and property insurance, salaried payroll costs, equity based compensation and a pro-rata share of direct corporate administration expense for accounting, human resource services and information system maintenance. Net charges from Rayonier for these costs, reflected in the Condensed Consolidated Statements of Income and Comprehensive Income were $0 and $12.7 million for the three months ended September 27, 2014 and September 30, 2013, respectively, and $27.3 million and $38.3 million for the nine months ended September 27, 2014 and September 30, 2013, respectively. |
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Sep. 27, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
INCOME TAXES | |
In connection with the Separation, the Company entered into a tax matters agreement with Rayonier. The agreement governs the parties’ respective rights, responsibilities and obligations with respect to taxes for any period (or portion thereof) ending on or before the Distribution. Generally, Rayonier Advanced Materials is liable for all pre-distribution U.S. federal income taxes, state taxes and non-income taxes attributable to Rayonier’s former performance fibers business. | |
The Company’s effective tax rate for the third quarter of 2014 was 39.6 percent compared with 33.0 percent for the corresponding period of 2013. The effective tax rate differs from the federal statutory rate of 35 percent primarily due to the manufacturing tax credit, state taxes and nondeductible expenses. | |
The Company’s effective tax rate for the first nine months of 2014 was 30.0 percent compared with 23.0 percent for the corresponding period of 2013. The effective tax rate differs from the federal statutory rate of 35 percent primarily due to the reversal of a tax reserve related to the taxability of the cellulosic biofuel producer credit (“CBPC”) for 2014 and the alternative fuel mixture credit (“AFMC”) for the CBPC exchange for 2013. | |
The provision for income taxes for periods prior to the Distribution has been computed as if the Company were a stand-alone company. |
INVENTORY
INVENTORY | 9 Months Ended | |||||||
Sep. 27, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventory | ' | |||||||
INVENTORY | ||||||||
As of September 27, 2014 and December 31, 2013, the Company’s inventory included the following: | ||||||||
September 27, 2014 | December 31, 2013 | |||||||
Finished goods | $ | 97,777 | $ | 105,398 | ||||
Work in progress | 3,569 | 3,555 | ||||||
Raw materials | 17,900 | 17,420 | ||||||
Manufacturing and maintenance supplies | 2,895 | 2,333 | ||||||
Total inventory | $ | 122,141 | $ | 128,706 | ||||
STOCKHOLDERS_DEFICIT_EQUITY
STOCKHOLDERS' (DEFICIT) EQUITY | 9 Months Ended | ||||||||||||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||||||||||||||||||||
STOCKHOLDERS' (DEFICIT) EQUITY | ' | ||||||||||||||||||||||||||
STOCKHOLDERS’ (DEFICIT) EQUITY | |||||||||||||||||||||||||||
An analysis of stockholders’ (deficit) equity for the nine months ended September 27, 2014 and the year ended December 31, 2013 is shown below (share amounts not in thousands): | |||||||||||||||||||||||||||
Common Stock | Retained | Transfers (to) from Rayonier, net | Accumulated Other Comprehensive Loss | Total Stockholders' | |||||||||||||||||||||||
Shares | Par Value | Additional Paid in Capital | Earnings (Accumulated Deficit) | (Deficit) Equity | |||||||||||||||||||||||
Balance, December 31, 2012 | — | $ | — | $ | — | $ | 1,196,127 | $ | (406,753 | ) | $ | (64,670 | ) | $ | 724,704 | ||||||||||||
Net income | — | — | — | 219,767 | — | — | 219,767 | ||||||||||||||||||||
Net gain from pension and postretirement plans | — | — | — | — | — | 24,971 | 24,971 | ||||||||||||||||||||
Net transfers to Rayonier | — | — | — | — | (1,141 | ) | — | (1,141 | ) | ||||||||||||||||||
Balance, December 31, 2013 | — | $ | — | $ | — | $ | 1,415,894 | $ | (407,894 | ) | $ | (39,699 | ) | $ | 968,301 | ||||||||||||
Net income | — | — | — | 54,917 | — | — | 54,917 | ||||||||||||||||||||
Net loss from pension and postretirement plans | — | — | — | — | — | (871 | ) | (871 | ) | ||||||||||||||||||
Net transfers to Rayonier | — | — | — | — | (1,001,509 | ) | (35,419 | ) | (1,036,928 | ) | |||||||||||||||||
Reclassification to additional paid-in capital at distribution date | — | — | 53,696 | (1,463,099 | ) | 1,409,403 | — | — | |||||||||||||||||||
Issuance of common stock at the separation | 42,176,565 | 422 | (422 | ) | — | — | — | — | |||||||||||||||||||
Issuance of common stock under incentive stock plans | 477,234 | 5 | 544 | — | — | — | 549 | ||||||||||||||||||||
Stock-based compensation | — | — | 2,052 | 2,052 | |||||||||||||||||||||||
Repurchase of common stock | (610 | ) | — | (92 | ) | — | — | — | (92 | ) | |||||||||||||||||
Adjustments to tax assets and liabilities associated with the Distribution | — | — | 1,580 | — | — | — | 1,580 | ||||||||||||||||||||
Dividends ($0.07 per share) | — | — | — | (2,952 | ) | — | — | (2,952 | ) | ||||||||||||||||||
Balance, September 27, 2014 | 42,653,189 | $ | 427 | $ | 57,358 | $ | 4,760 | $ | — | $ | (75,989 | ) | $ | (13,444 | ) | ||||||||||||
Net Parent Company Investment | |||||||||||||||||||||||||||
The following is a reconciliation of the amounts presented as “Net transfers to Rayonier” in the above table and the amounts presented as “Net payments (to) from Rayonier” on the Condensed Consolidated Statements of Cash Flows. | |||||||||||||||||||||||||||
Nine Months Ended | |||||||||||||||||||||||||||
27-Sep-14 | 30-Sep-13 | ||||||||||||||||||||||||||
Allocation of costs from Rayonier (a) | $ | (35,279 | ) | $ | (50,815 | ) | |||||||||||||||||||||
Cash receipts received by Rayonier on Company's behalf | 472,780 | 787,857 | |||||||||||||||||||||||||
Cash disbursements made by Rayonier on Company's behalf | (484,318 | ) | (700,740 | ) | |||||||||||||||||||||||
Net distribution to Rayonier on separation | (906,200 | ) | — | ||||||||||||||||||||||||
Net liabilities from transfer of assets and liabilities with Rayonier (b) | (83,911 | ) | — | ||||||||||||||||||||||||
Net transfers (to) from Rayonier | (1,036,928 | ) | 36,302 | ||||||||||||||||||||||||
Non-cash adjustments: | |||||||||||||||||||||||||||
Stock-based compensation | (3,562 | ) | (4,845 | ) | |||||||||||||||||||||||
Net liabilities from transfer of assets and liabilities with Rayonier (b) | 83,911 | — | |||||||||||||||||||||||||
Net payments (to) from Rayonier per the Condensed Consolidated Statements of Cash Flows, prior to separation | $ | (956,579 | ) | $ | 31,457 | ||||||||||||||||||||||
(a) Included in the costs allocated to the Company from Rayonier are expense allocations for certain corporate functions historically performed by Rayonier and not allocated to its operating segments. See Note 2— Related Party Transactions to the Consolidated Financial Statements. | |||||||||||||||||||||||||||
(b) In accordance with the Separation Agreement, certain assets and liabilities were transferred to the Company that were not included in the historical financial statements for periods prior to the Distribution. These non-cash capital contributions included: | |||||||||||||||||||||||||||
• | $73.9 million of disposed operations liabilities (See Note 14 - Liabilities for Disposed Operations for additional information) | ||||||||||||||||||||||||||
• | $73.8 million of employee benefit plan liabilities (See Note 9 - Employee Benefit Plans for additional information) | ||||||||||||||||||||||||||
• | $67.4 million of deferred tax assets (primarily associated with the liabilities above) | ||||||||||||||||||||||||||
• | $3.6 million of other liabilities, net |
ACCUMULATED_OTHER_COMPREHENSIV
ACCUMULATED OTHER COMPREHENSIVE LOSS | 9 Months Ended | |||||||
Sep. 27, 2014 | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | |||||||
Accumulated Other Comprehensive Loss | ' | |||||||
ACCUMULATED OTHER COMPREHENSIVE LOSS | ||||||||
Accumulated Other Comprehensive Loss was comprised of the following: | ||||||||
For the Period Ended | ||||||||
27-Sep-14 | 30-Sep-13 | |||||||
Unrecognized components of employee benefit plans, net of tax | ||||||||
Balance, beginning of period | $ | (39,699 | ) | $ | (64,670 | ) | ||
Amounts reclassified from accumulated other comprehensive loss (a) | 3,596 | 3,999 | ||||||
Other comprehensive loss before reclassifications | (4,467 | ) | — | |||||
Net other comprehensive (loss) income | (871 | ) | 3,999 | |||||
Net transfer from Rayonier (b) | (35,419 | ) | — | |||||
Balance, end of period | $ | (75,989 | ) | $ | (60,671 | ) | ||
(a) | These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See Note 9 — Employee Benefit Plans for additional information. | |||||||
(b) | Prior to the Distribution, certain of the Company’s employees participated in employee benefit plans sponsored by Rayonier. The Company did not record an asset, liability or accumulated other comprehensive loss to recognize the funded status of the Rayonier plans on the consolidated balance sheet until the Distribution. See Note 5 — Stockholders' (Deficit) Equity for additional information. |
OTHER_OPERATING_EXPENSE_INCOME
OTHER OPERATING EXPENSE (INCOME), NET | 9 Months Ended | |||||||||||||||
Sep. 27, 2014 | ||||||||||||||||
Other Income and Expenses [Abstract] | ' | |||||||||||||||
Other Operating Expense (Income), Net | ' | |||||||||||||||
OTHER OPERATING EXPENSE (INCOME), NET | ||||||||||||||||
Other operating expense, net was comprised of the following: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Loss on sale or disposal of property, plant and equipment | $ | 271 | $ | 278 | $ | 988 | $ | 1,260 | ||||||||
One-time separation and legal costs | 2,774 | (175 | ) | 23,454 | 2,825 | |||||||||||
Increase to liabilities for disposed operations resulting from separation from Rayonier (a) | — | — | 18,419 | — | ||||||||||||
Environmental reserve adjustment | 1,500 | — | 1,500 | — | ||||||||||||
Miscellaneous expense (income) | (27 | ) | (247 | ) | 439 | (324 | ) | |||||||||
Total | $ | 4,518 | $ | (144 | ) | $ | 44,800 | $ | 3,761 | |||||||
(a) The Company is subject to certain legal requirements relating to the provision of annual financial assurance regarding environmental remediation and post closure care at certain disposed sites. To comply with these requirements, the Company purchased surety bonds from an insurer, with the Company’s repayment obligations (if the bonds are drawn upon) secured by the issuance of a letter of credit by the Company’s revolving credit facility lender. As a result of the Distribution and its obligations to procure financial assurance annually for the foreseeable future, the Company recorded a corresponding increase to liabilities for disposed operations. See Note 12 — Guarantees and Note 14 — Liabilities for Disposed Operations for additional information. |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Sep. 27, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Contingencies | ' |
CONTINGENCIES | |
The Company is engaged in various legal actions, including certain proceedings relating to environmental matters, and has been named as a defendant in various other lawsuits and claims arising in the normal course of business. While the Company has procured reasonable and customary insurance covering risks normally occurring in connection with its businesses, it has in certain cases retained some risk through the operation of self-insurance, primarily in the areas of workers’ compensation, property insurance and general liability. These other lawsuits and claims, either individually or in the aggregate, are not expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. |
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended | |||||||||||||||
Sep. 27, 2014 | ||||||||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | ' | |||||||||||||||
Employee Benefit Plans | ' | |||||||||||||||
EMPLOYEE BENEFIT PLANS | ||||||||||||||||
The Company has three qualified non-contributory defined benefit pension plans covering a significant majority of its employees and an unfunded plan that provides benefits in excess of amounts allowable in the qualified plans under current tax law. All qualified plans and the unfunded excess plan are closed to new participants. Employee benefit plan liabilities are calculated using actuarial estimates and management assumptions. These estimates are based on historical information, along with certain assumptions about future events. Changes in assumptions, as well as changes in actual experience, could cause the estimates to change. | ||||||||||||||||
The net pension and postretirement benefit costs that have been recorded are shown in the following tables: | ||||||||||||||||
Pension | Postretirement | |||||||||||||||
Three Months Ended | Three Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Components of Net Periodic Benefit Cost | ||||||||||||||||
Service cost | $ | 1,510 | $ | 698 | $ | 162 | $ | 288 | ||||||||
Interest cost | 3,788 | 1,725 | 191 | 174 | ||||||||||||
Expected return on plan assets | (5,934 | ) | (3,128 | ) | — | — | ||||||||||
Amortization of prior service cost | 296 | 323 | 4 | 39 | ||||||||||||
Amortization of losses | 2,812 | 1,623 | 133 | 63 | ||||||||||||
Amortization of negative plan amendment | — | — | (134 | ) | (34 | ) | ||||||||||
Net periodic benefit cost | $ | 2,472 | $ | 1,241 | $ | 356 | $ | 530 | ||||||||
Pension | Postretirement | |||||||||||||||
Nine Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Components of Net Periodic Benefit Cost | ||||||||||||||||
Service cost | $ | 2,589 | $ | 2,092 | $ | 476 | $ | 742 | ||||||||
Interest cost | 7,591 | 5,175 | 497 | 564 | ||||||||||||
Expected return on plan assets | (12,399 | ) | (9,386 | ) | — | — | ||||||||||
Amortization of prior service cost | 865 | 969 | 12 | 19 | ||||||||||||
Amortization of losses | 4,808 | 4,871 | 377 | 439 | ||||||||||||
Amortization of negative plan amendment | — | — | (402 | ) | — | |||||||||||
Net periodic benefit cost | $ | 3,454 | $ | 3,721 | $ | 960 | $ | 1,764 | ||||||||
In 2014, the Company has no mandatory pension contribution requirements and does not expect to make any discretionary contributions. | ||||||||||||||||
Shared Pension and Postretirement Plans | ||||||||||||||||
Prior to the Distribution, Rayonier provided defined benefit pension and postretirement health and life insurance benefits to certain Company employees. As such, these liabilities were not reflected in the Company’s combined balance sheets prior to the Distribution. On June 27, in connection with the Distribution, these liabilities, totaling $73.8 million, were transferred from Rayonier to the Company and are reflected in the Balance Sheet as of September 27, 2014. |
EARNINGS_PER_SHARE_OF_COMMON_S
EARNINGS PER SHARE OF COMMON STOCK | 9 Months Ended | |||||||||||||||
Sep. 27, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings Per Share of Common Stock | ' | |||||||||||||||
EARNINGS PER SHARE OF COMMON STOCK | ||||||||||||||||
On June 27, 2014, 42,176,565 shares of our common stock were distributed to Rayonier shareholders in conjunction with the Distribution. For comparative purposes, and to provide a more meaningful calculation of weighted-average shares outstanding, we have assumed this amount to be outstanding as of the beginning of each period prior to the Distribution presented in the calculation of weighted-average shares. Prior to separation, there were no dilutive shares since the Company had no outstanding equity awards. | ||||||||||||||||
The following table provides details of the calculations of basic and diluted earnings per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Net income | $ | 19,408 | $ | 39,966 | $ | 54,917 | $ | 168,967 | ||||||||
Shares used for determining basic earnings per share of common stock | 42,167,014 | 42,176,565 | 42,160,559 | 42,176,565 | ||||||||||||
Dilutive effect of: | ||||||||||||||||
Stock options | 68,799 | — | 69,600 | — | ||||||||||||
Performance and restricted shares | 12,157 | — | 10,289 | — | ||||||||||||
Shares used for determining diluted earnings per share of common stock | 42,247,970 | 42,176,565 | 42,240,448 | 42,176,565 | ||||||||||||
Basic earnings per share (not in thousands) | $ | 0.46 | $ | 0.95 | $ | 1.3 | $ | 4.01 | ||||||||
Diluted earnings per share (not in thousands) | $ | 0.46 | $ | 0.95 | $ | 1.3 | $ | 4.01 | ||||||||
Anti-dilutive shares excluded from the computation of diluted earnings per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Stock options | 179,693 | — | 174,679 | — | ||||||||||||
Restricted shares | 109,894 | — | 37,444 | — | ||||||||||||
Total | 289,587 | — | 212,123 | — | ||||||||||||
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended | |||||||||||
Sep. 27, 2014 | ||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||
Fair Value Measurements | ' | |||||||||||
FAIR VALUE MEASUREMENTS | ||||||||||||
Fair Value of Financial Instruments | ||||||||||||
The Accounting Standards Codification established a three-level hierarchy that prioritizes the inputs used to measure fair value as follows: | ||||||||||||
Level 1 — Quoted prices in active markets for identical assets or liabilities. | ||||||||||||
Level 2 — Observable inputs other than quoted prices included in Level 1. | ||||||||||||
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | ||||||||||||
The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy of financial instruments held by the Company at September 27, 2014, using market information and what management believes to be appropriate valuation methodologies under generally accepted accounting principles: | ||||||||||||
September 27, 2014 | ||||||||||||
Asset (liability) | Carrying | Fair Value | ||||||||||
Amount | ||||||||||||
Level 1 | Level 2 | |||||||||||
Cash and cash equivalents | $ | 28,163 | $ | 28,163 | $ | — | ||||||
Current maturities of long-term debt | (8,400 | ) | — | (8,400 | ) | |||||||
Long-term debt | (938,471 | ) | — | (910,625 | ) | |||||||
The Company uses the following methods and assumptions in estimating the fair value of its financial instruments: | ||||||||||||
Cash and cash equivalents — The carrying amount is equal to fair market value. | ||||||||||||
Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. The variable rate debt adjusts with changes in the market rate, therefore the carrying value approximates fair value. |
GUARANTEES
GUARANTEES | 9 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Guarantees [Abstract] | ' | ||||||||
Guarantees | ' | ||||||||
GUARANTEES | |||||||||
The Company provides financial guarantees as required by creditors, insurance programs, and various governmental agencies. As of September 27, 2014, the following financial guarantees were outstanding: | |||||||||
Financial Commitments | Maximum Potential | Carrying Amount | |||||||
Payment | of Liability | ||||||||
Standby letters of credit (a) | $ | 26,572 | $ | — | |||||
Surety bonds (b) | 55,652 | 19,106 | |||||||
Total financial commitments | $ | 82,224 | $ | 19,106 | |||||
(a) | The letters of credit primarily provide credit support for surety bonds issued to comply with financial assurance legal requirements relating to environmental remediation of disposed sites. The letter of credit will expire during 2015 and will be renewed as required. | ||||||||
(b) | Rayonier Advanced Materials purchases surety bonds primarily to comply with financial assurance legal requirements relating to environmental remediation and post closure care and to provide collateral for the Company’s workers’ compensation program. These surety bonds expire at various dates during 2015 and 2019. They are expected to be renewed annually as required. See Note 7 — Other Operating Expense (Income), Net. |
INCENTIVE_STOCK_PLANS_Notes
INCENTIVE STOCK PLANS (Notes) | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 27, 2014 | ||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||||||||||||||
INCENTIVE STOCK PLANS | ' | |||||||||||||||||||||||||||
INCENTIVE STOCK PLANS | ||||||||||||||||||||||||||||
The Rayonier Advanced Materials Incentive Stock Plan (“the Stock Plan”) provides for up to 5.2 million shares of stock to be granted for incentive stock options, non-qualified stock options, stock appreciation rights, performance shares, restricted stock and restricted stock units, subject to certain limitations. At September 27, 2014, approximately 4.0 million shares were available for future grants under the Stock Plan. | ||||||||||||||||||||||||||||
In connection with the separation from Rayonier, incentive stock options, performance shares and restricted stock awards issued to employees and directors under the Rayonier Incentive Stock Plan prior to the Distribution were adjusted or converted, as applicable, into new awards using formulas generally designed to preserve the value of the awards immediately prior to the Distribution. | ||||||||||||||||||||||||||||
The Employee Matters Agreement between Rayonier and the Company, which was executed in connection with the Distribution and filed with the Form 10, describes how the Rayonier stock awards will be treated. In summary: | ||||||||||||||||||||||||||||
Stock Options: Rayonier stock options were converted into both an adjusted Rayonier stock option and a Company stock option, with adjustments made to the exercise prices and number of shares in order to preserve the aggregate intrinsic value of the original award as measured immediately before and immediately after the Distribution. | ||||||||||||||||||||||||||||
Restricted Stock: Holders of Rayonier restricted stock, including Rayonier non-employee directors, retained those awards and also received one share of Company restricted stock for every three shares of Rayonier restricted stock held prior to spin-off. | ||||||||||||||||||||||||||||
Performance Share Awards | ||||||||||||||||||||||||||||
• | Performance-based stock unit awards granted in 2012 (with a 2012-2014 performance period) will continue to be subject to the same performance criteria as applied immediately prior to the separation, except that total shareholder return at the end of the performance period will be based on the combined stock prices of Rayonier and the Company and any payment with respect to a Rayonier Advanced Materials performance share award will be made in shares of the Company’s common stock. The number of shares, if any, that are ultimately awarded is contingent upon the Company’s total shareholder return versus selected peer group companies. The conversion ratio for the 2012 performance share awards is between 0 and 200 percent of target. The payout is based on a market condition and as such, the awards are valued using a Monte Carlo simulation model. The model generates the fair value of the award at the grant date, which is then amortized over the vesting period. The Company has reserved 83,454 shares of common stock for these awards as of September 27, 2014. | |||||||||||||||||||||||||||
• | Performance-based stock unit awards granted in 2013 (with a 2013-2015 performance period) were canceled as of the distribution date and replaced with restricted stock awards of the Company that will vest 24 months after the distribution date, generally subject to the holder’s continued employment. | |||||||||||||||||||||||||||
• | Performance-based stock unit awards granted in 2014 (with a 2014-2016 performance period) were canceled and replaced with performance-based restricted stock of the Company and will be subject to the achievement of performance criteria that relate to the post-separation business during a performance period ending December 31, 2016. The number of shares, if any, that are ultimately awarded is contingent upon the Company’s total shareholder return versus selected peer group companies. The conversion ratio for the 2014 performance share awards is between 0 and 200 percent of target. The payout is based on a market condition and as such, the awards are valued using a Monte Carlo simulation model. The model generates the fair value of the award at the grant date, which is then amortized over the vesting period. The Company has reserved 313,423 shares of common stock for these awards as of September 27, 2014. | |||||||||||||||||||||||||||
The adjusted awards resulted in incremental compensation expense of $2.3 million that will be recognized over a two year period following the Distribution. | ||||||||||||||||||||||||||||
The Company’s total stock based compensation cost, including allocated amounts, for the nine months ended September 27, 2014 and September 30, 2013 was $5.6 million and $4.8 million, respectively. These amounts may not reflect the cost of current or future equity awards nor results we would have experienced, or expect to experience, as an independent, publicly traded company. | ||||||||||||||||||||||||||||
Outstanding Awards | ||||||||||||||||||||||||||||
Stock Options | Restricted Stock | Performance-Based Stock Units | Performance-Based Restricted Stock | |||||||||||||||||||||||||
Options | Weighted Average Exercise Price | Awards | Weighted Average Grant Date Fair Value | Awards | Weighted Average Grant Date Fair Value | Awards | Weighted Average Grant Date Fair Value | |||||||||||||||||||||
Outstanding at January 1, 2014 | — | $ | — | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Awards granted in connection with spin-off | 500,681 | 31.15 | 145,201 | 42.43 | 49,811 | 42.27 | 146,732 | 39.67 | ||||||||||||||||||||
Granted | 5,130 | 39.07 | 15,083 | 40.86 | — | — | 9,980 | 46.38 | ||||||||||||||||||||
Forfeited | (228 | ) | 39.03 | — | — | — | — | — | — | |||||||||||||||||||
Exercised or settled | (24,689 | ) | 22.21 | (1,875 | ) | 33.82 | — | — | — | — | ||||||||||||||||||
Expired or canceled | (57 | ) | 42.12 | — | — | — | — | — | — | |||||||||||||||||||
Outstanding at September 27, 2014 | 480,837 | $ | 31.69 | 158,409 | $ | 42.38 | 49,811 | $ | 42.27 | 156,712 | $ | 40.1 | ||||||||||||||||
All option, restricted stock and performance share awards presented in this table are for Rayonier Advanced Materials stock only, including those awards held by Rayonier Inc. employees. | ||||||||||||||||||||||||||||
As of September 27, 2014, unrecognized compensation cost related to stock option awards was $2.5 million, which is expected to be recognized over a weighted average period of 0.9 years. Unrecognized compensation cost related to restricted stock awards was $6.3 million, which is expected to be recognized over a weighted average period of 1.8 years. Unrecognized compensation cost related to performance-based stock units and performance-based restricted stock awards was $6.3 million, which is expected to be recognized over a weighted average period of 2.6 years. | ||||||||||||||||||||||||||||
The Company issued a $4.0 million fixed award at the separation from Rayonier to be settled in the Company’s common stock. The award will vest on August 31, 2018 contingent on certain factors. The number of shares issued will be determined based on an average of the stock’s closing price prior to vesting. |
LIABILITIES_FOR_DISPOSED_OPERA
LIABILITIES FOR DISPOSED OPERATIONS | 9 Months Ended | ||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||
Environmental Remediation Obligations [Abstract] | ' | ||||||||||||||||
LIABILITIES FOR DISPOSED OPERATIONS | ' | ||||||||||||||||
LIABILITIES FOR DISPOSED OPERATIONS | |||||||||||||||||
In accordance with the Separation Agreement, as between Rayonier and the Company, the Company assumed certain environmental liabilities not included in the Company’s historical combined financial statements, as these operations were previously managed by Rayonier. These environmental liabilities relate to previously disposed operations, which include Rayonier’s Port Angeles, Washington dissolving pulp mill that was closed in 1997; Rayonier’s wholly-owned subsidiary, Southern Wood Piedmont Company (“SWP”), which ceased operations other than environmental investigation and remediation activities in 1989; and other miscellaneous assets held for disposition. SWP owns or has liability for ten inactive former wood treating sites that are subject to the Resource Conservation and Recovery Act, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 and/or other similar federal or state statutes relating to the investigation and remediation of environmentally-impacted sites. | |||||||||||||||||
An analysis of the liabilities for disposed operations since the separation follows: | |||||||||||||||||
September 27, | |||||||||||||||||
2014 | |||||||||||||||||
Balance, beginning of period | $ | — | |||||||||||||||
Net transfer of liabilities with Rayonier | 73,840 | ||||||||||||||||
Expenditures charged to liabilities | (2,151 | ) | |||||||||||||||
Increase to liabilities (a) | 20,019 | ||||||||||||||||
Balance, end of period | 91,708 | ||||||||||||||||
Less: Current portion | (7,515 | ) | |||||||||||||||
Non-current portion | $ | 84,193 | |||||||||||||||
(a) The increase to liabilities is primarily due to certain legal requirements relating to the provision of annual financial assurance regarding environmental remediation and post closure care at certain disposed sites. The Company is subject to these requirements as a result of the Distribution. To comply with the requirements, the Company purchased surety bonds from an insurer, with the Company’s repayment obligations (if the bonds are drawn upon) secured by the issuance of a letter of credit by the Company’s revolving credit facility lender. As a result of its obligations to procure financial assurance annually for the foreseeable future, the Company recorded an $18.4 million increase to liabilities for disposed operations. See Note 12 — Guarantees for additional information. | |||||||||||||||||
Below are the disclosures for specific site liabilities where current estimates exceed 10 percent of the total liabilities for disposed operations at September 27, 2014. An analysis of the activity from the separation to September 27, 2014 is as follows: | |||||||||||||||||
Activity (in millions) | |||||||||||||||||
Liabilities Assumed at Separation | Expenditures | Increase | September 27, | ||||||||||||||
(Reduction) | 2014 | ||||||||||||||||
to | Liability | ||||||||||||||||
Liabilities | |||||||||||||||||
Augusta, Georgia | $ | 10.8 | $ | (0.3 | ) | $ | 7.3 | $ | 17.8 | ||||||||
Spartanburg, South Carolina | 10.9 | (0.3 | ) | 5 | 15.6 | ||||||||||||
East Point, Georgia | 9.4 | (0.4 | ) | 4.3 | 13.3 | ||||||||||||
Baldwin, Florida | 10.2 | (0.3 | ) | 2.1 | 12 | ||||||||||||
Other SWP sites | 18.1 | (0.4 | ) | 1.1 | 18.8 | ||||||||||||
Total SWP | 59.4 | (1.7 | ) | 19.8 | 77.5 | ||||||||||||
Port Angeles, Washington | 8.1 | (0.4 | ) | 0.1 | 7.8 | ||||||||||||
All other sites | 6.4 | (0.1 | ) | 0.1 | 6.4 | ||||||||||||
TOTAL | $ | 73.9 | $ | (2.2 | ) | $ | 20 | $ | 91.7 | ||||||||
A brief description of each of these sites is as follows: | |||||||||||||||||
Augusta, Georgia — SWP operated a wood treatment plant at this site from 1928 to 1988. The majority of visually contaminated surface soils have been removed, and remediation activities currently consist primarily of a groundwater treatment and recovery system. The site operates under a 10-year hazardous waste permit issued pursuant to the Resource Conservation and Recovery Act, which expires in 2014 and is currently in the renewal process. Current cost estimates could change if recovery or discharge volumes increase or decrease significantly, or if changes to current remediation activities are required in the future. Total spending as of September 27, 2014 was $69.7 million. Liabilities are recorded to cover obligations for the estimated remaining remedial, monitoring activities and financial assurance costs through 2033. | |||||||||||||||||
Spartanburg, South Carolina — SWP operated a wood treatment plant at this site from 1925 to 1989. Remediation activities include: (1) a recovery system and biological wastewater treatment plant, (2) an ozone-sparging system treating soil and groundwater and (3) an ion-exchange resin system treating groundwater. In 2012, SWP entered into a consent decree with the South Carolina Department of Health and Environmental Control which governs future investigatory and assessment activities at the site. Depending on the results of this investigation and assessment, additional remedial actions may be required in the future. Therefore, current cost estimates could change. Total spending as of September 27, 2014 was $41.4 million. Liabilities are recorded to cover obligations for the estimated remaining assessment, remedial, monitoring activities and financial assurance costs through 2033. | |||||||||||||||||
East Point, Georgia — SWP operated a wood treatment plant at this site from 1908 to 1984. This site operates under a 10-year Resource Conservation and Recovery Act hazardous waste permit, which is currently in the renewal process. In 2009, SWP entered into a consent order with the Environmental Protection Division of the Georgia Department of Natural Resources which requires that SWP perform certain additional investigatory, analytical and potentially, remedial activity. Therefore, while active remedial measures are currently ongoing, additional remedial measures may be necessary in the future. Total spending as of September 27, 2014 was $22.8 million. Liabilities are recorded to cover obligations for the estimated remaining assessment, remedial, monitoring activities and financial assurance costs through 2033. | |||||||||||||||||
Baldwin, Florida — SWP operated a wood treatment plant at this site from 1954 to 1987. This site operates under a 10-year hazardous waste permit issued pursuant to the Resource Conservation and Recovery Act, which expires in 2016. Visually contaminated surface soils have been removed, and current remediation activities primarily consist of a groundwater recovery and treatment system. Investigation and assessment of other potential areas of concern are ongoing in accordance with the facility’s Resource Conservation and Recovery Act permit and additional remedial activities may be necessary in the future. Therefore, current cost estimates could change. Total spending as of September 27, 2014 was $22.5 million. Liabilities are recorded to cover obligations for the estimated remaining assessment, remedial, monitoring activities and financial assurance costs through 2033. | |||||||||||||||||
Port Angeles, Washington — Rayonier operated a dissolving pulp mill at this site from 1930 until 1997. The site and the adjacent marine areas (a portion of Port Angeles harbor) have been in various stages of the assessment process under the Washington Model Toxics Control Act (“MTCA”) since about 2000, and several voluntary interim soil clean-up actions have also been performed during this time. In 2010, Rayonier entered into an agreed order with the Washington Department of Ecology (“Ecology”), under which the MTCA investigatory, assessment and feasibility and alternatives study process will be completed on a set timetable, subject to approval of all reports and studies by Ecology. Upon completion of all work required under the agreed order and negotiation of an approved remedy, additional remedial measures for the site and adjacent marine areas may be necessary in the future. Total spending as of September 27, 2014 was $44.3 million. Liabilities are recorded to cover obligations for the estimated assessment, remediation, monitoring obligations and financial assurance costs that are deemed probable and estimable at this time. | |||||||||||||||||
The Company is exposed to the risk of reasonably possible additional losses in excess of the established liabilities. As of September 27, 2014, this amount could range up to $33 million, attributable to several of the above described and other applicable sites, and arises from uncertainty over the availability, feasibility and effectiveness of certain remediation technologies, additional or different contamination that may be discovered, development of new or more effective environmental remediation technologies, potential changes in applicable law and regulations, and the exercise of discretion in interpretation of applicable law and regulations by governmental agencies. | |||||||||||||||||
Subject to the previous paragraph, the Company believes established liabilities are sufficient for probable costs expected to be incurred over the next 20 years with respect to its disposed operations. Remedial actions for these sites vary, but include on-site (and in certain cases off-site) removal or treatment of contaminated soils and sediments, recovery and treatment/remediation of groundwater, and source remediation and/or control. |
DEBT
DEBT | 9 Months Ended | |||
Sep. 27, 2014 | ||||
Debt Disclosure [Abstract] | ' | |||
Debt | ' | |||
DEBT | ||||
The Company’s debt consisted of the following: | ||||
27-Sep-14 | ||||
Term A-1 Loan Facility borrowings due 2019 at a variable interest rate of 1.65% at September 27, 2014 (a) | $ | 108,332 | ||
Term A-2 Loan Facility borrowings due 2021 at a variable interest rate of 1.23% at September 27, 2014 (b) | 288,539 | |||
Senior Notes due 2024 at a fixed interest rate of 5.50% | 550,000 | |||
Total debt | 946,871 | |||
Less: Current maturities of long-term debt | (8,400 | ) | ||
Long-term debt | $ | 938,471 | ||
(a) | The Term A-1 Loan includes an unamortized issue discount of approximately $293 thousand at September 27, 2014. Upon maturity the liability will be $109 million. | |||
(b) | The Term A-2 Loan includes an unamortized issue discount of approximately $736 thousand at September 27, 2014. Upon maturity the liability will be $289 million. | |||
Principal payments due during the next five years and thereafter are as follows: | ||||
Remaining 2014 | $ | 2,100 | ||
2015 | 8,400 | |||
2016 | 8,400 | |||
2017 | 9,775 | |||
2018 | 11,150 | |||
Thereafter | 908,075 | |||
Total Principal Payments | $ | 947,900 | ||
5.50% Senior Notes due 2024 | ||||
On May 22, 2014, the Company issued $550 million in aggregate principal amount of 5.50% senior notes due 2024 (the “Senior Notes”). The Senior Notes were issued and sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and non-U.S. persons pursuant to Regulation S under the Securities Act. | ||||
On or after June 1, 2019, the Company may redeem the Senior Notes, in whole or in part, at the redemption prices specified in the indenture governing the Senior Notes plus accrued and unpaid interest to, but excluding, the redemption date. Prior to June 1, 2019, the Company may redeem some or all of the Senior Notes at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, to, but excluding, the redemption date, plus a “make-whole” premium. Prior to June 1, 2017, the Company may redeem up to 40% of the Senior Notes using proceeds from certain equity offerings in accordance with the terms of the indenture. | ||||
Senior Secured Credit Facilities | ||||
On June 26, 2014, the Company entered into senior secured credit facilities comprised of a $110 million senior secured term loan facility (the “Term A-1 Loan Facility”), a $290 million senior secured term loan facility (the “Term A-2 Loan Facility” and together with the Term A-1 Facility, the “Term Loan Facilities”) and a $250 million senior secured revolving credit facility (which includes letter of credit and swingline loans subfacilities) (the “Revolving Credit Facility” and together with the Term Loan Facilities, the “Credit Facilities”). The Credit Facilities are secured by substantially all present and future material assets, including the Jesup plant real property (but excluding the Fernandina Beach plant). | ||||
The loans under the Credit Facilities will bear interest at either (a) a base rate or (b) an adjusted LIBOR rate, in each case, plus an applicable margin (the “Applicable Margin”), in the case of base rate loans, ranging between 0.25% and 1.00%, and in the case of adjusted LIBOR rate loans, ranging between 1.25% and 2.00%. The Applicable Margin for borrowings under the Credit Facilities is based on a consolidated total net leverage-based pricing grid. | ||||
$110 million Senior Secured Term Loan | ||||
The Term A-1 Loan matures in June 2019. On June 30, 2014, the Company borrowed $75 million under the Term A-1 Loan Facility. At September 27, 2014, the carrying value of the debt outstanding was $108 million. The interest rate is LIBOR plus 1.5%. During the third quarter, the Company made $1.4 million in principal debt repayments on the Term A-1 Loan Facility. | ||||
$290 million Senior Secured Term Loan | ||||
The Term A-2 Loan matures in June 2021. At September 27, 2014 the carrying value of the debt outstanding was $289 million. The effective interest rate is LIBOR plus 1.08%, after consideration of a 0.67% cash patronage benefit. During the third quarter, the Company made $0.7 million in principal debt repayments on the Term A-2 Loan Facility. | ||||
$250 million Senior Secured Revolving Credit Facility | ||||
The Revolving Credit Facility matures in June 2019. As of September 27, 2014, the Company had no net activity on the Revolving Credit Facility. At September 27, 2014, the Company had $223 million of available borrowings under the Revolving Credit Facility, net of $27 million to secure its outstanding letters of credit. | ||||
Debt Covenants | ||||
The Credit Facilities contain a number of covenants that restrict the ability of the Company and its restricted subsidiaries to take certain specified actions, subject to certain significant exceptions, including: creating liens; incurring indebtedness; making investments and acquisitions; engaging in mergers and other fundamental changes; making dispositions; making restricted payments, including dividends and distributions; and consummating transactions with affiliates. Under the Credit Facilities, the Company will be required to maintain a consolidated first lien secured net leverage ratio of no greater than 3.00 to 1.00 and an interest coverage ratio of no less than 3.00 to 1.00. Covenants will be tested quarterly on a pro forma and trailing twelve month basis. Additionally, the Credit Facilities contain customary affirmative covenants for credit facilities of this kind and customary events of default (subject, in certain cases, to customary grace or cure periods), including, without limitation, payment defaults, breach of covenant defaults, bankruptcy defaults, judgment defaults, defaults under certain other indebtedness and changes in control. | ||||
The indenture governing the Senior Notes contains various customary covenants that restrict the ability of the Company and its restricted subsidiaries to take certain specified actions, subject to certain significant exceptions, including: creating liens; incurring indebtedness; making investments and acquisitions; engaging in mergers and other fundamental changes; making dispositions; making restricted payments, including dividends and distributions; and consummating transactions with affiliates. Additionally, the Senior Notes contain customary affirmative covenants and customary events of default (subject, in certain cases, to customary grace or cure periods), including, without limitation, payment defaults, breach of covenant defaults, bankruptcy defaults, judgment defaults, defaults under certain other indebtedness and changes in control. At September 27, 2014, the Company was in compliance with all covenants. |
OTHER_ASSETS_Notes
OTHER ASSETS (Notes) | 9 Months Ended | |||||||
Sep. 27, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | |||||||
Other Assets | ' | |||||||
OTHER ASSETS | ||||||||
As of September 27, 2014 and December 31, 2013, the Company’s other assets included the following: | ||||||||
September 27, 2014 | December 31, 2013 | |||||||
Deferred income tax assets, non-current (a) | $ | 30,337 | $ | — | ||||
Manufacturing and maintenance supplies | 22,093 | 20,960 | ||||||
Debt issuance costs, net of amortization (b) | 13,808 | — | ||||||
Timber deeds | 11,107 | — | ||||||
Disposed operations assets (c) | 11,079 | — | ||||||
Deposits | 3,945 | 27 | ||||||
Deferred software charges | 1,975 | 2,227 | ||||||
Other non-current assets | 8,932 | 4,709 | ||||||
Total other assets | $ | 103,276 | $ | 27,923 | ||||
(a) | Deferred tax assets are primarily due to the transfer of pension and disposition liabilities from Rayonier at separation. See Note 9 — Employee Benefit Plans and Note 14 — Liabilities for Disposed Operations for additional information. | |||||||
(b) | Debt issuance costs are capitalized and amortized to interest expense over the term of the debt to which they relate using a method that approximates the interest method. See Note 15 - Debt for additional information. | |||||||
(c) | Disposed operations assets were transferred with the liabilities from Rayonier at separation. See Note 14 — Liabilities for Disposed Operations for additional information. |
SEPARATION_AND_BASIS_OF_PRESEN1
SEPARATION AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 27, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The unaudited condensed consolidated financial statements and notes thereto of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the rules and regulations of the SEC. In the opinion of management, these financial statements and notes reflect all adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the financial statements and supplementary data included in the Company’s Audited Combined Financial Statements for the year ended December 31, 2013, which is included in our Form 10, as well as in conjunction with the interim financial information in our report on Form 10-Q for the quarterly period ended June 28, 2014. The results of operations for the three and nine months ended September 27, 2014, are not necessarily indicative of the results to be expected for the full year. | |
Prior to the Distribution, the Company’s results of operations, financial position and cash flows consisted of the performance fibers segment of Rayonier and an allocable portion of its corporate costs (together, the “performance fibers business”). These financial statements have been presented as if the performance fibers business had been combined for all periods presented. All intercompany transactions are eliminated. Historically, financial statements have not been prepared for the performance fibers business. The accompanying financial statements for the Company have been derived from the historical accounting records of Rayonier. | |
The statements of income for periods prior to the Distribution include allocations of certain costs from Rayonier related to the operations of the Company. These corporate administrative costs were charged to the Company based on employee headcount and payroll costs. The combined statements of income also include expense allocations for certain corporate functions historically performed by Rayonier and not allocated to its operating segments. These allocations were based on revenues and specific identification of time and/or activities associated with the Company. Management believes the methodologies employed for the allocation of costs were reasonable in relation to the historical reporting of Rayonier, but may not necessarily be indicative of costs had the Company operated on a stand-alone basis during the periods prior to the Distribution, nor what the costs may be in the future. | |
Fiscal Year | ' |
Fiscal Year | |
Prior to the Distribution, the Company’s quarter and fiscal year end was the last day of the calendar quarter and calendar year, respectively. In connection with the Distribution, the Company changed its interim reporting periods to the last Saturday of the fiscal quarter. The Company’s fiscal year end will remain the last day of the calendar year. As the effect on prior interim period results were not material, prior periods have not been revised. | |
New or Recently Adopted Accounting Pronouncements | ' |
New or Recently Adopted Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The standard requires a disposal of a component of an entity to be reported in discontinued operations if it represents a strategic shift with a major effect on an entity’s operations and financial results. It also removes requirements related to the evaluation of the component’s effect on ongoing operations and the entity’s continuing involvement with the component. Additional disclosures about discontinued operations are also required under this standard. ASU No. 2014-08 is required to be applied prospectively for all disposals (or classifications as held for sale) of components of an entity that occur within annual periods beginning December 15, 2014. Early adoption is permitted for disposals (or classifications as held for sale) that have not been previously reported. The Company does not expect the adoption of this standard will have a material impact on the consolidated financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, a comprehensive new revenue recognition standard. This standard will supersede virtually all current revenue recognition guidance. The core principle is that a company will recognize revenue when it transfers goods or services to customers in an amount that reflects consideration to which the company expects to be entitled to in exchange for those goods or services. This standard will be effective for the Company’s first quarter 2017 Form 10-Q filing with full or modified retrospective adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements. | |
In June 2014, the FASB issued ASU No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This standard requires a performance target that affects vesting and that could be achieved after the requisite service period to be treated as a performance condition. The current accounting standard for stock-based compensation as it applies to awards with performance conditions should be applied. This guidance is effective for fiscal years, including interim reporting periods, beginning after December 15, 2015, and is applicable to the Company's fiscal year beginning January 1, 2016. The Company is currently evaluating this guidance, but does not expect the adoption of this standard will have a material impact to its consolidated financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 with early adoption permitted. The Company does not expect the adoption of this standard will have a material impact on the consolidated financial statements. | |
Fair Value | ' |
The Company uses the following methods and assumptions in estimating the fair value of its financial instruments: | |
Cash and cash equivalents — The carrying amount is equal to fair market value. | |
Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. The variable rate debt adjusts with changes in the market rate, therefore the carrying value approximates fair value. |
INVENTORY_Tables
INVENTORY (Tables) | 9 Months Ended | |||||||
Sep. 27, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule of Inventory, Current | ' | |||||||
As of September 27, 2014 and December 31, 2013, the Company’s inventory included the following: | ||||||||
September 27, 2014 | December 31, 2013 | |||||||
Finished goods | $ | 97,777 | $ | 105,398 | ||||
Work in progress | 3,569 | 3,555 | ||||||
Raw materials | 17,900 | 17,420 | ||||||
Manufacturing and maintenance supplies | 2,895 | 2,333 | ||||||
Total inventory | $ | 122,141 | $ | 128,706 | ||||
STOCKHOLDERS_DEFICIT_EQUITY_Ta
STOCKHOLDERS' (DEFICIT) EQUITY (Tables) | 9 Months Ended | ||||||||||||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||||||||||||||||||||
Schedule of Stockholders Equity | ' | ||||||||||||||||||||||||||
An analysis of stockholders’ (deficit) equity for the nine months ended September 27, 2014 and the year ended December 31, 2013 is shown below (share amounts not in thousands): | |||||||||||||||||||||||||||
Common Stock | Retained | Transfers (to) from Rayonier, net | Accumulated Other Comprehensive Loss | Total Stockholders' | |||||||||||||||||||||||
Shares | Par Value | Additional Paid in Capital | Earnings (Accumulated Deficit) | (Deficit) Equity | |||||||||||||||||||||||
Balance, December 31, 2012 | — | $ | — | $ | — | $ | 1,196,127 | $ | (406,753 | ) | $ | (64,670 | ) | $ | 724,704 | ||||||||||||
Net income | — | — | — | 219,767 | — | — | 219,767 | ||||||||||||||||||||
Net gain from pension and postretirement plans | — | — | — | — | — | 24,971 | 24,971 | ||||||||||||||||||||
Net transfers to Rayonier | — | — | — | — | (1,141 | ) | — | (1,141 | ) | ||||||||||||||||||
Balance, December 31, 2013 | — | $ | — | $ | — | $ | 1,415,894 | $ | (407,894 | ) | $ | (39,699 | ) | $ | 968,301 | ||||||||||||
Net income | — | — | — | 54,917 | — | — | 54,917 | ||||||||||||||||||||
Net loss from pension and postretirement plans | — | — | — | — | — | (871 | ) | (871 | ) | ||||||||||||||||||
Net transfers to Rayonier | — | — | — | — | (1,001,509 | ) | (35,419 | ) | (1,036,928 | ) | |||||||||||||||||
Reclassification to additional paid-in capital at distribution date | — | — | 53,696 | (1,463,099 | ) | 1,409,403 | — | — | |||||||||||||||||||
Issuance of common stock at the separation | 42,176,565 | 422 | (422 | ) | — | — | — | — | |||||||||||||||||||
Issuance of common stock under incentive stock plans | 477,234 | 5 | 544 | — | — | — | 549 | ||||||||||||||||||||
Stock-based compensation | — | — | 2,052 | 2,052 | |||||||||||||||||||||||
Repurchase of common stock | (610 | ) | — | (92 | ) | — | — | — | (92 | ) | |||||||||||||||||
Adjustments to tax assets and liabilities associated with the Distribution | — | — | 1,580 | — | — | — | 1,580 | ||||||||||||||||||||
Dividends ($0.07 per share) | — | — | — | (2,952 | ) | — | — | (2,952 | ) | ||||||||||||||||||
Balance, September 27, 2014 | 42,653,189 | $ | 427 | $ | 57,358 | $ | 4,760 | $ | — | $ | (75,989 | ) | $ | (13,444 | ) | ||||||||||||
Reconciliation of Net Transfers to and Net Payments (to) from Former Parent Company | ' | ||||||||||||||||||||||||||
The following is a reconciliation of the amounts presented as “Net transfers to Rayonier” in the above table and the amounts presented as “Net payments (to) from Rayonier” on the Condensed Consolidated Statements of Cash Flows. | |||||||||||||||||||||||||||
Nine Months Ended | |||||||||||||||||||||||||||
27-Sep-14 | 30-Sep-13 | ||||||||||||||||||||||||||
Allocation of costs from Rayonier (a) | $ | (35,279 | ) | $ | (50,815 | ) | |||||||||||||||||||||
Cash receipts received by Rayonier on Company's behalf | 472,780 | 787,857 | |||||||||||||||||||||||||
Cash disbursements made by Rayonier on Company's behalf | (484,318 | ) | (700,740 | ) | |||||||||||||||||||||||
Net distribution to Rayonier on separation | (906,200 | ) | — | ||||||||||||||||||||||||
Net liabilities from transfer of assets and liabilities with Rayonier (b) | (83,911 | ) | — | ||||||||||||||||||||||||
Net transfers (to) from Rayonier | (1,036,928 | ) | 36,302 | ||||||||||||||||||||||||
Non-cash adjustments: | |||||||||||||||||||||||||||
Stock-based compensation | (3,562 | ) | (4,845 | ) | |||||||||||||||||||||||
Net liabilities from transfer of assets and liabilities with Rayonier (b) | 83,911 | — | |||||||||||||||||||||||||
Net payments (to) from Rayonier per the Condensed Consolidated Statements of Cash Flows, prior to separation | $ | (956,579 | ) | $ | 31,457 | ||||||||||||||||||||||
(a) Included in the costs allocated to the Company from Rayonier are expense allocations for certain corporate functions historically performed by Rayonier and not allocated to its operating segments. See Note 2— Related Party Transactions to the Consolidated Financial Statements. | |||||||||||||||||||||||||||
(b) In accordance with the Separation Agreement, certain assets and liabilities were transferred to the Company that were not included in the historical financial statements for periods prior to the Distribution. These non-cash capital contributions included: | |||||||||||||||||||||||||||
• | $73.9 million of disposed operations liabilities (See Note 14 - Liabilities for Disposed Operations for additional information) | ||||||||||||||||||||||||||
• | $73.8 million of employee benefit plan liabilities (See Note 9 - Employee Benefit Plans for additional information) | ||||||||||||||||||||||||||
• | $67.4 million of deferred tax assets (primarily associated with the liabilities above) | ||||||||||||||||||||||||||
• | $3.6 million of other liabilities, net |
ACCUMULATED_OTHER_COMPREHENSIV1
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 9 Months Ended | |||||||
Sep. 27, 2014 | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | |||||||
Schedule of Accumulated Other Comprehensive Income (Loss) | ' | |||||||
Accumulated Other Comprehensive Loss was comprised of the following: | ||||||||
For the Period Ended | ||||||||
27-Sep-14 | 30-Sep-13 | |||||||
Unrecognized components of employee benefit plans, net of tax | ||||||||
Balance, beginning of period | $ | (39,699 | ) | $ | (64,670 | ) | ||
Amounts reclassified from accumulated other comprehensive loss (a) | 3,596 | 3,999 | ||||||
Other comprehensive loss before reclassifications | (4,467 | ) | — | |||||
Net other comprehensive (loss) income | (871 | ) | 3,999 | |||||
Net transfer from Rayonier (b) | (35,419 | ) | — | |||||
Balance, end of period | $ | (75,989 | ) | $ | (60,671 | ) | ||
(a) | These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See Note 9 — Employee Benefit Plans for additional information. | |||||||
(b) | Prior to the Distribution, certain of the Company’s employees participated in employee benefit plans sponsored by Rayonier. The Company did not record an asset, liability or accumulated other comprehensive loss to recognize the funded status of the Rayonier plans on the consolidated balance sheet until the Distribution. See Note 5 — Stockholders' (Deficit) Equity for additional information. |
OTHER_OPERATING_EXPENSE_INCOME1
OTHER OPERATING EXPENSE (INCOME), NET (Tables) | 9 Months Ended | |||||||||||||||
Sep. 27, 2014 | ||||||||||||||||
Other Income and Expenses [Abstract] | ' | |||||||||||||||
Other Operating Expense (Income), Net | ' | |||||||||||||||
Other operating expense, net was comprised of the following: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Loss on sale or disposal of property, plant and equipment | $ | 271 | $ | 278 | $ | 988 | $ | 1,260 | ||||||||
One-time separation and legal costs | 2,774 | (175 | ) | 23,454 | 2,825 | |||||||||||
Increase to liabilities for disposed operations resulting from separation from Rayonier (a) | — | — | 18,419 | — | ||||||||||||
Environmental reserve adjustment | 1,500 | — | 1,500 | — | ||||||||||||
Miscellaneous expense (income) | (27 | ) | (247 | ) | 439 | (324 | ) | |||||||||
Total | $ | 4,518 | $ | (144 | ) | $ | 44,800 | $ | 3,761 | |||||||
(a) The Company is subject to certain legal requirements relating to the provision of annual financial assurance regarding environmental remediation and post closure care at certain disposed sites. To comply with these requirements, the Company purchased surety bonds from an insurer, with the Company’s repayment obligations (if the bonds are drawn upon) secured by the issuance of a letter of credit by the Company’s revolving credit facility lender. As a result of the Distribution and its obligations to procure financial assurance annually for the foreseeable future, the Company recorded a corresponding increase to liabilities for disposed operations. See Note 12 — Guarantees and Note 14 — Liabilities for Disposed Operations for additional information. |
EMPLOYEE_BENEFIT_PLANS_Tables
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended | |||||||||||||||
Sep. 27, 2014 | ||||||||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | ' | |||||||||||||||
Schedule of Net Benefit Costs | ' | |||||||||||||||
The net pension and postretirement benefit costs that have been recorded are shown in the following tables: | ||||||||||||||||
Pension | Postretirement | |||||||||||||||
Three Months Ended | Three Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Components of Net Periodic Benefit Cost | ||||||||||||||||
Service cost | $ | 1,510 | $ | 698 | $ | 162 | $ | 288 | ||||||||
Interest cost | 3,788 | 1,725 | 191 | 174 | ||||||||||||
Expected return on plan assets | (5,934 | ) | (3,128 | ) | — | — | ||||||||||
Amortization of prior service cost | 296 | 323 | 4 | 39 | ||||||||||||
Amortization of losses | 2,812 | 1,623 | 133 | 63 | ||||||||||||
Amortization of negative plan amendment | — | — | (134 | ) | (34 | ) | ||||||||||
Net periodic benefit cost | $ | 2,472 | $ | 1,241 | $ | 356 | $ | 530 | ||||||||
Pension | Postretirement | |||||||||||||||
Nine Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Components of Net Periodic Benefit Cost | ||||||||||||||||
Service cost | $ | 2,589 | $ | 2,092 | $ | 476 | $ | 742 | ||||||||
Interest cost | 7,591 | 5,175 | 497 | 564 | ||||||||||||
Expected return on plan assets | (12,399 | ) | (9,386 | ) | — | — | ||||||||||
Amortization of prior service cost | 865 | 969 | 12 | 19 | ||||||||||||
Amortization of losses | 4,808 | 4,871 | 377 | 439 | ||||||||||||
Amortization of negative plan amendment | — | — | (402 | ) | — | |||||||||||
Net periodic benefit cost | $ | 3,454 | $ | 3,721 | $ | 960 | $ | 1,764 | ||||||||
EARNINGS_PER_SHARE_OF_COMMON_S1
EARNINGS PER SHARE OF COMMON STOCK (Tables) | 9 Months Ended | |||||||||||||||
Sep. 27, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | |||||||||||||||
The following table provides details of the calculations of basic and diluted earnings per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Net income | $ | 19,408 | $ | 39,966 | $ | 54,917 | $ | 168,967 | ||||||||
Shares used for determining basic earnings per share of common stock | 42,167,014 | 42,176,565 | 42,160,559 | 42,176,565 | ||||||||||||
Dilutive effect of: | ||||||||||||||||
Stock options | 68,799 | — | 69,600 | — | ||||||||||||
Performance and restricted shares | 12,157 | — | 10,289 | — | ||||||||||||
Shares used for determining diluted earnings per share of common stock | 42,247,970 | 42,176,565 | 42,240,448 | 42,176,565 | ||||||||||||
Basic earnings per share (not in thousands) | $ | 0.46 | $ | 0.95 | $ | 1.3 | $ | 4.01 | ||||||||
Diluted earnings per share (not in thousands) | $ | 0.46 | $ | 0.95 | $ | 1.3 | $ | 4.01 | ||||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | |||||||||||||||
Anti-dilutive shares excluded from the computation of diluted earnings per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 27, 2014 | September 30, 2013 | September 27, 2014 | September 30, 2013 | |||||||||||||
Stock options | 179,693 | — | 174,679 | — | ||||||||||||
Restricted shares | 109,894 | — | 37,444 | — | ||||||||||||
Total | 289,587 | — | 212,123 | — | ||||||||||||
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended | |||||||||||
Sep. 27, 2014 | ||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||
Fair Value, Assets Measured on Recurring Basis | ' | |||||||||||
The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy of financial instruments held by the Company at September 27, 2014, using market information and what management believes to be appropriate valuation methodologies under generally accepted accounting principles: | ||||||||||||
September 27, 2014 | ||||||||||||
Asset (liability) | Carrying | Fair Value | ||||||||||
Amount | ||||||||||||
Level 1 | Level 2 | |||||||||||
Cash and cash equivalents | $ | 28,163 | $ | 28,163 | $ | — | ||||||
Current maturities of long-term debt | (8,400 | ) | — | (8,400 | ) | |||||||
Long-term debt | (938,471 | ) | — | (910,625 | ) | |||||||
GUARANTEES_Tables
GUARANTEES (Tables) | 9 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Guarantees [Abstract] | ' | ||||||||
Schedule of Guarantor Obligations | ' | ||||||||
The Company provides financial guarantees as required by creditors, insurance programs, and various governmental agencies. As of September 27, 2014, the following financial guarantees were outstanding: | |||||||||
Financial Commitments | Maximum Potential | Carrying Amount | |||||||
Payment | of Liability | ||||||||
Standby letters of credit (a) | $ | 26,572 | $ | — | |||||
Surety bonds (b) | 55,652 | 19,106 | |||||||
Total financial commitments | $ | 82,224 | $ | 19,106 | |||||
(a) | The letters of credit primarily provide credit support for surety bonds issued to comply with financial assurance legal requirements relating to environmental remediation of disposed sites. The letter of credit will expire during 2015 and will be renewed as required. | ||||||||
(b) | Rayonier Advanced Materials purchases surety bonds primarily to comply with financial assurance legal requirements relating to environmental remediation and post closure care and to provide collateral for the Company’s workers’ compensation program. These surety bonds expire at various dates during 2015 and 2019. They are expected to be renewed annually as required. See Note 7 — Other Operating Expense (Income), Net. |
INCENTIVE_STOCK_PLANS_Tables
INCENTIVE STOCK PLANS (Tables) | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 27, 2014 | ||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||||||||||||||
Schedule of Outstanding Awards | ' | |||||||||||||||||||||||||||
Outstanding Awards | ||||||||||||||||||||||||||||
Stock Options | Restricted Stock | Performance-Based Stock Units | Performance-Based Restricted Stock | |||||||||||||||||||||||||
Options | Weighted Average Exercise Price | Awards | Weighted Average Grant Date Fair Value | Awards | Weighted Average Grant Date Fair Value | Awards | Weighted Average Grant Date Fair Value | |||||||||||||||||||||
Outstanding at January 1, 2014 | — | $ | — | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Awards granted in connection with spin-off | 500,681 | 31.15 | 145,201 | 42.43 | 49,811 | 42.27 | 146,732 | 39.67 | ||||||||||||||||||||
Granted | 5,130 | 39.07 | 15,083 | 40.86 | — | — | 9,980 | 46.38 | ||||||||||||||||||||
Forfeited | (228 | ) | 39.03 | — | — | — | — | — | — | |||||||||||||||||||
Exercised or settled | (24,689 | ) | 22.21 | (1,875 | ) | 33.82 | — | — | — | — | ||||||||||||||||||
Expired or canceled | (57 | ) | 42.12 | — | — | — | — | — | — | |||||||||||||||||||
Outstanding at September 27, 2014 | 480,837 | $ | 31.69 | 158,409 | $ | 42.38 | 49,811 | $ | 42.27 | 156,712 | $ | 40.1 | ||||||||||||||||
All option, restricted stock and performance share awards presented in this table are for Rayonier Advanced Materials stock only, including those awards held by Rayonier Inc. employees. |
LIABILITIES_FOR_DISPOSITIONS_A
LIABILITIES FOR DISPOSITIONS AND DISCONTINUED OPERATIONS (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||
Environmental Remediation Obligations [Abstract] | ' | ||||||||||||||||
Schedule of Change in Environmental Loss Contingencies | ' | ||||||||||||||||
An analysis of the liabilities for disposed operations since the separation follows: | |||||||||||||||||
September 27, | |||||||||||||||||
2014 | |||||||||||||||||
Balance, beginning of period | $ | — | |||||||||||||||
Net transfer of liabilities with Rayonier | 73,840 | ||||||||||||||||
Expenditures charged to liabilities | (2,151 | ) | |||||||||||||||
Increase to liabilities (a) | 20,019 | ||||||||||||||||
Balance, end of period | 91,708 | ||||||||||||||||
Less: Current portion | (7,515 | ) | |||||||||||||||
Non-current portion | $ | 84,193 | |||||||||||||||
(a) The increase to liabilities is primarily due to certain legal requirements relating to the provision of annual financial assurance regarding environmental remediation and post closure care at certain disposed sites. The Company is subject to these requirements as a result of the Distribution. To comply with the requirements, the Company purchased surety bonds from an insurer, with the Company’s repayment obligations (if the bonds are drawn upon) secured by the issuance of a letter of credit by the Company’s revolving credit facility lender. As a result of its obligations to procure financial assurance annually for the foreseeable future, the Company recorded an $18.4 million increase to liabilities for disposed operations. See Note 12 — Guarantees for additional information. | |||||||||||||||||
Schedule of Environmental Loss Contingencies by Site | ' | ||||||||||||||||
Below are the disclosures for specific site liabilities where current estimates exceed 10 percent of the total liabilities for disposed operations at September 27, 2014. An analysis of the activity from the separation to September 27, 2014 is as follows: | |||||||||||||||||
Activity (in millions) | |||||||||||||||||
Liabilities Assumed at Separation | Expenditures | Increase | September 27, | ||||||||||||||
(Reduction) | 2014 | ||||||||||||||||
to | Liability | ||||||||||||||||
Liabilities | |||||||||||||||||
Augusta, Georgia | $ | 10.8 | $ | (0.3 | ) | $ | 7.3 | $ | 17.8 | ||||||||
Spartanburg, South Carolina | 10.9 | (0.3 | ) | 5 | 15.6 | ||||||||||||
East Point, Georgia | 9.4 | (0.4 | ) | 4.3 | 13.3 | ||||||||||||
Baldwin, Florida | 10.2 | (0.3 | ) | 2.1 | 12 | ||||||||||||
Other SWP sites | 18.1 | (0.4 | ) | 1.1 | 18.8 | ||||||||||||
Total SWP | 59.4 | (1.7 | ) | 19.8 | 77.5 | ||||||||||||
Port Angeles, Washington | 8.1 | (0.4 | ) | 0.1 | 7.8 | ||||||||||||
All other sites | 6.4 | (0.1 | ) | 0.1 | 6.4 | ||||||||||||
TOTAL | $ | 73.9 | $ | (2.2 | ) | $ | 20 | $ | 91.7 | ||||||||
DEBT_Tables
DEBT (Tables) | 9 Months Ended | |||
Sep. 27, 2014 | ||||
Debt Disclosure [Abstract] | ' | |||
Schedule of Long-term Debt Instruments | ' | |||
The Company’s debt consisted of the following: | ||||
27-Sep-14 | ||||
Term A-1 Loan Facility borrowings due 2019 at a variable interest rate of 1.65% at September 27, 2014 (a) | $ | 108,332 | ||
Term A-2 Loan Facility borrowings due 2021 at a variable interest rate of 1.23% at September 27, 2014 (b) | 288,539 | |||
Senior Notes due 2024 at a fixed interest rate of 5.50% | 550,000 | |||
Total debt | 946,871 | |||
Less: Current maturities of long-term debt | (8,400 | ) | ||
Long-term debt | $ | 938,471 | ||
(a) | The Term A-1 Loan includes an unamortized issue discount of approximately $293 thousand at September 27, 2014. Upon maturity the liability will be $109 million. | |||
(b) | The Term A-2 Loan includes an unamortized issue discount of approximately $736 thousand at September 27, 2014. Upon maturity the liability will be $289 million. | |||
Schedule of Maturities of Long-term Debt | ' | |||
Principal payments due during the next five years and thereafter are as follows: | ||||
Remaining 2014 | $ | 2,100 | ||
2015 | 8,400 | |||
2016 | 8,400 | |||
2017 | 9,775 | |||
2018 | 11,150 | |||
Thereafter | 908,075 | |||
Total Principal Payments | $ | 947,900 | ||
OTHER_ASSETS_Tables
OTHER ASSETS (Tables) | 9 Months Ended | |||||||
Sep. 27, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | |||||||
Schedule of Other Assets | ' | |||||||
As of September 27, 2014 and December 31, 2013, the Company’s other assets included the following: | ||||||||
September 27, 2014 | December 31, 2013 | |||||||
Deferred income tax assets, non-current (a) | $ | 30,337 | $ | — | ||||
Manufacturing and maintenance supplies | 22,093 | 20,960 | ||||||
Debt issuance costs, net of amortization (b) | 13,808 | — | ||||||
Timber deeds | 11,107 | — | ||||||
Disposed operations assets (c) | 11,079 | — | ||||||
Deposits | 3,945 | 27 | ||||||
Deferred software charges | 1,975 | 2,227 | ||||||
Other non-current assets | 8,932 | 4,709 | ||||||
Total other assets | $ | 103,276 | $ | 27,923 | ||||
(a) | Deferred tax assets are primarily due to the transfer of pension and disposition liabilities from Rayonier at separation. See Note 9 — Employee Benefit Plans and Note 14 — Liabilities for Disposed Operations for additional information. | |||||||
(b) | Debt issuance costs are capitalized and amortized to interest expense over the term of the debt to which they relate using a method that approximates the interest method. See Note 15 - Debt for additional information. | |||||||
(c) | Disposed operations assets were transferred with the liabilities from Rayonier at separation. See Note 14 — Liabilities for Disposed Operations for additional information. |
SEPARATION_AND_BASIS_OF_PRESEN2
SEPARATION AND BASIS OF PRESENTATION - Narrative (Details) (USD $) | 0 Months Ended | 9 Months Ended | 6 Months Ended | 0 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Jun. 27, 2014 | Sep. 27, 2014 | 27-May-14 | Jun. 27, 2014 | Jun. 27, 2014 | Oct. 20, 2014 |
Rayonier [Member] | Restricted Stock [Member] | Subsequent Event [Member] | ||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' |
Common stock, spin-off distribution | ' | ' | 100.00% | ' | ' | ' |
Company restricted stock converted per one Rayonier restricted stock | 0.3333 | ' | ' | ' | 0.3333 | ' |
Stock issued during period (in shares) | 42,176,565 | ' | ' | ' | ' | ' |
Payments of capital distribution | $906.20 | ' | ' | ' | ' | ' |
Net distribution | ' | ' | ' | 956.6 | ' | ' |
Separation costs | ' | $19.40 | ' | ' | ' | ' |
Customer contract extension, term | ' | ' | ' | ' | ' | '1 year |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details) (Rayonier [Member], USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Selling and general expenses | $0 | $3.50 | $8 | $12.50 |
Operation Expenses [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Operating expenses | $0 | $12.70 | $27.30 | $38.30 |
INCOME_TAXES_Details
INCOME TAXES (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Effective rate | 39.60% | 33.00% | 30.00% | 23.00% |
Federal statutory rate | ' | ' | 35.00% | ' |
INVENTORY_Details
INVENTORY (Details) (USD $) | Sep. 27, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Finished goods | $97,777 | $105,398 |
Work in progress | 3,569 | 3,555 |
Raw materials | 17,900 | 17,420 |
Manufacturing and maintenance supplies | 2,895 | 2,333 |
Total inventory | $122,141 | $128,706 |
STOCKHOLDERS_DEFICIT_EQUITY_De
STOCKHOLDERS' (DEFICIT) EQUITY (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Jun. 27, 2014 | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 27, 2014 | Dec. 31, 2012 | Sep. 27, 2014 | Dec. 31, 2012 | Sep. 27, 2014 | Dec. 31, 2013 | Sep. 27, 2014 | Dec. 31, 2013 | Sep. 27, 2014 | Dec. 31, 2013 |
Common Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Retained Earnings [Member] | Parent [Member] | Parent [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Other Comprehensive Loss [Member] | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning balance (in shares) | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning balance | ' | ' | ' | $968,301 | $724,704 | $724,704 | $0 | $0 | $0 | $0 | $1,415,894 | $1,196,127 | ($407,894) | ($406,753) | ($39,699) | ($64,670) |
Net income | ' | 19,408 | 39,966 | 54,917 | 168,967 | 219,767 | ' | ' | ' | ' | 54,917 | 219,767 | ' | ' | ' | ' |
Net gain (loss) from pension and postretirement plans | ' | 4,834 | 1,280 | -871 | 3,999 | 24,971 | ' | ' | ' | ' | ' | ' | ' | ' | -871 | 24,971 |
Net transfers to Rayonier | ' | ' | ' | -1,036,928 | 36,302 | -1,141 | ' | ' | ' | ' | ' | ' | -1,001,509 | -1,141 | -35,419 | ' |
Reclassification to additional paid-in capital at distribution date | ' | ' | ' | ' | ' | ' | ' | ' | 53,696 | ' | -1,463,099 | ' | 1,409,403 | ' | ' | ' |
Issuance of common stock at the separation (in shares) | 42,176,565 | ' | ' | ' | ' | ' | 42,176,565 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock at the separation | ' | ' | ' | ' | ' | ' | 422 | ' | -422 | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock under incentive stock plans (in shares) | ' | ' | ' | ' | ' | ' | 477,234 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock under incentive stock plans | ' | ' | ' | 549 | ' | ' | 5 | ' | 544 | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation | ' | ' | ' | 2,052 | ' | ' | ' | ' | 2,052 | ' | ' | ' | ' | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | ' | ' | ' | ' | -610 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repurchase of common stock | ' | ' | ' | -92 | ' | ' | ' | ' | -92 | ' | ' | ' | ' | ' | ' | ' |
Adjustments to tax assets and liabilities associated with the Distribution | ' | ' | ' | 1,580 | ' | ' | ' | ' | 1,580 | ' | ' | ' | ' | ' | ' | ' |
Dividends ($0.07 per share) | ' | ' | ' | -2,952 | ' | ' | ' | ' | ' | ' | -2,952 | ' | ' | ' | ' | ' |
Ending balance (in shares) | ' | ' | ' | ' | ' | ' | 42,653,189 | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Ending balance | ' | ($13,444) | ' | ($13,444) | ' | $968,301 | $427 | $0 | $57,358 | $0 | $4,760 | $1,415,894 | $0 | ($407,894) | ($75,989) | ($39,699) |
Dividends (per share) | ' | ' | ' | $0.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
STOCKHOLDERS_DEFICIT_EQUITY_Re
STOCKHOLDERS' (DEFICIT) EQUITY Reconciliation of Net Transfers to and Net Payment (to) from Rayonier (Details) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 27, 2014 | Sep. 27, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Jun. 27, 2014 | |||
Stockholders' Equity Note [Abstract] | ' | ' | ' | ' | ' | ||
Allocation of costs from Rayonier | ' | ($35,279,000) | [1] | ($50,815,000) | [1] | ' | ' |
Cash receipts received by Rayonier on Company's behalf | ' | 472,780,000 | 787,857,000 | ' | ' | ||
Cash disbursements made by Rayonier on Company's behalf | ' | -484,318,000 | -700,740,000 | ' | ' | ||
Net distribution to Rayonier on separation | ' | -906,200,000 | 0 | ' | ' | ||
Net liabilities from transfer of assets and liabilities with Rayonier | ' | -83,911,000 | [2] | 0 | [2] | ' | ' |
Net transfers (to) from Rayonier | ' | -1,036,928,000 | 36,302,000 | -1,141,000 | ' | ||
Non-cash adjustments: | ' | ' | ' | ' | ' | ||
Stock-based compensation | ' | -3,562,000 | -4,845,000 | ' | ' | ||
Net payments (to) from Rayonier per the Condensed Consolidated Statements of Cash Flows, prior to separation | ' | -956,579,000 | 31,457,000 | ' | ' | ||
Liabilities assumed at separation | ' | 73,900,000 | ' | ' | ' | ||
Employee benefit plan liabilities assumed | 73,800,000 | 73,800,000 | ' | ' | ' | ||
Deferred tax assets, related to spinoff | ' | ' | ' | ' | 67,400,000 | ||
Other liabilities, net, related to spinoff | ' | ' | ' | ' | $3,600,000 | ||
[1] | Included in the costs allocated to the Company from Rayonier are expense allocations for certain corporate functions historically performed by Rayonier and not allocated to its operating segments. See Note 2— Related Party Transactions to the Consolidated Financial Statements. | ||||||
[2] | In accordance with the Separation Agreement, certain assets and liabilities were transferred to the Company that were not included in the historical financial statements for periods prior to the Distribution. These non-cash capital contributions included:•$73.9 million of disposed operations liabilities (See Note 14 - Liabilities for Disposed Operations for additional information)•$73.8 million of employee benefit plan liabilities (See Note 9 - Employee Benefit Plans for additional information)•$67.4 million of deferred tax assets (primarily associated with the liabilities above)•$3.6 million of other liabilities, net |
ACCUMULATED_OTHER_COMPREHENSIV2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ' | ' | ' | ||
Beginning balance | ($39,699) | ' | ' | ||
Net transfers from Rayonier | -1,036,928 | 36,302 | -1,141 | ||
Ending balance | -75,989 | ' | -39,699 | ||
Accumulated Defined Benefit Plans Adjustment [Member] | ' | ' | ' | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ' | ' | ' | ||
Beginning balance | -39,699 | -64,670 | -64,670 | ||
Amounts reclassified from accumulated other comprehensive loss | 3,596 | [1] | 3,999 | [1] | ' |
Other comprehensive loss before reclassifications | -4,467 | 0 | ' | ||
Net other comprehensive (loss) income | -871 | 3,999 | ' | ||
Net transfers from Rayonier | -35,419 | [2] | 0 | [2] | ' |
Ending balance | ($75,989) | ($60,671) | ' | ||
[1] | These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See Note 9 — Employee Benefit Plans for additional information. | ||||
[2] | Prior to the Distribution, certain of the Company’s employees participated in employee benefit plans sponsored by Rayonier. The Company did not record an asset, liability or accumulated other comprehensive loss to recognize the funded status of the Rayonier plans on the consolidated balance sheet until the Distribution. See Note 5 — Stockholders' (Deficit) Equity for additional information. |
OTHER_OPERATING_EXPENSE_INCOME2
OTHER OPERATING EXPENSE (INCOME), NET (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 | ||||
Other Income and Expenses [Line Items] | ' | ' | ' | ' | ||||
Loss on sale or disposal of property, plant and equipment | $271 | $278 | $988 | $1,260 | ||||
One-time separation and legal costs | 2,774 | -175 | 23,454 | 2,825 | ||||
Increase to liabilities for disposed operations resulting from separation from Rayonier | ' | ' | 20,019 | 0 | ||||
Environmental reserve adjustment | 1,500 | 0 | 1,500 | 0 | ||||
Miscellaneous expense (income) | -27 | -247 | 439 | -324 | ||||
Total | 4,518 | -144 | 44,800 | 3,761 | ||||
Rayonier [Member] | ' | ' | ' | ' | ||||
Other Income and Expenses [Line Items] | ' | ' | ' | ' | ||||
Increase to liabilities for disposed operations resulting from separation from Rayonier | $0 | [1] | $0 | [1] | $18,419 | [1] | $0 | [1] |
[1] | The Company is subject to certain legal requirements relating to the provision of annual financial assurance regarding environmental remediation and post closure care at certain disposed sites. To comply with these requirements, the Company purchased surety bonds from an insurer, with the Company’s repayment obligations (if the bonds are drawn upon) secured by the issuance of a letter of credit by the Company’s revolving credit facility lender. As a result of the Distribution and its obligations to procure financial assurance annually for the foreseeable future, the Company recorded a corresponding increase to liabilities for disposed operations. See Note 12 — Guarantees and Note 14 — Liabilities for Disposed Operations for additional information. |
EMPLOYEE_BENEFIT_PLANS_Narrati
EMPLOYEE BENEFIT PLANS - Narrative (Details) (USD $) | 0 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Jun. 27, 2014 | Sep. 27, 2014 |
plan | ||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | ' | ' |
Number of plans | ' | 3 |
Employee benefit plan liabilities assumed | $73.80 | $73.80 |
EMPLOYEE_BENEFIT_PLANS_Net_Per
EMPLOYEE BENEFIT PLANS Net Periodic Benefit Cost (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 |
Pension [Member] | ' | ' | ' | ' |
Components of Net Periodic Benefit Cost | ' | ' | ' | ' |
Service cost | $1,510 | $698 | $2,589 | $2,092 |
Interest cost | 3,788 | 1,725 | 7,591 | 5,175 |
Expected return on plan assets | -5,934 | -3,128 | -12,399 | -9,386 |
Amortization of prior service cost | 296 | 323 | 865 | 969 |
Amortization of losses | 2,812 | 1,623 | 4,808 | 4,871 |
Amortization of negative plan amendment | 0 | 0 | 0 | 0 |
Net periodic benefit cost | 2,472 | 1,241 | 3,454 | 3,721 |
Postretirement [Member] | ' | ' | ' | ' |
Components of Net Periodic Benefit Cost | ' | ' | ' | ' |
Service cost | 162 | 288 | 476 | 742 |
Interest cost | 191 | 174 | 497 | 564 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service cost | 4 | 39 | 12 | 19 |
Amortization of losses | 133 | 63 | 377 | 439 |
Amortization of negative plan amendment | -134 | -34 | -402 | 0 |
Net periodic benefit cost | $356 | $530 | $960 | $1,764 |
EARNINGS_PER_SHARE_OF_COMMON_S2
EARNINGS PER SHARE OF COMMON STOCK Schedule of Earnings Per Share, Basic and Diluted (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 27, 2014 | Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' | ' | ' |
Issuance of common stock at the separation (in shares) | 42,176,565 | ' | ' | ' | ' | ' |
Net income | ' | $19,408 | $39,966 | $54,917 | $168,967 | $219,767 |
Shares used for determining basic earnings per share of common stock | ' | 42,167,014 | 42,176,565 | 42,160,559 | 42,176,565 | ' |
Dilutive effect of: | ' | ' | ' | ' | ' | ' |
Stock options | ' | 68,799 | 0 | 69,600 | 0 | ' |
Performance and restricted shares | ' | 12,157 | 0 | 10,289 | 0 | ' |
Shares used for determining diluted earnings per share of common stock | ' | 42,247,970 | 42,176,565 | 42,240,448 | 42,176,565 | ' |
Basic earnings per share (in dollars per share) | ' | $0.46 | $0.95 | $1.30 | $4.01 | ' |
Diluted earnings per share (in dollars per share) | ' | $0.46 | $0.95 | $1.30 | $4.01 | ' |
EARNINGS_PER_SHARE_OF_COMMON_S3
EARNINGS PER SHARE OF COMMON STOCK Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2014 | Sep. 30, 2013 | Sep. 27, 2014 | Sep. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive securities excluded from computation of diluted earnings per share | 289,587 | 0 | 212,123 | 0 |
Stock Options [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive securities excluded from computation of diluted earnings per share | 179,693 | 0 | 174,679 | 0 |
Restricted Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive securities excluded from computation of diluted earnings per share | 109,894 | 0 | 37,444 | 0 |
FAIR_VALUE_MEASUREMENTS_Fair_V
FAIR VALUE MEASUREMENTS Fair Values Measured on Recurring Basis (Details) (USD $) | Sep. 27, 2014 |
In Thousands, unless otherwise specified | |
Carrying Value | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Cash and cash equivalents | $28,163 |
Current maturities of long-term debt | -8,400 |
Long-term debt | -938,471 |
Estimate of Fair Value, Fair Value Disclosure [Member] | Level 1 | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Cash and cash equivalents | 28,163 |
Current maturities of long-term debt | 0 |
Long-term debt | 0 |
Estimate of Fair Value, Fair Value Disclosure [Member] | Level 2 | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Cash and cash equivalents | 0 |
Current maturities of long-term debt | -8,400 |
Long-term debt | ($910,625) |
GUARANTEES_Details
GUARANTEES (Details) (USD $) | Sep. 27, 2014 | |
In Thousands, unless otherwise specified | ||
Guarantor Obligations [Line Items] | ' | |
Maximum Potential Payment | $82,224 | |
Carrying Amount of Liability | 19,106 | |
Standby letters of credit [Member] | ' | |
Guarantor Obligations [Line Items] | ' | |
Maximum Potential Payment | 26,572 | [1] |
Carrying Amount of Liability | 0 | [1] |
Surety bonds [Member] | ' | |
Guarantor Obligations [Line Items] | ' | |
Maximum Potential Payment | 55,652 | [2] |
Carrying Amount of Liability | $19,106 | [2] |
[1] | The letters of credit primarily provide credit support for surety bonds issued to comply with financial assurance legal requirements relating to environmental remediation of disposed sites. The letter of credit will expire during 2015 and will be renewed as required. | |
[2] | Rayonier Advanced Materials purchases surety bonds primarily to comply with financial assurance legal requirements relating to environmental remediation and post closure care and to provide collateral for the Company’s workers’ compensation program. These surety bonds expire at various dates during 2015 and 2019. They are expected to be renewed annually as required. See Note 7 — Other Operating Expense (Income), Net. |
INCENTIVE_STOCK_PLANS_Narrativ
INCENTIVE STOCK PLANS Narrative (Details) (USD $) | 0 Months Ended | 9 Months Ended | |
Jun. 27, 2014 | Sep. 27, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Number of Shares Authorized | ' | 5,200,000 | ' |
Number of Shares Available for Future Grant | ' | 4,000,000 | ' |
Company restricted stock converted per one Rayonier restricted stock | 0.3333 | ' | ' |
Stock-based incentive compensation expense | ' | $5,614,000 | $4,845,000 |
Fixed award issued at separation | ' | 4,000,000 | ' |
Modified Awards [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Incremental Compensation Cost | ' | 2,300,000 | ' |
Period for Recognition | ' | '2 years | ' |
Employee Stock Option [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Period for Recognition | ' | '10 months 24 days | ' |
Compensation Not yet Recognized, Stock Options | ' | 2,500,000 | ' |
Restricted Stock [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Company restricted stock converted per one Rayonier restricted stock | 0.3333 | ' | ' |
Period for Recognition | ' | '1 year 9 months 18 days | ' |
Compensation Not yet Recognized, Share-based Awards Other than Options | ' | 6,300,000 | ' |
Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Period for Recognition | ' | '2 years 7 months 6 days | ' |
Compensation Not yet Recognized, Share-based Awards Other than Options | ' | $6,300,000 | ' |
Performance Share Awards 2012 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Reserved shares | ' | 83,454 | ' |
Performance Share Awards 2013 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Award Vesting Period | ' | '24 months | ' |
Performance Share Awards 2014 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Reserved shares | ' | 313,423 | ' |
Minimum [Member] | Performance Share Awards 2012 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Conversion ratio, percent of target | ' | 0.00% | ' |
Minimum [Member] | Performance Share Awards 2014 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Conversion ratio, percent of target | ' | 0.00% | ' |
Maximum [Member] | Performance Share Awards 2012 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Conversion ratio, percent of target | ' | 200.00% | ' |
Maximum [Member] | Performance Share Awards 2014 [Member] | Performance-Based Stock Units [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Conversion ratio, percent of target | ' | 200.00% | ' |
INCENTIVE_STOCK_PLANS_Schedule
INCENTIVE STOCK PLANS Schedule of Outstanding Awards (Details) (USD $) | 9 Months Ended |
Sep. 27, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' |
Beginning Balance, Options, Outstanding | 0 |
Options, Awards granted in connection with spin-off | 500,681 |
Options, Granted | 5,130 |
Options, Forfeited | -228 |
Options, Exercised or settled | -24,689 |
Options, Expired or canceled | -57 |
Ending Balance, Options, Outstanding | 480,837 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ' |
Beginning Balance, Options, Weighted Average Exercise Price | $0 |
Options, Awards granted in connection with spin-off, Weighted Average Exercise Price | $31.15 |
Options, Granted, Weighted Average Exercise Price | $39.07 |
Options, Forfeited, Weighted Average Exercise Price | $39.03 |
Options, Exercised or settled, Weighted Average Exercise Price | $22.21 |
Options, Expired or canceled, Weighted Average Exercise Price | $42.12 |
Ending Balance, Options, Weighted Average Exercise Price | $31.69 |
Restricted Stock [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ' |
Beginning Balance, Awards, Outstanding, Number | 0 |
Awards, Awards granted in connection with spin-off, Number | 145,201 |
Awards, Granted, Number | 15,083 |
Awards, Forfeited, Number | 0 |
Awards, Exercised or settled, Number | -1,875 |
Awards, Expired or canceled, Number | 0 |
Ending Balance, Awards, Outstanding, Number | 158,409 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ' |
Beginning Balance, Awards, Weighted Average | $0 |
Awards, Awards granted in connection with spin-off, Weighted Average | $42.43 |
Awards, Granted, Weighted Average | $40.86 |
Awards, Forfeited, Weighted Average | $0 |
Awards, Exercised or settled, Weighted Average | $33.82 |
Awards, Expired or canceled, Weighted Average | $0 |
Ending Balance, Awards, Weighted Average | $42.38 |
Performance-Based Stock Units [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ' |
Beginning Balance, Awards, Outstanding, Number | 0 |
Awards, Awards granted in connection with spin-off, Number | 49,811 |
Awards, Granted, Number | 0 |
Awards, Forfeited, Number | 0 |
Awards, Exercised or settled, Number | 0 |
Awards, Expired or canceled, Number | 0 |
Ending Balance, Awards, Outstanding, Number | 49,811 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ' |
Beginning Balance, Awards, Weighted Average | $0 |
Awards, Awards granted in connection with spin-off, Weighted Average | $42.27 |
Awards, Granted, Weighted Average | $0 |
Awards, Forfeited, Weighted Average | $0 |
Awards, Exercised or settled, Weighted Average | $0 |
Awards, Expired or canceled, Weighted Average | $0 |
Ending Balance, Awards, Weighted Average | $42.27 |
Performance-Based Restricted Stock Units [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ' |
Beginning Balance, Awards, Outstanding, Number | 0 |
Awards, Awards granted in connection with spin-off, Number | 146,732 |
Awards, Granted, Number | 9,980 |
Awards, Forfeited, Number | 0 |
Awards, Exercised or settled, Number | 0 |
Awards, Expired or canceled, Number | 0 |
Ending Balance, Awards, Outstanding, Number | 156,712 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ' |
Beginning Balance, Awards, Weighted Average | $0 |
Awards, Awards granted in connection with spin-off, Weighted Average | $39.67 |
Awards, Granted, Weighted Average | $46.38 |
Awards, Forfeited, Weighted Average | $0 |
Awards, Exercised or settled, Weighted Average | $0 |
Awards, Expired or canceled, Weighted Average | $0 |
Ending Balance, Awards, Weighted Average | $40.10 |
LIABILITIES_FOR_DISPOSED_OPERA1
LIABILITIES FOR DISPOSED OPERATIONS Analysis of Activity (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2014 | Sep. 27, 2014 | Dec. 31, 2013 | ||
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' | ' | |
Balance, beginning of period | $73,900,000 | $0 | ' | |
Net transfer of liabilities with Rayonier | ' | 73,840,000 | ' | |
Expenditures charged to liabilities | -2,200,000 | -2,151,000 | ' | |
Increase to liabilities | ' | 20,019,000 | [1] | ' |
Balance, end of period | ' | 91,700,000 | ' | |
Less: Current portion | ' | -7,515,000 | 0 | |
Non-current portion | ' | 84,193,000 | 0 | |
Increase (Reduction) to Liabilities | $20,000,000 | $18,400,000 | ' | |
[1] | (a) The increase to liabilities is primarily due to certain legal requirements relating to the provision of annual financial assurance regarding environmental remediation and post closure care at certain disposed sites. The Company is subject to these requirements as a result of the Distribution. To comply with the requirements, the Company purchased surety bonds from an insurer, with the Company’s repayment obligations (if the bonds are drawn upon) secured by the issuance of a letter of credit by the Company’s revolving credit facility lender. As a result of its obligations to procure financial assurance annually for the foreseeable future, the Company recorded an $18.4 million increase to liabilities for disposed operations. See Note 12 — Guarantees for additional information. |
LIABILITIES_FOR_DISPOSED_OPERA2
LIABILITIES FOR DISPOSED OPERATIONS Site Liabilities (Details) (USD $) | 3 Months Ended | 9 Months Ended |
Sep. 26, 2014 | Sep. 27, 2014 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | $73,900,000 | $0 |
Expenditures | -2,200,000 | -2,151,000 |
Increase (Reduction) to Liabilities | 20,000,000 | 18,400,000 |
Balance, end of period | ' | 91,700,000 |
Augusta, Georgia [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 10,800,000 | ' |
Expenditures | -300,000 | ' |
Increase (Reduction) to Liabilities | 7,300,000 | ' |
Balance, end of period | ' | 17,800,000 |
Spartanburg, South Carolina [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 10,900,000 | ' |
Expenditures | -300,000 | ' |
Increase (Reduction) to Liabilities | 5,000,000 | ' |
Balance, end of period | ' | 15,600,000 |
East Point, Georgia [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 9,400,000 | ' |
Expenditures | -400,000 | ' |
Increase (Reduction) to Liabilities | 4,300,000 | ' |
Balance, end of period | ' | 13,300,000 |
Baldwin, Florida [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 10,200,000 | ' |
Expenditures | -300,000 | ' |
Increase (Reduction) to Liabilities | 2,100,000 | ' |
Balance, end of period | ' | 12,000,000 |
Other SWP sites [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 18,100,000 | ' |
Expenditures | -400,000 | ' |
Increase (Reduction) to Liabilities | 1,100,000 | ' |
Balance, end of period | ' | 18,800,000 |
Total SWP Sites [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 59,400,000 | ' |
Expenditures | -1,700,000 | ' |
Increase (Reduction) to Liabilities | 19,800,000 | ' |
Balance, end of period | ' | 77,500,000 |
Port Angeles, Washington [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 8,100,000 | ' |
Expenditures | -400,000 | ' |
Increase (Reduction) to Liabilities | 100,000 | ' |
Balance, end of period | ' | 7,800,000 |
All other sites [Member] | ' | ' |
Accrual for Environmental Loss Contingencies [Roll Forward] | ' | ' |
Balance, beginning of period | 6,400,000 | ' |
Expenditures | -100,000 | ' |
Increase (Reduction) to Liabilities | 100,000 | ' |
Balance, end of period | ' | $6,400,000 |
LIABILITIES_FOR_DISPOSED_OPERA3
LIABILITIES FOR DISPOSED OPERATIONS Narrative (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 27, 2014 |
site | |
Site Contingency [Line Items] | ' |
Inactive former wood treating sites, number | 10 |
Current estimate threshold of total liabilities for disposed operations | 10.00% |
Loss exposure in excess of accrual, high estimate | $33 |
Environmental loss contingencies term | '20 years |
Augusta, Georgia [Member] | ' |
Site Contingency [Line Items] | ' |
Term for hazardous waste permit | '10 years |
Cost incurred to date | 69.7 |
Spartanburg, South Carolina [Member] | ' |
Site Contingency [Line Items] | ' |
Cost incurred to date | 41.4 |
East Point, Georgia [Member] | ' |
Site Contingency [Line Items] | ' |
Term for hazardous waste permit | '10 years |
Cost incurred to date | 22.8 |
Baldwin, Florida [Member] | ' |
Site Contingency [Line Items] | ' |
Term for hazardous waste permit | '10 years |
Cost incurred to date | 22.5 |
Port Angeles, Washington [Member] | ' |
Site Contingency [Line Items] | ' |
Cost incurred to date | $44.30 |
DEBT_Details
DEBT (Details) (USD $) | Sep. 27, 2014 | Dec. 31, 2013 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | 22-May-14 | ||
Line of Credit [Member] | Line of Credit [Member] | Senior Notes [Member] | Senior Notes [Member] | |||||
Term A-1 Due 2019 [Member] | Term A-2 Due 2021 [Member] | |||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ||
Interest Rate | ' | ' | 1.65% | [1] | 1.23% | [2] | 5.50% | 5.50% |
Total debt | $946,871,000 | ' | $108,332,000 | [1] | $288,539,000 | [2] | $550,000,000 | ' |
Current maturities of long-term debt | -8,400,000 | 0 | ' | ' | ' | ' | ||
Long-term debt | 938,471,000 | 0 | ' | ' | ' | ' | ||
Discount | ' | ' | 293,000 | 736,000 | ' | ' | ||
Face Amount | ' | ' | $109,000,000 | $289,000,000 | ' | $550,000,000 | ||
[1] | The Term A-1 Loan includes an unamortized issue discount of approximately $293 thousand at September 27, 2014. Upon maturity the liability will be $109 million. | |||||||
[2] | The Term A-2 Loan includes an unamortized issue discount of approximately $736 thousand at September 27, 2014. Upon maturity the liability will be $289 million. |
DEBT_Schedule_of_Maturities_of
DEBT Schedule of Maturities of Long-term Debt (Details) (USD $) | Sep. 27, 2014 |
In Thousands, unless otherwise specified | |
Debt Disclosure [Abstract] | ' |
Remaining 2014 | $2,100 |
2015 | 8,400 |
2016 | 8,400 |
2017 | 9,775 |
2018 | 11,150 |
Thereafter | 908,075 |
Total Principal Payments | $947,900 |
DEBT_550_Senior_Notes_Due_2024
DEBT 5.50% Senior Notes Due 2024 - Narrative (Details) (Senior Notes [Member], USD $) | Sep. 27, 2014 | 22-May-14 | Sep. 27, 2014 | Sep. 27, 2014 |
In Millions, unless otherwise specified | Debt Instrument, Redemption, Period One [Member] | Debt Instrument, Redemption, Period Two [Member] | ||
Debt Instrument [Line Items] | ' | ' | ' | ' |
Face Amount | ' | $550 | ' | ' |
Interest Rate | 5.50% | 5.50% | ' | ' |
Redemption price percentage | ' | ' | 100.00% | 40.00% |
DEBT_Senior_Secured_Credit_Fac
DEBT Senior Secured Credit Facilities - Narrative (Details) (Line of Credit [Member], USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||||||||
Jun. 30, 2014 | Sep. 27, 2014 | Jun. 26, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 26, 2014 | Sep. 27, 2014 | Jun. 26, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 26, 2014 | Jun. 26, 2014 | Jun. 26, 2014 | Jun. 26, 2014 | |
Term A-1 Due 2019 [Member] | Term A-1 Due 2019 [Member] | Term A-1 Due 2019 [Member] | Term A-2 Due 2021 [Member] | Term A-2 Due 2021 [Member] | Term A-2 Due 2021 [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |
Letter of Credit [Member] | Term A-1 Due 2019 [Member] | Term A-2 Due 2021 [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | $110,000,000 | ' | ' | $290,000,000 | ' | $250,000,000 | ' | ' | ' | ' | ' | ' | ' |
Basis points | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | 1.08% | 0.25% | 1.25% | 1.00% | 2.00% |
Proceeds from lines of credit | 75,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount outstanding | ' | 108,000,000 | ' | ' | 289,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread | ' | ' | ' | 0.67% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal debt repayments | ' | 1,400,000 | ' | ' | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining borrowing capacity | ' | ' | ' | ' | ' | ' | 223,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of letters of credit outstanding | ' | ' | ' | ' | ' | ' | ' | ' | $27,000,000 | ' | ' | ' | ' | ' | ' |
DEBT_Debt_Covenants_Narrative_
DEBT Debt Covenants - Narrative (Details) | 9 Months Ended |
Sep. 27, 2014 | |
Debt Disclosure [Abstract] | ' |
Net leverage ratio, Maximum | 3 |
Interest coverage ratio, Minimum | 3 |
OTHER_ASSETS_Details
OTHER ASSETS (Details) (USD $) | Sep. 27, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | ' | ||
Deferred income tax assets, non-current | $30,337 | [1] | $0 | [1] |
Manufacturing and maintenance supplies | 22,093 | 20,960 | ||
Debt issuance costs, net of amortization | 13,808 | [2] | 0 | [2] |
Timber deeds | 11,107 | 0 | ||
Disposed operations assets | 11,079 | [3] | 0 | [3] |
Deposits | 3,945 | 27 | ||
Deferred software charges | 1,975 | 2,227 | ||
Other non-current assets | 8,932 | 4,709 | ||
Total other assets | $103,276 | $27,923 | ||
[1] | Deferred tax assets are primarily due to the transfer of pension and disposition liabilities from Rayonier at separation. See Note 9 — Employee Benefit Plans and Note 14 — Liabilities for Disposed Operations for additional information. | |||
[2] | Debt issuance costs are capitalized and amortized to interest expense over the term of the debt to which they relate using a method that approximates the interest method. See Note 15 - Debt for additional information. | |||
[3] | Disposed operations assets were transferred with the liabilities from Rayonier at separation. See Note 14 — Liabilities for Disposed Operations for additional information. |