Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 20, 2018 | Jun. 24, 2017 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | RAYONIER ADVANCED MATERIALS INC. | ||
Trading Symbol | RYAM | ||
Entity Central Index Key | 1,597,672 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | Q4 | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 51,681,748 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 643,689,895 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net Sales | $ 961,333 | $ 868,731 | $ 941,384 |
Cost of Sales | (822,088) | (687,458) | (738,930) |
Gross Margin | 139,245 | 181,273 | 202,454 |
Selling, general and administrative expenses | (80,016) | (37,942) | (47,662) |
Other operating expense, net (Note 17) | (2,213) | (5,684) | (35,269) |
Operating Income | 57,016 | 137,647 | 119,523 |
Interest expense | (40,447) | (34,627) | (36,869) |
Interest income and other, net | 3,791 | 737 | 210 |
Gain on bargain purchase (Note 3) | 316,555 | 0 | 0 |
Gain on derivative instrument (Note 10) | 7,780 | 0 | 0 |
Gain on debt extinguishment | 0 | 8,844 | 0 |
Income Before Income Taxes | 344,695 | 112,601 | 82,864 |
Income tax expense (Note 18) | (19,731) | (39,315) | (27,607) |
Net Income Attributable to Rayonier Advanced Materials Inc. | 324,964 | 73,286 | 55,257 |
Mandatory convertible stock dividends | (13,800) | (5,404) | 0 |
Net income available for common stockholders | $ 311,164 | $ 67,882 | $ 55,257 |
Earnings Per Share of Common Stock (Note 14) | |||
Basic earnings per share (in dollars per share) | $ 7.17 | $ 1.61 | $ 1.31 |
Diluted earnings per share (in dollars per share) | 5.81 | 1.55 | 1.30 |
Dividends Declared Per Share (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.28 |
Comprehensive Income: | |||
Net Income | $ 324,964 | $ 73,286 | $ 55,257 |
Other Comprehensive Income (Loss), net of tax (Note 13) | |||
Foreign currency translation adjustments | 4,868 | 0 | 0 |
Unrealized gain on derivative instruments | 619 | 0 | 0 |
Net gain (loss) from pension and postretirement plans | 28,442 | (460) | (6,176) |
Total other comprehensive income (loss) | 33,929 | (460) | (6,176) |
Comprehensive Income | $ 358,893 | $ 72,826 | $ 49,081 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets | ||
Cash and cash equivalents | $ 96,235 | $ 326,655 |
Accounts receivable, net (Note 4) | 181,298 | 37,626 |
Inventory (Note 5) | 302,086 | 118,368 |
Prepaid and other current assets | 66,918 | 36,859 |
Total current assets | 646,537 | 519,508 |
Property, Plant and Equipment, Net (Note 6) | 1,407,762 | 801,039 |
Deferred Tax Assets (Note 18) | 402,846 | 51,246 |
Intangible Assets, Net | 59,869 | 0 |
Other Assets | 125,597 | 50,146 |
Total Assets | 2,642,611 | 1,421,939 |
Current Liabilities | ||
Accounts payable | 157,925 | 36,379 |
Accrued and other current liabilities (Note 7) | 127,040 | 67,226 |
Current maturities of long-term debt (Note 8) | 9,425 | 9,593 |
Current liabilities for disposed operations (Note 9) | 13,181 | 13,781 |
Total current liabilities | 307,571 | 126,979 |
Long-Term Debt (Note 8) | 1,232,179 | 773,689 |
Non-Current Liabilities for Disposed Operations (Note 9) | 150,905 | 139,129 |
Pension and Other Postretirement Benefits (Note 16) | 212,810 | 161,729 |
Deferred Tax Liabilities (Note 18) | 32,607 | 0 |
Other Non-Current Liabilities | 12,783 | 8,664 |
Commitments and Contingencies (Note 20) | ||
Stockholders’ Equity (Note 12) | ||
Preferred stock, 10,000,000 shares authorized at $0.01 par value, 1,725,000 and 1,725,000 issued and outstanding as of December 31, 2017 and 2016, respectively, aggregate liquidation preference $172,500 | 17 | 17 |
Common stock, 140,000,000 shares authorized at $0.01 par value, 51,717,142 and 43,261,905 issued and outstanding, as of December 31, 2017 and 2016, respectively | 517 | 433 |
Additional paid-in capital | 392,353 | 242,402 |
Retained earnings | 377,020 | 78,977 |
Accumulated other comprehensive loss (Note 13) | (76,151) | (110,080) |
Total Stockholders’ Equity | 693,756 | 211,749 |
Total Liabilities and Stockholders’ Equity | $ 2,642,611 | $ 1,421,939 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred shares, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares, shares issued (in shares) | 1,725,000 | 1,725,000 |
Preferred shares, shares outstanding (in shares) | 1,725,000 | 1,725,000 |
Aggregate liquidation preference | $ 172,500,000 | $ 172,500,000 |
Common shares, shares authorized (in shares) | 140,000,000 | 140,000,000 |
Common shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common shares, shares issued (in shares) | 51,717,142 | 43,261,905 |
Common shares, shares outstanding (in shares) | 51,717,142 | 43,261,905 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Activities | |||
Net income | $ 324,964 | $ 73,286 | $ 55,257 |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation and amortization | 96,963 | 88,274 | 89,189 |
Stock-based incentive compensation expense | 8,986 | 7,217 | 9,992 |
Amortization of capitalized debt costs and debt discount | 3,377 | 1,919 | 2,116 |
Deferred income taxes | 30,280 | 45,199 | (9,757) |
Gain on bargain purchase | (316,555) | 0 | 0 |
Increase in liabilities for disposed operations | 256 | 5,298 | 6,930 |
Impairment charges | 0 | 0 | 28,462 |
Gain on debt extinguishment | 0 | (8,844) | 0 |
Amortization of losses and prior service costs from pension and postretirement plans | 12,594 | 12,203 | 14,702 |
Loss from sale/disposal of property, plant and equipment | 2,032 | 2,422 | 1,364 |
Gain on foreign currency exchange | (2,335) | 0 | 0 |
Other | (1,303) | (3,429) | 398 |
Changes in operating assets and liabilities: | |||
Receivables | (4,699) | 31,266 | 696 |
Inventories | 3,033 | 7,041 | 14,800 |
Accounts payable | 16,215 | (2,048) | (19,789) |
Accrued liabilities | (2,865) | 167 | 15,466 |
All other operating activities | (21,654) | (4,839) | 1,223 |
Contributions to pension and other postretirement benefit plans | (13,722) | (13,135) | (3,116) |
Expenditures for disposed operations | (5,795) | (9,772) | (6,275) |
Cash Provided by Operating Activities | 129,772 | 232,225 | 201,658 |
Investing Activities | |||
Acquisition of Tembec, net of cash acquired | (210,164) | 0 | 0 |
Capital expenditures | (75,042) | (88,703) | (77,424) |
Realized gain on derivative instrument | 7,780 | 0 | 0 |
Other | 0 | 2,143 | 0 |
Cash Used for Investing Activities | (277,426) | (86,560) | (77,424) |
Financing Activities | |||
Issuance of mandatory convertible preferred stock | 0 | 166,609 | 0 |
Issuance of debt | 680,000 | 0 | 0 |
Repayment of debt | (729,958) | (71,031) | (77,100) |
Dividends paid on common stock | (12,693) | (11,840) | (11,816) |
Dividends paid on preferred stock | (13,800) | (3,641) | 0 |
Proceeds from the issuance of common stock | 14 | 0 | 8 |
Debt issuance costs | (7,025) | 0 | 0 |
Other | (157) | (410) | 0 |
Cash Provided by (Used for) Financing Activities | (83,619) | 79,687 | (88,908) |
Cash and Cash Equivalents | |||
Change in cash and cash equivalents | (231,273) | 225,352 | 35,326 |
Net effect of foreign exchange on cash and cash equivalents | 853 | 0 | 0 |
Balance, beginning of year | 326,655 | 101,303 | 65,977 |
Balance, end of year | $ 96,235 | $ 326,655 | $ 101,303 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Basis of Presentation | Nature of Operations and Basis of Presentation Nature of Operations Rayonier Advanced Materials Inc., (the “Company”), is a leading manufacturer of high purity cellulose products, lumber, and pulp & paper products. The following describes the Company’s current operating segments: High Purity Cellulose The Company, through its four production facilities located in the United States (“U.S.”), Canada and France, manufactures and markets high purity cellulose, which is sold as either cellulose specialties or commodity products. Cellulose specialties are primarily used in dissolving chemical applications that require a highly purified form of cellulose. Commodity products are used for commodity viscose and absorbent materials applications. Commodity viscose is a raw material required for the manufacture of viscose staple fibers which are used in woven and non-woven applications. Absorbent materials, typically referred to as fluff fibers, are used as an absorbent medium in consumer products. Sales of resins, chemicals, and energy, a majority of which are by-products, are included in the high purity cellulose segment. Forest Products The Company, through its seven sawmills in Canada, manufactures and markets high-quality construction-grade lumber in North America. The lumber, primarily spruce, pine, or fir, is used in the construction of residential and multi-family homes, light industrial and commercial facilities, and the home repair and remodel markets. The chips, manufactured as a by-product of the lumber manufacturing process, are used in the Company’s Canadian High Purity Cellulose and Pulp & Paper plants. Pulp & Paper The Company, through its four production facilities in Canada, manufactures and markets pulp and paper products consisting of high-yield pulp, paperboard and newsprint. High-yield pulp is used by paper manufacturers to produce paperboard, packaging, printing and writing papers and a variety of other paper products. Paperboard is used for printing documents, brochures, promotional materials, paperback book or catalog covers, file folders, tags, and tickets. Newsprint is a paper grade used to print newspapers, advertising materials and other publications. Basis of Presentation Principles of Consolidation The consolidated financial statements include the accounts and operations of the Company and its wholly owned, majority owned and controlled subsidiaries. The Company applies the equity method of accounting for investments in which it has an ownership interest from 20 percent to 50 percent or exercises significant influence over the related investee’s operations. All significant intercompany accounts and transactions are eliminated in consolidation. Reclassifications Certain December 31, 2016 and 2015 amounts have been reclassified to conform with the current year presentation. Fiscal Year The Company’s fiscal year end is the last day of the calendar year. For interim reporting periods, the Company uses the last Saturday of the fiscal quarter. Subsequent Events Events and transactions subsequent to the balance sheet date have been evaluated for potential recognition and disclosure through March 1, 2018 , the date these financial statements were available to be issued. The following subsequent events warranting disclosure were identified: On January 16, 2018 , our board of directors declared a first quarter 2018 cash dividend of $2.00 per share of our mandatory convertible preferred stock. The dividend was paid on February 15, 2018 to mandatory convertible preferred stockholders of record as of February 1, 2018 . On February 23, 2018 , the Company declared a first quarter 2018 cash dividend of $0.07 per share of common stock. The dividend is payable on March 30, 2018 to stockholders of record on March 16, 2018 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies and New Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and New Accounting Pronouncements | Summary of Significant Accounting Policies and New Accounting Pronouncements Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and to disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. There are risks inherent in estimating, and therefore, actual results could differ from those estimates. Translation of Foreign Currency Assets and liabilities of consolidated subsidiaries whose functional currency is other than the U.S. dollar are translated into U.S. dollars using currency exchange rates at the balance sheet date. Revenues and expenses are translated using the average currency exchange rates during the period. Foreign currency translation gains and losses are reported as a component of accumulated other comprehensive loss. Gains and losses resulting from foreign currency transactions are included in operating results as incurred. Cash and Cash Equivalents Cash and cash equivalents include time deposits and other investments that are highly liquid with original maturities of three months or less. Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are recorded at invoiced amounts and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The Company's allowance is established based on historical patterns of accounts receivable collections and general economic conditions. Outstanding accounts receivable balances are reviewed quarterly or more frequently when circumstances indicate a review is warranted, for example if there is a significant change in the aging of the Company’s receivables or a customer’s financial condition. Write-off’s are recorded at the time a customer receivable is deemed uncollectible and collection efforts have been exhausted. Inventory Finished goods, work-in-process and raw materials inventories are valued at the lower of cost, as determined on the first-in, first-out basis, or market. Manufacturing and maintenance supplies are valued at average cost. Inventory costs include material, labor and manufacturing overhead. The need for a provision for estimated losses from obsolete, excess or slow-moving inventories is reviewed periodically. Property, Plant, Equipment and Depreciation Property, plant and equipment additions are recorded at cost, including applicable freight, interest, construction and installation costs. The Forest Products segment production related plant and equipment are depreciated using the the straight-line method over 3 to 20 years. High Purity Cellulose and Pulp & Paper production related plant and equipment are depreciated using the units-of-production method. The total units of production used to calculate depreciation expense is determined by factoring annual production days, based on normal production conditions, by the economic useful life of the asset involved. Production related assets under capital leases are depreciated using the straight-line method over the related lease term. The Company depreciates its non-production assets, including office, lab and transportation equipment, using the straight-line depreciation method over 3 to 25 years. Buildings and land improvements are depreciated using the straight-line method over 15 to 35 years and 5 to 30 years, respectively. Depreciation expense reflected in cost of sales in the Consolidated Statements of Income was $94 million , $85 million and $88 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Gains and losses on the retirement of assets are included in operating income. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets that are held and used is measured by net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying value exceeds the fair value of the assets, which is based on a discounted cash flows model. Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. Maintenance Costs The Company performs scheduled inspections, repairs and maintenance of plant machinery and equipment at the Company’s manufacturing plants during a full plant shutdown. Costs associated with these planned outage periods are referred to as shutdown costs. Shutdown costs are costs incurred to ensure the long-term reliability and safety of operations. Shutdown costs are accounted for using the deferral method, under which expenditures related to shutdown are capitalized in other assets when incurred and amortized to production costs on a straight-line basis over the period benefited, or the period of time until the next scheduled shutdown which can generally range from one year to eighteen months. Shutdown costs are classified as working capital in operating activities in the consolidated statements of cash flows. As of December 31, 2017 and 2016 the Company had $8 million and $16 million , respectively, in shut down costs capitalized in other current assets. Intangible Assets The Company has definite-life intangible assets which it acquired through a business combination. The definite-life intangible assets consist of customer lists and trade-names and are amortized over their estimated useful lives generally for periods ranging from 8 to 15 years. The Company evaluates the recovery of its definite-life intangible assets by comparing the net carrying value of the asset group to the undiscounted net cash flows expected to be generated from the use and eventual disposition of that asset group when events or changes in circumstances indicate that its carrying amount may not be recoverable. If the carrying amount of the asset group is not recoverable, the fair value of the asset group is measured, and, if the carrying amount exceeds the fair value, an impairment loss is recognized. During 2017, the Company recognized amortization expense on the definite-life intangibles of approximately $1 million in selling, general and administrative expense. Capitalized Interest Interest from external borrowings are capitalized on major projects with an expected construction period of one year or longer. The interest costs are added to the cost of the underlying basis of the property, plant and equipment and amortized over the useful life of the assets. Interest capitalized to property, plant and equipment was $1 million for both years ended December 31, 2016 and 2015 . During 2017, there was no interest capitalized to property, plant and equipment. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level hierarchy that prioritizes the inputs used to measure fair value was established 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, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. 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. This includes certain pricing models, discounted cash flows methodologies and similar techniques that use significant unobservable inputs. Derivative Instruments Derivatives are recognized on the consolidated balance sheets at fair value and are classified according to their asset or liability position and the expected timing of settlement. Changes in the fair values of derivatives are recorded in net earnings or other comprehensive income based on whether the instrument is designated and effective as a hedge transaction and, if so, the type of hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive loss (“AOCL”) are reclassified to earnings in the period the hedged item affects earnings. If the underlying hedged transaction ceases to exist, any associated amounts reported in accumulated other comprehensive loss are reclassified to earnings at that time. Any ineffectiveness is recognized in earnings in the current period. Revenue Recognition The Company generally recognizes sales when persuasive evidence of an agreement exists, delivery of products has occurred, the sales price to the buyer is fixed and determinable and collectibility is reasonably assured. Generally, title passes upon delivery to the agreed upon location. Based on the time required to reach each location, customer orders are generally received in one period with the corresponding revenue recognized in a subsequent period. As such, there could be substantial variation in orders received and revenue recognized from period to period. Customer incentives are recorded as a reduction of gross sales within the same period that revenue from the sale is recognized. Payments from customers made in advance of the recognition of revenue are included in accrued customer incentives and prepayments. Shipping and Handling Costs Shipping and handling costs, such as freight to the customers’ destinations, are included in cost of goods sold in the consolidated statements of income. Environmental Costs The Company has established liabilities to assess, remediate, maintain and monitor sites related to disposed operations from which no current or future benefit is discernible. These obligations are established based on projected spending over the next 20 years and require significant estimates to determine the proper amount at any point in time. The projected period, from 2018 through 2038 , reflects the time during which potential future costs are both estimable and probable. As new information becomes available, these cost estimates are updated and the recorded liabilities are adjusted appropriately. Environmental liabilities are accounted for on an undiscounted basis and are reflected in current and non-current liabilities for disposed operations in the consolidated balance sheets. Employee Benefit Plans The determination of expense and funding requirements for the Company’s defined benefit pension and postretirement health care and life insurance plans are largely based on a number of actuarial assumptions. The key assumptions include discount rate, return on assets, salary increases, health care cost trends, mortality rates, longevity and service lives of employees. Periodic pension and other postretirement expense is included in cost of sales and selling, general and administrative expenses in the consolidated statements of income, as appropriate. Changes in the funded status of the Company’s plans are recorded through comprehensive income in the year in which the changes occur. Actuarial gains and losses, which occur when actual experience differs from actuarial assumptions, are reflected in stockholders’ equity, net of taxes. If actuarial gains and losses exceed ten percent of the greater of plan assets or plan liabilities, the Company will amortize them over the average future service period of employees. Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases, operating loss carryforwards and tax credit carryforwards. Deferred tax assets and liabilities are measured pursuant to tax laws using rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The Company records a valuation allowance to reduce the carrying amounts of deferred tax assets if it is more likely than not such deferred tax assets will not be realized. Interest expense and penalties, if applicable, related to unrecognized tax benefits are recorded in income tax expense. The Company’s income tax returns are subject to audit by U.S. federal and state taxing authorities as well as foreign jurisdictions, including Canada and France. In evaluating the tax benefits associated with various tax filing positions, the Company records a tax benefit for an uncertain tax position if it is more-likely-than-not to be realized upon ultimate settlement of the issue. The Company records a liability for an uncertain tax position that does not meet this criterion. The Company adjusts its liabilities for unrecognized tax benefits in the period in which it is determined the issue is settled with the taxing authorities, the statute of limitations expires for the relevant taxing authority to examine the tax position or when new facts or information becomes available. New Accounting Pronouncements Recently Adopted Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, Simplifying the Measurement of Inventory . The update requires inventory to be measured at the lower of cost and net realizable value. It became effective for fiscal years beginning after December 15, 2016. The Company adopted as of January 1, 2017 and retrospectively applied the guidance. There was not a material impact on the Company’s financial statements as the inventory valuation practices already approximated the lower of cost or net realizable value. In March 2016, FASB issued ASU No. 2016-09, Compensation - Stock Compensation. The update simplifies several areas of accounting for share based payments. The guidance also includes the acceptable or required transition methods for each of the various amendments included in the new standard. It became effective for fiscal years beginning after December 15, 2016. The Company adopted as of January 1, 2017 and prospectively applied the guidance. The Company recorded $2 million in tax expense during the first quarter of 2017 as a result of the adoption of ASU 2016-09. New Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , as amended and/or clarified by ASU Nos. 2016-08, 2016-10, 2016-12, and 2016-20, a comprehensive new revenue recognition standard. The core principle is that a company should recognize revenue when it transfers control of goods or services to customers for an amount that reflects the consideration to which the company expects to be entitled to in exchange for those goods or services. The Company will adopt the standard on a modified retrospective basis in the first quarter of 2018 and will generally recognize revenue when it transfers control at a point in time, which is not materially different than its current revenue recognition practices. In February 2016, the FASB issued ASU No. 2016-02, Leases. The update requires entities to recognize assets and liabilities arising from finance and operating leases and to classify those finance and operating lease payments in the financing or operating sections, respectively, of the statement of cash flows. It is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments . The update was issued to reduce diversity in practice regarding the presentation of eight specific types of cash receipts and cash payments in the statement of cash flows. The update is effective for fiscal years beginning after December 15, 2017. The update is not expected to have a material impact on the Company’s consolidated financial statements. In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits. The update was issued to to improve the presentation of net periodic pension and post retirement benefit cost. As a result of this update, the Company will present the service costs component of net periodic benefit cost for its pension and post retirement plans in the same income statement line items as the related employee compensation costs arising from services rendered during the period. In addition, only the service cost component of the net periodic benefit cost for its pension and post retirement will be eligible for capitalization in assets. The Company will present the other components of periodic pension and post retirement cost separately outside of operating income. The update is effective for fiscal years beginning after December 15, 2017. The Company expects the update to result in an increase in its operating income or decrease its operating loss, which will be offset by a corresponding increase in other components of net periodic benefits costs to reflect the impact of presenting interest cost, expected return on plan assets, amortization of prior service costs and actuarial gains and losses components in non-operating income. The Company will adopt the provisions of this guidance in the first quarter of 2018 using the retrospective method. The update is not expected to have a material impact on the Company’s consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation - Stock Compensation. The update provides guidance on how to account for changes to the terms or conditions of stock compensation awards. It is effective for fiscal years beginning after December 15, 2017. The update is not expected to have a material impact on the Company’s consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. The updated provides guidance to better align the financial reporting for hedging activities with the economic objectives of those activities and is effective for public business entities for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. Additionally, the update requires a modified retrospective transition method which will result in the recognition of a cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of the date of adoption. The Company plans to adopt the update in the first quarter of 2018. While the Company continues to assess all potential impacts of the standard update, it does not expect the adoption to have an material impact on its consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Tax Effects from AOCI . This guidance requires the reclassification of any pension or other post employment benefit dangling debits and credits (“dangles”) from accumulated other comprehensive income to retained earnings. The dangles were recorded when there are changes in tax rates for the Company. The reclassification is required in the 2019 financial reporting year with early adoption permitted for the 2018 reporting year. The Company has approximately $ 23 million in dangling debits recorded AOCI. |
Recent Acquisition
Recent Acquisition | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Recent Acquisition | Recent Acquisition On November 17, 2017, the Company acquired all of the outstanding common shares of Tembec Inc. (“Tembec”) for an aggregate purchase price of approximately $317 million Canadian dollars cash and 8.4 million shares of the Company’s common stock, par value $0.01 per share (the “Acquisition”). The Acquisition was accounted for as a business combination. Under this accounting, the assets acquired and liabilities assumed have been presented based on preliminary estimates of fair value which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The actual fair values will be determined during the measurement period of the transaction and may vary from these estimates. The purchase consideration was calculated as follows: November 17, 2017 Total Tembec shares receiving stock consideration 33,200,000 Exchange ratio 0.2542 Total Company stock issued to Tembec shareholders 8,439,452 Company’s closing share price on November 17, 2017 $ 16.73 Total value of Company shares issued $ 141,192 Total cash consideration paid to Tembec shareholders in U.S. dollars 249,233 Total purchase consideration to Tembec shareholders $ 390,425 The estimated fair value of the total purchase consideration was allocated as follows: November 17, 2017 Current assets $ 383,066 Property, plant and equipment 628,027 Deferred tax assets 389,321 Definite-life intangibles (a) 60,684 Other assets 70,868 Current liabilities (167,244 ) Assumed long-term debt (b) (508,531 ) Pension and other postretirement benefits (96,278 ) Other long-term liabilities (52,933 ) Estimated fair value of net assets acquired $ 706,980 Gain on bargain purchase $ 316,555 (a) The Company acquired definite-life intangibles of $52 million for customer lists and $9 million for trade-names which will be amortized over 8 years and 15 years , respectively. (b) Refer to Note 8 — Debt and Capital Leases for a description of the assumed debt. The estimated fair values of assets acquired and liabilities assumed in the acquisition are based on the information that was available as of the acquisition date. The Company believes such information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed; however, the Company is obtaining additional information necessary to finalize those estimated fair values. In particular, the Company will review additional valuation information to more closely ascertain the fair value of acquired property, plant and equipment, intangible assets, spare parts inventories, other assets, environmental liabilities and asset retirement obligations. The Company expects to finalize the valuation and complete the purchase consideration allocation no later than one year from the acquisition date. As of December 31, 2017 , no measurement adjustments have been recognized. The Company recognized a gain on bargain purchase primarily as a result of the elimination of Tembec’s valuation allowance associated with certain deferred tax assets. As a result of the refinancing of Tembec’s debt, the Company expects future taxable income will be adequate to realize the benefit of the tax assets. Tembec’s operating results contributed net revenue of $139 million and no operating income for the period from the acquisition date of November 17, 2017 to December 31, 2017. The Company recognized $34 million of acquisition related expenses in operating expense during 2017. The following presents the unaudited pro forma consolidated financial information of the Company as if the acquisition of Tembec was completed on January 1, 2016. The unaudited pro forma financial information includes adjustments for (i) depreciation on acquired property, plant and equipment of $15 million for the pro forma years ended 2017 and 2016; (ii) amortization of intangible assets recorded at the date of the transactions of $7 million for the pro forma years ended 2017 and 2016; (iii) the elimination of acquisition related costs of $49 million and the fair value write-up of inventory of $23 million for the pro forma year ended 2017; (iv) the elimination of interest expense related to Tembec debt that was paid off, net of interest expense associated with financing the acquisition of $38 million and $26 million for the pro forma years ended 2017 and 2016, respectively; (v) the elimination of the gain on bargain purchase for the pro forma year ended 2017, and (vi) total weighted average shares outstanding related to the acquisition. This information is presented for informational purposes only and does not purport to be indicative of the results of future operations or the results that would have occurred had the transaction taken place on January 1, 2016. Years Ended December 31, 2017 2016 Unaudited pro forma net revenue $ 2,122,000 $ 2,044,000 Unaudited pro forma net income attributable to the Company 111,000 99,000 Unaudited pro forma basic net income per share 1.92 1.85 Unaudited pro forma diluted net income per share 1.76 1.78 |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable The Company’s accounts receivable included the following for the years ended December 31 : 2017 2016 Accounts receivable, trade $ 134,523 $ 35,337 Accounts receivable, other (a) 47,368 2,440 Allowance for doubtful accounts (593 ) (151 ) Total accounts receivable, net $ 181,298 $ 37,626 (a) Accounts receivable, other consists primarily of value added/consumption taxes, grants receivable and accrued billings due from government agencies. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory The Company’s inventory included the following for the years ended December 31 : 2017 2016 Finished goods $ 190,140 $ 94,858 Work-in-progress 18,889 3,422 Raw materials 82,940 17,183 Manufacturing and maintenance supplies 10,117 2,905 Total inventory $ 302,086 $ 118,368 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The Company’s property, plant and equipment included the following for the years ended December 31 : 2017 2016 Land and land improvements $ 18,336 $ 15,502 Buildings 241,831 171,741 Machinery and equipment 2,377,210 1,843,057 Other 21,704 11,633 Construction in progress 57,873 14,439 Total property, plant and equipment, gross 2,716,954 2,056,372 Accumulated depreciation (1,309,192 ) (1,255,333 ) Total property, plant and equipment, net $ 1,407,762 $ 801,039 |
Accrued and Other Liabilities
Accrued and Other Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued and Other Liabilities | Accrued and Other Liabilities The Company’s accrued and other liabilities included the following for the years ended December 31 : 2017 2016 Accrued customer incentives and prepayments $ 53,522 $ 34,541 Accrued payroll and benefits 48,431 11,915 Accrued interest 3,188 2,499 Other current liabilities 21,899 18,271 Total accrued and other liabilities $ 127,040 $ 67,226 |
Debt and Capital Leases
Debt and Capital Leases | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt and Capital Leases | Debt and Capital Leases The Company’s debt and capital leases include the following for the years ended December 31 : 2017 2016 U.S. Revolver of $100 million maturing in November 2022, $92 million available after taking into account outstanding letters of credit, bearing interest a t LIBOR plus 2.25% at December 31, 2017 $ — $ — Multi-currency Revolver of $150 million maturing in November 2022, $124 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 — — Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.25%, interest rate of 3.80% at December 31, 2017 180,000 — Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.00 (after consideration of 0.50% patronage benefit), interest rate of 4.05% at December 31, 2017 450,000 — Previous term A-1 loan borrowings bearing interest at LIBOR plus 1.50%, interest rate of 2.26% at December 31, 2016 (a) — 30,450 Previous term A-2 loan borrowings bearing interest at LIBOR plus 1.08% (after consideration of 0.67% patronage benefit), interest rate of 1.84% at December 31, 2016 (a) — 251,300 Senior Notes due 2024 at a fixed interest rate of 5.50% 506,412 506,412 Canadian dollar, fixed interest rate term loans with rates ranging from 5.50% to 6.86% and maturity dates ranging from March 2020 through April 2028, secured by certain assets of the Temiscaming plant (b) 100,881 — Other loans (b) 5,946 Capital Lease obligation 3,409 3,676 Total principal payments due 1,246,648 791,838 Less: debt premium, original issue discount and issuance costs (5,044 ) (8,556 ) Total debt 1,241,604 783,282 Less: Current maturities of long-term debt (9,425 ) (9,593 ) Long-term debt $ 1,232,179 $ 773,689 (a) The December 31, 2016 term loan balances were outstanding under the previous credit facility. The loans were extinguished in November 2017 and replaced with the new Term Loan Facilities as described in this footnote and presented above. (b) Debt assumed in Acquisition. Debt and capital lease payments due during the next five years and thereafter are as follows: Capital Lease Minimum Lease Payments Less: Interest Net Present Value Debt Principal Payments 2018 $ 515 $ 230 $ 285 $ 8,501 2019 515 209 306 18,798 2020 515 187 328 23,192 2021 515 163 352 14,753 2022 515 138 377 209,377 Thereafter 2,018 257 1,761 968,618 Total payments $ 4,593 $ 1,184 $ 3,409 $ 1,243,239 5.50% Senior Notes due 2024 On May 22, 2014, the Company issued $550 million in aggregate principal amount of 5.50 percent senior notes due 2024 . 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. During the first quarter of 2016 , the Company repurchased in the open market $44 million of the Senior Notes and retired them for $34 million plus accrued and unpaid interest. In connection with the retirement of these Senior Notes, the Company recorded a gain in other income of approximately $9 million , which includes the write-off of $1 million of unamortized debt issuance costs in the first quarter of 2016 . Prior to June 1, 2019 , the Company may redeem some or all of the Senior Notes at a redemption price of 100 percent of the principal amount, plus accrued and unpaid interest, plus a “make-whole” premium. 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. The indenture governing the Senior Notes contains various customary covenants that limit the ability of the Company and its restricted subsidiaries, as defined by the Senior Notes, to take certain specified actions, subject to certain 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 December 31, 2017 , the Company was in compliance with all covenants. Senior Secured Credit Facilities On November 17, 2017, the Company entered into an amended and restated credit agreement that refinanced, restated and replaced the credit facilities established by its previous credit agreement. The new credit facilities (collectively the “Credit Facility”) consists of a $230 million senior secured five year term loan (the “Term A-1 Loan Facility”), a $450 million senior secured seven year term loan (the “Term A-2 Loan Facility” and together with the Term A-1 Facility, the “Term Loan Facilities”), a $100 million revolving credit facility (the “U.S. Revolver”), and a multi-currency revolving credit facility in a U.S. Dollar equivalent amount of $150 million (the “Multicurrency Revolver” and together with the U.S. Revolver, the “Revolving Credit Facility”). The lenders under the Credit Facilities have a first priority security interest in substantially all present and future material assets, excluding the Fernandina Beach plant’s real property. The loans under the Credit Facility bear interest at either (a) a base rate plus an applicable margin ranging between 1.00 percent and 1.75 percent or (b) an adjusted LIBOR rate plus an applicable margin ranging between 2.00 percent and 2.75 percent . The applicable margin for borrowings under the Credit Facility is based on a consolidated total net leverage-based pricing grid. The Revolving Credit Facility has a five year term, maturing in November 2022. As of December 31, 2017 , the Company had no outstanding balance on the Revolving Credit Facility. At December 31, 2017 , the Company had $216 million of available borrowings under the Revolving Credit Facility, net of $34 million used to secure its outstanding letters of credit. There were no revolving credit borrowings outstanding at December 31, 2016. During the fourth quarter of 2017 , the Company made a principal debt repayment on the new Term A-1 Loan of $50 million . The Credit Facility contains a number of covenants that limit the ability of the Company and its restricted subsidiaries, as defined by the Credit Facility, to take certain specified actions, subject to certain 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 Facility, 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 . Additionally, the Credit Facility contains 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. At December 31, 2017 , the Company was in compliance with all covenants. The previous credit facility was executed in June 2014 and consisted of a $110 million senior secured term loan facility, a $290 million senior secured term loan facility, and a $250 million senior secured revolving credit facility. Interest rates on loans under the previous credit facilities were either (a) a base rate plus an applicable margin ranging between 0.25 percent and 1.00 percent or (b) an adjusted LIBOR rate plus an applicable margin ranging between 1.25 percent and 2.00 percent . The applicable margin for borrowings was based on a consolidated total net leverage-based pricing grid. Debt Assumed in Tembec Acquisition The Company assumed certain debt as part of the Tembec Acquisition and recorded the related liabilities at their fair values. Subsequent to the Acquisition, the Company repaid Tembec’s senior secured notes for $375 million plus accrued and unpaid interest. |
Liabilities for Disposed Operat
Liabilities for Disposed Operations | 12 Months Ended |
Dec. 31, 2017 | |
Environmental Remediation Obligations [Abstract] | |
Liabilities for Disposed Operations | Liabilities for Disposed Operations The Company’s liabilities for disposed operations relate to sawmills, pulp & paper and wood treating plants which have ceased operations other than environmental investigation and remediation activities. The Company owns or has liability for eighteen sites that are subject to various federal, state or provincial statutes, including but not limited to, the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”) and the Environmental Protection Act in the United States, and similar laws in Canada and France, related to the investigation and remediation of environmentally-impacted sites. The Company estimates its environmental liabilities based on its current interpretation of environmental laws and regulations when it is probable a liability has been incurred and the amount of such liability is estimable. The Company calculates estimates based on a number of factors, including the application and interpretation of current environmental laws, regulations and other requirements; reports and advice of internal and third-party environmental specialists; and management’s knowledge and experience with these and similar types of environmental matters. These estimates include potential costs for investigation, assessment, remediation, ongoing operation and maintenance (where applicable), and post-remediation monitoring of the sites, as well as the cost of legally-required financial assurance relating to the Company’s obligations on an undiscounted basis, generally for a period of 20 years . These environmental liabilities do not include potential third-party recoveries to which the Company may be entitled unless they are probable and estimable. The following table provides detail for specific sites where current estimates exceed 10 percent of the total liabilities for disposed operations at December 31, 2017 , 2016 , or 2015 . An analysis of the activity of the liabilities for disposed operations for the years ended December 31, 2017 and 2016 is as follows: December 31, 2015 Liability Payments Increase (Decrease) to Liabilities December 31, 2016 Liability Liabilities Assumed in Acquisition Payments Increase (Decrease) to Liabilities December 31, 2017 Liability Port Angeles, Washington $ 39,405 $ (809 ) $ 714 $ 39,310 $ — $ (698 ) $ 5,055 $ 43,667 Augusta, Georgia 22,881 (1,206 ) 1,212 22,887 — (1,508 ) (204 ) 21,175 Baldwin, Florida 26,960 (3,019 ) 2,831 26,772 — (902 ) (4,700 ) 21,170 Spartanburg, South Carolina 17,476 (792 ) (4,904 ) 11,780 — (737 ) (1,045 ) 9,998 All other sites 50,662 (3,946 ) 5,445 52,161 16,715 (1,950 ) 1,150 68,076 Total 157,384 $ (9,772 ) $ 5,298 152,910 $ 16,715 $ (5,795 ) $ 256 164,086 Less: Current portion (12,034 ) (13,781 ) (13,181 ) Non-Current portion $ 145,350 $ 139,129 $ 150,905 A brief description of the above identified sites is as follows: Port Angeles, Washington — The Company operated a 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 2000, and several voluntary interim soil clean-up actions have been performed during this time. In addition, the Company may be liable under CERCLA for “natural resource damages” caused by releases from the site. As a result of an agreed order with the Washington State Department of Ecology (“Ecology”), the remainder of the MTCA regulatory 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 off-site areas may be necessary and, as a result, current cost estimates and the corresponding liability could change. In September 2017, the Company received comments from Ecology on its feasibility study submitted in February 2015. The Company is currently evaluating the impact of the comments on its proposed remediation plan and cost estimates and expects to complete its evaluation and resubmit the feasibility study in the first quarter of 2018. During 2016, there was not a significant change in the estimated liability as payments were offset by an increase in the estimated liability to maintain its 20 year projection of costs. During 2017, the estimated liability increased by approximately $4 million primarily due to the re-evaluation of the remediation’s cost estimate. Total spending related to the site as of December 31, 2017 was $48 million . Augusta, Georgia — The Company operated a wood treatment plant at this site from 1928 to 1988. This site operates under a 10 year hazardous waste permit renewed and issued pursuant to the RCRA in 2015. Remediation activities currently consist primarily of groundwater recovery and treatment. Current cost estimates and the corresponding liability could vary if recovery or discharge volumes change or if changes to current remediation activities are required in the future. During 2016, there was not a significant change in the estimated liability as payments were offset by an increase in the estimated liability to maintain its 20 year projection of costs. During 2017, the Company decreased the estimated liability by approximately $2 million due to payments and a decrease in the estimated costs related to the site’s operation and maintenance. Total spending related to the site as of December 31, 2017 was $74 million . Baldwin, Florida — The Company operated a wood treatment plant at this site from 1954 to 1987. This site operates under a 10 year hazardous waste permit renewed and issued pursuant to the RCRA in 2016. The current remediation activities primarily consist of groundwater recovery and treatment. Additional remedial activities may be necessary in the future and, therefore, current cost estimates and the corresponding liability could change. During 2016, there was not a significant change in the estimated liability as payments were offset by an increase in the estimated liability to maintain its 20 year projection of costs. During 2017, the Company decreased the estimated liability by approximately $6 million due to payments and a decrease in the estimated costs related to the site’s remediation plan. Total spending as of December 31, 2017 was $28 million . Spartanburg, South Carolina — The Company operated a wood treatment plant at this site from 1925 to 1989. Remediation activities consist primarily of groundwater recovery and treatment. The Company entered into a consent agreement with the South Carolina Department of Health and Environmental Control (“DHEC”) which governs the on and off-site assessment and remediation activities. Additional remedial actions may be required in the future and, therefore, current cost estimates and the corresponding liability could change. In 2016, the Company decreased its estimated liability by $6 million primarily due to expected lower estimated costs for addressing certain off-site areas based on the results of a study performed by the Company and approved by DHEC. During 2017, the Company decreased the estimated liability by approximately $2 million due to payments and a decrease in the estimated costs related to the site’s operation and maintenance. Total spending related to the site as of December 31, 2017 was $44 million . In addition to the estimated liabilities, the Company is subject to the risk of reasonably possible additional liabilities in excess of the established liabilities due to potential changes in circumstances and future events, including, without limitation, changes to current laws and regulations; changes in governmental agency personnel, direction, philosophy or enforcement policies; developments in remediation technologies; increases in the cost of remediation, operation, maintenance and monitoring of its disposed operations sites and providing financial assurance relating thereto; changes in the volume, nature or extent of contamination to be remediated or monitoring to be undertaken; the outcome of negotiations with governmental agencies or non-governmental parties; and changes in accounting rules or interpretations. Based on information available as of December 31, 2017 , the Company estimates this exposure could range up to approximately $66 million , although no assurances can be given that this amount will not be exceeded given the factors described above. These potential additional costs are attributable to several of the above sites and other applicable liabilities. This estimate excludes liabilities which would otherwise be considered reasonably possible but for the fact that they are not currently estimable primarily due to the factors discussed above. 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. However, no assurances are given they will be sufficient for the reasons described above, and additional liabilities could have a material adverse effect on the Company’s financial position, results of operations and cash flows. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments The Company’s earnings and cash flows are subject to fluctuations due to changes in interest rates and foreign currency exchange rates. The Company allows for the use of derivative financial instruments to manage interest rate and foreign currency exchange rate exposure, but does not allow derivatives to be used for speculative purposes. All derivative instruments are recognized on the consolidated balance sheets at their fair value and are either (1) designated as a hedge of a forecasted transaction or (2) undesignated. Changes in the fair value of a derivative designated as a hedge are recorded in other comprehensive income until earnings are affected by the hedged transaction, and are then reported in current earnings. Changes in the fair value of undesignated derivative instruments and the ineffective portion of designated derivative instruments are reported in current earnings. Interest Rate Risk The Company’s primary debt obligations utilize variable-rate LIBOR, exposing the Company to variability in interest payments due to changes in interest rates. The Company entered into interest rate swap agreements to reduce the volatility of financing costs, achieve a desired proportion of fixed-rate versus floating-rate debt and to hedge the variability in cash flows attributable to interest rate risks caused by changes in the LIBOR benchmark. The Company designated the swaps as cash flow hedges and is assessing their effectiveness using the hypothetical derivative method in conjunction with regression. Effective gains and losses, deferred to accumulated other comprehensive loss, are reclassified into earnings over the life of the associated hedge. Ineffective gains and losses are classified to earnings immediately. There was no hedge ineffectiveness during 2017 . Foreign Currency Exchange Rate Risk Foreign currency fluctuations affect investments in foreign subsidiaries and foreign currency cash flows related to third party purchases, product shipments, and foreign-denominated debt. The Company is also exposed to the translation of foreign currency earnings to the U.S. dollar. Management may use foreign currency forward contracts to selectively hedge its foreign currency cash flows exposure and manage risk associated with changes in currency exchange rates. The Company’s principal foreign currency exposure is to the Canadian dollar, and to a lesser extent, the EURO. The notional amounts and maturity dates of outstanding derivative instruments as of December 31, 2017 are presented below. The Company did not use any derivative instruments during the years ended December 31, 2016 and 2015. Maturity Date Notional Amount Interest Rate Swap December 29, 2020 $ 200,000 Foreign Currency Forward Contract Monthly $ 240,591 The fair values of derivative instruments included in the consolidated balance sheet as of December 31, 2017 are provided in the below table. See Note 11 — Fair Value Measurements for additional information related to the Company’s derivatives. Balance Sheet Location Asset Derivatives Balance Sheet Location Liability Derivatives Derivatives designated as hedging instruments: Interest rate swaps Other assets $ 749 Other non-current liabilities $ — Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 427 Other current liabilities $ — Total derivatives $ 1,176 $ — The effects of derivative instruments designated as cash flow hedges, the related changes in AOCL and the gains and losses in income for the year ended December 31, 2017 were as follows: Derivatives in Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI on Derivative (Effective Portion) Gain (Loss) Reclassified from AOCL into Income (Effective Portion) Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Interest rate swaps $ 749 Interest Expense $ — Interest expense $ — The effects of derivative instruments not designated as hedging instruments on the statement of income for the year ended December 31, 2017 were as follows: Derivatives Not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income on Derivative Gains (Losses) Foreign exchange forward contracts Other operating expense, net $ 427 Foreign currency collar Other non-operating income 7,780 The after-tax amounts of unrealized gains in AOCL related to hedge derivatives at December 31, 2017 are presented below: After-tax Gain (Loss) Unrealized gains from interest rate cash flow hedges $ 619 The amount of future reclassifications from AOCL will fluctuate with movements in the underlying markets. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy for financial instruments held by the Company at December 31, 2017 and 2016 , using market information and what management believes to be appropriate valuation methodologies: December 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Level 1 Level 2 Level 1 Level 2 Assets: Cash and cash equivalents $ 96,235 $ 96,235 $ — $ 326,655 $ 326,655 $ — Interest rate swaps (a) 749 — 749 — — — Foreign currency forward contracts (a) 427 — 427 — — — Liabilities (b): Fixed-rate long-term debt 606,529 — 611,308 499,444 — 474,761 Variable-rate long-term debt 631,666 — 635,946 280,163 — 281,750 (a) These items represent derivative instruments. (b) Liabilities excludes capital lease obligation. 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. Derivative instruments — The fair value is calculated based on standard valuation models using quoted prices and market observable data of similar instruments. The interest rate derivatives are based on the LIBOR swap rate, which is observable at commonly quoted intervals for the full term of the swap and therefore is considered Level 2. The foreign currency derivatives are contracts to buy foreign currency at a fixed rate on a specified future date. The foreign exchange rate is observable for the full term of the swap and is therefore considered Level 2. See Note 10 — Derivative Instruments for additional information related to the derivative instruments. 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. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity (Deficit) | Stockholders' Equity (Deficit) An analysis of stockholders’ equity (deficit) for each of the three years ended December 31 is shown below (share amounts not in thousands): Common Stock Preferred Stock Additional Paid in Capital Retained Earnings (Accumulated Deficit) Accumulated Other Comprehensive Loss Total Stockholders’ Equity (Deficit) Shares Par Value Shares Par Value Balance, December 31, 2014 42,616,319 $ 426 — $ — $ 62,082 $ (21,476 ) $ (103,444 ) $ (62,412 ) Net income — — — — — 55,257 — 55,257 Other comprehensive loss, net of tax — — — — — — (6,176 ) (6,176 ) Reclassification to additional paid-in capital — — — — 864 — 864 Issuance of common stock under incentive stock plans 258,176 3 — — 5 — — 8 Stock-based compensation — — — — 9,832 — — 9,832 Excess tax deficit on stock-based compensation — — — — (2,558 ) — — (2,558 ) Repurchase of common stock (2,060 ) — — — (12 ) — — (12 ) Common stock dividends ($0.28 per share) — — — — — (11,942 ) — (11,942 ) Balance, December 31, 2015 42,872,435 $ 429 — — $ 70,213 $ 21,839 $ (109,620 ) $ (17,139 ) Net income — — — — — 73,286 — 73,286 Other comprehensive loss, net of tax — — — — — — (460 ) (460 ) Issuance of preferred stock — — 1,725,000 17 166,592 — — 166,609 Issuance of common stock under incentive stock plans 422,941 4 — — (4 ) — — — Stock-based compensation — — — — 7,217 — — 7,217 Excess tax deficit on stock-based compensation — — — — (1,228 ) — — (1,228 ) Repurchase of common stock (33,471 ) — — — (388 ) — — (388 ) Common stock dividends ($0.28 per share) — — — — — (12,507 ) — (12,507 ) Preferred stock dividends ($2.11 per share) — — — — — (3,641 ) — (3,641 ) Balance, December 31, 2016 43,261,905 433 1,725,000 17 $ 242,402 $ 78,977 $ (110,080 ) $ 211,749 Net income — — — — — 324,964 — 324,964 Other comprehensive income, net of tax — — — — — — 33,929 33,929 Common stock issued at Acquisition 8,439,452 84 141,108 141,192 Issuance of common stock under incentive stock plans 27,131 — — — 14 — — 14 Stock-based compensation — — — — 8,986 — — 8,986 Repurchase of common stock (11,346 ) — — — (157 ) — — (157 ) Common stock dividends ($0.28 per share) — — — — — (13,121 ) — (13,121 ) Preferred stock dividends ($8.00 per share) — — — — — (13,800 ) — (13,800 ) Balance, December 31, 2017 51,717,142 517 1,725,000 17 392,353 377,020 (76,151 ) 693,756 Series A Mandatory Convertible Preferred Stock On August 4, 2016, the Company completed a registered public offering of 1,725,000 shares of the Company’s 8.00% Series A Mandatory Convertible Preferred Stock (the “Preferred Stock”), at a public offering price of $100.00 per share. Net proceeds were $167 million after deducting underwriting discounts, commissions and expenses. Each share of the Preferred Stock will automatically convert into shares of common stock, subject to anti-dilution and other adjustments, on the mandatory conversion date, which is expected to be August 15, 2019. The number of shares of common stock issuable on conversion will be determined based on the volume-weighted average price of the Company’s common stock over a 20 trading day period immediately prior to the mandatory conversion date (“Applicable Market Value”). If the Applicable Market Value for our common stock is greater than $15.17 or less than $12.91 , the conversion rate per share of Preferred Stock will be 6.5923 or 7.7459 , respectively. If the Applicable Market Value is between $15.17 and $12.91 , the conversion rate per share of Preferred Stock will be between 6.5923 and 7.7459 . Subject to certain restrictions, at any time prior to August 15, 2019, holders of the Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate of 6.5923 shares of common stock per share of Preferred Stock, subject to adjustment. Preferred Stock holders have no voting rights unless dividends on the Preferred Stock have not been declared and paid for six or more dividend periods. In those circumstances, holders will be entitled to vote for the election of a total of two additional members of the Company’s board of directors. Dividends on the Preferred Stock are payable on a cumulative basis if and when they are declared by our board of directors. If declared, dividends will be paid at an annual rate of 8.00% of the liquidation preference of $100 per share. Dividend payment dates are February 15, May 15, August 15 and November 15 of each year, through August 15, 2019. Dividends may be paid in cash or, subject to certain limitations, in shares of common stock or any combination of cash and shares of common stock. The terms of the Preferred Stock provide that, unless full cumulative dividends have been paid or set aside for payment on all outstanding Preferred Stock for all prior dividend periods, no dividends may be declared or paid on common stock. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss AOCL was comprised of the following for the three years ended December 31 : 2017 2016 2015 Unrecognized components of employee benefit plans, net of tax: Balance, beginning of year $ (110,080 ) $ (109,620 ) $ (103,444 ) Other comprehensive gain (loss) before reclassifications 26,050 (12,917 ) (24,191 ) Income tax on other comprehensive loss (5,731 ) — — Reclassifications to earnings: (a) Amortization of losses 11,984 11,581 14,110 Amortization of prior service costs 763 775 767 Amortization of negative plan amendment (153 ) (153 ) (175 ) Income tax on reclassifications (4,471 ) 254 3,313 Net comprehensive gain (loss) on employee benefit plans, net of tax 28,442 (460 ) (6,176 ) Balance, end of year (81,638 ) (110,080 ) (109,620 ) Unrealized gain on derivative instruments, net of tax: Balance, beginning of year — — — Other comprehensive income before reclassifications 749 — — Income tax on other comprehensive income (130 ) — — Net comprehensive gain on derivative instruments, net of tax 619 — — Balance, end of year (b) 619 — — Foreign currency translation adjustments: Balance, beginning of year — — — Foreign currency translation adjustment 4,868 — — Balance, end of year 4,868 — — Accumulated other comprehensive loss, end of year $ (76,151 ) $ (110,080 ) $ (109,620 ) (a) The AOCL components for defined benefit pension and post-retirement plans are included in the computation of net periodic pension cost. See Note 16 — Employee Benefit Plans for additional information. (b) Reclassifications of interest rate contracts are recorded in interest expense, and reclassifications of foreign currency exchange contracts are recorded in other operating income. Additional details about the reclassifications related to derivative instruments is included in Note 10 — Derivative Instruments . There were no reclassifications to earnings for derivative instruments during the year ended December 31, 2017 . |
Earnings Per Share of Common St
Earnings Per Share of Common Stock | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share of Common Stock | Earnings per Share of Common Stock Basic earnings per share (“EPS”) is calculated by dividing net income available for common stockholders by the weighted-average number of shares of common stock outstanding during the year. Diluted EPS is calculated by dividing net income by the weighted-average number of shares of common stock outstanding adjusted to include the potentially dilutive effect of outstanding stock options, performance shares, restricted shares and Preferred Stock. In connection with the acquisition of Tembec in November 2017, the Company issued 8.4 million shares of common stock as part of the consideration to Tembec shareholders. These shares are included in the calculation of weighted-average shares outstanding at December 31, 2017 . Refer to Note 3 — Recent Acquisition for more information. The following table provides details of the calculations of basic and diluted EPS for the three years ended December 31: 2017 2016 2015 Net income $ 324,964 $ 73,286 $ 55,257 Less: Preferred Stock dividends (13,800 ) (5,404 ) — Net income available for common stockholders $ 311,164 $ 67,882 $ 55,257 Shares used for determining basic earnings per share of common stock 43,416,868 42,279,811 42,194,891 Dilutive effect of: Stock options — — — Performance and restricted shares 1,113,866 422,962 27,968 Preferred Stock 11,371,718 4,443,048 — Shares used for determining diluted earnings per share of common stock 55,902,452 47,145,821 42,222,859 Basic earnings per share (not in thousands) $ 7.17 $ 1.61 $ 1.31 Diluted earnings per share (not in thousands) $ 5.81 $ 1.55 $ 1.30 Anti-dilutive instruments excluded from the computation of diluted earnings per share: 2017 2016 2015 Stock options 373,058 399,012 447,524 Performance and restricted shares 798 90,399 223,727 Preferred Stock — — — Total 373,856 489,411 671,251 |
Incentive Stock Plans
Incentive Stock Plans | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Incentive Stock Plans | Incentive Stock Plans At December 31, 2017, the Company had two stock-based incentive plans. The Rayonier Advanced Materials Inc. Incentive Stock Plan (the “Prior Plan”) provided for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, performance shares, restricted stock, and restricted stock units, subject to certain limitations. The Company no longer issues shares under the Prior Plan. The Rayonier Advanced Materials Inc. 2017 Incentive Stock Plan (the “2017 Plan”) provides for up to 4.8 million shares to be granted for stock options, non-qualified stock options, stock appreciation rights, performance shares, restricted stock, and restricted stock units. Under the 2017 Plan, shares available for issuance may be increased by any shares of common stock subject to awards under the Prior Plan that, in whole or in part, are forfeited, terminated or expire unexercised, settled in cash in lieu of stock, or released from a reserve for failure to meet the maximum payout under a program. At December 31, 2017 , approximately 4.8 million shares were available for future grants under the Stock Plan. The Company recognizes stock-based compensation expense on a straight-line basis over the service period of the award. The Company’s total stock based compensation cost, including allocated amounts, for the years ended December 31, 2017 , 2016 and 2015 was $9 million , $7 million and $10 million , respectively. These amounts may not reflect the cost of current or future equity awards. Total stock-based compensation expense was allocated for the years ended December 31 as follows: 2017 2016 2015 Selling, general and administrative expenses $ 7,991 $ 6,330 $ 8,124 Cost of sales 995 887 1,868 Total stock-based compensation expense $ 8,986 $ 7,217 $ 9,992 The Company’s employee stock option compensation program generally provides accelerated vesting (i.e., a waiver of the remaining period of service required to earn an award) for awards held by employees at the time of their retirement. Stock-based compensation expense for stock option awards is recognized over the shorter of: (1) the service period (i.e., the stated period of time required to earn the award); or (2) the period beginning at the start of the service period and ending when an employee first becomes eligible for retirement. Fair Value Calculations by Award All restricted stock and performance share awards are presented for Rayonier Advanced Materials stock only. Option awards include Rayonier Advanced Materials awards held by Rayonier employees. Non-Qualified Employee Stock Option Awards Stock options are granted with an exercise price equal to the market value of the underlying stock on the grant date. They generally vest ratably over three years and have a maximum term of 10 years and two days from the grant date. The fair value of each option grant is estimated on the grant date using the Black-Scholes option-pricing model. The Company has elected to value each grant in total and recognize the expense for stock options on a straight-line basis over three years . During the years ended December 31, 2017 , 2016 and 2015 , no options were granted. A summary of the Company’s stock option activity is presented below for the year ended December 31, 2017 : Stock Options Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at January 1, 2017 399,012 $ 31.85 Forfeited — — Exercised (832 ) 17.34 Expired (25,122 ) 26.39 Outstanding at December 31, 2017 373,058 $ 32.25 3.4 $ 139 Options vested and expected to vest 373,058 $ 32.25 3.4 $ 139 Options exercisable at December 31, 2017 373,058 $ 32.25 3.4 $ 139 A summary of additional information pertaining to stock options granted to employees is presented below: 2017 2016 2015 Intrinsic value of options exercised $ 1 $ — $ — Fair value of options vested $ 210 $ 444 $ 717 Restricted Stock and Stock Unit Awards Restricted stock and stock units granted in connection with the Company’s performance share plan generally vests upon completion of periods ranging from one to four years. The fair value of each share granted is equal to the share price of the underlying stock on the date of grant. As of December 31, 2017 , there was $4 million of unrecognized compensation cost related to the Company’s outstanding restricted stock. This cost is expected to be recognized over a weighted average period of 1.2 years. The following table summarizes the activity of restricted stock and stock units granted to employees for the three years ended December 31 : 2017 2016 2015 Restricted stock and stock units granted 285,506 598,219 277,298 Weighted average price of restricted shares granted $ 13.37 $ 8.03 $ 20.83 Intrinsic value of restricted stock outstanding $ 17,349 $ 10,326 $ 3,763 Fair value of restricted stock vested $ 1,199 $ 5,890 $ 690 A summary of the Company’s restricted stock and stock units activity is presented below for the year ended December 31, 2017 : Restricted Stock and Stock Units Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 667,899 $ 11.97 Granted 285,506 13.37 Forfeited (3,135 ) 10.74 Vested (101,899 ) 11.77 Outstanding at December 31, 2017 848,371 $ 12.47 Performance-Based Stock Unit Awards The Company’s performance-based stock unit awards generally vest upon completion of a three -year period. The number of shares, if any, that are ultimately awarded is contingent upon the Company’s performance against an internal performance metric or a combination of an internal metric and a market condition. The performance-based stock unit awards which are measured against a market condition or incorporate market conditions are valued using a Monte Carlo simulation model. The model generates the fair value of the market-based award or market-based portion of the award at the grant date. The related expense is then amortized over the award’s vesting period. As of December 31, 2017 , there was $10 million of unrecognized compensation cost related to the Company’s performance-based stock unit awards. This cost is expected to be recognized over a weighted average period of 1.2 years. The following table summarizes the activity of the Company’s performance-based stock units awarded to its employees for the three years ended December 31 : 2017 2016 2015 Common shares of stock reserved for performance-based stock units 896,121 1,304,419 422,920 Weighted average fair value of performance-based stock units granted $ 14.60 $ 7.79 $ 17.51 Intrinsic value of outstanding performance-based stock units $ 7,408 $ 8,169 $ 2,070 A summary of the Company’s performance-based stock unit award activity is presented below for the year ended December 31, 2017 : Performance-Based Stock Units Performance-Based Restricted Stock Awards Weighted Average Grant Date Fair Value Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 718,891 $ 10.05 128,038 $ 41.05 Granted 363,422 14.60 — — Forfeited (2,246 ) 9.82 — — Canceled — — (128,038 ) 41.05 Outstanding at December 31, 2017 1,080,067 $ 11.58 — $ — The expected volatility is based on representative price returns using the stock price of several peer companies. The risk-free rate was based on the 3-year U.S. treasury rate on the date of the award. The following chart provides a tabular overview of the weighted average assumptions used in calculating the fair value of the awards granted for the three years ended December 31 : 2017 2016 2015 Expected volatility 70.2 % 74.3 % 17.3 % Risk-free rate 1.5 % 1.0 % 1.0 % |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Defined Benefit Plans The Company has defined benefit pension and other postretirement plans covering certain union and non-union employees, primarily in the U.S., Canada and France. In connection with the Acquisition, we assumed the obligations of various defined benefit pension and other postretirement plans that were maintained by Tembec which cover certain employees, primarily in Canada and France. The defined benefit pension plans are closed to new participants. Defined benefit pension and other postretirement 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 following tables set forth the changes in the projected benefit obligation and plan assets and reconciles the funded status and the amounts recognized in the Consolidated Balance Sheets for the defined benefit pension and postretirement plans for the two years ended December 31 : Pension Postretirement Change in Projected Benefit Obligation 2017 2016 2017 2016 Projected benefit obligation at beginning of year $ 414,479 $ 405,033 $ 26,838 $ 26,959 Plans assumed in Acquisition 710,466 — 18,884 — Service cost 5,646 5,225 1,249 808 Interest cost 15,926 15,915 827 871 Actuarial loss (gain) 6,852 7,416 (1,639 ) (940 ) Participant contributions 96 — 396 335 Benefits paid (23,192 ) (19,110 ) (1,386 ) (1,195 ) Effects of foreign currency exchange rates 8,904 — 280 — Projected benefit obligation at end of year $ 1,139,177 $ 414,479 $ 45,449 $ 26,838 Change in Plan Assets Fair value of plan assets at beginning of year $ 275,955 $ 266,155 $ — $ — Plans assumed in Acquisition 668,463 — — — Actual return on plan assets 57,618 16,634 — — Employer contributions 12,732 12,276 990 860 Participant contributions 96 — 396 335 Benefits paid (23,192 ) (19,110 ) (1,386 ) (1,195 ) Effects of foreign currency exchange rates 8,528 — — — Fair value of plan assets at end of year $ 1,000,200 $ 275,955 $ — $ — Funded Status at end of year: $ (138,977 ) $ (138,524 ) $ (45,449 ) $ (26,838 ) Pension Postretirement Amounts recognized in the Consolidated Balance Sheets consist of: 2017 2016 2017 2016 Non-current assets $ 36,605 $ — $ — $ — Current liabilities (5,059 ) (2,293 ) (3,162 ) (1,340 ) Non-current liabilities (170,523 ) (136,231 ) (42,287 ) (25,498 ) Net amount recognized $ (138,977 ) $ (138,524 ) $ (45,449 ) $ (26,838 ) Net gains (losses) recognized in other comprehensive income for the three years ended December 31 are as follows: Pension Postretirement 2017 2016 2015 2017 2016 2015 Net gains (losses) $ 24,411 $ (14,101 ) $ (24,950 ) $ 1,639 $ 1,184 $ 759 Net gains or losses and prior service costs or credits reclassified from other comprehensive income and recognized as a component of pension and postretirement expense for the three years ended December 31 are as follows: Pension Postretirement 2017 2016 2015 2017 2016 2015 Amortization of losses $ 11,651 $ 11,343 $ 13,434 $ 333 $ 238 $ 676 Amortization of prior service (credit) cost 761 761 750 (151 ) (139 ) (158 ) Net losses, prior service costs or credits and plan amendments that have not yet been included in pension and postretirement expense for the two years ended December 31 , which have been recognized as a component of AOCL are as follows: Pension Postretirement 2017 2016 2017 2016 Prior service cost $ (2,254 ) $ (3,015 ) $ — $ (2 ) Net losses (128,215 ) (164,277 ) (5,149 ) (7,121 ) Plan amendment — — 1,491 1,644 Deferred income tax benefit 50,907 60,684 1,582 2,007 AOCL $ (79,562 ) $ (106,608 ) $ (2,076 ) $ (3,472 ) For defined benefit pension plans with accumulated benefit obligations in excess of plan assets, the following table sets forth the projected and accumulated benefit obligations and the fair value of plan assets for the years ended December 31 : 2017 2016 Projected benefit obligation $ 813,411 $ 414,480 Accumulated benefit obligation 785,435 401,896 Fair value of plan assets 638,414 275,955 The following tables set forth the components of net pension and postretirement benefit cost that have been recognized during the three years ended December 31 : Pension Postretirement Components of Net Periodic Benefit Cost 2017 2016 2015 2017 2016 2015 Service cost $ 5,646 $ 5,225 $ 5,977 $ 1,249 $ 808 $ 1,006 Interest cost 15,926 15,915 15,228 827 871 919 Expected return on plan assets (25,978 ) (23,320 ) (23,234 ) — — — Amortization of prior service (credit) cost 761 761 750 (151 ) (139 ) (158 ) Amortization of losses 11,651 11,343 13,434 333 238 676 Net periodic benefit cost (a) $ 8,006 $ 9,924 $ 12,155 $ 2,258 $ 1,778 $ 2,443 (a) A portion of the net periodic benefit cost is recorded in cost of goods sold in the Consolidated Statements of Income. The estimated pre-tax amounts that will be amortized from AOCL into net periodic benefit cost in 2018 are as follows: Pension Postretirement Amortization of loss $ 11,648 $ 229 Amortization of prior service cost 572 (153 ) Total amortization of AOCL $ 12,220 $ 76 In 2017, the Company changed its method used to determine the service and interest cost components of net periodic benefit cost. Previously, the cost was determined using a single weighted-average discount rate derived from the yield curve. Under the new method, known as the spot rate approach, individual spot rates along the yield curve that correspond with the timing of each benefit payment will be used. The Company believes this change will provide a more precise measurement of service and interest costs by improving the correlation between projected cash outflows and corresponding spot rates on the yield curve. This change does not affect the measurement of plan obligations but generally results in lower pension expense in periods where the yield curve is upward sloping. The Company accounted for this change prospectively as a change in accounting estimate. The following table sets forth the weighted average principal assumptions inherent in the determination of benefit obligations and net periodic benefit cost of the pension and postretirement benefit plans as of December 31 : Pension Postretirement 2017 2016 2015 2017 2016 2015 Assumptions used to determine benefit obligations at December 31: Discount rate 3.55 % 3.88 % 4.03 % 3.14 % 3.85 % 3.98 % Rate of compensation increase 2.60 % 4.10 % 4.45 % 3.10 % 4.50 % 4.50 % Assumptions used to determine net periodic benefit cost for years ended December 31: Discount rate 3.77 % 4.03 % 3.71 % 3.64 % 3.98 % 3.65 % Expected long-term return on plan assets 7.38 % 8.50 % 8.50 % N/A N/A N/A Rate of compensation increase 2.59 % 4.10 % 4.45 % 3.10 % 4.50 % 4.50 % The estimated return on plan assets is based on historical and expected long-term rates of return on broad equity and bond indices and consideration of the actual annualized rate of return. The Company, with the assistance of external consultants, utilizes this information in developing assumptions for returns, risks and correlation of asset classes, which are then used to establish the asset allocation ranges. The following table sets forth the assumed health care cost trend rates as of December 31 : Postretirement 2017 2016 U.S. Canada U.S. Health care cost trend rate assumed for next year 8.00 % 5.50 % 8.00 % Rate to which the cost trend is assumed to decline (ultimate trend rate) 5.00 % 4.50 % 5.00 % Year that ultimate trend rate is reached 2024 2019 2026 Assumed health care cost trend rates have a significant effect on the amounts reported for the postretirement benefit plans. The following table shows the effect of a one percentage point change in assumed health care cost trends: 1 Percent Effect on: Increase Decrease Total of service and interest cost components $ 237 $ (203 ) Accumulated postretirement benefit obligation 2,022 (1,772 ) Investment of Plan Assets The Company’s Pension and Savings Plan Committee and the Audit Committee of the Board of Directors oversee the defined benefit pension plans’ investment program. The investment approach of each defined benefit pension plan is designed to maximize returns and provide sufficient liquidity to meet each plans obligations while maintaining acceptable risk levels. For certain defined benefit plans, investment target allocation percentages for equity securities can range from 45 percent to 65 percent and fixed income securities can range from 30 percent to 55 percent . For certain defined benefit plans, investments may be 100 percent allocated to fixed income securities. All plans were within their respective targeted ranges. The Company’s weighted average defined benefit pension plan asset allocation at December 31, 2017 and 2016 , by asset category are as follows: Percentage of Plan Assets Asset Category 2017 2016 U.S. equity securities 23 % 41 % International equity securities 27 % 24 % U.S. fixed income securities 13 % 27 % International fixed income securities 34 % 5 % Other 3 % 3 % Total 100 % 100 % Investments within the equity categories may include large capitalization, small capitalization and emerging market securities, while the international fixed income portfolio may include emerging markets debt. Pension assets did not include a direct investment in Rayonier Advanced Materials common stock at December 31, 2017 or 2016 . Fair Value Measurements The following table sets forth by level, within the fair value hierarchy (see Note 1 — Nature of Operations and Basis of Presentation for definition), the assets of the plans as of December 31, 2017 and 2016 . Fair Value at December 31, 2017 Asset Category Level 1 Level 2 Level 3 Total Mutual funds $ 161,424 $ — $ — $ 161,424 Investments at net asset value: Common collective trust funds 838,776 Total assets at fair value $ 1,000,200 Fair Value at December 31, 2016 Asset Category Level 1 Level 2 Level 3 Total Mutual funds $ 76,757 $ — $ — $ 76,757 Investments at net asset value: Common collective trust funds 199,198 Total assets at fair value $ 275,955 The valuation methodology used for measuring the fair value of these asset categories was as follows: Mutual funds — Net asset value in an observable market. Common collective trust funds — Common collective trusts are measured at NAV per share, as a practical expedient for fair value, as provided by the Plan trustee. The NAV is calculated by determining the fair value of the fund’s underlying assets, deducting its liabilities, and dividing by the units outstanding as of the valuation date. These funds are not publicly traded; however, in the majority of cases the unit price calculation is based on observable market inputs of the funds’ underlying assets. There have been no changes in the methodology used during the years ended December 31, 2017 and 2016 . Cash Flows Expected benefit payments for the next ten years are as follows: Pension Benefits Postretirement Benefits 2018 $ 87,144 $ 3,163 2019 89,291 3,035 2020 90,367 3,127 2021 91,580 3,014 2022 92,327 2,836 2023 — 2027 473,753 11,296 The Company has no mandatory pension contribution requirements in 2017, but may make discretionary contributions. Defined Contribution Plans The Company provides defined contribution plans to all of its hourly and salaried employees. The Company’s contributions charged to expense for these plans were $6 million , $5 million and $5 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Rayonier Advanced Materials Hourly and Salaried Defined Contribution Plans include Rayonier Advanced Materials common stock with a fair market value of $17 million at December 31, 2017 . |
Other Operating Expense, Net
Other Operating Expense, Net | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Operating Expense, Net | Other Operating Expense, Net Other operating expense, net was comprised of the following for the three years ended December 31: 2017 2016 2015 Environmental liability adjustments and other costs for disposed operations (a) $ (1,451 ) $ (5,298 ) $ (6,930 ) One-time separation and legal costs — — 802 Non-cash impairment charge (b) — — (28,462 ) Loss on sale or disposal of property, plant and equipment (2,032 ) (2,422 ) (998 ) Gain on foreign exchange 2,335 — — Duties (939 ) — — Insurance settlement (13 ) 897 1,000 Miscellaneous income (expense) (113 ) 1,139 (681 ) Total other operating expense, net $ (2,213 ) $ (5,684 ) $ (35,269 ) (a) Environmental liability adjustments and other costs for disposed operations reflects the adjustments to the Company’s estimates for environmental liability for the assessment, remediation and long-term monitoring and maintenance of the disposed operations sites over the next 20 years and other related costs. See Note 9 — Liabilities for Disposed Operations for additional information. (b) In light of the persistent imbalance of supply and demand in the cellulose specialties markets, on July 30, 2015, the Company announced a strategic asset repositioning at its Jesup, Georgia plant, which is included in the High-Purity Cellulose segment to better align its production assets to current market conditions, improve efficiency and restore commodity production throughput to approach historical levels. This repositioning resulted in the abandonment of certain long-lived assets, primarily at the Jesup plant. As a result, the abandoned assets were written down to salvage value and a $29 million pre-tax, non-cash impairment charge was recorded during the second quarter of 2015. The abandonment led management to conduct an impairment analysis on all long-lived assets being held and used on a combined plant level. Based on the impairment analysis performed, management concluded the assets were recoverable. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Tax Expense Income tax expense for the three years ended December 31 are as follows: 2017 2016 2015 Current Federal $ 10,871 $ 5,516 $ (37,561 ) Foreign (121 ) — — State and other (201 ) 368 197 10,549 5,884 (37,364 ) Deferred Federal (34,635 ) (44,488 ) 11,073 Foreign 4,065 — — State and other 290 (711 ) (1,316 ) (30,280 ) (45,199 ) 9,757 Changes in valuation allowance — — — Income tax expense $ (19,731 ) $ (39,315 ) $ (27,607 ) A reconciliation of the U.S. federal statutory income tax rate to the actual income tax rate for the three years ended December 31 is as follows: 2017 2016 2015 U.S. federal statutory income tax rate 35.0 % 35.0 % 35.0 % Nontaxable bargain purchase gain (a) (32.1 ) — — U.S. federal rate change (b) 3.2 — — Domestic manufacturing production deduction (0.3 ) — (4.2 ) State credits — (0.8 ) (0.9 ) Nondeductible executive compensation 0.4 0.6 1.2 Adjustment to previously filed tax returns (1.1 ) — — Nondeductible transaction costs (c) 1.0 — — Change in state rate (0.1 ) — 1.4 Other (0.3 ) 0.1 0.8 Income tax rate as reported 5.7 % 34.9 % 33.3 % (a) The bargain purchase gain of $317 million from the acquisition of Tembec is not taxable resulting in a decrease in the income tax rate (see Note 3 — Recent Acquisition ). (b) The income tax rate for the year ended December 31, 2017 was impacted by the Tax Cuts and Jobs Act through a decrease in the federal tax rate from 35 percent to 21 percent . Income tax expense for the re-measurement of the deferred tax assets of $11 million was recorded during the year ended December 31, 2017 . This expense is the result of previously recorded deferred tax deductions which will now result in a lower after-tax benefit due to the reduced rate. (c) The Company incurred significant costs associated with the acquisition of Tembec. Certain costs incurred are considered facilitative to the transaction and not currently deductible, resulting in an unfavorable adjustment to the income tax rate. Deferred Taxes Deferred income taxes result from recording revenues and expenses in different periods for financial reporting versus tax reporting. The nature of the temporary differences and the resulting net deferred tax liability for the two years ended December 31 were as follows: 2017 2016 Gross deferred tax assets: Pension, postretirement and other employee benefits $ 49,669 $ 71,842 Tax credit carryforwards (a) 77,897 17,967 Property, plant and equipment basis differences 97,242 — Canadian pool of scientific research and experimentation deductions ("SR&ED") (a) 79,349 — Environmental liabilities 36,791 54,351 Capitalized costs 6,347 10,894 U.S. federal and Canadian net operating losses (a) 212,904 8,951 State net operating losses (a) 2,946 3,102 Interest carryforwards (a) 11,635 — Other 1,868 — Total gross deferred tax assets 576,648 167,107 Less: valuation allowance (92,081 ) (20,821 ) Total deferred tax assets after valuation allowance 484,567 146,286 Gross deferred tax liabilities: Property, plant and equipment basis differences (95,754 ) (92,287 ) Intangible assets (15,948 ) — Other (2,626 ) (2,753 ) Total gross deferred tax liabilities (114,328 ) (95,040 ) Net deferred tax asset $ 370,239 $ 51,246 Included in: Deferred tax assets $ 402,846 $ 51,246 Deferred tax liabilities (32,607 ) — $ 370,239 $ 51,246 (a) The following relates to tax credit carryforwards and net operating losses as of December 31, 2017 : Gross Amount Tax Effected Valuation Allowance Expiration State tax credit carryforwards $ 17,646 $ 17,646 $ 17,249 2018 - 2025 Foreign R&D credit carryforwards 60,251 60,251 60,251 2017 - 2036 State net operating losses 63,503 2,946 2,946 2017 - 2033 Canada non-capital losses 796,394 212,904 — 2025 - 2036 Interest limitation carryforward 52,885 11,635 11,635 None Canadian pool of SR&ED 308,591 79,349 — None Unrecognized Tax Benefits The Company recognizes the impact of a tax position if it is “more likely than not” to prevail. As of December 31, 2017 , there were several positions resulting in unrecognized tax benefits that, if recognized, would affect income tax expense.During the years ended December 31, 2017 , 2016 and 2015 , the Company did not record interest expense or penalties in income tax expense. A reconciliation of the beginning and ending unrecognized tax benefits for the three years ended December 31 is as follows: 2017 2016 2015 Balance at January 1, $ — $ — $ — Decreases related to prior year tax positions — — — Increases related to prior year tax positions 11,171 — — Decreases related to current year tax positions — — — Increases related to current year tax positions 12,633 — — Balance at December 31, $ 23,804 $ — $ — Each of our unrecognized tax benefits would decrease our effective tax rate if recognized. It is reasonably possible that within the next twelve months a number of tax positions could increase or decrease, impacting our unrecognized tax position reserve by between a decrease of $5 million and increase of $5 million . Tax Statutes The following table provides detail of tax years that remain open to examination by significant taxing jurisdictions: Taxing Jurisdiction Open Tax Years U.S. 2014 - 2017 France (a) 2014 - 2017 Canada 2013 - 2017 State of Florida 2014 - 2017 (a) France is currently examining certain returns from 2014 to 2017 . There are no identified high risk areas in this examination, so no reserve has been recorded. Tax Cuts and Jobs Act On December 22, 2017, the United States enacted tax reform legislation commonly known as the Tax Cuts and Jobs Act (the “Act”), resulting in significant modifications to existing law. The most significant impact to the Company is the reduction of the U.S. federal corporate tax rate, effective January 1, 2018, from 35 percent to 21 percent , partially offset by the loss of the domestic manufacturing production deduction. The Company is likely to also be impacted by 100 percent tax expensing for certain assets in the next five years, new U.S. interest expense limitations, changes to executive compensation deductibility, tax on Global Intangible Low-Taxed Income and a deduction for Foreign Derived Intangible Income. The Company has completed the accounting for the effects of the Act during the fourth quarter of 2017, except for the one-time deemed repatriation transition tax on unrepatriated foreign earnings (“Repatriation Tax”). Based on information currently available, we estimate the Repatriation Tax will not be material. However, the Company continues to gather and analyze information in order to complete the accounting for the effects, if any. Additionally, we made a reasonable assessment concerning whether our executive compensation plans in effect November 2, 2017 qualified to continue to be treated under pre-Act law. That assessment may change as guidance is issued. |
Segment and Geographical Inform
Segment and Geographical Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment and Geographical Information | Segment and Geographical Information As a result of the Acquisition of Tembec, the Company is currently evaluating its reportable segments. The Company has currently divided its operations into four reportable segments: High Purity Cellulose, Forest Products, Pulp & Paper and Corporate. See Note 1 — Nature of Operations and Basis of Presentation for a description of the operating business. The Corporate operations consist primarily of senior management, accounting, information systems, human resources, treasury, tax and legal administrative functions that provide support services to the operating business units. The Company does not currently allocate the cost of maintaining these support functions to its operating units. The Company evaluates the performance of its segments based on operating income. Intersegment sales consist primarily of wood chips sales from Forest Products to High Purity Cellulose and Pulp & Paper segments and are transferred at rates that approximate market for the respective operating area. Net sales and operating income were comprised of the following for the years ended December 31 : 2017 2016 2015 Net sales: High Purity Cellulose $ 866,861 $ 868,731 $ 941,384 Forest Products 33,945 — — Pulp & Paper 65,385 — — Corporate 753 — — Eliminations (5,611 ) — — Total net sales $ 961,333 $ 868,731 $ 941,384 Operating income: High Purity Cellulose $ 116,565 $ 170,852 $ 163,143 Forest Products (4 ) — — Pulp & Paper 3,058 — — Corporate (62,603 ) (33,205 ) (43,620 ) Total operating income $ 57,016 $ 137,647 $ 119,523 Identifiable assets by segment were as follows for the years ended December 31 : 2017 2016 Identifiable assets: High Purity Cellulose $ 1,671,107 $ 1,253,944 Forest Products 154,258 — Pulp & Paper 328,827 — Corporate 488,419 167,995 Total identifiable assets $ 2,642,611 $ 1,421,939 Long-life assets by country were as follows for the years ended December 31 : 2017 2016 Long-life assets: United States $ 840,315 $ 902,431 Canada 926,774 — France 228,985 — Total long-life assets $ 1,996,074 $ 902,431 Depreciation and amortization and capital expenditures by segment were as follows for the years ended December 31 : 2017 2016 2015 Depreciation and amortization: High Purity Cellulose $ 93,177 $ 87,837 $ 88,397 Forest Products 728 — — Pulp & Paper 2,744 — — Corporate 314 437 792 Total depreciation and amortization $ 96,963 $ 88,274 $ 89,189 Capital expenditures (a): High Purity Cellulose $ 65,691 $ 85,835 $ 77,507 Forest Products 4,409 — — Pulp & Paper 1,451 — — Corporate 19 — — Total capital expenditures $ 71,570 $ 85,835 $ 77,507 (a) Amounts include capital assets purchased on account. Geographical distribution of the Company’s sales was comprised of the following for the three years ended December 31 : Sales by Destination 2017 % 2016 % 2015 % United States $ 336,943 35 $ 348,570 40 $ 398,739 42 China 253,275 26 250,044 29 256,979 27 Japan 123,850 13 136,817 16 132,480 14 Europe 114,049 12 88,191 10 91,847 10 Latin America 11,576 1 9,876 1 8,176 1 Other Asia 78,538 8 27,280 3 25,373 3 Canada 41,178 4 — — — — All other 1,924 1 7,953 1 27,790 3 Total sales $ 961,333 100 $ 868,731 100 $ 941,384 100 The Company had sales to three significant customers in its High Purity Cellulose segment which represented over 10 percent of total sales for the three years ended December 31 : Percentage of Sales 2017 2016 2015 Eastman Chemical Company 20% 25% 28% Nantong Cellulose Fibers, Co., Ltd. 15% 17% 18% Daicel Corporation 10% 14% 13% |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation and Contingencies The Company is engaged in various legal and regulatory actions and proceedings, and has been named as a defendant in various lawsuits and claims arising in the ordinary course of its business. While the Company has procured reasonable and customary insurance covering risks normally occurring in connection with its businesses, the Company 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 aggregate, are not expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. The Company currently employs approximately 4,200 people in the United States, Canada and France. As of December 31, 2017 , approximately 74 percent of the work force is unionized. As a result, the Company is required to negotiate wages, benefits and other terms with unionized employees collectively. As of December 31, 2017 , collective bargaining agreements covering approximately 900 unionized employees had expired. In all cases, the parties have continued to work under the terms of the expired contracts while negotiations continue. While there can be no assurances, the Company expects to reach agreements with its unions. However, a work stoppage could have a material adverse effect on its business, results of operations and financial condition. Commitments The Company leases certain buildings, machinery and equipment under various operating leases. Total rental expense for operating leases amounted to $6 million , $5 million , and $4 million in 2017 , 2016 and 2015 , respectively. At December 31, 2017 , the future minimum payments under non-cancellable operating leases and purchase obligations were as follows: Operating Leases (a) Purchase Obligations (b) 2018 $ 2,805 $ 102,784 2019 1,674 59,302 2020 1,134 42,183 2021 648 33,870 2022 272 40,228 Thereafter 116 166,868 Total $ 6,649 $ 445,235 (a) Operating leases include leases on buildings, machinery and equipment under various operating leases. (b) Purchase obligations primarily consist of payments expected to be made on natural gas, steam energy and wood chips purchase contracts. Obligations reported in the table are estimates and may vary based on changes in actual price and volumes terms. Guarantees and Other The Company provides financial guarantees as required by creditors, insurance programs and various governmental agencies. As of December 31, 2017 , the Company had $66 million of various standby letters of credit, primarily for financial assurance relating to environmental remediation, credit support for natural gas and electricity purchases, and guarantees related to foreign retirement plan obligations. These standby letters of credit represent a contingent liability. The Company would only be liable upon its default on the related payment obligations. The letters of credit have various expiration dates and will be renewed as required. The Company had surety bonds of $86 million as of December 31, 2017 , primarily to comply with financial assurance requirements relating to environmental remediation and post closure care, to provide collateral for the Company’s workers’ compensation program, and to guarantee taxes and duties for products shipped internationally. These surety bonds expire at various dates and are expected to be renewed annually as required. LignoTech Florida, a venture in which the Company owns 45 percent and its venture partner Borregaard ASA owns 55 percent , entered into a construction contract to build its lignin manufacturing facility, which is expected to begin operations in mid-2018. The Company is a guarantor under the contract and is jointly and severally liable for payment of costs incurred to construct the facility. In the event of default, the Company expects it would only be liable for its proportional share as a result of an agreement with its venture partner. The remaining guarantee related to LignoTech Florida at December 31, 2017 was $41 million . The Company has not recorded any liabilities for these financial guarantees in its consolidated balance sheets, either because the Company has recorded the underlying liability associated with the guarantee or the guarantee is dependent on the Company’s own performance and, therefore, is not subject to the measurement requirements or because the Company has calculated the estimated fair value of the guarantee and determined it to be immaterial based upon the current facts and circumstances that would trigger a payment obligation. It is not possible to determine the maximum potential amount of the liability under these potential obligations due to the unique set of facts and circumstances likely to be involved with each provision. |
Quarterly Results for 2017 and
Quarterly Results for 2017 and 2016 (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results for 2017 and 2016 (Unaudited) | Quarterly Results for 2017 and 2016 (Unaudited) Quarter Ended Total Year March 25 June 24 September 23 December 31 2017 Net Sales $ 201,415 $ 201,226 $ 209,717 $ 348,975 $ 961,333 Gross Margin 36,417 33,345 31,168 38,315 139,245 Operating Income 25,965 13,354 17,657 40 57,016 Net Income 9,642 4,573 15,672 295,077 324,964 Basic earnings per share 0.15 0.03 0.29 6.31 7.17 Diluted earnings per share (a) 0.15 0.03 0.28 5.01 5.81 Quarter Ended March 26 June 25 September 24 December 31 Total Year 2016 Net Sales $ 217,729 $ 213,589 $ 206,540 $ 230,873 $ 868,731 Gross Margin 40,238 48,803 50,543 41,689 181,273 Operating Income 31,920 38,569 41,437 25,721 137,647 Net Income (Loss) 20,893 19,340 21,567 11,486 73,286 Basic earnings per share 0.50 0.46 0.46 0.19 1.61 Diluted earnings per share (b) 0.49 0.46 0.44 0.18 1.55 (a) Basic and diluted earnings per share for the fourth quarter of 2017 and year ended December 31, 2017 included the impact of the Common shares issued in November 2017 as part of the Acquisition. Basic and diluted earnings per share also included the impact of dividends on the Company’s Preferred Stock for the quarter ended September 23, 2017 and the quarter and year ended December 31, 2017. As a result, quarterly EPS does not crossfoot to full-year EPS. See Note 12 — Stockholders' Equity (Deficit) for additional information. (b) Basic and diluted earnings per share included the impact of dividends on the Company’s Preferred Stock for the quarter ended September 26, 2016 and the quarter and year ended December 31, 2016. As a result of the impact of the Preferred Stock in the third and fourth quarters of 2016, quarterly diluted EPS does not crossfoot to full-year diluted EPS. See Note 12 — Stockholders' Equity (Deficit) for additional information. |
Supplemental Disclosures of Cas
Supplemental Disclosures of Cash Flows Information | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosures of Cash Flows Information | Supplemental Disclosures of Cash Flows Information Supplemental disclosures of cash flows information was comprised of the following for the three years ended December 31: 2017 2016 2015 Cash paid (received) during the period: Interest $ 35,879 $ 35,160 $ 38,189 Income taxes 5,992 (4,727 ) 31,667 Non-cash investing and financing activities: Capital assets purchased on account $ 12,083 $ 10,155 $ 16,720 Capital lease obligation 3,409 3,697 — Value of stock issued for Acquisition 141,192 — — |
Schedule II - Valuation and Qu
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Additions Description Balance at Beginning of Year Charged to Cost and Expenses Charged to Other Accounts Acquisition Deductions Balance at End of Year Allowance for doubtful accounts: Year ended December 31, 2017 $ 151 $ 437 $ 5 $ — $ — $ 593 Year ended December 31, 2016 151 — — — — 151 Year ended December 31, 2015 151 — — — — 151 Allowance for sales returns (a): Year ended December 31, 2017 $ 523 $ 598 $ — $ — $ — $ 1,121 Year ended December 31, 2016 — 523 — — — 523 Deferred tax asset valuation allowance: Year ended December 31, 2017 $ 20,821 $ — $ 873 $ 71,722 $ (1,335 ) $ 92,081 Year ended December 31, 2016 19,702 1,119 — — — 20,821 Year ended December 31, 2015 20,517 — — — (815 ) 19,702 Self-insurance liabilities: Year ended December 31, 2017 $ 428 $ 1,660 $ — $ — $ (799 ) $ 1,289 Year ended December 31, 2016 589 291 — — (452 ) 428 Year ended December 31, 2015 (b) 1,947 (734 ) — — (624 ) 589 (a) An allowance for sales returns was not required for the year ended December 31, 2015 . (b) The decrease in the self-insurance liabilities relates to an adjustment based on an annual actuarial review. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies and New Accounting Pronouncements (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The consolidated financial statements include the accounts and operations of the Company and its wholly owned, majority owned and controlled subsidiaries. The Company applies the equity method of accounting for investments in which it has an ownership interest from 20 percent to 50 percent or exercises significant influence over the related investee’s operations. All significant intercompany accounts and transactions are eliminated in consolidation. |
Reclassifications | Certain December 31, 2016 and 2015 amounts have been reclassified to conform with the current year presentation. |
Fiscal Year | The Company’s fiscal year end is the last day of the calendar year. For interim reporting periods, the Company uses the last Saturday of the fiscal quarter. |
Subsequent Events | Events and transactions subsequent to the balance sheet date have been evaluated for potential recognition and disclosure through March 1, 2018 , the date these financial statements were available to be issued. |
Use of Estimates | The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and to disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. There are risks inherent in estimating, and therefore, actual results could differ from those estimates. |
Translation of Foreign Currency | Assets and liabilities of consolidated subsidiaries whose functional currency is other than the U.S. dollar are translated into U.S. dollars using currency exchange rates at the balance sheet date. Revenues and expenses are translated using the average currency exchange rates during the period. Foreign currency translation gains and losses are reported as a component of accumulated other comprehensive loss. Gains and losses resulting from foreign currency transactions are included in operating results as incurred. |
Cash and Cash Equivalents | Cash and cash equivalents include time deposits and other investments that are highly liquid with original maturities of three months or less. |
Accounts Receivable and Allowance for Doubtful Accounts | Trade accounts receivable are recorded at invoiced amounts and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The Company's allowance is established based on historical patterns of accounts receivable collections and general economic conditions. Outstanding accounts receivable balances are reviewed quarterly or more frequently when circumstances indicate a review is warranted, for example if there is a significant change in the aging of the Company’s receivables or a customer’s financial condition. Write-off’s are recorded at the time a customer receivable is deemed uncollectible and collection efforts have been exhausted. |
Inventory | Finished goods, work-in-process and raw materials inventories are valued at the lower of cost, as determined on the first-in, first-out basis, or market. Manufacturing and maintenance supplies are valued at average cost. Inventory costs include material, labor and manufacturing overhead. The need for a provision for estimated losses from obsolete, excess or slow-moving inventories is reviewed periodically. |
Property, Plant, Equipment and Depreciation | Property, plant and equipment additions are recorded at cost, including applicable freight, interest, construction and installation costs. The Forest Products segment production related plant and equipment are depreciated using the the straight-line method over 3 to 20 years. High Purity Cellulose and Pulp & Paper production related plant and equipment are depreciated using the units-of-production method. The total units of production used to calculate depreciation expense is determined by factoring annual production days, based on normal production conditions, by the economic useful life of the asset involved. Production related assets under capital leases are depreciated using the straight-line method over the related lease term. The Company depreciates its non-production assets, including office, lab and transportation equipment, using the straight-line depreciation method over 3 to 25 years. Buildings and land improvements are depreciated using the straight-line method over 15 to 35 years and 5 to 30 years, respectively. Depreciation expense reflected in cost of sales in the Consolidated Statements of Income was $94 million , $85 million and $88 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Gains and losses on the retirement of assets are included in operating income. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets that are held and used is measured by net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying value exceeds the fair value of the assets, which is based on a discounted cash flows model. Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell. Maintenance Costs The Company performs scheduled inspections, repairs and maintenance of plant machinery and equipment at the Company’s manufacturing plants during a full plant shutdown. Costs associated with these planned outage periods are referred to as shutdown costs. Shutdown costs are costs incurred to ensure the long-term reliability and safety of operations. Shutdown costs are accounted for using the deferral method, under which expenditures related to shutdown are capitalized in other assets when incurred and amortized to production costs on a straight-line basis over the period benefited, or the period of time until the next scheduled shutdown which can generally range from one year to eighteen months. Shutdown costs are classified as working capital in operating activities in the consolidated statements of cash flows. |
Intangible Assets | The Company has definite-life intangible assets which it acquired through a business combination. The definite-life intangible assets consist of customer lists and trade-names and are amortized over their estimated useful lives generally for periods ranging from 8 to 15 years. The Company evaluates the recovery of its definite-life intangible assets by comparing the net carrying value of the asset group to the undiscounted net cash flows expected to be generated from the use and eventual disposition of that asset group when events or changes in circumstances indicate that its carrying amount may not be recoverable. If the carrying amount of the asset group is not recoverable, the fair value of the asset group is measured, and, if the carrying amount exceeds the fair value, an impairment loss is recognized. During 2017, the Company recognized amortization expense on the definite-life intangibles of approximately $1 million in selling, general and administrative expense. |
Capitalized Interest | Interest from external borrowings are capitalized on major projects with an expected construction period of one year or longer. The interest costs are added to the cost of the underlying basis of the property, plant and equipment and amortized over the useful life of the assets. |
Fair Value Measurements | Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three-level hierarchy that prioritizes the inputs used to measure fair value was established 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, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. 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. This includes certain pricing models, discounted cash flows methodologies and similar techniques that use significant unobservable inputs. The valuation methodology used for measuring the fair value of these asset categories was as follows: Mutual funds — Net asset value in an observable market. Common collective trust funds — Common collective trusts are measured at NAV per share, as a practical expedient for fair value, as provided by the Plan trustee. The NAV is calculated by determining the fair value of the fund’s underlying assets, deducting its liabilities, and dividing by the units outstanding as of the valuation date. These funds are not publicly traded; however, in the majority of cases the unit price calculation is based on observable market inputs of the funds’ underlying assets. |
Derivative Instruments | Derivatives are recognized on the consolidated balance sheets at fair value and are classified according to their asset or liability position and the expected timing of settlement. Changes in the fair values of derivatives are recorded in net earnings or other comprehensive income based on whether the instrument is designated and effective as a hedge transaction and, if so, the type of hedge transaction. Gains or losses on derivative instruments reported in accumulated other comprehensive loss (“AOCL”) are reclassified to earnings in the period the hedged item affects earnings. If the underlying hedged transaction ceases to exist, any associated amounts reported in accumulated other comprehensive loss are reclassified to earnings at that time. Any ineffectiveness is recognized in earnings in the current period. |
Revenue Recognition | The Company generally recognizes sales when persuasive evidence of an agreement exists, delivery of products has occurred, the sales price to the buyer is fixed and determinable and collectibility is reasonably assured. Generally, title passes upon delivery to the agreed upon location. Based on the time required to reach each location, customer orders are generally received in one period with the corresponding revenue recognized in a subsequent period. As such, there could be substantial variation in orders received and revenue recognized from period to period. Customer incentives are recorded as a reduction of gross sales within the same period that revenue from the sale is recognized. Payments from customers made in advance of the recognition of revenue are included in accrued customer incentives and prepayments. |
Shipping and Handling Cost | Shipping and handling costs, such as freight to the customers’ destinations, are included in cost of goods sold in the consolidated statements of income. |
Environmental Costs | The Company has established liabilities to assess, remediate, maintain and monitor sites related to disposed operations from which no current or future benefit is discernible. These obligations are established based on projected spending over the next 20 years and require significant estimates to determine the proper amount at any point in time. The projected period, from 2018 through 2038 , reflects the time during which potential future costs are both estimable and probable. As new information becomes available, these cost estimates are updated and the recorded liabilities are adjusted appropriately. Environmental liabilities are accounted for on an undiscounted basis and are reflected in current and non-current liabilities for disposed operations in the consolidated balance sheets. |
Employee Benefit Plans | The determination of expense and funding requirements for the Company’s defined benefit pension and postretirement health care and life insurance plans are largely based on a number of actuarial assumptions. The key assumptions include discount rate, return on assets, salary increases, health care cost trends, mortality rates, longevity and service lives of employees. Periodic pension and other postretirement expense is included in cost of sales and selling, general and administrative expenses in the consolidated statements of income, as appropriate. Changes in the funded status of the Company’s plans are recorded through comprehensive income in the year in which the changes occur. Actuarial gains and losses, which occur when actual experience differs from actuarial assumptions, are reflected in stockholders’ equity, net of taxes. If actuarial gains and losses exceed ten percent of the greater of plan assets or plan liabilities, the Company will amortize them over the average future service period of employees. |
Income Taxes | The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases, operating loss carryforwards and tax credit carryforwards. Deferred tax assets and liabilities are measured pursuant to tax laws using rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The Company records a valuation allowance to reduce the carrying amounts of deferred tax assets if it is more likely than not such deferred tax assets will not be realized. Interest expense and penalties, if applicable, related to unrecognized tax benefits are recorded in income tax expense. The Company’s income tax returns are subject to audit by U.S. federal and state taxing authorities as well as foreign jurisdictions, including Canada and France. In evaluating the tax benefits associated with various tax filing positions, the Company records a tax benefit for an uncertain tax position if it is more-likely-than-not to be realized upon ultimate settlement of the issue. The Company records a liability for an uncertain tax position that does not meet this criterion. The Company adjusts its liabilities for unrecognized tax benefits in the period in which it is determined the issue is settled with the taxing authorities, the statute of limitations expires for the relevant taxing authority to examine the tax position or when new facts or information becomes available. |
New or Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, Simplifying the Measurement of Inventory . The update requires inventory to be measured at the lower of cost and net realizable value. It became effective for fiscal years beginning after December 15, 2016. The Company adopted as of January 1, 2017 and retrospectively applied the guidance. There was not a material impact on the Company’s financial statements as the inventory valuation practices already approximated the lower of cost or net realizable value. In March 2016, FASB issued ASU No. 2016-09, Compensation - Stock Compensation. The update simplifies several areas of accounting for share based payments. The guidance also includes the acceptable or required transition methods for each of the various amendments included in the new standard. It became effective for fiscal years beginning after December 15, 2016. The Company adopted as of January 1, 2017 and prospectively applied the guidance. The Company recorded $2 million in tax expense during the first quarter of 2017 as a result of the adoption of ASU 2016-09. New Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , as amended and/or clarified by ASU Nos. 2016-08, 2016-10, 2016-12, and 2016-20, a comprehensive new revenue recognition standard. The core principle is that a company should recognize revenue when it transfers control of goods or services to customers for an amount that reflects the consideration to which the company expects to be entitled to in exchange for those goods or services. The Company will adopt the standard on a modified retrospective basis in the first quarter of 2018 and will generally recognize revenue when it transfers control at a point in time, which is not materially different than its current revenue recognition practices. In February 2016, the FASB issued ASU No. 2016-02, Leases. The update requires entities to recognize assets and liabilities arising from finance and operating leases and to classify those finance and operating lease payments in the financing or operating sections, respectively, of the statement of cash flows. It is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments . The update was issued to reduce diversity in practice regarding the presentation of eight specific types of cash receipts and cash payments in the statement of cash flows. The update is effective for fiscal years beginning after December 15, 2017. The update is not expected to have a material impact on the Company’s consolidated financial statements. In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits. The update was issued to to improve the presentation of net periodic pension and post retirement benefit cost. As a result of this update, the Company will present the service costs component of net periodic benefit cost for its pension and post retirement plans in the same income statement line items as the related employee compensation costs arising from services rendered during the period. In addition, only the service cost component of the net periodic benefit cost for its pension and post retirement will be eligible for capitalization in assets. The Company will present the other components of periodic pension and post retirement cost separately outside of operating income. The update is effective for fiscal years beginning after December 15, 2017. The Company expects the update to result in an increase in its operating income or decrease its operating loss, which will be offset by a corresponding increase in other components of net periodic benefits costs to reflect the impact of presenting interest cost, expected return on plan assets, amortization of prior service costs and actuarial gains and losses components in non-operating income. The Company will adopt the provisions of this guidance in the first quarter of 2018 using the retrospective method. The update is not expected to have a material impact on the Company’s consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation - Stock Compensation. The update provides guidance on how to account for changes to the terms or conditions of stock compensation awards. It is effective for fiscal years beginning after December 15, 2017. The update is not expected to have a material impact on the Company’s consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. The updated provides guidance to better align the financial reporting for hedging activities with the economic objectives of those activities and is effective for public business entities for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. Additionally, the update requires a modified retrospective transition method which will result in the recognition of a cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of the date of adoption. The Company plans to adopt the update in the first quarter of 2018. While the Company continues to assess all potential impacts of the standard update, it does not expect the adoption to have an material impact on its consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Tax Effects from AOCI . This guidance requires the reclassification of any pension or other post employment benefit dangling debits and credits (“dangles”) from accumulated other comprehensive income to retained earnings. The dangles were recorded when there are changes in tax rates for the Company. The reclassification is required in the 2019 financial reporting year with early adoption permitted for the 2018 reporting year. The Company has approximately $ 23 million in dangling debits recorded AOCI. |
Fair Value of Financial Instruments | 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. Derivative instruments — The fair value is calculated based on standard valuation models using quoted prices and market observable data of similar instruments. The interest rate derivatives are based on the LIBOR swap rate, which is observable at commonly quoted intervals for the full term of the swap and therefore is considered Level 2. The foreign currency derivatives are contracts to buy foreign currency at a fixed rate on a specified future date. The foreign exchange rate is observable for the full term of the swap and is therefore considered Level 2. See Note 10 — Derivative Instruments for additional information related to the derivative instruments. 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. |
Recent Acquisition (Tables)
Recent Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The purchase consideration was calculated as follows: November 17, 2017 Total Tembec shares receiving stock consideration 33,200,000 Exchange ratio 0.2542 Total Company stock issued to Tembec shareholders 8,439,452 Company’s closing share price on November 17, 2017 $ 16.73 Total value of Company shares issued $ 141,192 Total cash consideration paid to Tembec shareholders in U.S. dollars 249,233 Total purchase consideration to Tembec shareholders $ 390,425 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The estimated fair value of the total purchase consideration was allocated as follows: November 17, 2017 Current assets $ 383,066 Property, plant and equipment 628,027 Deferred tax assets 389,321 Definite-life intangibles (a) 60,684 Other assets 70,868 Current liabilities (167,244 ) Assumed long-term debt (b) (508,531 ) Pension and other postretirement benefits (96,278 ) Other long-term liabilities (52,933 ) Estimated fair value of net assets acquired $ 706,980 Gain on bargain purchase $ 316,555 (a) The Company acquired definite-life intangibles of $52 million for customer lists and $9 million for trade-names which will be amortized over 8 years and 15 years , respectively. (b) Refer to Note 8 — Debt and Capital Leases for a description of the assumed debt. |
Business Acquisition, Pro Forma Information | The following presents the unaudited pro forma consolidated financial information of the Company as if the acquisition of Tembec was completed on January 1, 2016. The unaudited pro forma financial information includes adjustments for (i) depreciation on acquired property, plant and equipment of $15 million for the pro forma years ended 2017 and 2016; (ii) amortization of intangible assets recorded at the date of the transactions of $7 million for the pro forma years ended 2017 and 2016; (iii) the elimination of acquisition related costs of $49 million and the fair value write-up of inventory of $23 million for the pro forma year ended 2017; (iv) the elimination of interest expense related to Tembec debt that was paid off, net of interest expense associated with financing the acquisition of $38 million and $26 million for the pro forma years ended 2017 and 2016, respectively; (v) the elimination of the gain on bargain purchase for the pro forma year ended 2017, and (vi) total weighted average shares outstanding related to the acquisition. This information is presented for informational purposes only and does not purport to be indicative of the results of future operations or the results that would have occurred had the transaction taken place on January 1, 2016. Years Ended December 31, 2017 2016 Unaudited pro forma net revenue $ 2,122,000 $ 2,044,000 Unaudited pro forma net income attributable to the Company 111,000 99,000 Unaudited pro forma basic net income per share 1.92 1.85 Unaudited pro forma diluted net income per share 1.76 1.78 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | The Company’s accounts receivable included the following for the years ended December 31 : 2017 2016 Accounts receivable, trade $ 134,523 $ 35,337 Accounts receivable, other (a) 47,368 2,440 Allowance for doubtful accounts (593 ) (151 ) Total accounts receivable, net $ 181,298 $ 37,626 (a) Accounts receivable, other consists primarily of value added/consumption taxes, grants receivable and accrued billings due from government agencies. |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The Company’s inventory included the following for the years ended December 31 : 2017 2016 Finished goods $ 190,140 $ 94,858 Work-in-progress 18,889 3,422 Raw materials 82,940 17,183 Manufacturing and maintenance supplies 10,117 2,905 Total inventory $ 302,086 $ 118,368 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The Company’s property, plant and equipment included the following for the years ended December 31 : 2017 2016 Land and land improvements $ 18,336 $ 15,502 Buildings 241,831 171,741 Machinery and equipment 2,377,210 1,843,057 Other 21,704 11,633 Construction in progress 57,873 14,439 Total property, plant and equipment, gross 2,716,954 2,056,372 Accumulated depreciation (1,309,192 ) (1,255,333 ) Total property, plant and equipment, net $ 1,407,762 $ 801,039 |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued and Other Liabilities | The Company’s accrued and other liabilities included the following for the years ended December 31 : 2017 2016 Accrued customer incentives and prepayments $ 53,522 $ 34,541 Accrued payroll and benefits 48,431 11,915 Accrued interest 3,188 2,499 Other current liabilities 21,899 18,271 Total accrued and other liabilities $ 127,040 $ 67,226 |
Debt and Capital Leases (Tables
Debt and Capital Leases (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s debt and capital leases include the following for the years ended December 31 : 2017 2016 U.S. Revolver of $100 million maturing in November 2022, $92 million available after taking into account outstanding letters of credit, bearing interest a t LIBOR plus 2.25% at December 31, 2017 $ — $ — Multi-currency Revolver of $150 million maturing in November 2022, $124 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 — — Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.25%, interest rate of 3.80% at December 31, 2017 180,000 — Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.00 (after consideration of 0.50% patronage benefit), interest rate of 4.05% at December 31, 2017 450,000 — Previous term A-1 loan borrowings bearing interest at LIBOR plus 1.50%, interest rate of 2.26% at December 31, 2016 (a) — 30,450 Previous term A-2 loan borrowings bearing interest at LIBOR plus 1.08% (after consideration of 0.67% patronage benefit), interest rate of 1.84% at December 31, 2016 (a) — 251,300 Senior Notes due 2024 at a fixed interest rate of 5.50% 506,412 506,412 Canadian dollar, fixed interest rate term loans with rates ranging from 5.50% to 6.86% and maturity dates ranging from March 2020 through April 2028, secured by certain assets of the Temiscaming plant (b) 100,881 — Other loans (b) 5,946 Capital Lease obligation 3,409 3,676 Total principal payments due 1,246,648 791,838 Less: debt premium, original issue discount and issuance costs (5,044 ) (8,556 ) Total debt 1,241,604 783,282 Less: Current maturities of long-term debt (9,425 ) (9,593 ) Long-term debt $ 1,232,179 $ 773,689 (a) The December 31, 2016 term loan balances were outstanding under the previous credit facility. The loans were extinguished in November 2017 and replaced with the new Term Loan Facilities as described in this footnote and presented above. (b) Debt assumed in Acquisition. |
Schedule of Debt and Capital Lease Payments | Debt and capital lease payments due during the next five years and thereafter are as follows: Capital Lease Minimum Lease Payments Less: Interest Net Present Value Debt Principal Payments 2018 $ 515 $ 230 $ 285 $ 8,501 2019 515 209 306 18,798 2020 515 187 328 23,192 2021 515 163 352 14,753 2022 515 138 377 209,377 Thereafter 2,018 257 1,761 968,618 Total payments $ 4,593 $ 1,184 $ 3,409 $ 1,243,239 |
Liabilities for Disposed Oper36
Liabilities for Disposed Operations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Environmental Remediation Obligations [Abstract] | |
Schedule of Activity for Specific Sites Where Current Estimates Exceed Ten Percent of Liabilities | An analysis of the activity of the liabilities for disposed operations for the years ended December 31, 2017 and 2016 is as follows: December 31, 2015 Liability Payments Increase (Decrease) to Liabilities December 31, 2016 Liability Liabilities Assumed in Acquisition Payments Increase (Decrease) to Liabilities December 31, 2017 Liability Port Angeles, Washington $ 39,405 $ (809 ) $ 714 $ 39,310 $ — $ (698 ) $ 5,055 $ 43,667 Augusta, Georgia 22,881 (1,206 ) 1,212 22,887 — (1,508 ) (204 ) 21,175 Baldwin, Florida 26,960 (3,019 ) 2,831 26,772 — (902 ) (4,700 ) 21,170 Spartanburg, South Carolina 17,476 (792 ) (4,904 ) 11,780 — (737 ) (1,045 ) 9,998 All other sites 50,662 (3,946 ) 5,445 52,161 16,715 (1,950 ) 1,150 68,076 Total 157,384 $ (9,772 ) $ 5,298 152,910 $ 16,715 $ (5,795 ) $ 256 164,086 Less: Current portion (12,034 ) (13,781 ) (13,181 ) Non-Current portion $ 145,350 $ 139,129 $ 150,905 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The notional amounts and maturity dates of outstanding derivative instruments as of December 31, 2017 are presented below. The Company did not use any derivative instruments during the years ended December 31, 2016 and 2015. Maturity Date Notional Amount Interest Rate Swap December 29, 2020 $ 200,000 Foreign Currency Forward Contract Monthly $ 240,591 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair values of derivative instruments included in the consolidated balance sheet as of December 31, 2017 are provided in the below table. See Note 11 — Fair Value Measurements for additional information related to the Company’s derivatives. Balance Sheet Location Asset Derivatives Balance Sheet Location Liability Derivatives Derivatives designated as hedging instruments: Interest rate swaps Other assets $ 749 Other non-current liabilities $ — Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 427 Other current liabilities $ — Total derivatives $ 1,176 $ — |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The effects of derivative instruments designated as cash flow hedges, the related changes in AOCL and the gains and losses in income for the year ended December 31, 2017 were as follows: Derivatives in Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI on Derivative (Effective Portion) Gain (Loss) Reclassified from AOCL into Income (Effective Portion) Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Interest rate swaps $ 749 Interest Expense $ — Interest expense $ — |
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statement of Financial Performance | The effects of derivative instruments not designated as hedging instruments on the statement of income for the year ended December 31, 2017 were as follows: Derivatives Not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income on Derivative Gains (Losses) Foreign exchange forward contracts Other operating expense, net $ 427 Foreign currency collar Other non-operating income 7,780 |
Schedule of Cash Flow Hedging Instruments, Statement Financial Position | The after-tax amounts of unrealized gains in AOCL related to hedge derivatives at December 31, 2017 are presented below: After-tax Gain (Loss) Unrealized gains from interest rate cash flow hedges $ 619 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy for financial instruments held by the Company at December 31, 2017 and 2016 , using market information and what management believes to be appropriate valuation methodologies: December 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Level 1 Level 2 Level 1 Level 2 Assets: Cash and cash equivalents $ 96,235 $ 96,235 $ — $ 326,655 $ 326,655 $ — Interest rate swaps (a) 749 — 749 — — — Foreign currency forward contracts (a) 427 — 427 — — — Liabilities (b): Fixed-rate long-term debt 606,529 — 611,308 499,444 — 474,761 Variable-rate long-term debt 631,666 — 635,946 280,163 — 281,750 (a) These items represent derivative instruments. (b) Liabilities excludes capital lease obligation. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' (Deficit) Equity | An analysis of stockholders’ equity (deficit) for each of the three years ended December 31 is shown below (share amounts not in thousands): Common Stock Preferred Stock Additional Paid in Capital Retained Earnings (Accumulated Deficit) Accumulated Other Comprehensive Loss Total Stockholders’ Equity (Deficit) Shares Par Value Shares Par Value Balance, December 31, 2014 42,616,319 $ 426 — $ — $ 62,082 $ (21,476 ) $ (103,444 ) $ (62,412 ) Net income — — — — — 55,257 — 55,257 Other comprehensive loss, net of tax — — — — — — (6,176 ) (6,176 ) Reclassification to additional paid-in capital — — — — 864 — 864 Issuance of common stock under incentive stock plans 258,176 3 — — 5 — — 8 Stock-based compensation — — — — 9,832 — — 9,832 Excess tax deficit on stock-based compensation — — — — (2,558 ) — — (2,558 ) Repurchase of common stock (2,060 ) — — — (12 ) — — (12 ) Common stock dividends ($0.28 per share) — — — — — (11,942 ) — (11,942 ) Balance, December 31, 2015 42,872,435 $ 429 — — $ 70,213 $ 21,839 $ (109,620 ) $ (17,139 ) Net income — — — — — 73,286 — 73,286 Other comprehensive loss, net of tax — — — — — — (460 ) (460 ) Issuance of preferred stock — — 1,725,000 17 166,592 — — 166,609 Issuance of common stock under incentive stock plans 422,941 4 — — (4 ) — — — Stock-based compensation — — — — 7,217 — — 7,217 Excess tax deficit on stock-based compensation — — — — (1,228 ) — — (1,228 ) Repurchase of common stock (33,471 ) — — — (388 ) — — (388 ) Common stock dividends ($0.28 per share) — — — — — (12,507 ) — (12,507 ) Preferred stock dividends ($2.11 per share) — — — — — (3,641 ) — (3,641 ) Balance, December 31, 2016 43,261,905 433 1,725,000 17 $ 242,402 $ 78,977 $ (110,080 ) $ 211,749 Net income — — — — — 324,964 — 324,964 Other comprehensive income, net of tax — — — — — — 33,929 33,929 Common stock issued at Acquisition 8,439,452 84 141,108 141,192 Issuance of common stock under incentive stock plans 27,131 — — — 14 — — 14 Stock-based compensation — — — — 8,986 — — 8,986 Repurchase of common stock (11,346 ) — — — (157 ) — — (157 ) Common stock dividends ($0.28 per share) — — — — — (13,121 ) — (13,121 ) Preferred stock dividends ($8.00 per share) — — — — — (13,800 ) — (13,800 ) Balance, December 31, 2017 51,717,142 517 1,725,000 17 392,353 377,020 (76,151 ) 693,756 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | AOCL was comprised of the following for the three years ended December 31 : 2017 2016 2015 Unrecognized components of employee benefit plans, net of tax: Balance, beginning of year $ (110,080 ) $ (109,620 ) $ (103,444 ) Other comprehensive gain (loss) before reclassifications 26,050 (12,917 ) (24,191 ) Income tax on other comprehensive loss (5,731 ) — — Reclassifications to earnings: (a) Amortization of losses 11,984 11,581 14,110 Amortization of prior service costs 763 775 767 Amortization of negative plan amendment (153 ) (153 ) (175 ) Income tax on reclassifications (4,471 ) 254 3,313 Net comprehensive gain (loss) on employee benefit plans, net of tax 28,442 (460 ) (6,176 ) Balance, end of year (81,638 ) (110,080 ) (109,620 ) Unrealized gain on derivative instruments, net of tax: Balance, beginning of year — — — Other comprehensive income before reclassifications 749 — — Income tax on other comprehensive income (130 ) — — Net comprehensive gain on derivative instruments, net of tax 619 — — Balance, end of year (b) 619 — — Foreign currency translation adjustments: Balance, beginning of year — — — Foreign currency translation adjustment 4,868 — — Balance, end of year 4,868 — — Accumulated other comprehensive loss, end of year $ (76,151 ) $ (110,080 ) $ (109,620 ) (a) The AOCL components for defined benefit pension and post-retirement plans are included in the computation of net periodic pension cost. See Note 16 — Employee Benefit Plans for additional information. (b) Reclassifications of interest rate contracts are recorded in interest expense, and reclassifications of foreign currency exchange contracts are recorded in other operating income. Additional details about the reclassifications related to derivative instruments is included in Note 10 — Derivative Instruments . There were no reclassifications to earnings for derivative instruments during the year ended December 31, 2017 . |
Earnings Per Share of Common 41
Earnings Per Share of Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Calculations of Basic and Diluted EPS | The following table provides details of the calculations of basic and diluted EPS for the three years ended December 31: 2017 2016 2015 Net income $ 324,964 $ 73,286 $ 55,257 Less: Preferred Stock dividends (13,800 ) (5,404 ) — Net income available for common stockholders $ 311,164 $ 67,882 $ 55,257 Shares used for determining basic earnings per share of common stock 43,416,868 42,279,811 42,194,891 Dilutive effect of: Stock options — — — Performance and restricted shares 1,113,866 422,962 27,968 Preferred Stock 11,371,718 4,443,048 — Shares used for determining diluted earnings per share of common stock 55,902,452 47,145,821 42,222,859 Basic earnings per share (not in thousands) $ 7.17 $ 1.61 $ 1.31 Diluted earnings per share (not in thousands) $ 5.81 $ 1.55 $ 1.30 |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Earnings Per Share | Anti-dilutive instruments excluded from the computation of diluted earnings per share: 2017 2016 2015 Stock options 373,058 399,012 447,524 Performance and restricted shares 798 90,399 223,727 Preferred Stock — — — Total 373,856 489,411 671,251 |
Incentive Stock Plans (Tables)
Incentive Stock Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-based Compensation Expense | Total stock-based compensation expense was allocated for the years ended December 31 as follows: 2017 2016 2015 Selling, general and administrative expenses $ 7,991 $ 6,330 $ 8,124 Cost of sales 995 887 1,868 Total stock-based compensation expense $ 8,986 $ 7,217 $ 9,992 |
Schedule of Stock Option Activity | A summary of the Company’s stock option activity is presented below for the year ended December 31, 2017 : Stock Options Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at January 1, 2017 399,012 $ 31.85 Forfeited — — Exercised (832 ) 17.34 Expired (25,122 ) 26.39 Outstanding at December 31, 2017 373,058 $ 32.25 3.4 $ 139 Options vested and expected to vest 373,058 $ 32.25 3.4 $ 139 Options exercisable at December 31, 2017 373,058 $ 32.25 3.4 $ 139 |
Summary of Additional Information for Stock Options Granted to Employees | A summary of additional information pertaining to stock options granted to employees is presented below: 2017 2016 2015 Intrinsic value of options exercised $ 1 $ — $ — Fair value of options vested $ 210 $ 444 $ 717 |
Summary of Activity for Restricted Shares Granted to Employees | The following table summarizes the activity of restricted stock and stock units granted to employees for the three years ended December 31 : 2017 2016 2015 Restricted stock and stock units granted 285,506 598,219 277,298 Weighted average price of restricted shares granted $ 13.37 $ 8.03 $ 20.83 Intrinsic value of restricted stock outstanding $ 17,349 $ 10,326 $ 3,763 Fair value of restricted stock vested $ 1,199 $ 5,890 $ 690 |
Summary of Restricted Stock Activity | A summary of the Company’s restricted stock and stock units activity is presented below for the year ended December 31, 2017 : Restricted Stock and Stock Units Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 667,899 $ 11.97 Granted 285,506 13.37 Forfeited (3,135 ) 10.74 Vested (101,899 ) 11.77 Outstanding at December 31, 2017 848,371 $ 12.47 |
Summary of Activity for Performance Shares Granted to Employees | The following table summarizes the activity of the Company’s performance-based stock units awarded to its employees for the three years ended December 31 : 2017 2016 2015 Common shares of stock reserved for performance-based stock units 896,121 1,304,419 422,920 Weighted average fair value of performance-based stock units granted $ 14.60 $ 7.79 $ 17.51 Intrinsic value of outstanding performance-based stock units $ 7,408 $ 8,169 $ 2,070 |
Summary of Performance Share Activity | A summary of the Company’s performance-based stock unit award activity is presented below for the year ended December 31, 2017 : Performance-Based Stock Units Performance-Based Restricted Stock Awards Weighted Average Grant Date Fair Value Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 718,891 $ 10.05 128,038 $ 41.05 Granted 363,422 14.60 — — Forfeited (2,246 ) 9.82 — — Canceled — — (128,038 ) 41.05 Outstanding at December 31, 2017 1,080,067 $ 11.58 — $ — |
Summary of Performance Share Assumptions Used in Fair Value Calculation | The following chart provides a tabular overview of the weighted average assumptions used in calculating the fair value of the awards granted for the three years ended December 31 : 2017 2016 2015 Expected volatility 70.2 % 74.3 % 17.3 % Risk-free rate 1.5 % 1.0 % 1.0 % |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Schedule of Changes in Projected Benefit Obligation | The following tables set forth the changes in the projected benefit obligation and plan assets and reconciles the funded status and the amounts recognized in the Consolidated Balance Sheets for the defined benefit pension and postretirement plans for the two years ended December 31 : Pension Postretirement Change in Projected Benefit Obligation 2017 2016 2017 2016 Projected benefit obligation at beginning of year $ 414,479 $ 405,033 $ 26,838 $ 26,959 Plans assumed in Acquisition 710,466 — 18,884 — Service cost 5,646 5,225 1,249 808 Interest cost 15,926 15,915 827 871 Actuarial loss (gain) 6,852 7,416 (1,639 ) (940 ) Participant contributions 96 — 396 335 Benefits paid (23,192 ) (19,110 ) (1,386 ) (1,195 ) Effects of foreign currency exchange rates 8,904 — 280 — Projected benefit obligation at end of year $ 1,139,177 $ 414,479 $ 45,449 $ 26,838 |
Schedule of Changes in Fair Value of Plan Assets | Change in Plan Assets Fair value of plan assets at beginning of year $ 275,955 $ 266,155 $ — $ — Plans assumed in Acquisition 668,463 — — — Actual return on plan assets 57,618 16,634 — — Employer contributions 12,732 12,276 990 860 Participant contributions 96 — 396 335 Benefits paid (23,192 ) (19,110 ) (1,386 ) (1,195 ) Effects of foreign currency exchange rates 8,528 — — — Fair value of plan assets at end of year $ 1,000,200 $ 275,955 $ — $ — |
Schedule of Funded Status | Funded Status at end of year: $ (138,977 ) $ (138,524 ) $ (45,449 ) $ (26,838 ) |
Schedule of Amounts Recognized in Consolidated Balance Sheet | Pension Postretirement Amounts recognized in the Consolidated Balance Sheets consist of: 2017 2016 2017 2016 Non-current assets $ 36,605 $ — $ — $ — Current liabilities (5,059 ) (2,293 ) (3,162 ) (1,340 ) Non-current liabilities (170,523 ) (136,231 ) (42,287 ) (25,498 ) Net amount recognized $ (138,977 ) $ (138,524 ) $ (45,449 ) $ (26,838 ) |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | Net gains (losses) recognized in other comprehensive income for the three years ended December 31 are as follows: Pension Postretirement 2017 2016 2015 2017 2016 2015 Net gains (losses) $ 24,411 $ (14,101 ) $ (24,950 ) $ 1,639 $ 1,184 $ 759 Net gains or losses and prior service costs or credits reclassified from other comprehensive income and recognized as a component of pension and postretirement expense for the three years ended December 31 are as follows: Pension Postretirement 2017 2016 2015 2017 2016 2015 Amortization of losses $ 11,651 $ 11,343 $ 13,434 $ 333 $ 238 $ 676 Amortization of prior service (credit) cost 761 761 750 (151 ) (139 ) (158 ) |
Schedule of Net Periodic Benefit Cost Not yet Recognized | Net losses, prior service costs or credits and plan amendments that have not yet been included in pension and postretirement expense for the two years ended December 31 , which have been recognized as a component of AOCL are as follows: Pension Postretirement 2017 2016 2017 2016 Prior service cost $ (2,254 ) $ (3,015 ) $ — $ (2 ) Net losses (128,215 ) (164,277 ) (5,149 ) (7,121 ) Plan amendment — — 1,491 1,644 Deferred income tax benefit 50,907 60,684 1,582 2,007 AOCL $ (79,562 ) $ (106,608 ) $ (2,076 ) $ (3,472 ) |
Schedule of Accumulated and Projected Benefit Obligations in Excess of Fair Value of Plan Assets | For defined benefit pension plans with accumulated benefit obligations in excess of plan assets, the following table sets forth the projected and accumulated benefit obligations and the fair value of plan assets for the years ended December 31 : 2017 2016 Projected benefit obligation $ 813,411 $ 414,480 Accumulated benefit obligation 785,435 401,896 Fair value of plan assets 638,414 275,955 |
Schedule of Net Benefit Costs | The following tables set forth the components of net pension and postretirement benefit cost that have been recognized during the three years ended December 31 : Pension Postretirement Components of Net Periodic Benefit Cost 2017 2016 2015 2017 2016 2015 Service cost $ 5,646 $ 5,225 $ 5,977 $ 1,249 $ 808 $ 1,006 Interest cost 15,926 15,915 15,228 827 871 919 Expected return on plan assets (25,978 ) (23,320 ) (23,234 ) — — — Amortization of prior service (credit) cost 761 761 750 (151 ) (139 ) (158 ) Amortization of losses 11,651 11,343 13,434 333 238 676 Net periodic benefit cost (a) $ 8,006 $ 9,924 $ 12,155 $ 2,258 $ 1,778 $ 2,443 (a) A portion of the net periodic benefit cost is recorded in cost of goods sold in the Consolidated Statements of Income. |
Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year | The estimated pre-tax amounts that will be amortized from AOCL into net periodic benefit cost in 2018 are as follows: Pension Postretirement Amortization of loss $ 11,648 $ 229 Amortization of prior service cost 572 (153 ) Total amortization of AOCL $ 12,220 $ 76 |
Schedule of Assumptions Used | The following table sets forth the weighted average principal assumptions inherent in the determination of benefit obligations and net periodic benefit cost of the pension and postretirement benefit plans as of December 31 : Pension Postretirement 2017 2016 2015 2017 2016 2015 Assumptions used to determine benefit obligations at December 31: Discount rate 3.55 % 3.88 % 4.03 % 3.14 % 3.85 % 3.98 % Rate of compensation increase 2.60 % 4.10 % 4.45 % 3.10 % 4.50 % 4.50 % Assumptions used to determine net periodic benefit cost for years ended December 31: Discount rate 3.77 % 4.03 % 3.71 % 3.64 % 3.98 % 3.65 % Expected long-term return on plan assets 7.38 % 8.50 % 8.50 % N/A N/A N/A Rate of compensation increase 2.59 % 4.10 % 4.45 % 3.10 % 4.50 % 4.50 % |
Schedule of Health Care Cost Trend Rates | The following table sets forth the assumed health care cost trend rates as of December 31 : Postretirement 2017 2016 U.S. Canada U.S. Health care cost trend rate assumed for next year 8.00 % 5.50 % 8.00 % Rate to which the cost trend is assumed to decline (ultimate trend rate) 5.00 % 4.50 % 5.00 % Year that ultimate trend rate is reached 2024 2019 2026 |
Schedule of Effect of One-Percentage-Point Change in Assumed Health Care Cost Trend Rates | The following table shows the effect of a one percentage point change in assumed health care cost trends: 1 Percent Effect on: Increase Decrease Total of service and interest cost components $ 237 $ (203 ) Accumulated postretirement benefit obligation 2,022 (1,772 ) |
Schedule of Allocation of Plan Assets | The Company’s weighted average defined benefit pension plan asset allocation at December 31, 2017 and 2016 , by asset category are as follows: Percentage of Plan Assets Asset Category 2017 2016 U.S. equity securities 23 % 41 % International equity securities 27 % 24 % U.S. fixed income securities 13 % 27 % International fixed income securities 34 % 5 % Other 3 % 3 % Total 100 % 100 % The following table sets forth by level, within the fair value hierarchy (see Note 1 — Nature of Operations and Basis of Presentation for definition), the assets of the plans as of December 31, 2017 and 2016 . Fair Value at December 31, 2017 Asset Category Level 1 Level 2 Level 3 Total Mutual funds $ 161,424 $ — $ — $ 161,424 Investments at net asset value: Common collective trust funds 838,776 Total assets at fair value $ 1,000,200 Fair Value at December 31, 2016 Asset Category Level 1 Level 2 Level 3 Total Mutual funds $ 76,757 $ — $ — $ 76,757 Investments at net asset value: Common collective trust funds 199,198 Total assets at fair value $ 275,955 |
Schedule of Expected Benefit Payments | Expected benefit payments for the next ten years are as follows: Pension Benefits Postretirement Benefits 2018 $ 87,144 $ 3,163 2019 89,291 3,035 2020 90,367 3,127 2021 91,580 3,014 2022 92,327 2,836 2023 — 2027 473,753 11,296 |
Other Operating Expense, Net (T
Other Operating Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Summary of Other Operating Expense, Net | Other operating expense, net was comprised of the following for the three years ended December 31: 2017 2016 2015 Environmental liability adjustments and other costs for disposed operations (a) $ (1,451 ) $ (5,298 ) $ (6,930 ) One-time separation and legal costs — — 802 Non-cash impairment charge (b) — — (28,462 ) Loss on sale or disposal of property, plant and equipment (2,032 ) (2,422 ) (998 ) Gain on foreign exchange 2,335 — — Duties (939 ) — — Insurance settlement (13 ) 897 1,000 Miscellaneous income (expense) (113 ) 1,139 (681 ) Total other operating expense, net $ (2,213 ) $ (5,684 ) $ (35,269 ) (a) Environmental liability adjustments and other costs for disposed operations reflects the adjustments to the Company’s estimates for environmental liability for the assessment, remediation and long-term monitoring and maintenance of the disposed operations sites over the next 20 years and other related costs. See Note 9 — Liabilities for Disposed Operations for additional information. (b) In light of the persistent imbalance of supply and demand in the cellulose specialties markets, on July 30, 2015, the Company announced a strategic asset repositioning at its Jesup, Georgia plant, which is included in the High-Purity Cellulose segment to better align its production assets to current market conditions, improve efficiency and restore commodity production throughput to approach historical levels. This repositioning resulted in the abandonment of certain long-lived assets, primarily at the Jesup plant. As a result, the abandoned assets were written down to salvage value and a $29 million pre-tax, non-cash impairment charge was recorded during the second quarter of 2015. The abandonment led management to conduct an impairment analysis on all long-lived assets being held and used on a combined plant level. Based on the impairment analysis performed, management concluded the assets were recoverable. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | Income tax expense for the three years ended December 31 are as follows: 2017 2016 2015 Current Federal $ 10,871 $ 5,516 $ (37,561 ) Foreign (121 ) — — State and other (201 ) 368 197 10,549 5,884 (37,364 ) Deferred Federal (34,635 ) (44,488 ) 11,073 Foreign 4,065 — — State and other 290 (711 ) (1,316 ) (30,280 ) (45,199 ) 9,757 Changes in valuation allowance — — — Income tax expense $ (19,731 ) $ (39,315 ) $ (27,607 ) |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the U.S. federal statutory income tax rate to the actual income tax rate for the three years ended December 31 is as follows: 2017 2016 2015 U.S. federal statutory income tax rate 35.0 % 35.0 % 35.0 % Nontaxable bargain purchase gain (a) (32.1 ) — — U.S. federal rate change (b) 3.2 — — Domestic manufacturing production deduction (0.3 ) — (4.2 ) State credits — (0.8 ) (0.9 ) Nondeductible executive compensation 0.4 0.6 1.2 Adjustment to previously filed tax returns (1.1 ) — — Nondeductible transaction costs (c) 1.0 — — Change in state rate (0.1 ) — 1.4 Other (0.3 ) 0.1 0.8 Income tax rate as reported 5.7 % 34.9 % 33.3 % (a) The bargain purchase gain of $317 million from the acquisition of Tembec is not taxable resulting in a decrease in the income tax rate (see Note 3 — Recent Acquisition ). (b) The income tax rate for the year ended December 31, 2017 was impacted by the Tax Cuts and Jobs Act through a decrease in the federal tax rate from 35 percent to 21 percent . Income tax expense for the re-measurement of the deferred tax assets of $11 million was recorded during the year ended December 31, 2017 . This expense is the result of previously recorded deferred tax deductions which will now result in a lower after-tax benefit due to the reduced rate. (c) The Company incurred significant costs associated with the acquisition of Tembec. Certain costs incurred are considered facilitative to the transaction and not currently deductible, resulting in an unfavorable adjustment to the income tax rate. |
Schedule of Temporary Differences and Resulting Deferred Tax Liability | The nature of the temporary differences and the resulting net deferred tax liability for the two years ended December 31 were as follows: 2017 2016 Gross deferred tax assets: Pension, postretirement and other employee benefits $ 49,669 $ 71,842 Tax credit carryforwards (a) 77,897 17,967 Property, plant and equipment basis differences 97,242 — Canadian pool of scientific research and experimentation deductions ("SR&ED") (a) 79,349 — Environmental liabilities 36,791 54,351 Capitalized costs 6,347 10,894 U.S. federal and Canadian net operating losses (a) 212,904 8,951 State net operating losses (a) 2,946 3,102 Interest carryforwards (a) 11,635 — Other 1,868 — Total gross deferred tax assets 576,648 167,107 Less: valuation allowance (92,081 ) (20,821 ) Total deferred tax assets after valuation allowance 484,567 146,286 Gross deferred tax liabilities: Property, plant and equipment basis differences (95,754 ) (92,287 ) Intangible assets (15,948 ) — Other (2,626 ) (2,753 ) Total gross deferred tax liabilities (114,328 ) (95,040 ) Net deferred tax asset $ 370,239 $ 51,246 Included in: Deferred tax assets $ 402,846 $ 51,246 Deferred tax liabilities (32,607 ) — $ 370,239 $ 51,246 (a) The following relates to tax credit carryforwards and net operating losses as of December 31, 2017 : Gross Amount Tax Effected Valuation Allowance Expiration State tax credit carryforwards $ 17,646 $ 17,646 $ 17,249 2018 - 2025 Foreign R&D credit carryforwards 60,251 60,251 60,251 2017 - 2036 State net operating losses 63,503 2,946 2,946 2017 - 2033 Canada non-capital losses 796,394 212,904 — 2025 - 2036 Interest limitation carryforward 52,885 11,635 11,635 None Canadian pool of SR&ED 308,591 79,349 — None |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending unrecognized tax benefits for the three years ended December 31 is as follows: 2017 2016 2015 Balance at January 1, $ — $ — $ — Decreases related to prior year tax positions — — — Increases related to prior year tax positions 11,171 — — Decreases related to current year tax positions — — — Increases related to current year tax positions 12,633 — — Balance at December 31, $ 23,804 $ — $ — |
Summary of Income Tax Examinations | The following table provides detail of tax years that remain open to examination by significant taxing jurisdictions: Taxing Jurisdiction Open Tax Years U.S. 2014 - 2017 France (a) 2014 - 2017 Canada 2013 - 2017 State of Florida 2014 - 2017 |
Segment and Geographical Info46
Segment and Geographical Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Net sales and operating income were comprised of the following for the years ended December 31 : 2017 2016 2015 Net sales: High Purity Cellulose $ 866,861 $ 868,731 $ 941,384 Forest Products 33,945 — — Pulp & Paper 65,385 — — Corporate 753 — — Eliminations (5,611 ) — — Total net sales $ 961,333 $ 868,731 $ 941,384 Operating income: High Purity Cellulose $ 116,565 $ 170,852 $ 163,143 Forest Products (4 ) — — Pulp & Paper 3,058 — — Corporate (62,603 ) (33,205 ) (43,620 ) Total operating income $ 57,016 $ 137,647 $ 119,523 Identifiable assets by segment were as follows for the years ended December 31 : 2017 2016 Identifiable assets: High Purity Cellulose $ 1,671,107 $ 1,253,944 Forest Products 154,258 — Pulp & Paper 328,827 — Corporate 488,419 167,995 Total identifiable assets $ 2,642,611 $ 1,421,939 Long-life assets by country were as follows for the years ended December 31 : 2017 2016 Long-life assets: United States $ 840,315 $ 902,431 Canada 926,774 — France 228,985 — Total long-life assets $ 1,996,074 $ 902,431 Depreciation and amortization and capital expenditures by segment were as follows for the years ended December 31 : 2017 2016 2015 Depreciation and amortization: High Purity Cellulose $ 93,177 $ 87,837 $ 88,397 Forest Products 728 — — Pulp & Paper 2,744 — — Corporate 314 437 792 Total depreciation and amortization $ 96,963 $ 88,274 $ 89,189 Capital expenditures (a): High Purity Cellulose $ 65,691 $ 85,835 $ 77,507 Forest Products 4,409 — — Pulp & Paper 1,451 — — Corporate 19 — — Total capital expenditures $ 71,570 $ 85,835 $ 77,507 (a) Amounts include capital assets purchased on account. |
Long-lived Assets by Country | Long-life assets by country were as follows for the years ended December 31 : 2017 2016 Long-life assets: United States $ 840,315 $ 902,431 Canada 926,774 — France 228,985 — Total long-life assets $ 1,996,074 $ 902,431 |
Geographical Distribution of the Company's Sales | Geographical distribution of the Company’s sales was comprised of the following for the three years ended December 31 : Sales by Destination 2017 % 2016 % 2015 % United States $ 336,943 35 $ 348,570 40 $ 398,739 42 China 253,275 26 250,044 29 256,979 27 Japan 123,850 13 136,817 16 132,480 14 Europe 114,049 12 88,191 10 91,847 10 Latin America 11,576 1 9,876 1 8,176 1 Other Asia 78,538 8 27,280 3 25,373 3 Canada 41,178 4 — — — — All other 1,924 1 7,953 1 27,790 3 Total sales $ 961,333 100 $ 868,731 100 $ 941,384 100 |
Sales to Significant Customers | The Company had sales to three significant customers in its High Purity Cellulose segment which represented over 10 percent of total sales for the three years ended December 31 : Percentage of Sales 2017 2016 2015 Eastman Chemical Company 20% 25% 28% Nantong Cellulose Fibers, Co., Ltd. 15% 17% 18% Daicel Corporation 10% 14% 13% |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | At December 31, 2017 , the future minimum payments under non-cancellable operating leases and purchase obligations were as follows: Operating Leases (a) Purchase Obligations (b) 2018 $ 2,805 $ 102,784 2019 1,674 59,302 2020 1,134 42,183 2021 648 33,870 2022 272 40,228 Thereafter 116 166,868 Total $ 6,649 $ 445,235 (a) Operating leases include leases on buildings, machinery and equipment under various operating leases. (b) Purchase obligations primarily consist of payments expected to be made on natural gas, steam energy and wood chips purchase contracts. Obligations reported in the table are estimates and may vary based on changes in actual price and volumes terms. |
Quarterly Results for 2017 an48
Quarterly Results for 2017 and 2016 (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Quarter Ended Total Year March 25 June 24 September 23 December 31 2017 Net Sales $ 201,415 $ 201,226 $ 209,717 $ 348,975 $ 961,333 Gross Margin 36,417 33,345 31,168 38,315 139,245 Operating Income 25,965 13,354 17,657 40 57,016 Net Income 9,642 4,573 15,672 295,077 324,964 Basic earnings per share 0.15 0.03 0.29 6.31 7.17 Diluted earnings per share (a) 0.15 0.03 0.28 5.01 5.81 Quarter Ended March 26 June 25 September 24 December 31 Total Year 2016 Net Sales $ 217,729 $ 213,589 $ 206,540 $ 230,873 $ 868,731 Gross Margin 40,238 48,803 50,543 41,689 181,273 Operating Income 31,920 38,569 41,437 25,721 137,647 Net Income (Loss) 20,893 19,340 21,567 11,486 73,286 Basic earnings per share 0.50 0.46 0.46 0.19 1.61 Diluted earnings per share (b) 0.49 0.46 0.44 0.18 1.55 (a) Basic and diluted earnings per share for the fourth quarter of 2017 and year ended December 31, 2017 included the impact of the Common shares issued in November 2017 as part of the Acquisition. Basic and diluted earnings per share also included the impact of dividends on the Company’s Preferred Stock for the quarter ended September 23, 2017 and the quarter and year ended December 31, 2017. As a result, quarterly EPS does not crossfoot to full-year EPS. See Note 12 — Stockholders' Equity (Deficit) for additional information. (b) Basic and diluted earnings per share included the impact of dividends on the Company’s Preferred Stock for the quarter ended September 26, 2016 and the quarter and year ended December 31, 2016. As a result of the impact of the Preferred Stock in the third and fourth quarters of 2016, quarterly diluted EPS does not crossfoot to full-year diluted EPS. See Note 12 — Stockholders' Equity (Deficit) for additional information. |
Supplemental Disclosures of C49
Supplemental Disclosures of Cash Flows Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosures of Cash Flows | Supplemental disclosures of cash flows information was comprised of the following for the three years ended December 31: 2017 2016 2015 Cash paid (received) during the period: Interest $ 35,879 $ 35,160 $ 38,189 Income taxes 5,992 (4,727 ) 31,667 Non-cash investing and financing activities: Capital assets purchased on account $ 12,083 $ 10,155 $ 16,720 Capital lease obligation 3,409 3,697 — Value of stock issued for Acquisition 141,192 — — |
Nature of Operations and Basi50
Nature of Operations and Basis of Presentation - Narrative (Details) | Feb. 23, 2018$ / shares | Jan. 16, 2018$ / shares | Dec. 31, 2017sawmillfacility$ / shares | Dec. 31, 2016$ / shares | Dec. 31, 2015$ / shares |
Segment Reporting Information [Line Items] | |||||
Preferred stock dividends (in dollars per share) | $ 8 | $ 2.11 | |||
Common stock dividends (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.28 | ||
Subsequent Event | |||||
Segment Reporting Information [Line Items] | |||||
Preferred stock dividends (in dollars per share) | $ 2 | ||||
Common stock dividends (in dollars per share) | $ 0.07 | ||||
High Purity Cellulose | |||||
Segment Reporting Information [Line Items] | |||||
Number of plants | facility | 4 | ||||
Forest Products | |||||
Segment Reporting Information [Line Items] | |||||
Number of sawmills | sawmill | 7 | ||||
Pulp & Paper | |||||
Segment Reporting Information [Line Items] | |||||
Number of plants | facility | 4 |
Summary of Significant Accoun51
Summary of Significant Accounting Policies and New Accounting Pronouncements - Property, Plant, Equipment and Depreciation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense, cost of sales | $ 94 | $ 85 | $ 88 |
Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Capitalized shutdown costs, amortization period | 1 year | ||
Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Capitalized shutdown costs, amortization period | 18 months | ||
Other current assets | |||
Property, Plant and Equipment [Line Items] | |||
Capitalized shutdown costs | $ 8 | $ 16 | |
Forest Products Group Production Related Plant and Equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Forest Products Group Production Related Plant and Equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 20 years | ||
Non-production Assets | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Non-production Assets | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 25 years | ||
Buildings | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 15 years | ||
Buildings | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 35 years | ||
Land Improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Land Improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 30 years |
Summary of Significant Accoun52
Summary of Significant Accounting Policies and New Accounting Pronouncements - Intangible Assets (Details) - USD ($) $ in Millions | Nov. 17, 2017 | Dec. 31, 2017 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense of definite-life intangibles | $ 1 | |
Customer Lists | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 8 years | |
Trade Names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization period | 15 years |
Summary of Significant Accoun53
Summary of Significant Accounting Policies and New Accounting Pronouncements - Capitalized Interest (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Construction period for capitalized interest | 1 year | ||
Interest costs capitalized in property, plant & equipment | $ 0 | $ 1,000,000 | $ 1,000,000 |
Summary of Significant Accoun54
Summary of Significant Accounting Policies and New Accounting Pronouncements - Environmental Costs (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Environmental loss contingencies term | 20 years |
Summary of Significant Accoun55
Summary of Significant Accounting Policies and New Accounting Pronouncements - Employee Benefit Plans (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Threshold for actuarial gains and losses | 10.00% |
Summary of Significant Accoun56
Summary of Significant Accounting Policies and New Accounting Pronouncements - New or Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 25, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Income tax expense | $ 19,731 | $ 39,315 | $ 27,607 | ||
Accounting Standards Update 2016-09 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Income tax expense | $ 2,000 | ||||
Unrecognized components of employee benefit plans, net of tax | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Reclassification of tax effects from AOCI | $ (4,471) | $ 254 | $ 3,313 | ||
Scenario, Forecast | Subsequent Event | New Accounting Pronouncement, Early Adoption, Effect | Unrecognized components of employee benefit plans, net of tax | Accounting Standards Update 2018-02 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Reclassification of tax effects from AOCI | $ 23,000 |
Recent Acquisition - Narrative
Recent Acquisition - Narrative (Details) $ / shares in Units, CAD in Millions | Nov. 17, 2017USD ($)$ / sharesshares | Nov. 17, 2017CADshares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares |
Business Acquisition [Line Items] | |||||
Common shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |
Tembec Inc. | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 249,233,000 | CAD 317 | |||
Stock consideration (in shares) | shares | 8,439,452 | 8,439,452 | |||
Net revenue | $ 139,000,000 | ||||
Operating income | $ 0 | ||||
Unaudited pro forma net income attributable to the Company | $ 111,000,000 | $ 99,000,000 | |||
Acquisition related expenses | 34,000,000 | ||||
Depreciation on Acquired Property, Plant and Equipment | Tembec Inc. | |||||
Business Acquisition [Line Items] | |||||
Unaudited pro forma net income attributable to the Company | 15,000,000 | 15,000,000 | |||
Depreciation on Intangible Assets | Tembec Inc. | |||||
Business Acquisition [Line Items] | |||||
Unaudited pro forma net income attributable to the Company | 7,000,000 | 17,000,000 | |||
Acquisition-related Costs | |||||
Business Acquisition [Line Items] | |||||
Unaudited pro forma net income attributable to the Company | 49,000,000 | ||||
Fair Value Write Up of Inventory | |||||
Business Acquisition [Line Items] | |||||
Unaudited pro forma net income attributable to the Company | 23,000,000 | ||||
Elimination Interest Expense Related to Debt Repaid, Net of Interest Expense Associated with Financing Cash Portion of Acquisition | Tembec Inc. | |||||
Business Acquisition [Line Items] | |||||
Unaudited pro forma net income attributable to the Company | $ 38,000,000 | $ 26,000,000 |
Recent Acquisition - Purchase C
Recent Acquisition - Purchase Consideration (Details) $ / shares in Units, $ in Thousands, CAD in Millions | Nov. 17, 2017USD ($)$ / sharesshares | Nov. 17, 2017CADshares | Dec. 31, 2017shares | Dec. 31, 2016shares |
Business Acquisition [Line Items] | ||||
Total Tembec shares receiving stock consideration (in shares) | 51,717,142 | 43,261,905 | ||
Tembec Inc. | ||||
Business Acquisition [Line Items] | ||||
Total Tembec shares receiving stock consideration (in shares) | 33,200,000 | |||
Tembec Inc. | ||||
Business Acquisition [Line Items] | ||||
Exchange ratio | 0.2542 | 0.2542 | ||
Total Company shares issued to Tembec shareholders (in shares) | 8,439,452 | 8,439,452 | ||
Company closing share price on November 17, 2017 (in dollars per share) | $ / shares | $ 16.73 | |||
Total value of Company shares issued | $ | $ 141,192 | |||
Total cash consideration paid to Tembec shareholders in U.S. dollars | 249,233 | CAD 317 | ||
Total purchase consideration to Tembec shareholders | $ | $ 390,425 |
Recent Acquisition - Allocation
Recent Acquisition - Allocation of Total Estimated Purchase Consideration (Details) - USD ($) $ in Thousands | Nov. 17, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Gain on bargain purchase | $ 316,555 | $ 0 | $ 0 | |
Customer Lists | ||||
Business Acquisition [Line Items] | ||||
Amortization period | 8 years | |||
Trade Names | ||||
Business Acquisition [Line Items] | ||||
Amortization period | 15 years | |||
Tembec Inc. | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 383,066 | |||
Property, plant and equipment | 628,027 | |||
Deferred tax assets | 389,321 | |||
Definite-life intangibles | 60,684 | |||
Other assets | 70,868 | |||
Current liabilities | (167,244) | |||
Assumed long-term debt | (508,531) | |||
Pension and other postretirement benefits | (96,278) | |||
Other long-term liabilities | (52,933) | |||
Estimated fair value of net assets acquired | 706,980 | |||
Gain on bargain purchase | 316,555 | |||
Tembec Inc. | Customer Lists | ||||
Business Acquisition [Line Items] | ||||
Definite-life intangibles | $ 52,000 | |||
Amortization period | 8 years | |||
Tembec Inc. | Trade Names | ||||
Business Acquisition [Line Items] | ||||
Definite-life intangibles | $ 9,000 | |||
Amortization period | 15 years |
Recent Acquisition - Pro Forma
Recent Acquisition - Pro Forma (Details) - Tembec Inc. - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | ||
Unaudited pro forma net revenue | $ 2,122,000 | $ 2,044,000 |
Unaudited pro forma net income attributable to the Company | $ 111,000 | $ 99,000 |
Unaudited pro forma basic net income per share (in USD per share) | $ 1.92 | $ 1.85 |
Unaudited pro forma diluted net income per share (in USD per share) | $ 1.76 | $ 1.78 |
Accounts Receivable - Accounts
Accounts Receivable - Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts | $ (593) | $ (151) |
Total accounts receivable, net | 181,298 | 37,626 |
Accounts receivable, trade | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | 134,523 | 35,337 |
Accounts receivable, other | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $ 47,368 | $ 2,440 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 190,140 | $ 94,858 |
Work-in-progress | 18,889 | 3,422 |
Raw materials | 82,940 | 17,183 |
Manufacturing and maintenance supplies | 10,117 | 2,905 |
Total inventory | $ 302,086 | $ 118,368 |
Property, Plant, and Equipmen63
Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 2,716,954 | $ 2,056,372 |
Accumulated depreciation | (1,309,192) | (1,255,333) |
Total property, plant and equipment, net | 1,407,762 | 801,039 |
Land and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 18,336 | 15,502 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 241,831 | 171,741 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 2,377,210 | 1,843,057 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 21,704 | 11,633 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 57,873 | $ 14,439 |
Accrued and Other Liabilities
Accrued and Other Liabilities - Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Accrued customer incentives and prepayments | $ 53,522 | $ 34,541 |
Accrued payroll and benefits | 48,431 | 11,915 |
Accrued interest | 3,188 | 2,499 |
Other current liabilities | 21,899 | 18,271 |
Total accrued and other liabilities | $ 127,040 | $ 67,226 |
Debt and Capital Leases - Summa
Debt and Capital Leases - Summary of Debt (Details) - USD ($) | Nov. 17, 2017 | Jun. 30, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | May 22, 2014 |
Debt Instrument [Line Items] | |||||
Debt, gross | $ 1,243,239,000 | ||||
Capital Lease obligation | 3,409,000 | $ 3,676,000 | |||
Total principal payments due | 1,246,648,000 | 791,838,000 | |||
Less: debt premium, original issue discount and issuance costs | (5,044,000) | (8,556,000) | |||
Total debt | 1,241,604,000 | 783,282,000 | |||
Less: Current maturities of long-term debt | (9,425,000) | (9,593,000) | |||
Long-term debt | 1,232,179,000 | 773,689,000 | |||
Credit Facility | U.S. Revolver of $100 million maturing in November 2022, $92 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | 0 | 0 | |||
Revolving credit facility | $ 100,000,000 | 100,000,000 | |||
Revolving credit facility available | $ 92,000,000 | ||||
Credit Facility | U.S. Revolver of $100 million maturing in November 2022, $92 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread | 2.25% | ||||
Credit Facility | Multi-currency Revolver of $150 million maturing in November 2022, $124 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 0 | 0 | |||
Revolving credit facility | 150,000,000 | 150,000,000 | |||
Revolving credit facility available | $ 124,000,000 | ||||
Credit Facility | Multi-currency Revolver of $150 million maturing in November 2022, $124 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread | 2.25% | ||||
Credit Facility | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.25%, interest rate of 3.80% at December 31, 2017 | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 180,000,000 | 0 | |||
Facility interest rate | 3.80% | ||||
Revolving credit facility | 230,000,000 | ||||
Credit Facility | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.25%, interest rate of 3.80% at December 31, 2017 | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread | 2.25% | ||||
Credit Facility | Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.00 (after consideration of 0.50% patronage benefit), interest rate of 4.05% at December 31, 2017 | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 450,000,000 | 0 | |||
Facility interest rate | 4.05% | ||||
Cash patronage benefit | 0.50% | ||||
Revolving credit facility | $ 450,000,000 | ||||
Credit Facility | Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.00 (after consideration of 0.50% patronage benefit), interest rate of 4.05% at December 31, 2017 | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread after cash patronage benefit | 2.00% | ||||
Credit Facility | Previous term A-1 loan borrowings bearing interest at LIBOR plus 1.50%, interest rate of 2.26% at December 31, 2016 (a) | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 0 | 30,450,000 | |||
Facility interest rate | 2.26% | ||||
Revolving credit facility | $ 110,000,000 | ||||
Credit Facility | Previous term A-1 loan borrowings bearing interest at LIBOR plus 1.50%, interest rate of 2.26% at December 31, 2016 (a) | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread | 1.50% | ||||
Credit Facility | Previous term A-2 loan borrowings bearing interest at LIBOR plus 1.08% (after consideration of 0.67% patronage benefit), interest rate of 1.84% at December 31, 2016 (a) | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 0 | 251,300,000 | |||
Facility interest rate | 1.84% | ||||
Cash patronage benefit | 0.67% | ||||
Revolving credit facility | $ 290,000,000 | ||||
Credit Facility | Previous term A-2 loan borrowings bearing interest at LIBOR plus 1.08% (after consideration of 0.67% patronage benefit), interest rate of 1.84% at December 31, 2016 (a) | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread after cash patronage benefit | 1.08% | ||||
Senior Notes | Senior Notes due 2024 at a fixed interest rate of 5.50% | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 506,412,000 | 506,412,000 | |||
Fixed interest rate | 5.50% | 5.50% | |||
Loans | Canadian dollar based, fixed rate term loans with interest rates ranging from 5.5% to 6.86% and maturity dates ranging from March 2020 through April 2028 | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 100,881,000 | 0 | |||
Loans | Other loans | |||||
Debt Instrument [Line Items] | |||||
Debt, gross | $ 5,946,000 | ||||
Minimum | Credit Facility | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread | 2.00% | 1.25% | |||
Minimum | Loans | Canadian dollar based, fixed rate term loans with interest rates ranging from 5.5% to 6.86% and maturity dates ranging from March 2020 through April 2028 | |||||
Debt Instrument [Line Items] | |||||
Fixed interest rate | 5.50% | ||||
Maximum | Credit Facility | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread | 2.75% | 2.00% | |||
Maximum | Loans | Canadian dollar based, fixed rate term loans with interest rates ranging from 5.5% to 6.86% and maturity dates ranging from March 2020 through April 2028 | |||||
Debt Instrument [Line Items] | |||||
Fixed interest rate | 6.86% |
Debt and Capital Leases - Sched
Debt and Capital Leases - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Minimum Lease Payments | |
2,018 | $ 515 |
2,019 | 515 |
2,020 | 515 |
2,021 | 515 |
2,022 | 515 |
Thereafter | 2,018 |
Total payments | 4,593 |
Less: Interest | |
2,018 | 230 |
2,019 | 209 |
2,020 | 187 |
2,021 | 163 |
2,022 | 138 |
Thereafter | 257 |
Total payments | 1,184 |
Net Present Value | |
2,018 | 285 |
2,019 | 306 |
2,020 | 328 |
2,021 | 352 |
2,022 | 377 |
Thereafter | 1,761 |
Total payments | 3,409 |
Debt Principal Payments | |
2,018 | 8,501 |
2,019 | 18,798 |
2,020 | 23,192 |
2,021 | 14,753 |
2,022 | 209,377 |
Thereafter | 968,618 |
Total payments | $ 1,243,239 |
Debt and Capital Leases - 5.50%
Debt and Capital Leases - 5.50% Senior Notes Due 2024 - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 26, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | May 22, 2014 | |
Debt Instrument [Line Items] | |||||
Gain on debt extinguishment | $ 0 | $ 8,844,000 | $ 0 | ||
Senior Notes due 2024 at a fixed interest rate of 5.50% | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt repurchased | $ 44,000,000 | ||||
Debt retried | 34,000,000 | ||||
Gain on debt extinguishment | 9,000,000 | ||||
Write-off of unamortized debt issuance costs | $ 1,000,000 | ||||
Senior Notes | Senior Notes due 2024 at a fixed interest rate of 5.50% | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 550,000,000 | ||||
Interest rate | 5.50% | 5.50% | |||
Redemption price percentage | 100.00% |
Debt and Capital Leases - Senio
Debt and Capital Leases - Senior Secured Credit Facilities - Narrative (Details) - Credit Facility | Nov. 17, 2017USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Line of Credit Facility [Line Items] | |||||
Net leverage ratio (no greater than) | 3 | ||||
Interest coverage ratio (no less than) | 3 | ||||
Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 250,000,000 | ||||
Debt term | 5 years | ||||
Outstanding balance | $ 0 | ||||
Available borrowing capacity | $ 216,000,000 | $ 216,000,000 | |||
Amount of letters of credit outstanding | 34,000,000 | 34,000,000 | |||
Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.25%, interest rate of 3.80% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 230,000,000 | ||||
Debt term | 5 years | ||||
Principal debt repayments | 50,000,000 | ||||
Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.00 (after consideration of 0.50% patronage benefit), interest rate of 4.05% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 450,000,000 | ||||
Debt term | 7 years | ||||
U.S. Revolver of $100 million maturing in November 2022, $92 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 100,000,000 | 100,000,000 | 100,000,000 | ||
Available borrowing capacity | 92,000,000 | 92,000,000 | |||
Multi-currency Revolver of $150 million maturing in November 2022, $124 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 150,000,000 | 150,000,000 | 150,000,000 | ||
Available borrowing capacity | $ 124,000,000 | $ 124,000,000 | |||
Previous term A-1 loan borrowings bearing interest at LIBOR plus 1.50%, interest rate of 2.26% at December 31, 2016 (a) | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | 110,000,000 | ||||
Previous term A-2 loan borrowings bearing interest at LIBOR plus 1.08% (after consideration of 0.67% patronage benefit), interest rate of 1.84% at December 31, 2016 (a) | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 290,000,000 | ||||
LIBOR | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.25%, interest rate of 3.80% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 2.25% | ||||
LIBOR | U.S. Revolver of $100 million maturing in November 2022, $92 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 2.25% | ||||
LIBOR | Multi-currency Revolver of $150 million maturing in November 2022, $124 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.25% at December 31, 2017 | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 2.25% | ||||
LIBOR | Previous term A-1 loan borrowings bearing interest at LIBOR plus 1.50%, interest rate of 2.26% at December 31, 2016 (a) | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 1.50% | ||||
Minimum | Base Rate | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 1.00% | 0.25% | |||
Minimum | LIBOR | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 2.00% | 1.25% | |||
Maximum | Base Rate | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 1.75% | 1.00% | |||
Maximum | LIBOR | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 2.75% | 2.00% |
Debt and Capital Leases - Debt
Debt and Capital Leases - Debt Assumed in Tembec Acquisition (Details) $ in Millions | Nov. 17, 2017USD ($) |
Senior Notes | Tembec Inc. | |
Business Acquisition [Line Items] | |
Debt Repayments | $ 375 |
Liabilities for Disposed Oper70
Liabilities for Disposed Operations - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2017USD ($)site | Dec. 31, 2016USD ($) | |
Site Contingency [Line Items] | ||
Number of sites | site | 18 | |
Environmental loss contingencies term | 20 years | |
Current estimate threshold of total liabilities for disposed operations | 10.00% | |
Maximum | ||
Site Contingency [Line Items] | ||
Loss exposure in excess of accrual | $ 66 | |
Augusta, Georgia | ||
Site Contingency [Line Items] | ||
Environmental loss contingencies term | 20 years | |
Increase (decrease) to liabilities | 2 | |
Total spending | $ 74 | |
Term for hazardous waste permit | 10 years | |
Spartanburg, South Carolina | ||
Site Contingency [Line Items] | ||
Increase (decrease) to liabilities | $ 2 | $ 6 |
Total spending | 44 | |
Baldwin, Florida | ||
Site Contingency [Line Items] | ||
Increase (decrease) to liabilities | 6 | |
Total spending | $ 28 | |
Term for hazardous waste permit | 10 years | |
Port Angeles, Washington | ||
Site Contingency [Line Items] | ||
Environmental loss contingencies term | 20 years | |
Increase (decrease) to liabilities | $ 4 | |
Total spending | $ 48 |
Liabilities for Disposed Oper71
Liabilities for Disposed Operations - Site Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | $ 152,910 | $ 157,384 | |
Liabilities Assumed in Acquisition | 16,715 | ||
Payments | (5,795) | (9,772) | |
Increase (Decrease) to Liabilities | 256 | 5,298 | |
Ending balance | 164,086 | 152,910 | |
Less: Current portion | (13,181) | (13,781) | $ (12,034) |
Non-Current portion | 150,905 | 139,129 | $ 145,350 |
Port Angeles, Washington | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 39,310 | 39,405 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (698) | (809) | |
Increase (Decrease) to Liabilities | 5,055 | 714 | |
Ending balance | 43,667 | 39,310 | |
Augusta, Georgia | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 22,887 | 22,881 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (1,508) | (1,206) | |
Increase (Decrease) to Liabilities | (204) | 1,212 | |
Ending balance | 21,175 | 22,887 | |
Baldwin, Florida | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 26,772 | 26,960 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (902) | (3,019) | |
Increase (Decrease) to Liabilities | (4,700) | 2,831 | |
Ending balance | 21,170 | 26,772 | |
Spartanburg, South Carolina | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 11,780 | 17,476 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (737) | (792) | |
Increase (Decrease) to Liabilities | (1,045) | (4,904) | |
Ending balance | 9,998 | 11,780 | |
All other sites | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 52,161 | 50,662 | |
Liabilities Assumed in Acquisition | 16,715 | ||
Payments | (1,950) | (3,946) | |
Increase (Decrease) to Liabilities | 1,150 | 5,445 | |
Ending balance | $ 68,076 | $ 52,161 |
Derivative Instruments - Narra
Derivative Instruments - Narrative (Details) | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Cash Flow Hedging | Interest rate swaps | |
Derivative [Line Items] | |
Hedge ineffectiveness | $ 0 |
Derivative Instruments - Notati
Derivative Instruments - Notational Amounts and Maturity Dates of Derivative Instruments (Details) | Dec. 31, 2017USD ($) |
Designated as Hedging Instrument | Interest rate swaps | |
Derivative [Line Items] | |
Notional Amount | $ 200,000,000 |
Not Designated as Hedging Instrument | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Notional Amount | $ 240,590,903 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Instruments Included in Balance Sheet (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Derivative [Line Items] | |
Asset Derivatives | $ 1,176 |
Liability Derivatives | 0 |
Designated as Hedging Instrument | Other assets | Interest rate swaps | |
Derivative [Line Items] | |
Asset Derivatives | 749 |
Designated as Hedging Instrument | Other non-current liabilities | Interest rate swaps | |
Derivative [Line Items] | |
Liability Derivatives | 0 |
Not Designated as Hedging Instrument | Other current assets | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Asset Derivatives | 427 |
Not Designated as Hedging Instrument | Other current liabilities | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Liability Derivatives | $ 0 |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Instruments Classified as Cash Flow Hedges (Details) - Cash Flow Hedging - Interest rate swaps | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Derivative [Line Items] | |
Gain (Loss) Recognized in OCI on Derivative (Effective Portion) | $ 749,000 |
Gain (Loss) Reclassified from AOCL into Income (Effective Portion) | 0 |
Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) | $ 0 |
Derivative Instruments - Deri76
Derivative Instruments - Derivative Instruments Not Designated as Hedging Instruments (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Other operating expense, net | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Gains (Losses) | $ 427 |
Other non-operating income | Foreign currency collar | |
Derivative [Line Items] | |
Gains (Losses) | $ 7,780 |
Derivative Instruments - After-
Derivative Instruments - After-tax Amounts of Unrealized Gain in AOCL Related to Hedge Derivatives (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Derivative [Line Items] | ||||
Unrealized gains in AOCL | $ 693,756 | $ 211,749 | $ (17,139) | $ (62,412) |
Unrealized gain on derivative | ||||
Derivative [Line Items] | ||||
Unrealized gains in AOCL | 619 | $ 0 | $ 0 | $ 0 |
Cash Flow Hedging | Unrealized gain on derivative | Interest rate swaps | ||||
Derivative [Line Items] | ||||
Unrealized gains in AOCL | $ 619 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Amount, Estimated Fair Values and Categorization Under the Fair Value Hierarchy of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Carrying Amount | ||
Assets: | ||
Cash and cash equivalents | $ 96,235 | $ 326,655 |
Liabilities: | ||
Fixed-rate long-term debt | 606,529 | 499,444 |
Variable-rate long-term debt | 631,666 | 280,163 |
Fair Value | Level 1 | ||
Assets: | ||
Cash and cash equivalents | 96,235 | 326,655 |
Liabilities: | ||
Fixed-rate long-term debt | 0 | 0 |
Variable-rate long-term debt | 0 | 0 |
Fair Value | Level 2 | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Liabilities: | ||
Fixed-rate long-term debt | 611,308 | 474,761 |
Variable-rate long-term debt | 635,946 | 281,750 |
Interest rate swaps | Carrying Amount | ||
Assets: | ||
Derivative asset (liability) | 749 | 0 |
Interest rate swaps | Fair Value | Level 1 | ||
Assets: | ||
Derivative asset (liability) | 0 | 0 |
Interest rate swaps | Fair Value | Level 2 | ||
Assets: | ||
Derivative asset (liability) | 749 | 0 |
Foreign exchange forward contracts | Carrying Amount | ||
Assets: | ||
Derivative asset (liability) | 427 | 0 |
Foreign exchange forward contracts | Fair Value | Level 1 | ||
Assets: | ||
Derivative asset (liability) | 0 | 0 |
Foreign exchange forward contracts | Fair Value | Level 2 | ||
Assets: | ||
Derivative asset (liability) | $ 427 | $ 0 |
Stockholders' Equity (Deficit79
Stockholders' Equity (Deficit) - Analysis of Stockholder's (Deficit) Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | $ 211,749 | $ (17,139) | $ 211,749 | $ (17,139) | $ (62,412) | ||||||
Net Income | $ 295,077 | $ 15,672 | $ 4,573 | $ 9,642 | $ 11,486 | $ 21,567 | $ 19,340 | $ 20,893 | 324,964 | 73,286 | 55,257 |
Other comprehensive loss, net of tax | 33,929 | (460) | (6,176) | ||||||||
Reclassification to additional paid-in capital | 864 | ||||||||||
Issuance of preferred stock | 166,609 | ||||||||||
Common stock issued at Acquisition | 141,192 | ||||||||||
Issuance of common stock under incentive stock plans | 14 | 0 | 8 | ||||||||
Stock-based compensation | 8,986 | 7,217 | 9,832 | ||||||||
Excess tax deficit on stock-based compensation | (1,228) | (2,558) | |||||||||
Repurchase of common stock | (157) | (388) | (12) | ||||||||
Common stock dividends | (13,121) | (12,507) | (11,942) | ||||||||
Preferred stock dividends | (13,800) | (3,641) | |||||||||
Ending balance | $ 693,756 | $ 211,749 | $ 693,756 | $ 211,749 | $ (17,139) | ||||||
Common stock dividends (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.28 | ||||||||
Preferred stock dividends (in dollars per share) | $ 8 | $ 2.11 | |||||||||
Common Stock | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance (in shares) | 43,261,905 | 42,872,435 | 43,261,905 | 42,872,435 | 42,616,319 | ||||||
Beginning balance | $ 433 | $ 429 | $ 433 | $ 429 | $ 426 | ||||||
Common stock issued at Acquisition (in shares) | 8,439,452 | ||||||||||
Common stock issued at Acquisition | $ 84 | ||||||||||
Issuance of common stock under incentive stock plans (shares) | 27,131 | 422,941 | 258,176 | ||||||||
Issuance of common stock under incentive stock plans | $ 0 | $ 4 | $ 3 | ||||||||
Repurchase of common stock (shares) | (11,346) | (33,471) | (2,060) | ||||||||
Repurchase of common stock | $ 0 | $ 0 | $ 0 | ||||||||
Ending balance (in shares) | 51,717,142 | 43,261,905 | 51,717,142 | 43,261,905 | 42,872,435 | ||||||
Ending balance | $ 517 | $ 433 | $ 517 | $ 433 | $ 429 | ||||||
Preferred Stock | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance (in shares) | 1,725,000 | 0 | 1,725,000 | 0 | 0 | ||||||
Beginning balance | $ 17 | $ 0 | $ 17 | $ 0 | $ 0 | ||||||
Issuance of preferred stock (in shares) | 1,725,000 | ||||||||||
Issuance of preferred stock | $ 17 | ||||||||||
Ending balance (in shares) | 1,725,000 | 1,725,000 | 1,725,000 | 1,725,000 | 0 | ||||||
Ending balance | $ 17 | $ 17 | $ 17 | $ 17 | $ 0 | ||||||
Additional Paid in Capital | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | 242,402 | 70,213 | 242,402 | 70,213 | 62,082 | ||||||
Reclassification to additional paid-in capital | 864 | ||||||||||
Issuance of preferred stock | 166,592 | ||||||||||
Common stock issued at Acquisition | 141,108 | ||||||||||
Issuance of common stock under incentive stock plans | 14 | (4) | 5 | ||||||||
Stock-based compensation | 8,986 | 7,217 | 9,832 | ||||||||
Excess tax deficit on stock-based compensation | (1,228) | (2,558) | |||||||||
Repurchase of common stock | (157) | (388) | (12) | ||||||||
Ending balance | 392,353 | 242,402 | 392,353 | 242,402 | 70,213 | ||||||
Retained Earnings (Accumulated Deficit) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | 78,977 | 21,839 | 78,977 | 21,839 | (21,476) | ||||||
Net Income | 324,964 | 73,286 | 55,257 | ||||||||
Common stock dividends | (13,121) | (12,507) | (11,942) | ||||||||
Preferred stock dividends | (13,800) | (3,641) | |||||||||
Ending balance | 377,020 | 78,977 | 377,020 | 78,977 | 21,839 | ||||||
Accumulated Other Comprehensive Loss | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | $ (110,080) | $ (109,620) | (110,080) | (109,620) | (103,444) | ||||||
Other comprehensive loss, net of tax | 33,929 | (460) | (6,176) | ||||||||
Ending balance | $ (76,151) | $ (110,080) | $ (76,151) | $ (110,080) | $ (109,620) |
Stockholders' Equity (Deficit80
Stockholders' Equity (Deficit) - Narrative (Details) $ / shares in Units, $ in Thousands | Aug. 04, 2016USD ($)$ / sharesshares | Dec. 31, 2017USD ($)director | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Class of Stock [Line Items] | ||||
Net proceeds from issuance | $ | $ 0 | $ 166,609 | $ 0 | |
Series A Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Issuance of preferred stock (in shares) | shares | 1,725,000 | |||
Dividend rate | 8.00% | |||
Public offering price (in dollars per share) | $ 100 | |||
Net proceeds from issuance | $ | $ 167,000 | |||
Threshold trading days averaging period | 20 days | |||
Conversion rate | 6.5923 | |||
Number of additional board of directors members entitled to elect after six or more dividend periods without dividends declared | director | 2 | |||
Liquidation preference (in dollars per share) | $ 100 | |||
Series A Preferred Stock | Common stock greater than $15.17 | ||||
Class of Stock [Line Items] | ||||
Applicable Market Value (in dollars per share) | $ 15.17 | |||
Conversion rate | 6.5923 | |||
Series A Preferred Stock | Common stock less than $12.91 | ||||
Class of Stock [Line Items] | ||||
Applicable Market Value (in dollars per share) | $ 12.91 | |||
Conversion rate | 7.7459 |
Accumulated Other Comprehensi81
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ 211,749 | $ (17,139) | $ (62,412) |
Total other comprehensive income (loss) | 33,929 | (460) | (6,176) |
Ending balance | 693,756 | 211,749 | (17,139) |
Accumulated Other Comprehensive Loss | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (110,080) | (109,620) | (103,444) |
Total other comprehensive income (loss) | 33,929 | (460) | (6,176) |
Ending balance | (76,151) | (110,080) | (109,620) |
Unrecognized components of employee benefit plans, net of tax | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (110,080) | (109,620) | (103,444) |
Other comprehensive gain (loss) before reclassifications | 26,050 | (12,917) | (24,191) |
Income tax on other comprehensive loss | (5,731) | 0 | 0 |
Income tax on reclassifications | (4,471) | 254 | 3,313 |
Total other comprehensive income (loss) | 28,442 | (460) | (6,176) |
Ending balance | (81,638) | (110,080) | (109,620) |
Amortization of losses | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | 11,984 | 11,581 | 14,110 |
Amortization of prior service costs | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | 763 | 775 | 767 |
Amortization of negative plan amendment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | (153) | (153) | (175) |
Unrealized gain on derivative | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 0 | 0 | 0 |
Other comprehensive gain (loss) before reclassifications | 749 | 0 | 0 |
Income tax on other comprehensive loss | (130) | 0 | 0 |
Total other comprehensive income (loss) | 619 | 0 | 0 |
Ending balance | 619 | 0 | 0 |
Foreign currency translation adjustments | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 0 | 0 | 0 |
Total other comprehensive income (loss) | 4,868 | 0 | 0 |
Ending balance | $ 4,868 | $ 0 | $ 0 |
Earnings Per Share of Common 82
Earnings Per Share of Common Stock - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 17, 2017 | Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Net Income | $ 295,077 | $ 15,672 | $ 4,573 | $ 9,642 | $ 11,486 | $ 21,567 | $ 19,340 | $ 20,893 | $ 324,964 | $ 73,286 | $ 55,257 | |
Mandatory convertible stock dividends | (13,800) | (5,404) | 0 | |||||||||
Net income available for common stockholders | $ 311,164 | $ 67,882 | $ 55,257 | |||||||||
Shares used for determining basic earnings per share of common stock (in shares) | 43,416,868 | 42,279,811 | 42,194,891 | |||||||||
Dilutive effect of: | ||||||||||||
Stock options (in shares) | 0 | 0 | 0 | |||||||||
Performance and restricted shares (in shares) | 1,113,866 | 422,962 | 27,968 | |||||||||
Preferred Stock (in shares) | 11,371,718 | 4,443,048 | 0 | |||||||||
Shares used for determining diluted earnings per share of common stock (in shares) | 55,902,452 | 47,145,821 | 42,222,859 | |||||||||
Basic earnings per share (in dollars per share) | $ 6.31 | $ 0.29 | $ 0.03 | $ 0.15 | $ 0.19 | $ 0.46 | $ 0.46 | $ 0.50 | $ 7.17 | $ 1.61 | $ 1.31 | |
Diluted earnings per share (in dollars per share) | $ 5.01 | $ 0.28 | $ 0.03 | $ 0.15 | $ 0.18 | $ 0.44 | $ 0.46 | $ 0.49 | $ 5.81 | $ 1.55 | $ 1.30 | |
Tembec Inc. | ||||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Total Company shares issued to Tembec shareholders (in shares) | 8,439,452 |
Earnings Per Share of Common 83
Earnings Per Share of Common Stock - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 373,856 | 489,411 | 671,251 |
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 373,058 | 399,012 | 447,524 |
Performance and restricted shares | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 798 | 90,399 | 223,727 |
Preferred Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 0 | 0 | 0 |
Incentive Stock Plans - Narrati
Incentive Stock Plans - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)planshares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of plans | plan | 2 | ||
Number of shares authorized (in shares) | 4,800,000 | ||
Number of shares available for future grant (in shares) | 4,800,000 | ||
Stock-based incentive compensation expense | $ | $ 8,986 | $ 7,217 | $ 9,992 |
Incentive Stock Plans - Stock-b
Incentive Stock Plans - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 8,986 | $ 7,217 | $ 9,992 |
Selling, general and administrative expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 7,991 | 6,330 | 8,124 |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 995 | $ 887 | $ 1,868 |
Incentive Stock Plans - Non-Qua
Incentive Stock Plans - Non-Qualified Employee Stock Options Narrative (Details) - Stock Options - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Maximum term | 10 years 2 days | ||
Period for recognition on a straight-line basis | 3 years | ||
Number of options granted (in shares) | 0 | 0 | 0 |
Incentive Stock Plans - Summary
Incentive Stock Plans - Summary of Stock Option Activity (Details) - Stock Options $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($)$ / sharesshares | |
Options | |
Beginning balance (in shares) | shares | 399,012 |
Forfeited (in shares) | shares | 0 |
Exercised (in shares) | shares | (832) |
Expired (in shares) | shares | (25,122) |
Ending balance (in shares) | shares | 373,058 |
Options vested and expected to vest (in shares) | shares | 373,058 |
Options exercisable (in shares) | shares | 373,058 |
Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 31.85 |
Forfeited (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 17.34 |
Expired (in dollars per share) | $ / shares | 26.39 |
Ending balance (in dollars per share) | $ / shares | 32.25 |
Options vested and expected to vest (in dollars per share) | $ / shares | 32.25 |
Options exercisable (in dollars per share) | $ / shares | $ 32.25 |
Additional Disclosures | |
Weighted Average Remaining Contractual Term, Outstanding | 3 years 4 months 12 days |
Weighted Average Remaining Contractual Term, Options vested and expected to vest | 3 years 4 months 12 days |
Weighted Average Remaining Contractual Term, Options exercisable | 3 years 4 months 12 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 139 |
Aggregate Intrinsic Value, Options vested and expected to vest | $ | 139 |
Aggregate Intrinsic Value, Options exercisable | $ | $ 139 |
Incentive Stock Plans - Additio
Incentive Stock Plans - Additional Information on Stock Options Granted to Employees (Details) - Stock Options - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of options exercised | $ 1 | $ 0 | $ 0 |
Fair value of options vested | $ 210 | $ 444 | $ 717 |
Incentive Stock Plans - Restric
Incentive Stock Plans - Restricted Stock and Stock Unit Awards - Narrative (Details) - Restricted Stock $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 4 |
Period for recognition | 1 year 2 months 12 days |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 1 year |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Incentive Stock Plans - Activit
Incentive Stock Plans - Activity of Restricted Shares Granted to Employees (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock and stock units granted (in shares) | 285,506 | 598,219 | 277,298 |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock and stock units granted (in shares) | 285,506 | ||
Weighted average price of shares granted (in dollars per share) | $ 13.37 | $ 8.03 | $ 20.83 |
Intrinsic value of restricted stock outstanding | $ 17,349 | $ 10,326 | $ 3,763 |
Fair value of restricted stock vested | $ 1,199 | $ 5,890 | $ 690 |
Incentive Stock Plans - Summa91
Incentive Stock Plans - Summary of Restricted Stock Activity (Details) - Restricted Stock - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Awards | |||
Beginning balance (in shares) | 667,899 | ||
Granted (in shares) | 285,506 | ||
Forfeited (in shares) | (3,135) | ||
Vested (in shares) | (101,899) | ||
Ending balance (in shares) | 848,371 | 667,899 | |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 11.97 | ||
Granted (in dollars per share) | 13.37 | $ 8.03 | $ 20.83 |
Forfeited (in dollars per share) | 10.74 | ||
Vested (in dollars per share) | 11.77 | ||
Ending balance (in dollars per share) | $ 12.47 | $ 11.97 |
Incentive Stock Plans - Perform
Incentive Stock Plans - Performance-Based Stock Unit Awards - Narrative (Details) - Performance-Based Stock Units $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 3 years |
Unrecognized compensation cost | $ 10 |
Period for recognition | 1 year 2 months 12 days |
Incentive Stock Plans - Activ93
Incentive Stock Plans - Activity of Performance Shares Granted to Employees (Details) - Performance-Based Stock Units - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common shares of stock reserved for performance-based stock units (in shares) | 896,121 | 1,304,419 | 422,920 |
Weighted average price of shares granted (in dollars per share) | $ 14.60 | $ 7.79 | $ 17.51 |
Intrinsic value of outstanding performance-based stock units | $ 7,408 | $ 8,169 | $ 2,070 |
Incentive Stock Plans - Summa94
Incentive Stock Plans - Summary of Performance Share Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Performance-Based Stock Units | |||
Awards | |||
Beginning balance (in shares) | 718,891 | ||
Granted (in shares) | 363,422 | ||
Forfeited (in shares) | (2,246) | ||
Canceled (in shares) | 0 | ||
Ending balance (in shares) | 1,080,067 | 718,891 | |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 10.05 | ||
Granted (in dollars per share) | 14.60 | $ 7.79 | $ 17.51 |
Forfeited (in dollars per share) | 9.82 | ||
Cancelled (in dollars per share) | 0 | ||
Ending balance (in dollars per share) | $ 11.58 | $ 10.05 | |
Performance-Based Restricted Stock | |||
Awards | |||
Beginning balance (in shares) | 128,038 | ||
Granted (in shares) | 0 | ||
Forfeited (in shares) | 0 | ||
Canceled (in shares) | (128,038) | ||
Ending balance (in shares) | 0 | 128,038 | |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 41.05 | ||
Granted (in dollars per share) | 0 | ||
Forfeited (in dollars per share) | 0 | ||
Cancelled (in dollars per share) | 41.05 | ||
Ending balance (in dollars per share) | $ 0 | $ 41.05 |
Incentive Stock Plans - Assumpt
Incentive Stock Plans - Assumptions Used in Fair Value Calculation for Awards Granted (Details) - Performance-Based Stock Units | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 70.20% | 74.30% | 17.30% |
Risk-free rate | 1.50% | 1.00% | 1.00% |
Employee Benefit Plans - Change
Employee Benefit Plans - Changes in Projected Benefit Obligations and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | $ 275,955 | ||
Fair value of plan assets at end of year | 1,000,200 | $ 275,955 | |
Pension | |||
Change in Projected Benefit Obligation | |||
Projected benefit obligation at beginning of year | 414,479 | 405,033 | |
Plans assumed in Acquisition | 710,466 | 0 | |
Service cost | 5,646 | 5,225 | $ 5,977 |
Interest cost | 15,926 | 15,915 | 15,228 |
Actuarial loss (gain) | 6,852 | 7,416 | |
Participant contributions | 96 | 0 | |
Benefits paid | (23,192) | (19,110) | |
Effects of foreign currency exchange rates | 8,904 | 0 | |
Projected benefit obligation at end of year | 1,139,177 | 414,479 | 405,033 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 275,955 | 266,155 | |
Plans assumed in Acquisition | 668,463 | 0 | |
Actual return on plan assets | 57,618 | 16,634 | |
Employer contributions | 12,732 | 12,276 | |
Participant contributions | 96 | 0 | |
Benefits paid | (23,192) | (19,110) | |
Effects of foreign currency exchange rates | 8,528 | 0 | |
Fair value of plan assets at end of year | 1,000,200 | 275,955 | 266,155 |
Funded Status at end of year: | (138,977) | (138,524) | |
Postretirement | |||
Change in Projected Benefit Obligation | |||
Projected benefit obligation at beginning of year | 26,838 | 26,959 | |
Plans assumed in Acquisition | 18,884 | 0 | |
Service cost | 1,249 | 808 | 1,006 |
Interest cost | 827 | 871 | 919 |
Actuarial loss (gain) | (1,639) | (940) | |
Participant contributions | 396 | 335 | |
Benefits paid | (1,386) | (1,195) | |
Effects of foreign currency exchange rates | 280 | 0 | |
Projected benefit obligation at end of year | 45,449 | 26,838 | 26,959 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Plans assumed in Acquisition | 0 | ||
Actual return on plan assets | 0 | 0 | |
Employer contributions | 990 | 860 | |
Participant contributions | 396 | 335 | |
Benefits paid | (1,386) | (1,195) | |
Effects of foreign currency exchange rates | 0 | 0 | |
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Funded Status at end of year: | $ (45,449) | $ (26,838) |
Employee Benefit Plans - Amount
Employee Benefit Plans - Amounts Recognized in Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current liabilities | $ (212,810) | $ (161,729) |
Pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current assets | 36,605 | 0 |
Current liabilities | (5,059) | (2,293) |
Non-current liabilities | (170,523) | (136,231) |
Net amount recognized | (138,977) | (138,524) |
Postretirement | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current assets | 0 | 0 |
Current liabilities | (3,162) | (1,340) |
Non-current liabilities | (42,287) | (25,498) |
Net amount recognized | $ (45,449) | $ (26,838) |
Employee Benefit Plans - Amou98
Employee Benefit Plans - Amounts Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension | |||
Net gains or losses recognized in other comprehensive income | |||
Net gains (losses) | $ 24,411 | $ (14,101) | $ (24,950) |
Net gains or losses and prior service costs or credits reclassified from other comprehensive income | |||
Amortization of losses | 11,651 | 11,343 | 13,434 |
Amortization of prior service (credit) cost | 761 | 761 | 750 |
Postretirement | |||
Net gains or losses recognized in other comprehensive income | |||
Net gains (losses) | 1,639 | 1,184 | 759 |
Net gains or losses and prior service costs or credits reclassified from other comprehensive income | |||
Amortization of losses | 333 | 238 | 676 |
Amortization of prior service (credit) cost | $ (151) | $ (139) | $ (158) |
Employee Benefit Plans - Net Pe
Employee Benefit Plans - Net Periodic Benefit Cost Not yet Recognized (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service cost | $ (2,254) | $ (3,015) |
Net losses | (128,215) | (164,277) |
Plan amendment | 0 | 0 |
Deferred income tax benefit | 50,907 | 60,684 |
AOCL | (79,562) | (106,608) |
Postretirement | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service cost | 0 | (2) |
Net losses | (5,149) | (7,121) |
Plan amendment | 1,491 | 1,644 |
Deferred income tax benefit | 1,582 | 2,007 |
AOCL | $ (2,076) | $ (3,472) |
Employee Benefit Plans - Accumu
Employee Benefit Plans - Accumulated and Projected Benefit Obligations in Excess of Fair Value of Plan Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Retirement Benefits [Abstract] | ||
Projected benefit obligation | $ 813,411 | $ 414,480 |
Accumulated benefit obligation | 785,435 | 401,896 |
Fair value of plan assets | $ 638,414 | $ 275,955 |
Employee Benefit Plans - Net101
Employee Benefit Plans - Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension | |||
Components of Net Periodic Benefit Cost | |||
Service cost | $ 5,646 | $ 5,225 | $ 5,977 |
Interest cost | 15,926 | 15,915 | 15,228 |
Expected return on plan assets | (25,978) | (23,320) | (23,234) |
Amortization of prior service (credit) cost | 761 | 761 | 750 |
Amortization of losses | 11,651 | 11,343 | 13,434 |
Net periodic benefit cost | 8,006 | 9,924 | 12,155 |
Postretirement | |||
Components of Net Periodic Benefit Cost | |||
Service cost | 1,249 | 808 | 1,006 |
Interest cost | 827 | 871 | 919 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of prior service (credit) cost | (151) | (139) | (158) |
Amortization of losses | 333 | 238 | 676 |
Net periodic benefit cost | $ 2,258 | $ 1,778 | $ 2,443 |
Employee Benefit Plans - Amo102
Employee Benefit Plans - Amounts in AOCI to be Recognized over Next Fiscal Year (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Pension | |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of loss | $ 11,648 |
Amortization of prior service cost | 572 |
Total amortization of AOCL | 12,220 |
Postretirement | |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of loss | 229 |
Amortization of prior service cost | (153) |
Total amortization of AOCL | $ 76 |
Employee Benefit Plans - Schedu
Employee Benefit Plans - Schedule of Assumptions Used (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Pension | |||
Assumptions used to determine benefit obligations at December 31: | |||
Discount rate | 3.55% | 3.88% | 4.03% |
Rate of compensation increase | 2.60% | 4.10% | 4.45% |
Assumptions used to determine net periodic benefit cost for years ended December 31: | |||
Discount rate | 3.77% | 4.03% | 3.71% |
Expected long-term return on plan assets | 7.38% | 8.50% | 8.50% |
Rate of compensation increase | 2.59% | 4.10% | 4.45% |
Postretirement | |||
Assumptions used to determine benefit obligations at December 31: | |||
Discount rate | 3.14% | 3.85% | 3.98% |
Rate of compensation increase | 3.10% | 4.50% | 4.50% |
Assumptions used to determine net periodic benefit cost for years ended December 31: | |||
Discount rate | 3.64% | 3.98% | 3.65% |
Rate of compensation increase | 3.10% | 4.50% | 4.50% |
Employee Benefit Plans - Health
Employee Benefit Plans - Health Care Cost Trend Rates (Details) - Postretirement | Dec. 31, 2017 | Dec. 31, 2016 |
U.S. | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Health care cost trend rate assumed for next year | 8.00% | 8.00% |
Rate to which the cost trend is assumed to decline (ultimate trend rate) | 5.00% | 5.00% |
Canada | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Health care cost trend rate assumed for next year | 5.50% | |
Rate to which the cost trend is assumed to decline (ultimate trend rate) | 4.50% |
Employee Benefit Plans - Effect
Employee Benefit Plans - Effect of One-Percentage-Point Change in Assumed Health Care Cost Trend Rates (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Retirement Benefits [Abstract] | |
Total of service and interest cost components, Increase | $ 237 |
Total of service and interest cost components, Decrease | (203) |
Accumulated postretirement benefit obligation, Increase | 2,022 |
Accumulated postretirement benefit obligation, Decrease | $ (1,772) |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined contribution plan expense | $ 6 | $ 5 | $ 5 |
Amount of Rayonier Advanced Materials common stock included in defined contribution plan | $ 17 | ||
Fixed Income | Defined Benefit Plan, Lower Risk Tolerance | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Target asset allocation | 100.00% | ||
Minimum | Equity | Defined Benefit Plan, High Risk Tolerance | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Target asset allocation | 45.00% | ||
Minimum | Fixed Income | Defined Benefit Plan, High Risk Tolerance | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Target asset allocation | 30.00% | ||
Maximum | Equity | Defined Benefit Plan, High Risk Tolerance | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Target asset allocation | 65.00% | ||
Maximum | Fixed Income | Defined Benefit Plan, High Risk Tolerance | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Target asset allocation | 55.00% |
Employee Benefit Plans - Invest
Employee Benefit Plans - Investment of Plan Assets (Details) | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 100.00% | 100.00% |
U.S. equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 23.00% | 41.00% |
International equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 27.00% | 24.00% |
U.S. fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 13.00% | 27.00% |
International fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 34.00% | 5.00% |
Other | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 3.00% | 3.00% |
Employee Benefit Plans - Fair V
Employee Benefit Plans - Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | $ 1,000,200 | $ 275,955 |
Plan assets, at net asset value | 838,776 | 199,198 |
Mutual funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | 161,424 | 76,757 |
Mutual funds | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | 161,424 | 76,757 |
Mutual funds | Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | 0 | 0 |
Mutual funds | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | $ 0 | $ 0 |
Employee Benefit Plans - Expect
Employee Benefit Plans - Expected Benefit Payments (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Pension | |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | $ 87,144 |
2,019 | 89,291 |
2,020 | 90,367 |
2,021 | 91,580 |
2,022 | 92,327 |
2023 — 2027 | 473,753 |
Postretirement | |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | 3,163 |
2,019 | 3,035 |
2,020 | 3,127 |
2,021 | 3,014 |
2,022 | 2,836 |
2023 — 2027 | $ 11,296 |
Other Operating Expense, Net -
Other Operating Expense, Net - Schedule of Other Operating Expenses, Net (Details) - USD ($) $ in Thousands | Jul. 30, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Other Income and Expenses [Abstract] | ||||
Environmental liability adjustments and other costs for disposed operations | $ (1,451) | $ (5,298) | $ (6,930) | |
One-time separation and legal costs | 0 | 0 | 802 | |
Non-cash impairment charge | $ (29,000) | 0 | 0 | (28,462) |
Loss on sale or disposal of property, plant and equipment | (2,032) | (2,422) | (998) | |
Gain on foreign exchange | 2,335 | 0 | 0 | |
Duties | (939) | 0 | 0 | |
Insurance settlement | (13) | 897 | 1,000 | |
Miscellaneous income (expense) | (113) | 1,139 | (681) | |
Total other operating expense, net | $ (2,213) | $ (5,684) | $ (35,269) | |
Environmental loss contingencies term | 20 years |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current | |||
Federal | $ 10,871 | $ 5,516 | $ (37,561) |
Foreign | (121) | 0 | 0 |
State and other | (201) | 368 | 197 |
Total Current | 10,549 | 5,884 | (37,364) |
Deferred | |||
Federal | (34,635) | (44,488) | 11,073 |
Foreign | 4,065 | 0 | 0 |
State and other | 290 | (711) | (1,316) |
Total Deferred | (30,280) | (45,199) | 9,757 |
Changes in valuation allowance | 0 | 0 | 0 |
Income tax expense | $ (19,731) | $ (39,315) | $ (27,607) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | Nov. 17, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | ||||
U.S. federal statutory income tax rate | 35.00% | 35.00% | 35.00% | |
Nontaxable bargain purchase gain | (32.10%) | (0.00%) | (0.00%) | |
U.S. federal rate change | 3.20% | 0.00% | 0.00% | |
Domestic manufacturing production deduction | (0.30%) | (0.00%) | (4.20%) | |
State credits | (0.00%) | (0.80%) | (0.90%) | |
Nondeductible executive compensation | 0.40% | 0.60% | 1.20% | |
Adjustment to previously filed tax returns | (1.10%) | 0.00% | 0.00% | |
Nondeductible transaction costs | 1.00% | 0.00% | 0.00% | |
Change in state rate | (0.10%) | 0.00% | 1.40% | |
Other | (0.30%) | 0.10% | 0.80% | |
Income tax rate as reported | 5.70% | 34.90% | 33.30% | |
Business Acquisition [Line Items] | ||||
Gain on bargain purchase | $ 316,555 | $ 0 | $ 0 | |
Re-measurement of deferred tax assets | $ 11,000 | |||
Tembec Inc. | ||||
Business Acquisition [Line Items] | ||||
Gain on bargain purchase | $ 316,555 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Gross deferred tax assets: | ||
Pension, postretirement and other employee benefits | $ 49,669 | $ 71,842 |
Tax credit carryforwards | 77,897 | 17,967 |
Property, plant and equipment basis differences | 97,242 | 0 |
Canadian pool of scientific research and experimentation deductions (SR&ED) | 79,349 | 0 |
Environmental liabilities | 36,791 | 54,351 |
Capitalized costs | 6,347 | 10,894 |
U.S. federal and Canadian net operating losses | 212,904 | 8,951 |
State net operating losses | 2,946 | 3,102 |
Interest carryforwards | 11,635 | 0 |
Other | 1,868 | 0 |
Total gross deferred tax assets | 576,648 | 167,107 |
Less: valuation allowance | (92,081) | (20,821) |
Total deferred tax assets after valuation allowance | 484,567 | 146,286 |
Gross deferred tax liabilities: | ||
Property, plant and equipment basis differences | (95,754) | (92,287) |
Intangible assets | (15,948) | 0 |
Other | (2,626) | (2,753) |
Total gross deferred tax liabilities | (114,328) | (95,040) |
Net deferred tax asset | 370,239 | 51,246 |
Deferred tax assets | 402,846 | 51,246 |
Deferred tax liabilities | (32,607) | 0 |
Deferred Assets (Liabilities) | $ 370,239 | $ 51,246 |
Income Taxes - Summary of Tax C
Income Taxes - Summary of Tax Credit Carryforwards (Details) $ in Thousands | Dec. 31, 2017USD ($) |
State | |
Operating Loss Carryforwards [Line Items] | |
State tax credit carryforwards, Gross Amount | $ 17,646 |
State tax credit carryforwards, Tax Effected | 17,646 |
State tax credit carryforwards, Valuation Allowance | 17,249 |
Net operating losses, Gross Amount | 63,503 |
Net operating losses, Tax Effected | 2,946 |
Net operating losses, Valuation Allowance | 2,946 |
Foreign | |
Operating Loss Carryforwards [Line Items] | |
State tax credit carryforwards, Gross Amount | 60,251 |
State tax credit carryforwards, Tax Effected | 60,251 |
State tax credit carryforwards, Valuation Allowance | 60,251 |
Net operating losses, Gross Amount | 796,394 |
Net operating losses, Tax Effected | 212,904 |
Net operating losses, Valuation Allowance | 0 |
Canadian pool of SR&ED, Gross Amount | 308,591 |
Canadian pool of SR&ED, Tax Effected | 79,349 |
Canadian pool of SR&ED, Valuation Allowance | 0 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Interest limitation carryforwards, Gross Amount | 52,885 |
Interest limitation carryforwards, Tax Effected | 11,635 |
Interest limitation carryforwards, Valuation Allowance | $ 11,635 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1, | $ 0 | $ 0 | $ 0 |
Decreases related to prior year tax positions | 0 | 0 | 0 |
Increases related to prior year tax positions | 11,171 | 0 | 0 |
Decreases related to current year tax positions | 0 | 0 | 0 |
Increases related to current year tax positions | 12,633 | 0 | 0 |
Balance at December 31, | $ 23,804 | $ 0 | $ 0 |
Income Taxes Income Taxes - Nar
Income Taxes Income Taxes - Narrative (Details) $ in Millions | Dec. 31, 2017USD ($) |
Minimum | |
Income Tax Contingency [Line Items] | |
Amount unrecognized tax benefits that it is reasonably possible will increase (decrease) in the next twelve months | $ (5) |
Maximum | |
Income Tax Contingency [Line Items] | |
Amount unrecognized tax benefits that it is reasonably possible will increase (decrease) in the next twelve months | $ 5 |
Segment and Geographical Inf117
Segment and Geographical Information - Narrative (Details) | 12 Months Ended |
Dec. 31, 2017segmentcustomer | |
Segment Reporting [Abstract] | |
Number of reportable segments | segment | 4 |
Number of significant customers | customer | 3 |
Segment and Geographical Inf118
Segment and Geographical Information - Net Sales and Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Product Information [Line Items] | |||||||||||
Net Sales | $ 348,975 | $ 209,717 | $ 201,226 | $ 201,415 | $ 230,873 | $ 206,540 | $ 213,589 | $ 217,729 | $ 961,333 | $ 868,731 | $ 941,384 |
Operating Income | $ 40 | $ 17,657 | $ 13,354 | $ 25,965 | $ 25,721 | $ 41,437 | $ 38,569 | $ 31,920 | 57,016 | 137,647 | 119,523 |
Eliminations | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | (5,611) | 0 | 0 | ||||||||
High Purity Cellulose | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 866,861 | 868,731 | 941,384 | ||||||||
Operating Income | 116,565 | 170,852 | 163,143 | ||||||||
Forest Products | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 33,945 | 0 | 0 | ||||||||
Operating Income | (4) | 0 | 0 | ||||||||
Pulp & Paper | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 65,385 | 0 | 0 | ||||||||
Operating Income | 3,058 | 0 | 0 | ||||||||
Corporate | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 753 | 0 | 0 | ||||||||
Operating Income | $ (62,603) | $ (33,205) | $ (43,620) |
Segment and Geographical Inf119
Segment and Geographical Information - Schedule of Identifiable Assets and Goodwill (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 2,642,611 | $ 1,421,939 |
Operating Segments | High Purity Cellulose | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 1,671,107 | 1,253,944 |
Operating Segments | Forest Products | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 154,258 | 0 |
Operating Segments | Pulp & Paper | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 328,827 | 0 |
Operating Segments | Corporate | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 488,419 | $ 167,995 |
Segment and Geographical Inf120
Segment and Geographical Information - Long-lived Assets by Country (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | $ 1,996,074 | $ 902,431 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | 840,315 | 902,431 |
Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | 926,774 | 0 |
France | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | $ 228,985 | $ 0 |
Segment and Geographical Inf121
Segment and Geographical Information - Schedule of Depreciation and Amortization and Capital Expenditures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ 96,963 | $ 88,274 | $ 89,189 |
Capital expenditures | 71,570 | 85,835 | 77,507 |
Operating Segments | High Purity Cellulose | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 93,177 | 87,837 | 88,397 |
Capital expenditures | 65,691 | 85,835 | 77,507 |
Operating Segments | Forest Products | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 728 | 0 | 0 |
Capital expenditures | 4,409 | 0 | 0 |
Operating Segments | Pulp & Paper | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 2,744 | 0 | 0 |
Capital expenditures | 1,451 | 0 | 0 |
Operating Segments | Corporate | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 314 | 437 | 792 |
Capital expenditures | $ 19 | $ 0 | $ 0 |
Segment and Geographical Inf122
Segment and Geographical Information - Sales by Destination (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 348,975 | $ 209,717 | $ 201,226 | $ 201,415 | $ 230,873 | $ 206,540 | $ 213,589 | $ 217,729 | $ 961,333 | $ 868,731 | $ 941,384 |
Percentage of Sales | 100.00% | 100.00% | 100.00% | ||||||||
Sales | Geographic Concentration Risk | United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 336,943 | $ 348,570 | $ 398,739 | ||||||||
Percentage of Sales | 35.00% | 40.00% | 42.00% | ||||||||
Sales | Geographic Concentration Risk | China | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 253,275 | $ 250,044 | $ 256,979 | ||||||||
Percentage of Sales | 26.00% | 29.00% | 27.00% | ||||||||
Sales | Geographic Concentration Risk | Japan | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 123,850 | $ 136,817 | $ 132,480 | ||||||||
Percentage of Sales | 13.00% | 16.00% | 14.00% | ||||||||
Sales | Geographic Concentration Risk | Europe | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 114,049 | $ 88,191 | $ 91,847 | ||||||||
Percentage of Sales | 12.00% | 10.00% | 10.00% | ||||||||
Sales | Geographic Concentration Risk | Latin America | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 11,576 | $ 9,876 | $ 8,176 | ||||||||
Percentage of Sales | 1.00% | 1.00% | 1.00% | ||||||||
Sales | Geographic Concentration Risk | Other Asia | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 78,538 | $ 27,280 | $ 25,373 | ||||||||
Percentage of Sales | 8.00% | 3.00% | 3.00% | ||||||||
Sales | Geographic Concentration Risk | Canada | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 41,178 | $ 0 | $ 0 | ||||||||
Percentage of Sales | 4.00% | 0.00% | 0.00% | ||||||||
Sales | Geographic Concentration Risk | All other | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 1,924 | $ 7,953 | $ 27,790 | ||||||||
Percentage of Sales | 1.00% | 1.00% | 3.00% |
Segment and Geographical Inf123
Segment and Geographical Information - Percentage of Sales to Significant Customers (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue, Major Customer [Line Items] | |||
Percentage of Sales | 100.00% | 100.00% | 100.00% |
Sales | Customer Concentration Risk | Eastman Chemical Company | |||
Revenue, Major Customer [Line Items] | |||
Percentage of Sales | 20.00% | 25.00% | 28.00% |
Sales | Customer Concentration Risk | Nantong Cellulose Fibers, Co., Ltd. | |||
Revenue, Major Customer [Line Items] | |||
Percentage of Sales | 15.00% | 17.00% | 18.00% |
Sales | Customer Concentration Risk | Daicel Corporation | |||
Revenue, Major Customer [Line Items] | |||
Percentage of Sales | 10.00% | 14.00% | 13.00% |
Commitments and Contingencie124
Commitments and Contingencies (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)employee | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Operating Leased Assets [Line Items] | |||
Number of employees | employee | 4,200 | ||
Percentage of workforce | 100.00% | 100.00% | 100.00% |
Leases, Operating [Abstract] | |||
Rental expense for operating leases | $ 6,000 | $ 5,000 | $ 4,000 |
Purchase Obligations | |||
2,018 | 102,784 | ||
2,019 | 59,302 | ||
2,020 | 42,183 | ||
2,021 | 33,870 | ||
2,022 | 40,228 | ||
Thereafter | 166,868 | ||
Total | $ 445,235 | ||
LignoTech Florida | |||
Purchase Obligations | |||
Ownership percentage | 45.00% | ||
Borregaard | LignoTech Florida | |||
Purchase Obligations | |||
Ownership percentage | 55.00% | ||
Standby letters of credit | |||
Purchase Obligations | |||
Guarantee | $ 66,000 | ||
Surety bonds | |||
Purchase Obligations | |||
Guarantee | 86,000 | ||
LTF project | |||
Purchase Obligations | |||
Guarantee | 41,000 | ||
Operating Leases | |||
Operating Leases | |||
2,018 | 2,805 | ||
2,019 | 1,674 | ||
2,020 | 1,134 | ||
2,021 | 648 | ||
2,022 | 272 | ||
Thereafter | 116 | ||
Total | $ 6,649 | ||
Unionized Employees Concentration Risk | |||
Operating Leased Assets [Line Items] | |||
Percentage of workforce | 74.00% | ||
Jesup, Georgia Plant | Unionized Employees Concentration Risk | |||
Operating Leased Assets [Line Items] | |||
Number of employees | employee | 900 |
Quarterly Results for 2017 a125
Quarterly Results for 2017 and 2016 (Unaudited) (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net Sales | $ 348,975 | $ 209,717 | $ 201,226 | $ 201,415 | $ 230,873 | $ 206,540 | $ 213,589 | $ 217,729 | $ 961,333 | $ 868,731 | $ 941,384 |
Gross Margin | 38,315 | 31,168 | 33,345 | 36,417 | 41,689 | 50,543 | 48,803 | 40,238 | 139,245 | 181,273 | 202,454 |
Operating Income | 40 | 17,657 | 13,354 | 25,965 | 25,721 | 41,437 | 38,569 | 31,920 | 57,016 | 137,647 | 119,523 |
Net Income (Loss) | $ 295,077 | $ 15,672 | $ 4,573 | $ 9,642 | $ 11,486 | $ 21,567 | $ 19,340 | $ 20,893 | $ 324,964 | $ 73,286 | $ 55,257 |
Basic earnings per share (in dollars per share) | $ 6.31 | $ 0.29 | $ 0.03 | $ 0.15 | $ 0.19 | $ 0.46 | $ 0.46 | $ 0.50 | $ 7.17 | $ 1.61 | $ 1.31 |
Diluted earnings per share (in dollars per share) | $ 5.01 | $ 0.28 | $ 0.03 | $ 0.15 | $ 0.18 | $ 0.44 | $ 0.46 | $ 0.49 | $ 5.81 | $ 1.55 | $ 1.30 |
Supplemental Disclosures of 126
Supplemental Disclosures of Cash Flows Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash paid (received) during the period: | |||
Interest | $ 35,879 | $ 35,160 | $ 38,189 |
Income taxes | 5,992 | (4,727) | 31,667 |
Non-cash investing and financing activities: | |||
Capital assets purchased on account | 12,083 | 10,155 | 16,720 |
Capital lease obligation | 3,409 | 3,697 | 0 |
Value of stock issued for Acquisition | $ 141,192 | $ 0 | $ 0 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 151 | $ 151 | $ 151 |
Charged to Cost and Expenses | 437 | 0 | 0 |
Charged to Other Accounts | 5 | 0 | 0 |
Acquisition | 0 | 0 | 0 |
Deductions | 0 | 0 | 0 |
Balance at End of Year | 593 | 151 | 151 |
Allowance for sales returns | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 523 | 0 | |
Charged to Cost and Expenses | 598 | 523 | |
Charged to Other Accounts | 0 | 0 | |
Acquisition | 0 | 0 | |
Deductions | 0 | 0 | |
Balance at End of Year | 1,121 | 523 | 0 |
Deferred tax asset valuation allowance | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 20,821 | 19,702 | 20,517 |
Charged to Cost and Expenses | 0 | 1,119 | 0 |
Charged to Other Accounts | 873 | 0 | 0 |
Acquisition | 71,722 | 0 | 0 |
Deductions | (1,335) | 0 | (815) |
Balance at End of Year | 92,081 | 20,821 | 19,702 |
Self-insurance liabilities | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 428 | 589 | 1,947 |
Charged to Cost and Expenses | 1,660 | 291 | (734) |
Charged to Other Accounts | 0 | 0 | 0 |
Acquisition | 0 | 0 | 0 |
Deductions | (799) | (452) | (624) |
Balance at End of Year | $ 1,289 | $ 428 | $ 589 |