Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 30, 2018 | |
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, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | Q4 | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 49,277,270 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 857,934,441 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net Sales | $ 2,134,413 | $ 961,333 | $ 868,731 |
Cost of Sales | (1,790,244) | (818,281) | (682,573) |
Gross Margin | 344,169 | 143,052 | 186,158 |
Selling, general and administrative expenses | (108,184) | (79,387) | (37,157) |
Duties | (25,921) | (939) | 0 |
Other operating expense, net (Note 17) | (12,422) | (1,274) | (5,684) |
Operating Income | 197,642 | 61,452 | 143,317 |
Interest expense | (60,408) | (40,447) | (34,627) |
Interest income and other, net | 5,017 | 2,350 | 737 |
Other components of net periodic benefit income (expense) | 8,723 | (2,995) | (5,670) |
Gain on bargain purchase (Note 3) | 20,449 | 316,555 | 0 |
Gain on derivative instrument (Note 10) | 0 | 7,780 | 0 |
Gain on debt extinguishment | 786 | 0 | 8,844 |
Income Before Income Taxes | 172,209 | 344,695 | 112,601 |
Income tax expense (Note 18) | (43,793) | (19,731) | (39,315) |
Net Income Attributable to Rayonier Advanced Materials Inc. | 128,416 | 324,964 | 73,286 |
Mandatory convertible stock dividends | (13,800) | (13,800) | (5,404) |
Net income available for common stockholders | $ 114,616 | $ 311,164 | $ 67,882 |
Earnings Per Share of Common Stock (Note 14) | |||
Basic earnings per share (in dollars per share) | $ 2.27 | $ 7.17 | $ 1.61 |
Diluted earnings per share (in dollars per share) | $ 1.96 | $ 5.81 | $ 1.55 |
Comprehensive Income: | |||
Net Income | $ 128,416 | $ 324,964 | $ 73,286 |
Other Comprehensive Income (Loss), net of tax (Note 13) | |||
Foreign currency translation adjustments | (13,353) | 4,868 | 0 |
Unrealized gain (loss) on derivative instruments | (12,241) | 619 | 0 |
Net gain (loss) from pension and postretirement plans | (31,527) | 28,442 | (460) |
Total other comprehensive income (loss) | (57,121) | 33,929 | (460) |
Comprehensive Income | $ 71,295 | $ 358,893 | $ 72,826 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 108,966 | $ 96,235 |
Accounts receivable, net (Note 4) | 222,377 | 181,298 |
Inventory (Note 5) | 321,377 | 302,086 |
Prepaid and other current assets | 63,372 | 66,918 |
Total current assets | 716,092 | 646,537 |
Property, Plant and Equipment, Net (Note 6) | 1,381,039 | 1,407,762 |
Deferred Tax Assets (Note 18) | 406,957 | 402,846 |
Intangible Assets, Net | 52,460 | 59,869 |
Other Assets | 122,538 | 125,597 |
Total Assets | 2,679,086 | 2,642,611 |
Current Liabilities | ||
Accounts payable | 192,740 | 157,925 |
Accrued and other current liabilities (Note 7) | 151,356 | 127,040 |
Current maturities of long-term debt (Note 8) | 15,012 | 9,425 |
Current liabilities for disposed operations (Note 9) | 11,310 | 13,181 |
Total current liabilities | 370,418 | 307,571 |
Long-Term Debt (Note 8) | 1,173,157 | 1,232,179 |
Non-Current Liabilities for Disposed Operations (Note 9) | 149,344 | 150,905 |
Pension and Other Postretirement Benefits (Note 16) | 238,958 | 212,810 |
Deferred Tax Liabilities (Note 18) | 28,016 | 32,607 |
Other Non-Current Liabilities | 12,322 | 12,783 |
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, 2018 and 2017, respectively, aggregate liquidation preference $172,500 | 17 | 17 |
Common stock, 140,000,000 shares authorized at $0.01 par value, 49,291,130 and 51,717,142 issued and outstanding, as of December 31, 2018 and 2017, respectively | 493 | 517 |
Additional paid-in capital | 399,490 | 392,353 |
Retained earnings | 462,568 | 377,020 |
Accumulated other comprehensive income (loss) (Note 13) | (155,697) | (76,151) |
Total Stockholders’ Equity | 706,871 | 693,756 |
Total Liabilities and Stockholders’ Equity | $ 2,679,086 | $ 2,642,611 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
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) | 49,291,130 | 51,717,142 |
Common shares, shares outstanding (in shares) | 49,291,130 | 51,717,142 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Activities | |||
Net income | $ 128,416 | $ 324,964 | $ 73,286 |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation and amortization | 148,416 | 96,963 | 88,274 |
Stock-based incentive compensation expense | 13,007 | 8,986 | 7,217 |
Amortization of capitalized debt costs and debt discount | 835 | 3,377 | 1,919 |
Deferred income taxes | 20,637 | 30,280 | 45,199 |
Gain on bargain purchase | (19,071) | (316,555) | 0 |
Increase in liabilities for disposed operations | 7,285 | 256 | 5,298 |
Gain on debt extinguishment | (786) | 0 | (8,844) |
Net periodic benefit cost of pension and postretirement plans | 5,460 | 10,264 | 11,702 |
Loss from sale/disposal of property, plant and equipment | 3,186 | 2,032 | 2,422 |
Gain on foreign currency exchange | (12,170) | (2,335) | 0 |
Other | 3,888 | (1,303) | (3,429) |
Changes in operating assets and liabilities: | |||
Receivables | (40,738) | (4,699) | 31,266 |
Inventories | (22,861) | 3,033 | 7,041 |
Accounts payable | 34,610 | 16,215 | (2,048) |
Accrued liabilities | 5,145 | (2,865) | 167 |
All other operating activities | (3,884) | (19,324) | (4,338) |
Contributions to pension and other postretirement benefit plans | (12,579) | (13,722) | (13,135) |
Expenditures for disposed operations | (11,852) | (5,795) | (9,772) |
Cash Provided by Operating Activities | 246,944 | 129,772 | 232,225 |
Investing Activities | |||
Acquisition of Tembec, net of cash acquired | 0 | (210,164) | 0 |
Capital expenditures | (132,209) | (75,042) | (88,703) |
Proceeds from sale of resins operations | 16,233 | 0 | 0 |
Realized gain on derivative instrument | 0 | 7,780 | 0 |
Other | 10 | 0 | 2,143 |
Cash Used for Investing Activities | (115,966) | (277,426) | (86,560) |
Financing Activities | |||
Issuance of mandatory convertible preferred stock | 0 | 0 | 166,609 |
Issuance of debt | 0 | 680,000 | 0 |
Repayment of debt | (45,270) | (729,958) | (71,031) |
Dividends paid on common stock | (15,058) | (12,693) | (11,840) |
Dividends paid on preferred stock | (13,800) | (13,800) | (3,641) |
Proceeds from the issuance of common stock | 451 | 14 | 388 |
Repurchase of common stock | (42,780) | (157) | 0 |
Debt issuance costs | 0 | (7,025) | 0 |
Other | 0 | 0 | (798) |
Cash (Used for) Provided by Financing Activities | (116,457) | (83,619) | 79,687 |
Cash and Cash Equivalents | |||
Change in cash and cash equivalents | 14,521 | (231,273) | 225,352 |
Net effect of foreign exchange on cash and cash equivalents | (1,790) | 853 | 0 |
Balance, beginning of year | 96,235 | 326,655 | 101,303 |
Balance, end of year | $ 108,966 | $ 96,235 | $ 326,655 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
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, pulp and paper products. The following describes the Company’s 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 of the manufacturing process, 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 wood chips, manufactured as a by-product of the lumber manufacturing process, are used in the Company’s Canadian High Purity Cellulose, Pulp and Paper plants. Pulp The Company, through its two production facilities in Canada, manufactures and markets high-yield pulp products. High-yield pulp is used by paper manufacturers to produce paperboard, packaging, printing and writing papers and a variety of other paper products. Paper The Company, through its two production facilities in Canada, manufactures and markets paper products consisting of paperboard and newsprint. 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 amounts in prior periods have been reclassified to conform with current period 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, 2019 , the date these financial statements were available to be issued. The following subsequent events warranting disclosure were identified: On January 7, 2019 , our board of directors declared a first quarter 2019 cash dividend of $2.00 per share of our mandatory convertible preferred stock. The dividend was paid on February 15, 2019 to mandatory convertible preferred stockholders of record as of February 1, 2019 . On February 20, 2019 , the Company declared a first quarter 2019 cash dividend of $0.07 per share of common stock. The dividend is payable on March 29, 2019 to stockholders of record on March 15, 2019 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies and New Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2018 | |
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. 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 using estimates 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 income (loss) (“AOCI”). 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 when purchased. 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-offs 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 straight-line method over 3 to 20 years. High Purity Cellulose, Pulp and 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 $138 million , $94 million and $85 million for the years ended December 31, 2018 , 2017 and 2016 , 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 High Purity, Pulp and Paper manufacturing facilities during a full plant shutdown. Costs associated with these planned outage periods are referred to as shutdown costs and are incurred to ensure the long-term reliability and safety of the manufacturing 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, 2018 and 2017 the Company had $12 million and $8 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. The Company’s definite-lived intangible assets are summarized as follows (in thousands): December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Life Customer Lists $ 51,680 $ (7,179 ) $ 44,501 6.9 years Trade Names 8,604 (645 ) 7,959 13.9 years Total Definite-Lived Intangibles $ 60,284 $ (7,824 ) $ 52,460 8.0 years December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Life Customer Lists $ 51,680 $ (745 ) $ 50,935 7.9 years Trade Names 9,004 (70 ) 8,934 14.9 years Total Definite-Lived Intangibles $ 60,684 $ (815 ) $ 59,869 8.9 years Total amortization expense related to definite-lived assets was $7 million and $1 million for the years ended December 31, 2018 and 2017. For the year ended 2016 there was no amortization expense related to definite-lived assets. As of December 31, 2018, amortization expense for the years ended December 31, 2019 through 2023 is expected to be $7 million per year and $17 million for all remaining years thereafter. Equity Method Investment The Company holds a 45 percent interest in LignoTech Florida LLC (“LTF”), a joint venture accounted for under the equity method of accounting. Borregaard, a public company in Norway traded on the Oslo Exchange, owns the remaining 55 percent interest. LTF purchases sulfite liquor from the Company’s Fernandina Beach, Florida plant and converts it to purified lignins and ligno-sulfonates which are used in concrete, textile dyes, pesticides, batteries and other products. The Company recorded $2 million of lignin sales to the LTF joint venture during the year ended December 31, 2018. The Company records its share of net earnings and losses on the investment within “Other operating expense, net” in the Consolidated Statements of Income and Comprehensive Income. The Company is jointly and severally liable for financing agreements related to the entity. See Note 20 — Commitments and Contingencies for further discussion. 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. For the years ended December 31, 2018 and 2017 there was no interest capitalized to property, plant and equipment. Interest capitalized to property, plant and equipment was $1 million for 2016 . 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 AOCI 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 AOCI are reclassified to earnings at that time. Any ineffectiveness is recognized in earnings in the current period. Revenue Recognition Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied. The majority of the Company's contracts have a single performance obligation to transfer products. Accordingly, the Company recognizes revenue when title and risk of loss have been transferred to the customer. Generally, title passes upon delivery to the customer at the agreed upon location. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products and is generally based upon contractual arrangements with customers or published indices. The Company sells its products both directly to customers and through distributors and agents typically under agreements with payment terms less than 90 days. Shipping and Handling Costs : The Company has elected to account for shipping and handling as activities to fulfill the promise to transfer the goods. As such, shipping and handling costs incurred are recorded in cost of sales. The Company has elected to exclude from net sales any value add sales, and other taxes which it collects concurrently with revenue-producing activities. These accounting policy elections are consistent with the manner in which the Company has historically recorded shipping and handling fees and taxes. Contract Estimates: The nature of certain of the Company's contracts gives rise to variable consideration, which may be constrained, including volume-based rebates to certain customers. The Company issues rebates to customers when they purchase a certain volume level, primarily retrospective volume-based rebates, which are applied retroactively to prior purchases. The Company estimates the level of volumes based on anticipated purchases at the beginning of the period and records a rebate accrual for each purchase toward the requisite rebate volume. These estimated rebates are included in the transaction price of the Company's contracts with customers as a reduction to net sales and are included in accrued customer incentives and prepayments in the consolidated balance sheets (see Note 7 - Accrued and Other Current Liabilities ). This methodology is consistent with the manner in which the Company has historically estimated and recorded volume-based rebates. The majority of the Company's revenue is derived from contracts (i) with an original expected length of one year or less and (ii) for which it recognizes revenue at the amount in which it has the right to invoice when product is delivered. The Company has elected the practical expedient not to disclose the value of remaining performance obligations associated with these types of contracts. The Company has certain contracts which contain performance obligations which are not significant in the context of the contract with the customer. The Company has elected the practical expedient not to assess whether these promised goods or services are performance obligations. Contract Balances: Contract liabilities primarily relate to prepayments received from the Company's customers before revenue is recognized and volume rebates are payable to customers. These amounts are included in accrued customer incentives and prepayments in the consolidated balance sheets (see Note 7 - Accrued and Other Current Liabilities ). The Company does not have any material contract assets as of December 31, 2018 . Disaggregated Revenue : In general, the Company's product-lines within its segments are aligned according to the nature and economic characteristics of its products and customer relationships and provide meaningful disaggregation of each business segment's results of operations. Disaggregation of net sales by business segment and product-line are included in Note 19 - Segment and Geographical Information . 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 2019 through 2039 , 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. The components of periodic pension and post retirement costs, other than service costs, are presented separately outside of operating income in “Other components of net periodic benefit costs” on the consolidated statement of income. The service costs component of net periodic benefit cost are presented in cost of sales and selling, general and administrative expense, which correlates with the related employee compensation costs arising from services rendered during the period. Only the service cost component of the net periodic benefit cost are eligible for capitalization in assets. 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 New Accounting Pronouncements Not Yet Adopted In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases , on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a manner similar to the accounting under existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. ASC 842 supersedes the previous leases standard, Accounting Standards Codification (“ASC”) Topic 840, "Leases”. It is effective for fiscal years beginning after December 15, 2018. The Company will adopt ASU 2016-02 utilizing the modified retrospective transition method through a cumulative-effect adjustment at the beginning of its first quarter of 2019. While the Company is currently evaluating the impact of adopting ASU 2016-02, based on the lease portfolio as of December 31, 2018, the Company anticipates the adoption of this ASU will result in the recognition of operating lease assets and liabilities of approximately $10 million to $15 million . In October 2018, FASB issued ASU 2018-17, Inclusion of the Secured Over Night Financing Rate (“SOFR”) Overnight Index Swap (“OIS”) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes. The update expands the lists of eligible benchmark interest rates to include OIS based on SOFR to facilitate the marketplace transition away from LIBOR. The effective date for public entities that have already adopted ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities , is fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. While the Company is assessing the potential impacts of the standard update, it does not expect the adoption to have a material impact on its consolidated financial statements. Recently Adopted Accounting Pronouncements The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers , which was adopted on January 1, 2018, using the modified retrospective basis. The core principle of ASC 606 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 adoption of the new revenue recognition guidance did not materially affect our Consolidated Statement of Operations, Consolidated Balance Sheet, or Consolidated Statement of Cash Flows. See additional detail on our revenue recognition policies above within this note. 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 Company adopted the update as of January 1, 2018. The adoption did not 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 improve the presentation of net periodic pension and postretirement benefit cost. The Company adopted the provisions of this guidance in the first quarter of 2018 using the retrospective method. As a result of this update, the Company presents the components of periodic pension and postretirement costs, other than service costs, separately outside of operating income in “Other components of net periodic benefit costs” on the condensed consolidated statement of income. The impact on a retrospective basis resulted in an increase in gross margin and operating income of $4 million for the year ended December 31, 2017 and an increase to gross margin and operating income of $5 million and $6 million , respectively, for the year ended December 31, 2016. The offsets resulted in corresponding increases in other components of net periodic benefit income (expense) when compared to previously reported amounts. The adoption of this guidance had no impact on net income. 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 Company adopted the update as of January 1, 2018. The adoption did not 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 update provides guidance to better align the financial reporting for hedging activities with the economic objectives of those activities. For public business entities, it is effective for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. 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 elected to early adopt the new guidance as of January 1, 2018. The adoption did not have a material impact on the Company’s consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . ASU 2018-02 was issued to provide narrow-scope guidance for entities that are required to apply the provisions of Topic 220, Income Statement—Reporting Comprehensive Income, and have items of other comprehensive income for which the related tax effects are presented in other comprehensive income as required by GAAP. The amendments in ASU 2018-02 allow a reclassification from accumulated other comprehensive income to retained earnings for dangling tax effects resulting from H.R. 1 passed on December 22, 2017 (the “Tax Cuts and Jobs Act”). Consequently, the amendments eliminate the dangling tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of the Tax Cuts and Jobs Act, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected. The majority of the Company dangles were recorded as a result of H.R. 1 passed on December 22, 2017 which reduced the Company’s U.S. federal income tax rate. In the fourth quarter of 2018, the Company adopted ASU No. 2018-02 and reclassified the dangling credit resulting from the Tax Cuts and Jobs Act of approximately $ 22.4 million from AOCI to its opening January 1, 2018 retained earnings. As of December 31, 2018, a dangling credit of approximately $ 0.6 million remains in AOCI. |
Tembec Acquisition
Tembec Acquisition | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Tembec Acquisition | Tembec 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 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 Acquisition was accounted for as a business combination. Under this accounting, the assets acquired and liabilities assumed are presented based on 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. On the Acquisition date, 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. Due to the refinancing of Tembec’s debt, the Company expects future taxable income will be adequate to realize the benefit of the tax assets. The Company finalized the valuation and completed the purchase consideration allocation within the measurement period which ended on November 17, 2018. The total purchase consideration as allocated at the acquisition date, along with the final measurement period adjustments, are presented below: November 17, 2017 Adjustments November 17, 2018 Current assets $ 383,066 $ — $ 383,066 Property, plant and equipment 628,027 7,418 635,445 Deferred tax assets 389,321 15,926 405,247 Definite-life intangibles (a) 60,684 (400 ) 60,284 Other assets 70,868 — 70,868 Current liabilities (167,244 ) (668 ) (167,912 ) Assumed long-term debt (b) (508,531 ) — (508,531 ) Pension and other postretirement benefits (96,278 ) — (96,278 ) Other long-term liabilities (52,933 ) (1,827 ) (54,760 ) Estimated fair value of net assets acquired $ 706,980 $ 20,449 $ 727,429 Gain on bargain purchase $ 316,555 $ 20,449 $ 337,004 (a) The Company acquired definite-life intangibles of $52 million for customer lists and $9 million for trade-names which are being amortized over 8 years and 15 years , respectively. (b) Refer to Note 8 — Debt and Capital Leases for a description of the assumed debt. During the measurement period, the Company determined that provisional amounts included in the preliminary valuation required adjustments to reflect new information obtained. As a result, the Company recorded an increase in the bargain purchase gain of approximately $20 million . The gain included the removal of a $15 million tax reserve related to a previously disposed location, $2 million for the favorable settlement of a contingent liability, and a $7 million gain on the Company’s sale of its resins operations to a third party for approximately $17 million . The resins operations was included in the High Purity Cellulose segment and is subject to working capital adjustments. These non-operating gains were included in gain on bargain purchase on the consolidated statements of income. There were no measurement period adjustments in the fourth quarter 2017. 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, 2018 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable The Company’s accounts receivable included the following for the years ended December 31 : 2018 2017 Accounts receivable, trade $ 169,496 $ 134,523 Accounts receivable, other (a) 54,943 47,368 Allowance for doubtful accounts (2,062 ) (593 ) Total accounts receivable, net $ 222,377 $ 181,298 (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, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory The Company’s inventory included the following for the years ended December 31 : 2018 2017 Finished goods $ 215,233 $ 190,140 Work-in-progress 21,478 18,889 Raw materials 73,715 82,940 Manufacturing and maintenance supplies 10,951 10,117 Total inventory $ 321,377 $ 302,086 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
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 : 2018 2017 Land and land improvements $ 23,225 $ 18,336 Buildings 248,719 241,831 Machinery and equipment 2,406,523 2,377,210 Other 23,139 21,704 Construction in progress 67,667 57,873 Total property, plant and equipment, gross 2,769,273 2,716,954 Accumulated depreciation (1,388,234 ) (1,309,192 ) Total property, plant and equipment, net $ 1,381,039 $ 1,407,762 |
Accrued and Other Liabilities
Accrued and Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accrued and Other Liabilities | Accrued and Other Current Liabilities The Company’s accrued and other current liabilities included the following for the years ended December 31 : 2018 2017 Accrued customer incentives and prepayments $ 43,907 $ 53,522 Accrued payroll and benefits 30,695 33,133 Accrued interest 3,170 3,188 Foreign currency forward contracts 16,767 — Accrued property taxes 10,663 988 Other current liabilities 46,154 36,209 Total accrued and other current liabilities $ 151,356 $ 127,040 |
Debt and Capital Leases
Debt and Capital Leases | 12 Months Ended |
Dec. 31, 2018 | |
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 : 2018 2017 U.S. Revolver of $100 million maturing in November 2022, $91 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 $ — $ — Multi-currency Revolver of $150 million maturing in November 2022, $126 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 — — Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 160,000 180,000 Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.25% (after consideration of 0.60 patronage benefit), interest rate of 4.75% at December 31, 2018 438,875 450,000 Senior Notes due 2024 at a fixed interest rate of 5.50% 495,647 506,412 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 91,304 100,881 Other loans 3,777 5,946 Capital Lease obligation 3,124 3,409 Total principal payments due 1,192,727 1,246,648 Less: debt premium, original issue discount and issuance costs (4,558 ) (5,044 ) Total debt 1,188,169 1,241,604 Less: Current maturities of long-term debt (15,012 ) (9,425 ) Long-term debt $ 1,173,157 $ 1,232,179 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 2019 $ 515 $ 209 $ 306 $ 13,751 2020 515 187 328 19,690 2021 515 163 352 12,358 2022 515 138 377 189,095 2023 515 110 405 10,513 Thereafter 1,503 147 1,356 944,196 Total payments $ 4,078 $ 954 $ 3,124 $ 1,189,603 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”). 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. During the fourth quarter of 2018, the Company repurchased in the open market $11 million of the Senior Notes and retired them for $10 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 $1 million , which includes the write-off of unamortized debt issuance costs. 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, 2018 , the Company was in compliance with all covenants under the Senior Notes. 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, Florida 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, 2018 , the Company had no outstanding balance on the Revolving Credit Facility. At December 31, 2018 , the Company had $217 million of available borrowings under the Revolving Credit Facility, net of $33 million used to secure its outstanding letters of credit. There were no revolving credit borrowings outstanding at December 31, 2017. During 2018 , the Company made principal debt repayments on the Term A-1 Loan and Term A-2 Loan of $20 million and $11 million , respectively. 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, 2018 , the Company was in compliance with all covenants under the Credit Facility. 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, 2018 | |
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, 2018 , 2017 , or 2016 . An analysis of the activity of the liabilities for disposed operations for the years ended December 31, 2018 and 2017 is as follows: December 31, 2016 Liability Liabilities Assumed in Acquisition Payments Increase (Decrease) to Liabilities December 31, 2017 Liability Payments Increase (Decrease) to Liabilities (a) December 31, 2018 Liability Port Angeles, Washington $ 39,310 $ — $ (698 ) $ 5,055 $ 43,667 $ (935 ) $ 2,067 $ 44,799 Augusta, Georgia 22,887 — (1,508 ) (204 ) 21,175 (929 ) 108 20,354 Baldwin, Florida 26,772 — (902 ) (4,700 ) 21,170 (4,613 ) 687 17,244 All other sites 63,941 16,715 (2,687 ) 105 78,074 (5,489 ) 5,672 78,257 Total 152,910 $ 16,715 $ (5,795 ) $ 256 164,086 $ (11,966 ) $ 8,534 160,654 Less: Current portion (13,781 ) (13,181 ) (11,310 ) Non-Current portion $ 139,129 $ 150,905 $ 149,344 (a) Included in the Increase (Decrease) to Liabilities during the year ended December 31, 2018 is a $1 million decrease of the liability due to foreign currency gain. 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 October 2018, the Company received comments from Ecology on its second feasibility study submitted in March 2018. 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 second quarter of 2019. During 2017, the estimated liability increased by approximately $4 million primarily due to the re-evaluation of the remediation’s cost estimate. During 2018 the estimated liability increased by approximately $1 million due to changes in the Company’s remediation cost estimates, partly offset by payments made during the year. 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 RCRA in 2015. Ongoing 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 2018 and 2017, the Company decreased the estimated liability by approximately $1 million and $2 million , respectively, due to payments and a decrease in the estimated costs related to the site’s operation and maintenance. 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 RCRA in 2017. Ongoing remediation activities currently consist primarily 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 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. During 2018, the Company decreased the reserve by approximately $5 million due to payments during the year, which was offset by an increase in the remediation cost estimates. 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, 2018 , the Company estimates this exposure could range up to approximately $69 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 its estimates of 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 these estimates of liabilities 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, 2018 | |
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 assesses their effectiveness using the hypothetical derivative method in conjunction with regression. Effective gains and losses, deferred to AOCI 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 2018 or 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, 2018 and 2017 are presented below. The Company did not use any derivative instruments during the year ended December 31, 2016. December 31, 2018 December 31, 2017 Interest rate swaps (a) $ 200,000 $ 200,000 Foreign currency contracts (b) $ 388,930 $ 240,591 Foreign cross-currency contracts (c) $ 125,979 $ — (a) Maturity date of December 2020 (b) Various maturity dates through December 2019 (c) Various maturity dates in 2020, 2022 and 2028 The fair values of derivative instruments included in the consolidated balance sheet as of December 31, 2018 and 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 December 31, 2018 December 31, 2017 Assets: Derivatives designated as hedging instruments: Interest rate swaps Other current assets $ 1,194 $ — Interest rate swaps Other assets 937 749 Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current assets 7 427 Liabilities: Derivatives designated as hedging instruments: Foreign exchange forward contracts Other current liabilities (16,408 ) — Foreign exchange forward contracts Other non-current liabilities (3,105 ) — Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current liabilities (360 ) — Total derivatives $ (17,735 ) $ 1,176 The effects of derivative instruments designated as cash flow hedges, the related changes in AOCI and the gains and losses in income for the years ended December 31, 2018 and 2017 were as follows: Derivatives in Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI on Derivative (Effective Portion) Gain (Loss) Reclassified from AOCI into Income (Effective Portion) Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) December 31, 2018 Interest rate swaps $ 1,446 Interest expense $ 64 $ — Foreign currency contracts $ (23,603 ) Other operating expense, net $ 752 — Foreign currency contracts $ 3,843 Cost of sales $ (3,843 ) — Foreign currency contracts $ (4,672 ) Interest income and other, net $ (3,599 ) — December 31, 2017 Interest rate swaps $ 749 Interest expense $ — $ — The effects of derivative instruments not designated as hedging instruments on the statement of income for the years ended December 31, 2018 and 2017 were as follows: Derivatives Not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income on Derivative December 31, 2018 December 31, 2017 Foreign exchange contracts Other operating income (expense), net $ (3,009 ) $ 427 Foreign currency collar Interest income and other income (expense), net $ — $ 7,780 The after-tax amounts of unrealized gains in AOCI related to hedge derivatives at December 31, 2018 and 2017 are presented below: December 31, 2018 December 31, 2017 Unrealized gains from interest rate cash flow hedges $ 1,663 $ 619 Unrealized gains from foreign currency cash flow hedges $ (13,285 ) $ — The amount of future reclassifications from AOCI will fluctuate with movements in the underlying markets. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 and 2017 , using market information and what management believes to be appropriate valuation methodologies discussed in further detail below: December 31, 2018 December 31, 2017 Carrying Amount Fair Value (c) Carrying Amount Fair Value (c) Level 1 Level 2 Level 1 Level 2 Assets: Cash and cash equivalents $ 108,966 $ 108,966 $ — $ 96,235 $ 96,235 $ — Interest rate swaps (a) $ 2,131 $ — $ 2,131 $ 749 $ — $ 749 Foreign currency forward contracts (a) $ 7 $ — $ 7 $ 427 $ — $ 427 Liabilities (b): Foreign currency forward contracts (a) $ 19,873 $ — $ 19,873 $ — $ — $ — Fixed-rate long-term debt $ 585,824 $ — $ 541,267 $ 606,529 $ — $ 611,308 Variable-rate long-term debt $ 599,221 $ — $ 602,652 $ 631,666 $ — $ 635,946 (a) These items represent derivative instruments. (b) Liabilities excludes capital lease obligation. (c) The Company did not have Level 3 assets or liabilities at December 31, 2018 and 2017. 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, 2018 | |
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, 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 loss, 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 Net income — — — — — 128,416 — 128,416 Other comprehensive income, net of tax — — — — — — (57,121 ) (57,121 ) Issuance of common stock under incentive stock plans 301,560 3 — — 448 — — 451 Stock-based compensation — — — — 13,007 — — 13,007 Repurchase of common stock (2,727,572 ) (27 ) — — (6,318 ) (36,435 ) — (42,780 ) ASU 2018-02 adoption — — — — — 22,425 (22,425 ) — Common stock dividends ($0.28 per share) — — — — — (15,058 ) — (15,058 ) Preferred stock dividends ($8.00 per share) — — — — — (13,800 ) — (13,800 ) Balance, December 31, 2018 49,291,130 $ 493 1,725,000 $ 17 $ 399,490 $ 462,568 $ (155,697 ) $ 706,871 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. Common Stock Buyback On January 29, 2018, the Board of Directors authorized a share buyback program pursuant to which the Company may, from time to time, purchase shares of its common stock with an aggregate purchase price of up to $100 million . During 2018 , the Company repurchased and retired 2,570,449 shares of common stock under this buyback program at an average price of $15.44 per share, excluding commissions, for an aggregate purchase price of approximately $40 million . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Income (Loss) AOCI was comprised of the following for the three years ended December 31 : 2018 2017 2016 Unrecognized components of employee benefit plans, net of tax: Balance, beginning of year $ (81,638 ) $ (110,080 ) $ (109,620 ) Other comprehensive gain (loss) before reclassifications (53,278 ) 26,050 (12,917 ) Income tax on other comprehensive loss 12,160 (5,731 ) — Reclassifications to earnings: (a) Amortization of losses 11,877 11,984 11,581 Amortization of prior service costs 572 763 775 Amortization of negative plan amendment (153 ) (153 ) (153 ) Income tax on reclassifications (2,705 ) (4,471 ) 254 Net comprehensive gain (loss) on employee benefit plans, net of tax (31,527 ) 28,442 (460 ) ASU 2018-02 adoption (c) (22,425 ) — — Balance, end of year (135,590 ) (81,638 ) (110,080 ) Unrealized gain on derivative instruments, net of tax: Balance, beginning of year 619 — — Other comprehensive income before reclassifications (22,985 ) 749 — Income tax on other comprehensive income 5,372 (130 ) — Reclassifications to earnings: (b) Interest rate contracts (64 ) — — Foreign exchange contracts 6,690 — — Income tax on reclassifications (1,254 ) — — Net comprehensive gain on derivative instruments, net of tax (12,241 ) 619 — Balance, end of year (b) (11,622 ) 619 — Foreign currency translation: Balance, beginning of year 4,868 — — Foreign currency translation, net of tax effects of $0, $0, and $0 (13,353 ) 4,868 — Balance, end of year (8,485 ) 4,868 — Accumulated other comprehensive income (loss), end of year $ (155,697 ) $ (76,151 ) $ (110,080 ) (a) The AOCI 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. (c) Represents a reclassification to retained earnings from the adoption of ASU No. 2018-02. See Note 2 — Summary of Significant Accounting Policies and New Accounting Pronouncements for additional information. |
Earnings Per Share of Common St
Earnings Per Share of Common Stock | 12 Months Ended |
Dec. 31, 2018 | |
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 were included in the calculation of weighted-average shares outstanding at December 31, 2017. Refer to Note 3 — Tembec Acquisition for more information. The following table provides details of the calculations of basic and diluted EPS for the three years ended December 31: 2018 2017 2016 Net income $ 128,416 $ 324,964 $ 73,286 Less: Preferred Stock dividends (13,800 ) (13,800 ) (5,404 ) Net income available for common stockholders $ 114,616 $ 311,164 $ 67,882 Shares used for determining basic earnings per share of common stock 50,602,480 43,416,868 42,279,811 Dilutive effect of: Stock options 1,307 — — Performance and restricted shares 1,431,794 1,113,866 422,962 Preferred Stock 13,361,678 11,371,718 4,443,048 Shares used for determining diluted earnings per share of common stock 65,397,259 55,902,452 47,145,821 Basic earnings per share (not in thousands) $ 2.27 $ 7.17 $ 1.61 Diluted earnings per share (not in thousands) $ 1.96 $ 5.81 $ 1.55 Anti-dilutive instruments excluded from the computation of diluted earnings per share: 2018 2017 2016 Stock options 260,033 373,058 399,012 Performance and restricted shares 398,004 798 90,399 Preferred Stock — — — Total 658,037 373,856 489,411 |
Incentive Stock Plans
Incentive Stock Plans | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Incentive Stock Plans | Incentive Stock Plans As of December 31, 2018, 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, 2018 , approximately 3.6 million shares were available for future grants under the 2017 Plan. During the year ended December 31, 2018 , the Company made new grants of restricted stock units and performance-based stock units to certain employees. The 2018 restricted stock unit awards vest over three years. The 2018 performance-based stock unit awards are measured against an internal return on an invested capital target and a synergy target set in connection with the 2017 acquisition of Tembec, Inc. Depending on performance against the targets, the awards will pay out in common stock amounts between 0 and 200 percent of the performance-based stock units awarded. The total number of common stock awards awarded will be adjusted up or down 25 percent , for certain participants, based on stock price performance relative to a peer group over the term of the plan, which could result in a final common stock issuance of 0 to 250 percent of the performance-based stock units awarded. In March 2018, the performance-based share units granted in 2015 were settled at an average of 152 percent of the performance-based stock units awarded, resulting in the issuance of 288,703 shares of common stock with an intrinsic value of $6 million at the vest date. 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, 2018 , 2017 and 2016 was $13 million , $9 million and $7 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: 2018 2017 2016 Selling, general and administrative expenses $ 11,994 $ 7,991 $ 6,330 Cost of sales 1,013 995 887 Total stock-based compensation expense $ 13,007 $ 8,986 $ 7,217 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 employees of its former parent Rayonier Inc. 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, 2018 , 2017 and 2016 , no options were granted. A summary of the Company’s stock option activity is presented below for the year ended December 31, 2018 : Stock Options Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at January 1, 2018 373,058 $ 32.25 Forfeited — — Exercised (26,045 ) 17.34 Expired (60,400 ) 29.77 Outstanding at December 31, 2018 286,613 $ 34.23 3.03 $ — Options vested and expected to vest 286,613 $ 34.23 3.0 $ — Options exercisable at December 31, 2018 286,613 $ 34.23 3.0 $ — A summary of additional information pertaining to stock options granted to employees is presented below: 2018 2017 2016 Intrinsic value of options exercised $ 108 $ 1 $ — Fair value of options vested $ — $ 210 $ 444 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, 2018 , there was $5 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 1.7 years. The following table summarizes the activity of restricted stock and stock units granted to employees for the three years ended December 31 : 2018 2017 2016 Restricted stock and stock units granted 301,384 285,506 598,219 Weighted average price of restricted stock or units granted $ 19.73 $ 13.37 $ 8.03 Intrinsic value of restricted stock and units outstanding $ 9,767 $ 17,349 $ 10,326 Fair value of restricted stock and units vested $ 3,753 $ 1,119 $ 5,890 A summary of the Company’s restricted stock and stock units activity is presented below for the year ended December 31, 2018 : Restricted Stock and Stock Units Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2018 848,371 $ 12.47 Granted 301,384 19.73 Forfeited (16,279 ) 12.05 Vested (216,378 ) 17.34 Outstanding at December 31, 2018 917,098 $ 13.71 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, 2018 , there was $11 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 1.65 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 : 2018 2017 2016 Common shares of stock reserved for performance-based stock units 1,115,747 896,121 1,304,419 Weighted average fair value of performance-based stock units granted $ 22.75 $ 14.60 $ 7.79 Intrinsic value of outstanding performance-based stock units $ 4,774 $ 7,408 $ 8,169 A summary of the Company’s performance-based stock unit award activity is presented below for the year ended December 31, 2018 : Performance-Based Stock Units Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2018 1,080,067 $ 11.58 Granted 449,838 22.75 Forfeited (13,691 ) 11.53 Vested (190,320 ) 17.50 Outstanding at December 31, 2018 1,325,894 $ 14.69 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 : 2018 2017 2016 Expected volatility 68.7 % 70.2 % 74.3 % Risk-free rate 2.4 % 1.5 % 1.0 % |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
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 2018 2017 2018 2017 Projected benefit obligation at beginning of year $ 1,139,177 $ 414,479 $ 45,449 $ 26,838 Plans assumed in Acquisition — 710,466 — 18,884 Service cost 12,428 5,646 1,724 1,249 Interest cost 36,365 15,926 1,332 827 Actuarial loss (gain) (46,755 ) 6,852 (2,720 ) (1,639 ) Participant contributions 1,106 96 360 396 Benefits paid (59,790 ) (23,192 ) (3,418 ) (1,386 ) Effects of foreign currency exchange rates (45,106 ) 8,904 (1,484 ) 280 Projected benefit obligation at end of year $ 1,037,425 $ 1,139,177 $ 41,243 $ 45,449 Change in Plan Assets Fair value of plan assets at beginning of year $ 1,000,200 $ 275,955 $ — $ — Plans assumed in Acquisition — 668,463 — — Actual return on plan assets (44,639 ) 57,618 — — Employer contributions 9,520 12,732 3,059 990 Participant contributions 1,106 96 360 396 Benefits paid (59,790 ) (23,192 ) (3,419 ) (1,386 ) Effects of foreign currency exchange rates (43,071 ) 8,528 — Fair value of plan assets at end of year $ 863,326 $ 1,000,200 $ — $ — Funded Status at end of year: $ (174,099 ) $ (138,977 ) $ (41,243 ) $ (45,449 ) Pension Postretirement Amounts recognized in the Consolidated Balance Sheets consist of: 2018 2017 2018 2017 Non-current assets $ 30,395 $ 36,605 $ — $ — Current liabilities (3,767 ) (5,059 ) (3,012 ) (3,162 ) Non-current liabilities (200,727 ) (170,523 ) (38,231 ) (42,287 ) Net amount recognized $ (174,099 ) $ (138,977 ) $ (41,243 ) $ (45,449 ) Net gains (losses) recognized in other comprehensive income for the three years ended December 31 are as follows: Pension Postretirement 2018 2017 2016 2018 2017 2016 Net gains (losses) $ (55,918 ) $ 24,411 $ (14,101 ) $ 2,640 $ 1,639 $ 1,184 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 2018 2017 2016 2018 2017 2016 Amortization of losses $ 11,648 $ 11,651 $ 11,343 $ 229 $ 333 $ 238 Amortization of prior service (credit) cost 572 761 761 (153 ) (151 ) (139 ) 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 AOCI are as follows: Pension Postretirement 2018 2017 2018 2017 Prior service cost $ (1,681 ) $ (2,254 ) $ 1,338 $ — Net losses (172,484 ) (128,215 ) (2,280 ) (5,149 ) Plan amendment — — — 1,491 Deferred income tax benefit 38,779 50,907 183 1,582 Accumulated other comprehensive income (loss) $ (135,386 ) $ (79,562 ) $ (759 ) $ (2,076 ) 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 : 2018 2017 Projected benefit obligation $ 764,462 $ 813,411 Accumulated benefit obligation $ 736,782 $ 785,435 Fair value of plan assets $ 559,969 $ 638,414 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 2018 2017 2016 2018 2017 2016 Service cost $ 12,428 $ 5,646 $ 5,225 $ 1,724 $ 1,249 $ 808 Interest cost 36,365 15,926 15,915 1,332 827 871 Expected return on plan assets (58,685 ) (25,978 ) (23,320 ) — — — Amortization of prior service (credit) cost 572 761 761 (153 ) (151 ) (139 ) Amortization of losses 11,648 11,651 11,343 229 333 238 Net periodic benefit cost (a) $ 2,328 $ 8,006 $ 9,924 $ 3,132 $ 2,258 $ 1,778 (a) Service cost is included in cost of sales and selling, general and administrative expenses in the statements of income, as appropriate. Interest cost, expected return on plan assets, amortization of prior service cost, amortization of losses and amortization of negative plan amendment are included in non-operating income on the consolidated statement of income as a result of retrospectively adopting ASU No. 2017-07, Compensation - Retirement Benefits , during the first quarter of 2018. See Note 2 - Summary of Significant Accounting Policies and New Accounting Pronouncements, for additional information regarding the impact. The estimated pre-tax amounts that will be amortized from AOCI into net periodic benefit cost in 2019 are as follows: Pension Postretirement Amortization of loss $ 14,283 $ 81 Amortization of prior service cost 569 (153 ) Total amortization of accumulated other comprehensive income (loss) $ 14,852 $ (72 ) 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 2018 2017 2016 2018 2017 2016 Assumptions used to determine benefit obligations at December 31: Discount rate 3.99 % 3.55 % 3.88 % 3.82 % 3.14 % 3.85 % Rate of compensation increase 2.61 % 2.60 % 4.10 % 3.68 % 3.10 % 4.50 % Assumptions used to determine net periodic benefit cost for years ended December 31: Discount rate 3.42 % 3.77 % 4.03 % 3.40 % 3.64 % 3.98 % Expected long-term return on plan assets 6.32 % 7.38 % 8.50 % N/A N/A N/A Rate of compensation increase 2.61 % 2.59 % 4.10 % 3.68 % 3.10 % 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. Assumed health care cost trends have a significant effect on the amounts reported for the postretirement benefit plans. The following table sets forth the assumed health care cost trend rates as of December 31 : Postretirement 2018 2017 U.S. Canada U.S. Canada Health care cost trend rate assumed for next year 7.50 % 5.00 % 8.00 % 5.50 % Rate to which the cost trend is assumed to decline (ultimate trend rate) 5.00 % 4.50 % 5.00 % 4.50 % Year that ultimate trend rate is reached 2024 2019 2024 2019 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 $ 225 $ (190 ) Accumulated postretirement benefit obligation 1,842 (1,604 ) 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, 2018 and 2017 , by asset category are as follows: Percentage of Plan Assets Asset Category 2018 2017 U.S. equity securities 22 % 23 % International equity securities 24 % 27 % U.S. fixed income securities 13 % 13 % International fixed income securities 36 % 34 % Other 5 % 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, 2018 or 2017 . Fair Value Measurements The following table sets forth by level, within the fair value hierarchy (see Note 2 — Summary of Significant Accounting Policies and New Accounting Pronouncements for definition), the assets of the plans as of December 31, 2018 and 2017 . Fair Value at December 31, 2018 Asset Category Level 1 Level 2 Level 3 Total Mutual funds $ 172,870 $ — $ — $ 172,870 Investments at net asset value: Common collective trust funds 690,456 Total assets at fair value $ 863,326 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 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, 2018 and 2017 . Cash Flows Expected benefit payments for the next ten years are as follows: Pension Benefits Postretirement Benefits 2019 $ 60,105 $ 3,035 2020 58,726 2,878 2021 59,666 2,934 2022 60,527 2,769 2023 61,327 2,697 2024 — 2028 315,088 12,409 The Company has mandatory pension contribution requirements of $5 million in 2019 and may make additional 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 $8 million , $5 million , and $5 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. |
Other Operating Expense, Net
Other Operating Expense, Net | 12 Months Ended |
Dec. 31, 2018 | |
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: 2018 2017 2016 Environmental liability adjustments and other costs for disposed operations (a) $ (8,332 ) $ (1,451 ) $ (5,298 ) Loss on sale or disposal of property, plant and equipment (3,186 ) (2,032 ) (2,422 ) Gain on foreign exchange 1,114 2,335 — Equity income (loss) from joint venture (4,359 ) (495 ) — Insurance settlement — (13 ) 897 Miscellaneous income (expense) 2,341 382 1,139 Total other operating expense, net $ (12,422 ) $ (1,274 ) $ (5,684 ) (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. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Tax Expense Income tax expense for the three years ended December 31 are as follows: 2018 2017 2016 Current Federal $ (12,384 ) $ 10,871 $ 5,516 Foreign (10,115 ) (121 ) — State and other (657 ) (201 ) 368 (23,156 ) 10,549 5,884 Deferred Federal 4,238 (34,635 ) (44,488 ) Foreign (24,901 ) 4,065 — State and other 26 290 (711 ) (20,637 ) (30,280 ) (45,199 ) Changes in valuation allowance — — — Income tax expense $ (43,793 ) $ (19,731 ) $ (39,315 ) 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: 2018 2017 2016 U.S. federal statutory income tax rate 21.0 % 35.0 % 35.0 % Nontaxable bargain purchase gain (a) (3.1 ) (32.1 ) — U.S. federal rate change (b) — 3.2 — Difference in foreign statutory rates 5.8 — — Global Intangible Low Taxed Income (Net of FTC)(c) 5.4 — — Book tax differences related to joint venture 1.5 — — Favorable resolutions of uncertain tax positions (3.1 ) — — Domestic manufacturing production deduction — (0.3 ) — State credits — — (0.8 ) Nondeductible executive compensation 0.7 0.4 0.6 Adjustment to previously filed tax returns (3.4 ) (1.1 ) — Nondeductible transaction costs (d) — 1.0 — Change in state rate — (0.1 ) — Other 0.6 (0.3 ) 0.1 Income tax rate as reported 25.4 % 5.7 % 34.9 % (a) The bargain purchase gain from the acquisition of Tembec of $20 million and $317 million during the years ended December 31, 2018 and 2017, respectively, was not taxable resulting in a decrease in the income tax rate (see Note 3 — Tembec 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 has the option to either treat taxes due on future Global Intangible Low-Taxed Income (“GILTI”) income as a current period expense when incurred (the “period cost method”) or factor in such amounts in the Company’s measurement of its deferred taxes (the “deferred method”). The Company has determined it will record GILTI income as a current period expense when incurred. (d) The Company incurred significant costs associated with the acquisition of Tembec. Certain costs incurred are considered facilitative to the transaction and were not deductible in 2017, 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: 2018 2017 Gross deferred tax assets: Pension, postretirement and other employee benefits $ 58,088 $ 49,669 Tax credit carryforwards (a) 76,467 77,897 Property, plant and equipment basis differences 78,550 97,242 Canadian pool of scientific research and experimentation deductions ("SR&ED") (a) 87,253 79,349 Environmental liabilities 36,583 36,791 Capitalized costs 5,275 6,347 U.S. federal and Canadian net operating losses (a) 211,939 212,904 State net operating losses (a) 2,942 2,946 Interest carryforwards (a) 5,820 11,635 Other 9,737 1,868 Total gross deferred tax assets 572,654 576,648 Less: valuation allowance (82,223 ) (92,081 ) Total deferred tax assets after valuation allowance 490,431 484,567 Gross deferred tax liabilities: Property, plant and equipment basis differences (92,857 ) (95,754 ) Intangible assets (15,579 ) (15,948 ) Other (3,054 ) (2,626 ) Total gross deferred tax liabilities (111,490 ) (114,328 ) Net deferred tax asset $ 378,941 $ 370,239 Included in: Deferred tax assets $ 406,957 $ 402,846 Deferred tax liabilities (28,016 ) (32,607 ) $ 378,941 $ 370,239 (a) The following relates to tax credit carryforwards and net operating losses as of December 31, 2018 : Gross Amount Tax Effected Valuation Allowance Expiration State tax credit carryforwards $ 21,328 $ 21,328 $ 21,074 2019-2026 Foreign R&D credit carryforwards $ 55,139 $ 55,139 $ 55,139 2018-2037 State net operating losses $ 63,404 $ 2,942 $ 2,942 2018-2032 Canada non-capital losses $ 932,363 $ 211,939 $ 3,068 2025-2037 Interest limitation carryforward $ 26,457 $ 5,820 $ — None Canadian pool of SR&ED $ 405,088 $ 87,253 $ — 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, 2018 and 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, 2018 , 2017 and 2016 , the Company did not record material 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: 2018 2017 2016 Balance at January 1, $ 23,804 $ — $ — Decreases related to prior year tax positions (17,872 ) — — Increases related to prior year tax positions 1,137 11,171 Decreases related to current year tax positions — — Increases related to current year tax positions 1,775 12,633 — Balance at December 31, $ 8,844 $ 23,804 $ — Each of our unrecognized tax benefits would decrease our effective tax rate if recognized. Total interest and penalities recorded in unrecognized tax benefits is less than $1 million . 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 $1 million and increase of $2 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. 2014-2018 France 2015-2018 Canada 2014-2018 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, 2018 | |
Segment Reporting [Abstract] | |
Segment and Geographical Information | Segment and Geographical Information The Company has five 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 businesses. The Corporate segment consists 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 allocate the cost of maintaining these support functions to its operating units. In the first quarter of 2018, the net sales of each of the Pulp and Paper operating businesses exceeded 10 percent of the Company’s consolidated net sales, therefore, we disaggregated the previously combined segment into two separate, reportable segments, Pulp and Paper. The 2017 segment information presented below conforms with the current presentation of reportable segments. 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, Pulp and Paper segments and high-yield pulp sales from Pulp to Paper. Intersegment sales prices are at rates that approximate market for the respective operating area. Net sales, disaggregated by product-line, was comprised of the following for the years ended December 31 : 2018 2017 2016 Net sales: High Purity Cellulose Cellulose Specialties $ 831,805 $ 661,760 $ 694,603 Commodity Products 243,711 183,208 174,128 Other sales (a) 116,873 21,893 — Total High Purity Cellulose 1,192,389 866,861 868,731 Forest Products Lumber 284,418 25,880 — Other sales (b) 71,242 8,065 — Total Forest Products 355,660 33,945 — Pulp High-yield pulp 346,444 38,470 — Paper Paperboard 196,866 18,875 — Newsprint 113,275 10,576 — Total Paper 310,141 29,451 — Eliminations (70,221 ) (7,394 ) — Total net sales $ 2,134,413 $ 961,333 $ 868,731 (a) Other sales include sales of electricity, resins, lignin and other by-products to third-parties (b) Other sales include sales of logs, wood chips and other by-products to other segments and third-parties Operating income by segment was comprised of the following for the years ended December 31 : 2018 2017 (a) 2016 (a) Operating income: High Purity Cellulose $ 112,308 $ 120,356 $ 175,737 Forest Products 24,850 (4 ) — Pulp 95,071 4,411 — Paper 31,047 (1,155 ) — Corporate (65,634 ) (62,156 ) (32,420 ) Total operating income $ 197,642 $ 61,452 $ 143,317 (a) The Company adopted ASU 2017-07, Compensation - Retirement Benefits on January 1, 2018 using the retrospective method. See Note 2 - Summary of Significant Accounting Policies and New Accounting Pronouncements for additional information. Identifiable assets by segment were as follows for the years ended December 31 : 2018 2017 Identifiable assets: High Purity Cellulose $ 1,643,092 $ 1,671,107 Forest Products 166,801 154,258 Pulp 103,308 83,081 Paper 240,427 245,746 Corporate 525,458 488,419 Total identifiable assets $ 2,679,086 $ 2,642,611 Long-life assets by country were as follows for the years ended December 31 : 2018 2017 Long-life assets: United States $ 829,153 $ 840,315 Canada 920,503 926,774 France 213,338 228,985 Total long-life assets $ 1,962,994 $ 1,996,074 Depreciation and amortization and capital expenditures by segment were as follows for the years ended December 31 : 2018 2017 2016 Depreciation and amortization: High Purity Cellulose $ 119,231 $ 93,177 $ 87,837 Forest Products 6,683 728 — Pulp 4,581 590 — Paper 17,263 2,154 — Corporate 658 314 437 Total depreciation and amortization $ 148,416 $ 96,963 $ 88,274 Capital expenditures (a): High Purity Cellulose $ 92,980 $ 65,691 $ 85,835 Forest Products 26,691 4,409 — Pulp 4,983 326 — Paper 4,966 1,125 — Corporate 2,827 19 — Total capital expenditures $ 132,447 $ 71,570 $ 85,835 (a) Amounts exclude the impact of changes in capital assets purchased on account and government grants. Geographical distribution of the Company’s sales was comprised of the following for the three years ended December 31 : Sales by Destination 2018 % 2017 % 2016 % United States $ 779,699 36 $ 336,943 35 $ 348,570 40 China 360,862 17 253,275 26 250,044 29 Japan 143,577 7 123,850 13 136,817 16 Europe 364,024 17 114,049 12 88,191 10 Latin America 11,868 1 11,576 1 9,876 1 Other Asia 208,878 10 78,538 8 27,280 3 Canada 260,448 12 41,178 4 — — All other 5,057 — 1,924 1 7,953 1 Total sales $ 2,134,413 100 $ 961,333 100 $ 868,731 100 The Company had no significant customers representing over 10 percent of total sales for the year ended December 31, 2018. The Company had three significant customers in its High Purity Cellulose segment which represented over 10 percent of total sales for the years ended December 31, 2017 and 2016: Percentage of Sales 2017 2016 Eastman Chemical Company 20% 25% Nantong Cellulose Fibers, Co., Ltd. 15% 17% Daicel Corporation 10% 14% |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 , approximately 75 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, 2018 , collective bargaining agreements covering approximately 800 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 $8 million , $6 million , and $5 million in 2018 , 2017 and 2016 , respectively. At December 31, 2018 , the future minimum payments under non-cancellable operating leases and purchase obligations were as follows: Operating Leases (a) Purchase Obligations (b) 2019 $ 4,669 $ 170,868 2020 3,019 70,771 2021 2,299 57,702 2022 1,641 47,288 2023 1,081 52,431 Thereafter 1,016 104,048 Total $ 13,725 $ 503,108 (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, 2018 , the Company had $36 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 $85 million as of December 31, 2018 , 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. The Company is jointly and severally liable for financing agreements related to its LTF joint venture. 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 Company’s portion of the guarantee related to LTF at December 31, 2018 was $35 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 not material 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. |
Supplemental Disclosures of Cas
Supplemental Disclosures of Cash Flows Information | 12 Months Ended |
Dec. 31, 2018 | |
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: 2018 2017 2016 Cash paid (received) during the period: Interest $ 59,720 $ 35,879 $ 35,160 Income taxes $ 12,558 $ 5,992 $ (4,727 ) Non-cash investing and financing activities: Capital assets purchased on account $ 16,864 $ 12,083 $ 10,155 Property, plant and equipment acquired under capital leases $ — $ — $ 3,697 Value of stock issued for Acquisition $ — $ 141,192 $ — |
Quarterly Results for 2018 and
Quarterly Results for 2018 and 2017 (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results for 2018 and 2017 (Unaudited) | Quarterly Results for 2018 and 2017 (Unaudited) Quarter Ended March 31 June 30 September 29 December 31 Total Year 2018 Net Sales $ 521,992 $ 541,720 $ 544,339 $ 526,362 $ 2,134,413 Gross Margin $ 80,352 $ 101,478 $ 95,913 $ 66,426 $ 344,169 Operating Income $ 46,257 $ 66,222 $ 56,150 $ 29,013 $ 197,642 Net Income $ 24,455 $ 53,389 $ 37,936 $ 12,636 $ 128,416 Basic earnings per share $ 0.41 $ 0.97 $ 0.68 $ 0.18 $ 2.27 Diluted earnings per share (a) $ 0.38 $ 0.83 $ 0.60 $ 0.18 $ 1.96 Quarter Ended March 25 June 24 September 23 December 31 (c) Total Year 2017 Net Sales $ 201,415 $ 201,226 $ 209,717 $ 348,975 $ 961,333 Gross Margin $ 37,369 $ 34,297 $ 32,119 $ 39,267 $ 143,052 Operating Income $ 27,081 $ 14,470 $ 18,774 $ 1,127 $ 61,452 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 (b) $ 0.15 $ 0.03 $ 0.28 $ 5.01 $ 5.81 (a) Basic and diluted earnings per share for the second, third, and fourth quarters of 2018 and year ended December 31, 2018 included the impact of the repurchase and retirement of common stock as part of the Board of Directors authorized share buyback program. See Note 14 — Earnings per Share of Common Stock for additional information. (b) Basic and diluted earnings per share may include the impact of dividends on the Company’s Preferred Stock. As a result, quarterly EPS does not crossfoot to full-year EPS. See Note 14 — Earnings per Share of Common Stock for additional information. (c) On November 17, 2017, the Company acquired all the outstanding common shares of Tembec Inc. for an aggregate purchase price of $317 million Canadian dollars and 8.4 million shares of the Company’s common stock. The acquisition was accounted for as a business combination. See Note 3— Tembec Acquisition for additional information. |
Schedule II - Valuation and Qu
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, 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, 2018 $ 593 $ 1,743 $ (55 ) $ — $ (219 ) $ 2,062 Year ended December 31, 2017 151 437 5 — — 593 Year ended December 31, 2016 151 — — — — 151 Allowance for sales returns: Year ended December 31, 2018 $ 1,121 $ 969 $ — $ — $ (831 ) $ 1,259 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, 2018 $ 92,081 $ — $ — $ — $ (9,858 ) $ 82,223 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 Self-insurance liabilities: Year ended December 31, 2018 $ 1,289 $ 348 $ — $ — $ (626 ) $ 1,011 Year ended December 31, 2017 428 1,660 — — (799 ) 1,289 Year ended December 31, 2016 589 291 — — (452 ) 428 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and New Accounting Pronouncements (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
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 | Reclassifications Certain amounts in prior periods have been reclassified to conform with current period 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, 2019 , the date these financial statements were available to be issued. |
Use of Estimates | The preparation of financial statements in conformity with 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 using estimates 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 income (loss) (“AOCI”). 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 when purchased. |
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-offs 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 straight-line method over 3 to 20 years. High Purity Cellulose, Pulp and 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. 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 High Purity, Pulp and Paper manufacturing facilities during a full plant shutdown. Costs associated with these planned outage periods are referred to as shutdown costs and are incurred to ensure the long-term reliability and safety of the manufacturing 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. |
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 AOCI 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 AOCI are reclassified to earnings at that time. Any ineffectiveness is recognized in earnings in the current period. |
Revenue Recognition | Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied. The majority of the Company's contracts have a single performance obligation to transfer products. Accordingly, the Company recognizes revenue when title and risk of loss have been transferred to the customer. Generally, title passes upon delivery to the customer at the agreed upon location. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products and is generally based upon contractual arrangements with customers or published indices. The Company sells its products both directly to customers and through distributors and agents typically under agreements with payment terms less than 90 days. Shipping and Handling Costs : The Company has elected to account for shipping and handling as activities to fulfill the promise to transfer the goods. As such, shipping and handling costs incurred are recorded in cost of sales. The Company has elected to exclude from net sales any value add sales, and other taxes which it collects concurrently with revenue-producing activities. These accounting policy elections are consistent with the manner in which the Company has historically recorded shipping and handling fees and taxes. Contract Estimates: The nature of certain of the Company's contracts gives rise to variable consideration, which may be constrained, including volume-based rebates to certain customers. The Company issues rebates to customers when they purchase a certain volume level, primarily retrospective volume-based rebates, which are applied retroactively to prior purchases. The Company estimates the level of volumes based on anticipated purchases at the beginning of the period and records a rebate accrual for each purchase toward the requisite rebate volume. These estimated rebates are included in the transaction price of the Company's contracts with customers as a reduction to net sales and are included in accrued customer incentives and prepayments in the consolidated balance sheets (see Note 7 - Accrued and Other Current Liabilities ). This methodology is consistent with the manner in which the Company has historically estimated and recorded volume-based rebates. The majority of the Company's revenue is derived from contracts (i) with an original expected length of one year or less and (ii) for which it recognizes revenue at the amount in which it has the right to invoice when product is delivered. The Company has elected the practical expedient not to disclose the value of remaining performance obligations associated with these types of contracts. The Company has certain contracts which contain performance obligations which are not significant in the context of the contract with the customer. The Company has elected the practical expedient not to assess whether these promised goods or services are performance obligations. Contract Balances: Contract liabilities primarily relate to prepayments received from the Company's customers before revenue is recognized and volume rebates are payable to customers. These amounts are included in accrued customer incentives and prepayments in the consolidated balance sheets (see Note 7 - Accrued and Other Current Liabilities ). The Company does not have any material contract assets as of December 31, 2018 . Disaggregated Revenue : In general, the Company's product-lines within its segments are aligned according to the nature and economic characteristics of its products and customer relationships and provide meaningful disaggregation of each business segment's results of operations. Disaggregation of net sales by business segment and product-line are included in Note 19 - Segment and Geographical Information . |
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 2019 through 2039 , 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. The components of periodic pension and post retirement costs, other than service costs, are presented separately outside of operating income in “Other components of net periodic benefit costs” on the consolidated statement of income. The service costs component of net periodic benefit cost are presented in cost of sales and selling, general and administrative expense, which correlates with the related employee compensation costs arising from services rendered during the period. Only the service cost component of the net periodic benefit cost are eligible for capitalization in assets. 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 | New Accounting Pronouncements New Accounting Pronouncements Not Yet Adopted In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases , on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a manner similar to the accounting under existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. ASC 842 supersedes the previous leases standard, Accounting Standards Codification (“ASC”) Topic 840, "Leases”. It is effective for fiscal years beginning after December 15, 2018. The Company will adopt ASU 2016-02 utilizing the modified retrospective transition method through a cumulative-effect adjustment at the beginning of its first quarter of 2019. While the Company is currently evaluating the impact of adopting ASU 2016-02, based on the lease portfolio as of December 31, 2018, the Company anticipates the adoption of this ASU will result in the recognition of operating lease assets and liabilities of approximately $10 million to $15 million . In October 2018, FASB issued ASU 2018-17, Inclusion of the Secured Over Night Financing Rate (“SOFR”) Overnight Index Swap (“OIS”) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes. The update expands the lists of eligible benchmark interest rates to include OIS based on SOFR to facilitate the marketplace transition away from LIBOR. The effective date for public entities that have already adopted ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities , is fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. While the Company is assessing the potential impacts of the standard update, it does not expect the adoption to have a material impact on its consolidated financial statements. Recently Adopted Accounting Pronouncements The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers , which was adopted on January 1, 2018, using the modified retrospective basis. The core principle of ASC 606 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 adoption of the new revenue recognition guidance did not materially affect our Consolidated Statement of Operations, Consolidated Balance Sheet, or Consolidated Statement of Cash Flows. See additional detail on our revenue recognition policies above within this note. 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 Company adopted the update as of January 1, 2018. The adoption did not 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 improve the presentation of net periodic pension and postretirement benefit cost. The Company adopted the provisions of this guidance in the first quarter of 2018 using the retrospective method. As a result of this update, the Company presents the components of periodic pension and postretirement costs, other than service costs, separately outside of operating income in “Other components of net periodic benefit costs” on the condensed consolidated statement of income. The impact on a retrospective basis resulted in an increase in gross margin and operating income of $4 million for the year ended December 31, 2017 and an increase to gross margin and operating income of $5 million and $6 million , respectively, for the year ended December 31, 2016. The offsets resulted in corresponding increases in other components of net periodic benefit income (expense) when compared to previously reported amounts. The adoption of this guidance had no impact on net income. 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 Company adopted the update as of January 1, 2018. The adoption did not 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 update provides guidance to better align the financial reporting for hedging activities with the economic objectives of those activities. For public business entities, it is effective for fiscal years beginning after December 15, 2018, with early adoption, including adoption in an interim period, permitted. 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 elected to early adopt the new guidance as of January 1, 2018. The adoption did not have a material impact on the Company’s consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . ASU 2018-02 was issued to provide narrow-scope guidance for entities that are required to apply the provisions of Topic 220, Income Statement—Reporting Comprehensive Income, and have items of other comprehensive income for which the related tax effects are presented in other comprehensive income as required by GAAP. The amendments in ASU 2018-02 allow a reclassification from accumulated other comprehensive income to retained earnings for dangling tax effects resulting from H.R. 1 passed on December 22, 2017 (the “Tax Cuts and Jobs Act”). Consequently, the amendments eliminate the dangling tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of the Tax Cuts and Jobs Act, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected. The majority of the Company dangles were recorded as a result of H.R. 1 passed on December 22, 2017 which reduced the Company’s U.S. federal income tax rate. In the fourth quarter of 2018, the Company adopted ASU No. 2018-02 and reclassified the dangling credit resulting from the Tax Cuts and Jobs Act of approximately $ 22.4 million from AOCI to its opening January 1, 2018 retained earnings. As of December 31, 2018, a dangling credit of approximately $ 0.6 million remains in 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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and New Accounting Pronouncements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Definite-Lived Intangible Assets | The Company’s definite-lived intangible assets are summarized as follows (in thousands): December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Life Customer Lists $ 51,680 $ (7,179 ) $ 44,501 6.9 years Trade Names 8,604 (645 ) 7,959 13.9 years Total Definite-Lived Intangibles $ 60,284 $ (7,824 ) $ 52,460 8.0 years December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Life Customer Lists $ 51,680 $ (745 ) $ 50,935 7.9 years Trade Names 9,004 (70 ) 8,934 14.9 years Total Definite-Lived Intangibles $ 60,684 $ (815 ) $ 59,869 8.9 years |
Schedule of Definite-Lived Intangible Assets, Future Amortization Expense | Total amortization expense related to definite-lived assets was $7 million and $1 million for the years ended December 31, 2018 and 2017. For the year ended 2016 there was no amortization expense related to definite-lived assets. As of December 31, 2018, amortization expense for the years ended December 31, 2019 through 2023 is expected to be $7 million per year and $17 million for all remaining years thereafter. |
Tembec Acquisition (Tables)
Tembec Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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 total purchase consideration as allocated at the acquisition date, along with the final measurement period adjustments, are presented below: November 17, 2017 Adjustments November 17, 2018 Current assets $ 383,066 $ — $ 383,066 Property, plant and equipment 628,027 7,418 635,445 Deferred tax assets 389,321 15,926 405,247 Definite-life intangibles (a) 60,684 (400 ) 60,284 Other assets 70,868 — 70,868 Current liabilities (167,244 ) (668 ) (167,912 ) Assumed long-term debt (b) (508,531 ) — (508,531 ) Pension and other postretirement benefits (96,278 ) — (96,278 ) Other long-term liabilities (52,933 ) (1,827 ) (54,760 ) Estimated fair value of net assets acquired $ 706,980 $ 20,449 $ 727,429 Gain on bargain purchase $ 316,555 $ 20,449 $ 337,004 (a) The Company acquired definite-life intangibles of $52 million for customer lists and $9 million for trade-names which are being 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, 2018 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | The Company’s accounts receivable included the following for the years ended December 31 : 2018 2017 Accounts receivable, trade $ 169,496 $ 134,523 Accounts receivable, other (a) 54,943 47,368 Allowance for doubtful accounts (2,062 ) (593 ) Total accounts receivable, net $ 222,377 $ 181,298 (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, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The Company’s inventory included the following for the years ended December 31 : 2018 2017 Finished goods $ 215,233 $ 190,140 Work-in-progress 21,478 18,889 Raw materials 73,715 82,940 Manufacturing and maintenance supplies 10,951 10,117 Total inventory $ 321,377 $ 302,086 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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 : 2018 2017 Land and land improvements $ 23,225 $ 18,336 Buildings 248,719 241,831 Machinery and equipment 2,406,523 2,377,210 Other 23,139 21,704 Construction in progress 67,667 57,873 Total property, plant and equipment, gross 2,769,273 2,716,954 Accumulated depreciation (1,388,234 ) (1,309,192 ) Total property, plant and equipment, net $ 1,381,039 $ 1,407,762 |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accrued and Other Liabilities | The Company’s accrued and other current liabilities included the following for the years ended December 31 : 2018 2017 Accrued customer incentives and prepayments $ 43,907 $ 53,522 Accrued payroll and benefits 30,695 33,133 Accrued interest 3,170 3,188 Foreign currency forward contracts 16,767 — Accrued property taxes 10,663 988 Other current liabilities 46,154 36,209 Total accrued and other current liabilities $ 151,356 $ 127,040 |
Debt and Capital Leases (Tables
Debt and Capital Leases (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s debt and capital leases include the following for the years ended December 31 : 2018 2017 U.S. Revolver of $100 million maturing in November 2022, $91 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 $ — $ — Multi-currency Revolver of $150 million maturing in November 2022, $126 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 — — Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 160,000 180,000 Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.25% (after consideration of 0.60 patronage benefit), interest rate of 4.75% at December 31, 2018 438,875 450,000 Senior Notes due 2024 at a fixed interest rate of 5.50% 495,647 506,412 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 91,304 100,881 Other loans 3,777 5,946 Capital Lease obligation 3,124 3,409 Total principal payments due 1,192,727 1,246,648 Less: debt premium, original issue discount and issuance costs (4,558 ) (5,044 ) Total debt 1,188,169 1,241,604 Less: Current maturities of long-term debt (15,012 ) (9,425 ) Long-term debt $ 1,173,157 $ 1,232,179 |
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 2019 $ 515 $ 209 $ 306 $ 13,751 2020 515 187 328 19,690 2021 515 163 352 12,358 2022 515 138 377 189,095 2023 515 110 405 10,513 Thereafter 1,503 147 1,356 944,196 Total payments $ 4,078 $ 954 $ 3,124 $ 1,189,603 |
Liabilities for Disposed Oper_2
Liabilities for Disposed Operations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Environmental Remediation Obligations [Abstract] | |
Schedule of Activity for Specific Sites Where Current Estimates Exceed Ten Percent of Liabilities | The following table provides detail for specific sites where current estimates exceed 10 percent of the total liabilities for disposed operations at December 31, 2018 , 2017 , or 2016 . An analysis of the activity of the liabilities for disposed operations for the years ended December 31, 2018 and 2017 is as follows: December 31, 2016 Liability Liabilities Assumed in Acquisition Payments Increase (Decrease) to Liabilities December 31, 2017 Liability Payments Increase (Decrease) to Liabilities (a) December 31, 2018 Liability Port Angeles, Washington $ 39,310 $ — $ (698 ) $ 5,055 $ 43,667 $ (935 ) $ 2,067 $ 44,799 Augusta, Georgia 22,887 — (1,508 ) (204 ) 21,175 (929 ) 108 20,354 Baldwin, Florida 26,772 — (902 ) (4,700 ) 21,170 (4,613 ) 687 17,244 All other sites 63,941 16,715 (2,687 ) 105 78,074 (5,489 ) 5,672 78,257 Total 152,910 $ 16,715 $ (5,795 ) $ 256 164,086 $ (11,966 ) $ 8,534 160,654 Less: Current portion (13,781 ) (13,181 ) (11,310 ) Non-Current portion $ 139,129 $ 150,905 $ 149,344 (a) Included in the Increase (Decrease) to Liabilities during the year ended December 31, 2018 is a $1 million decrease of the liability due to foreign currency gain. |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 and 2017 are presented below. The Company did not use any derivative instruments during the year ended December 31, 2016. December 31, 2018 December 31, 2017 Interest rate swaps (a) $ 200,000 $ 200,000 Foreign currency contracts (b) $ 388,930 $ 240,591 Foreign cross-currency contracts (c) $ 125,979 $ — (a) Maturity date of December 2020 (b) Various maturity dates through December 2019 (c) Various maturity dates in 2020, 2022 and 2028 |
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, 2018 and 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 December 31, 2018 December 31, 2017 Assets: Derivatives designated as hedging instruments: Interest rate swaps Other current assets $ 1,194 $ — Interest rate swaps Other assets 937 749 Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current assets 7 427 Liabilities: Derivatives designated as hedging instruments: Foreign exchange forward contracts Other current liabilities (16,408 ) — Foreign exchange forward contracts Other non-current liabilities (3,105 ) — Derivatives not designated as hedging instruments: Foreign exchange forward contracts Other current liabilities (360 ) — Total derivatives $ (17,735 ) $ 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 AOCI and the gains and losses in income for the years ended December 31, 2018 and 2017 were as follows: Derivatives in Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI on Derivative (Effective Portion) Gain (Loss) Reclassified from AOCI into Income (Effective Portion) Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) December 31, 2018 Interest rate swaps $ 1,446 Interest expense $ 64 $ — Foreign currency contracts $ (23,603 ) Other operating expense, net $ 752 — Foreign currency contracts $ 3,843 Cost of sales $ (3,843 ) — Foreign currency contracts $ (4,672 ) Interest income and other, net $ (3,599 ) — December 31, 2017 Interest rate swaps $ 749 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 years ended December 31, 2018 and 2017 were as follows: Derivatives Not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income on Derivative December 31, 2018 December 31, 2017 Foreign exchange contracts Other operating income (expense), net $ (3,009 ) $ 427 Foreign currency collar Interest income and other income (expense), net $ — $ 7,780 |
Schedule of Cash Flow Hedging Instruments, Statement Financial Position | The after-tax amounts of unrealized gains in AOCI related to hedge derivatives at December 31, 2018 and 2017 are presented below: December 31, 2018 December 31, 2017 Unrealized gains from interest rate cash flow hedges $ 1,663 $ 619 Unrealized gains from foreign currency cash flow hedges $ (13,285 ) $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 and 2017 , using market information and what management believes to be appropriate valuation methodologies discussed in further detail below: December 31, 2018 December 31, 2017 Carrying Amount Fair Value (c) Carrying Amount Fair Value (c) Level 1 Level 2 Level 1 Level 2 Assets: Cash and cash equivalents $ 108,966 $ 108,966 $ — $ 96,235 $ 96,235 $ — Interest rate swaps (a) $ 2,131 $ — $ 2,131 $ 749 $ — $ 749 Foreign currency forward contracts (a) $ 7 $ — $ 7 $ 427 $ — $ 427 Liabilities (b): Foreign currency forward contracts (a) $ 19,873 $ — $ 19,873 $ — $ — $ — Fixed-rate long-term debt $ 585,824 $ — $ 541,267 $ 606,529 $ — $ 611,308 Variable-rate long-term debt $ 599,221 $ — $ 602,652 $ 631,666 $ — $ 635,946 (a) These items represent derivative instruments. (b) Liabilities excludes capital lease obligation. (c) The Company did not have Level 3 assets or liabilities at December 31, 2018 and 2017. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 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 loss, 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 Net income — — — — — 128,416 — 128,416 Other comprehensive income, net of tax — — — — — — (57,121 ) (57,121 ) Issuance of common stock under incentive stock plans 301,560 3 — — 448 — — 451 Stock-based compensation — — — — 13,007 — — 13,007 Repurchase of common stock (2,727,572 ) (27 ) — — (6,318 ) (36,435 ) — (42,780 ) ASU 2018-02 adoption — — — — — 22,425 (22,425 ) — Common stock dividends ($0.28 per share) — — — — — (15,058 ) — (15,058 ) Preferred stock dividends ($8.00 per share) — — — — — (13,800 ) — (13,800 ) Balance, December 31, 2018 49,291,130 $ 493 1,725,000 $ 17 $ 399,490 $ 462,568 $ (155,697 ) $ 706,871 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | AOCI was comprised of the following for the three years ended December 31 : 2018 2017 2016 Unrecognized components of employee benefit plans, net of tax: Balance, beginning of year $ (81,638 ) $ (110,080 ) $ (109,620 ) Other comprehensive gain (loss) before reclassifications (53,278 ) 26,050 (12,917 ) Income tax on other comprehensive loss 12,160 (5,731 ) — Reclassifications to earnings: (a) Amortization of losses 11,877 11,984 11,581 Amortization of prior service costs 572 763 775 Amortization of negative plan amendment (153 ) (153 ) (153 ) Income tax on reclassifications (2,705 ) (4,471 ) 254 Net comprehensive gain (loss) on employee benefit plans, net of tax (31,527 ) 28,442 (460 ) ASU 2018-02 adoption (c) (22,425 ) — — Balance, end of year (135,590 ) (81,638 ) (110,080 ) Unrealized gain on derivative instruments, net of tax: Balance, beginning of year 619 — — Other comprehensive income before reclassifications (22,985 ) 749 — Income tax on other comprehensive income 5,372 (130 ) — Reclassifications to earnings: (b) Interest rate contracts (64 ) — — Foreign exchange contracts 6,690 — — Income tax on reclassifications (1,254 ) — — Net comprehensive gain on derivative instruments, net of tax (12,241 ) 619 — Balance, end of year (b) (11,622 ) 619 — Foreign currency translation: Balance, beginning of year 4,868 — — Foreign currency translation, net of tax effects of $0, $0, and $0 (13,353 ) 4,868 — Balance, end of year (8,485 ) 4,868 — Accumulated other comprehensive income (loss), end of year $ (155,697 ) $ (76,151 ) $ (110,080 ) (a) The AOCI 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. (c) Represents a reclassification to retained earnings from the adoption of ASU No. 2018-02. See Note 2 — Summary of Significant Accounting Policies and New Accounting Pronouncements for additional information. |
Earnings Per Share of Common _2
Earnings Per Share of Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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: 2018 2017 2016 Net income $ 128,416 $ 324,964 $ 73,286 Less: Preferred Stock dividends (13,800 ) (13,800 ) (5,404 ) Net income available for common stockholders $ 114,616 $ 311,164 $ 67,882 Shares used for determining basic earnings per share of common stock 50,602,480 43,416,868 42,279,811 Dilutive effect of: Stock options 1,307 — — Performance and restricted shares 1,431,794 1,113,866 422,962 Preferred Stock 13,361,678 11,371,718 4,443,048 Shares used for determining diluted earnings per share of common stock 65,397,259 55,902,452 47,145,821 Basic earnings per share (not in thousands) $ 2.27 $ 7.17 $ 1.61 Diluted earnings per share (not in thousands) $ 1.96 $ 5.81 $ 1.55 |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Earnings Per Share | Anti-dilutive instruments excluded from the computation of diluted earnings per share: 2018 2017 2016 Stock options 260,033 373,058 399,012 Performance and restricted shares 398,004 798 90,399 Preferred Stock — — — Total 658,037 373,856 489,411 |
Incentive Stock Plans (Tables)
Incentive Stock Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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: 2018 2017 2016 Selling, general and administrative expenses $ 11,994 $ 7,991 $ 6,330 Cost of sales 1,013 995 887 Total stock-based compensation expense $ 13,007 $ 8,986 $ 7,217 |
Schedule of Stock Option Activity | A summary of the Company’s stock option activity is presented below for the year ended December 31, 2018 : Stock Options Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at January 1, 2018 373,058 $ 32.25 Forfeited — — Exercised (26,045 ) 17.34 Expired (60,400 ) 29.77 Outstanding at December 31, 2018 286,613 $ 34.23 3.03 $ — Options vested and expected to vest 286,613 $ 34.23 3.0 $ — Options exercisable at December 31, 2018 286,613 $ 34.23 3.0 $ — |
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: 2018 2017 2016 Intrinsic value of options exercised $ 108 $ 1 $ — Fair value of options vested $ — $ 210 $ 444 |
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 : 2018 2017 2016 Restricted stock and stock units granted 301,384 285,506 598,219 Weighted average price of restricted stock or units granted $ 19.73 $ 13.37 $ 8.03 Intrinsic value of restricted stock and units outstanding $ 9,767 $ 17,349 $ 10,326 Fair value of restricted stock and units vested $ 3,753 $ 1,119 $ 5,890 |
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, 2018 : Restricted Stock and Stock Units Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2018 848,371 $ 12.47 Granted 301,384 19.73 Forfeited (16,279 ) 12.05 Vested (216,378 ) 17.34 Outstanding at December 31, 2018 917,098 $ 13.71 |
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 : 2018 2017 2016 Common shares of stock reserved for performance-based stock units 1,115,747 896,121 1,304,419 Weighted average fair value of performance-based stock units granted $ 22.75 $ 14.60 $ 7.79 Intrinsic value of outstanding performance-based stock units $ 4,774 $ 7,408 $ 8,169 |
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, 2018 : Performance-Based Stock Units Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2018 1,080,067 $ 11.58 Granted 449,838 22.75 Forfeited (13,691 ) 11.53 Vested (190,320 ) 17.50 Outstanding at December 31, 2018 1,325,894 $ 14.69 |
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 : 2018 2017 2016 Expected volatility 68.7 % 70.2 % 74.3 % Risk-free rate 2.4 % 1.5 % 1.0 % |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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 2018 2017 2018 2017 Projected benefit obligation at beginning of year $ 1,139,177 $ 414,479 $ 45,449 $ 26,838 Plans assumed in Acquisition — 710,466 — 18,884 Service cost 12,428 5,646 1,724 1,249 Interest cost 36,365 15,926 1,332 827 Actuarial loss (gain) (46,755 ) 6,852 (2,720 ) (1,639 ) Participant contributions 1,106 96 360 396 Benefits paid (59,790 ) (23,192 ) (3,418 ) (1,386 ) Effects of foreign currency exchange rates (45,106 ) 8,904 (1,484 ) 280 Projected benefit obligation at end of year $ 1,037,425 $ 1,139,177 $ 41,243 $ 45,449 |
Schedule of Changes in Fair Value of Plan Assets | Change in Plan Assets Fair value of plan assets at beginning of year $ 1,000,200 $ 275,955 $ — $ — Plans assumed in Acquisition — 668,463 — — Actual return on plan assets (44,639 ) 57,618 — — Employer contributions 9,520 12,732 3,059 990 Participant contributions 1,106 96 360 396 Benefits paid (59,790 ) (23,192 ) (3,419 ) (1,386 ) Effects of foreign currency exchange rates (43,071 ) 8,528 — Fair value of plan assets at end of year $ 863,326 $ 1,000,200 $ — $ — |
Schedule of Funded Status | Funded Status at end of year: $ (174,099 ) $ (138,977 ) $ (41,243 ) $ (45,449 ) |
Schedule of Amounts Recognized in Consolidated Balance Sheet | Pension Postretirement Amounts recognized in the Consolidated Balance Sheets consist of: 2018 2017 2018 2017 Non-current assets $ 30,395 $ 36,605 $ — $ — Current liabilities (3,767 ) (5,059 ) (3,012 ) (3,162 ) Non-current liabilities (200,727 ) (170,523 ) (38,231 ) (42,287 ) Net amount recognized $ (174,099 ) $ (138,977 ) $ (41,243 ) $ (45,449 ) |
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 2018 2017 2016 2018 2017 2016 Net gains (losses) $ (55,918 ) $ 24,411 $ (14,101 ) $ 2,640 $ 1,639 $ 1,184 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 2018 2017 2016 2018 2017 2016 Amortization of losses $ 11,648 $ 11,651 $ 11,343 $ 229 $ 333 $ 238 Amortization of prior service (credit) cost 572 761 761 (153 ) (151 ) (139 ) |
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 AOCI are as follows: Pension Postretirement 2018 2017 2018 2017 Prior service cost $ (1,681 ) $ (2,254 ) $ 1,338 $ — Net losses (172,484 ) (128,215 ) (2,280 ) (5,149 ) Plan amendment — — — 1,491 Deferred income tax benefit 38,779 50,907 183 1,582 Accumulated other comprehensive income (loss) $ (135,386 ) $ (79,562 ) $ (759 ) $ (2,076 ) |
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 : 2018 2017 Projected benefit obligation $ 764,462 $ 813,411 Accumulated benefit obligation $ 736,782 $ 785,435 Fair value of plan assets $ 559,969 $ 638,414 |
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 2018 2017 2016 2018 2017 2016 Service cost $ 12,428 $ 5,646 $ 5,225 $ 1,724 $ 1,249 $ 808 Interest cost 36,365 15,926 15,915 1,332 827 871 Expected return on plan assets (58,685 ) (25,978 ) (23,320 ) — — — Amortization of prior service (credit) cost 572 761 761 (153 ) (151 ) (139 ) Amortization of losses 11,648 11,651 11,343 229 333 238 Net periodic benefit cost (a) $ 2,328 $ 8,006 $ 9,924 $ 3,132 $ 2,258 $ 1,778 (a) Service cost is included in cost of sales and selling, general and administrative expenses in the statements of income, as appropriate. Interest cost, expected return on plan assets, amortization of prior service cost, amortization of losses and amortization of negative plan amendment are included in non-operating income on the consolidated statement of income as a result of retrospectively adopting ASU No. 2017-07, Compensation - Retirement Benefits , during the first quarter of 2018. See Note 2 - Summary of Significant Accounting Policies and New Accounting Pronouncements, for additional information regarding the impact. |
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 AOCI into net periodic benefit cost in 2019 are as follows: Pension Postretirement Amortization of loss $ 14,283 $ 81 Amortization of prior service cost 569 (153 ) Total amortization of accumulated other comprehensive income (loss) $ 14,852 $ (72 ) |
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 2018 2017 2016 2018 2017 2016 Assumptions used to determine benefit obligations at December 31: Discount rate 3.99 % 3.55 % 3.88 % 3.82 % 3.14 % 3.85 % Rate of compensation increase 2.61 % 2.60 % 4.10 % 3.68 % 3.10 % 4.50 % Assumptions used to determine net periodic benefit cost for years ended December 31: Discount rate 3.42 % 3.77 % 4.03 % 3.40 % 3.64 % 3.98 % Expected long-term return on plan assets 6.32 % 7.38 % 8.50 % N/A N/A N/A Rate of compensation increase 2.61 % 2.59 % 4.10 % 3.68 % 3.10 % 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 2018 2017 U.S. Canada U.S. Canada Health care cost trend rate assumed for next year 7.50 % 5.00 % 8.00 % 5.50 % Rate to which the cost trend is assumed to decline (ultimate trend rate) 5.00 % 4.50 % 5.00 % 4.50 % Year that ultimate trend rate is reached 2024 2019 2024 2019 |
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 $ 225 $ (190 ) Accumulated postretirement benefit obligation 1,842 (1,604 ) |
Schedule of Allocation of Plan Assets | The following table sets forth by level, within the fair value hierarchy (see Note 2 — Summary of Significant Accounting Policies and New Accounting Pronouncements for definition), the assets of the plans as of December 31, 2018 and 2017 . Fair Value at December 31, 2018 Asset Category Level 1 Level 2 Level 3 Total Mutual funds $ 172,870 $ — $ — $ 172,870 Investments at net asset value: Common collective trust funds 690,456 Total assets at fair value $ 863,326 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 The Company’s weighted average defined benefit pension plan asset allocation at December 31, 2018 and 2017 , by asset category are as follows: Percentage of Plan Assets Asset Category 2018 2017 U.S. equity securities 22 % 23 % International equity securities 24 % 27 % U.S. fixed income securities 13 % 13 % International fixed income securities 36 % 34 % Other 5 % 3 % Total 100 % 100 % |
Schedule of Expected Benefit Payments | Expected benefit payments for the next ten years are as follows: Pension Benefits Postretirement Benefits 2019 $ 60,105 $ 3,035 2020 58,726 2,878 2021 59,666 2,934 2022 60,527 2,769 2023 61,327 2,697 2024 — 2028 315,088 12,409 |
Other Operating Expense, Net (T
Other Operating Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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: 2018 2017 2016 Environmental liability adjustments and other costs for disposed operations (a) $ (8,332 ) $ (1,451 ) $ (5,298 ) Loss on sale or disposal of property, plant and equipment (3,186 ) (2,032 ) (2,422 ) Gain on foreign exchange 1,114 2,335 — Equity income (loss) from joint venture (4,359 ) (495 ) — Insurance settlement — (13 ) 897 Miscellaneous income (expense) 2,341 382 1,139 Total other operating expense, net $ (12,422 ) $ (1,274 ) $ (5,684 ) (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. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | Income tax expense for the three years ended December 31 are as follows: 2018 2017 2016 Current Federal $ (12,384 ) $ 10,871 $ 5,516 Foreign (10,115 ) (121 ) — State and other (657 ) (201 ) 368 (23,156 ) 10,549 5,884 Deferred Federal 4,238 (34,635 ) (44,488 ) Foreign (24,901 ) 4,065 — State and other 26 290 (711 ) (20,637 ) (30,280 ) (45,199 ) Changes in valuation allowance — — — Income tax expense $ (43,793 ) $ (19,731 ) $ (39,315 ) |
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: 2018 2017 2016 U.S. federal statutory income tax rate 21.0 % 35.0 % 35.0 % Nontaxable bargain purchase gain (a) (3.1 ) (32.1 ) — U.S. federal rate change (b) — 3.2 — Difference in foreign statutory rates 5.8 — — Global Intangible Low Taxed Income (Net of FTC)(c) 5.4 — — Book tax differences related to joint venture 1.5 — — Favorable resolutions of uncertain tax positions (3.1 ) — — Domestic manufacturing production deduction — (0.3 ) — State credits — — (0.8 ) Nondeductible executive compensation 0.7 0.4 0.6 Adjustment to previously filed tax returns (3.4 ) (1.1 ) — Nondeductible transaction costs (d) — 1.0 — Change in state rate — (0.1 ) — Other 0.6 (0.3 ) 0.1 Income tax rate as reported 25.4 % 5.7 % 34.9 % (a) The bargain purchase gain from the acquisition of Tembec of $20 million and $317 million during the years ended December 31, 2018 and 2017, respectively, was not taxable resulting in a decrease in the income tax rate (see Note 3 — Tembec 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 has the option to either treat taxes due on future Global Intangible Low-Taxed Income (“GILTI”) income as a current period expense when incurred (the “period cost method”) or factor in such amounts in the Company’s measurement of its deferred taxes (the “deferred method”). The Company has determined it will record GILTI income as a current period expense when incurred. (d) The Company incurred significant costs associated with the acquisition of Tembec. Certain costs incurred are considered facilitative to the transaction and were not deductible in 2017, 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: 2018 2017 Gross deferred tax assets: Pension, postretirement and other employee benefits $ 58,088 $ 49,669 Tax credit carryforwards (a) 76,467 77,897 Property, plant and equipment basis differences 78,550 97,242 Canadian pool of scientific research and experimentation deductions ("SR&ED") (a) 87,253 79,349 Environmental liabilities 36,583 36,791 Capitalized costs 5,275 6,347 U.S. federal and Canadian net operating losses (a) 211,939 212,904 State net operating losses (a) 2,942 2,946 Interest carryforwards (a) 5,820 11,635 Other 9,737 1,868 Total gross deferred tax assets 572,654 576,648 Less: valuation allowance (82,223 ) (92,081 ) Total deferred tax assets after valuation allowance 490,431 484,567 Gross deferred tax liabilities: Property, plant and equipment basis differences (92,857 ) (95,754 ) Intangible assets (15,579 ) (15,948 ) Other (3,054 ) (2,626 ) Total gross deferred tax liabilities (111,490 ) (114,328 ) Net deferred tax asset $ 378,941 $ 370,239 Included in: Deferred tax assets $ 406,957 $ 402,846 Deferred tax liabilities (28,016 ) (32,607 ) $ 378,941 $ 370,239 (a) The following relates to tax credit carryforwards and net operating losses as of December 31, 2018 : Gross Amount Tax Effected Valuation Allowance Expiration State tax credit carryforwards $ 21,328 $ 21,328 $ 21,074 2019-2026 Foreign R&D credit carryforwards $ 55,139 $ 55,139 $ 55,139 2018-2037 State net operating losses $ 63,404 $ 2,942 $ 2,942 2018-2032 Canada non-capital losses $ 932,363 $ 211,939 $ 3,068 2025-2037 Interest limitation carryforward $ 26,457 $ 5,820 $ — None Canadian pool of SR&ED $ 405,088 $ 87,253 $ — 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: 2018 2017 2016 Balance at January 1, $ 23,804 $ — $ — Decreases related to prior year tax positions (17,872 ) — — Increases related to prior year tax positions 1,137 11,171 Decreases related to current year tax positions — — Increases related to current year tax positions 1,775 12,633 — Balance at December 31, $ 8,844 $ 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. 2014-2018 France 2015-2018 Canada 2014-2018 |
Segment and Geographical Info_2
Segment and Geographical Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Net sales, disaggregated by product-line, was comprised of the following for the years ended December 31 : 2018 2017 2016 Net sales: High Purity Cellulose Cellulose Specialties $ 831,805 $ 661,760 $ 694,603 Commodity Products 243,711 183,208 174,128 Other sales (a) 116,873 21,893 — Total High Purity Cellulose 1,192,389 866,861 868,731 Forest Products Lumber 284,418 25,880 — Other sales (b) 71,242 8,065 — Total Forest Products 355,660 33,945 — Pulp High-yield pulp 346,444 38,470 — Paper Paperboard 196,866 18,875 — Newsprint 113,275 10,576 — Total Paper 310,141 29,451 — Eliminations (70,221 ) (7,394 ) — Total net sales $ 2,134,413 $ 961,333 $ 868,731 (a) Other sales include sales of electricity, resins, lignin and other by-products to third-parties (b) Other sales include sales of logs, wood chips and other by-products to other segments and third-parties Operating income by segment was comprised of the following for the years ended December 31 : 2018 2017 (a) 2016 (a) Operating income: High Purity Cellulose $ 112,308 $ 120,356 $ 175,737 Forest Products 24,850 (4 ) — Pulp 95,071 4,411 — Paper 31,047 (1,155 ) — Corporate (65,634 ) (62,156 ) (32,420 ) Total operating income $ 197,642 $ 61,452 $ 143,317 (a) The Company adopted ASU 2017-07, Compensation - Retirement Benefits on January 1, 2018 using the retrospective method. See Note 2 - Summary of Significant Accounting Policies and New Accounting Pronouncements for additional information. Identifiable assets by segment were as follows for the years ended December 31 : 2018 2017 Identifiable assets: High Purity Cellulose $ 1,643,092 $ 1,671,107 Forest Products 166,801 154,258 Pulp 103,308 83,081 Paper 240,427 245,746 Corporate 525,458 488,419 Total identifiable assets $ 2,679,086 $ 2,642,611 Long-life assets by country were as follows for the years ended December 31 : 2018 2017 Long-life assets: United States $ 829,153 $ 840,315 Canada 920,503 926,774 France 213,338 228,985 Total long-life assets $ 1,962,994 $ 1,996,074 Depreciation and amortization and capital expenditures by segment were as follows for the years ended December 31 : 2018 2017 2016 Depreciation and amortization: High Purity Cellulose $ 119,231 $ 93,177 $ 87,837 Forest Products 6,683 728 — Pulp 4,581 590 — Paper 17,263 2,154 — Corporate 658 314 437 Total depreciation and amortization $ 148,416 $ 96,963 $ 88,274 Capital expenditures (a): High Purity Cellulose $ 92,980 $ 65,691 $ 85,835 Forest Products 26,691 4,409 — Pulp 4,983 326 — Paper 4,966 1,125 — Corporate 2,827 19 — Total capital expenditures $ 132,447 $ 71,570 $ 85,835 (a) Amounts exclude the impact of changes in capital assets purchased on account and government grants. |
Long-lived Assets by Country | Long-life assets by country were as follows for the years ended December 31 : 2018 2017 Long-life assets: United States $ 829,153 $ 840,315 Canada 920,503 926,774 France 213,338 228,985 Total long-life assets $ 1,962,994 $ 1,996,074 |
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 2018 % 2017 % 2016 % United States $ 779,699 36 $ 336,943 35 $ 348,570 40 China 360,862 17 253,275 26 250,044 29 Japan 143,577 7 123,850 13 136,817 16 Europe 364,024 17 114,049 12 88,191 10 Latin America 11,868 1 11,576 1 9,876 1 Other Asia 208,878 10 78,538 8 27,280 3 Canada 260,448 12 41,178 4 — — All other 5,057 — 1,924 1 7,953 1 Total sales $ 2,134,413 100 $ 961,333 100 $ 868,731 100 |
Sales to Significant Customers | The Company had no significant customers representing over 10 percent of total sales for the year ended December 31, 2018. The Company had three significant customers in its High Purity Cellulose segment which represented over 10 percent of total sales for the years ended December 31, 2017 and 2016: Percentage of Sales 2017 2016 Eastman Chemical Company 20% 25% Nantong Cellulose Fibers, Co., Ltd. 15% 17% Daicel Corporation 10% 14% |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | At December 31, 2018 , the future minimum payments under non-cancellable operating leases and purchase obligations were as follows: Operating Leases (a) Purchase Obligations (b) 2019 $ 4,669 $ 170,868 2020 3,019 70,771 2021 2,299 57,702 2022 1,641 47,288 2023 1,081 52,431 Thereafter 1,016 104,048 Total $ 13,725 $ 503,108 (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. |
Supplemental Disclosures of C_2
Supplemental Disclosures of Cash Flows Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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: 2018 2017 2016 Cash paid (received) during the period: Interest $ 59,720 $ 35,879 $ 35,160 Income taxes $ 12,558 $ 5,992 $ (4,727 ) Non-cash investing and financing activities: Capital assets purchased on account $ 16,864 $ 12,083 $ 10,155 Property, plant and equipment acquired under capital leases $ — $ — $ 3,697 Value of stock issued for Acquisition $ — $ 141,192 $ — |
Quarterly Results for 2018 an_2
Quarterly Results for 2018 and 2017 (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Quarter Ended March 31 June 30 September 29 December 31 Total Year 2018 Net Sales $ 521,992 $ 541,720 $ 544,339 $ 526,362 $ 2,134,413 Gross Margin $ 80,352 $ 101,478 $ 95,913 $ 66,426 $ 344,169 Operating Income $ 46,257 $ 66,222 $ 56,150 $ 29,013 $ 197,642 Net Income $ 24,455 $ 53,389 $ 37,936 $ 12,636 $ 128,416 Basic earnings per share $ 0.41 $ 0.97 $ 0.68 $ 0.18 $ 2.27 Diluted earnings per share (a) $ 0.38 $ 0.83 $ 0.60 $ 0.18 $ 1.96 Quarter Ended March 25 June 24 September 23 December 31 (c) Total Year 2017 Net Sales $ 201,415 $ 201,226 $ 209,717 $ 348,975 $ 961,333 Gross Margin $ 37,369 $ 34,297 $ 32,119 $ 39,267 $ 143,052 Operating Income $ 27,081 $ 14,470 $ 18,774 $ 1,127 $ 61,452 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 (b) $ 0.15 $ 0.03 $ 0.28 $ 5.01 $ 5.81 (a) Basic and diluted earnings per share for the second, third, and fourth quarters of 2018 and year ended December 31, 2018 included the impact of the repurchase and retirement of common stock as part of the Board of Directors authorized share buyback program. See Note 14 — Earnings per Share of Common Stock for additional information. (b) Basic and diluted earnings per share may include the impact of dividends on the Company’s Preferred Stock. As a result, quarterly EPS does not crossfoot to full-year EPS. See Note 14 — Earnings per Share of Common Stock for additional information. (c) On November 17, 2017, the Company acquired all the outstanding common shares of Tembec Inc. for an aggregate purchase price of $317 million Canadian dollars and 8.4 million shares of the Company’s common stock. The acquisition was accounted for as a business combination. See Note 3— Tembec Acquisition for additional information. |
Nature of Operations and Basi_2
Nature of Operations and Basis of Presentation - Narrative (Details) | Feb. 20, 2019$ / shares | Jan. 07, 2019$ / shares | Dec. 31, 2018sawmillfacility$ / shares | Dec. 31, 2017$ / shares | Dec. 31, 2016$ / shares |
Segment Reporting Information [Line Items] | |||||
Preferred stock dividends (in dollars per share) | $ 8 | $ 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 | |||||
Segment Reporting Information [Line Items] | |||||
Number of plants | facility | 2 | ||||
Paper | |||||
Segment Reporting Information [Line Items] | |||||
Number of plants | facility | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and New Accounting Pronouncements - Property, Plant, Equipment and Depreciation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense, cost of sales | $ 138 | $ 94 | $ 85 |
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 | $ 12 | $ 8 | |
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 Accoun_5
Summary of Significant Accounting Policies and New Accounting Pronouncements - Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense of definite-life intangibles | $ 7 | $ 1 | $ 0 |
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 Accoun_6
Summary of Significant Accounting Policies and New Accounting Pronouncements - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 60,284 | $ 60,684 |
Accumulated Amortization | (7,824) | (815) |
Net Carrying Amount | $ 52,460 | $ 59,869 |
Weighted-Average Remaining Life | 8 years | 8 years 10 months 25 days |
Customer Lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 51,680 | $ 51,680 |
Accumulated Amortization | (7,179) | (745) |
Net Carrying Amount | $ 44,501 | $ 50,935 |
Weighted-Average Remaining Life | 6 years 10 months 25 days | 7 years 10 months 25 days |
Trade Names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 8,604 | $ 9,004 |
Accumulated Amortization | (645) | (70) |
Net Carrying Amount | $ 7,959 | $ 8,934 |
Weighted-Average Remaining Life | 13 years 10 months 25 days | 14 years 10 months 25 days |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies and New Accounting Pronouncements - Schedule of Future Amortization Expense (Details) $ in Millions | Dec. 31, 2018USD ($) |
Accounting Policies [Abstract] | |
2,019 | $ 7 |
2,020 | 7 |
2,021 | 7 |
2,022 | 7 |
2,023 | 7 |
Thereafter | $ 17 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies and New Accounting Pronouncements - Equity Method Investments (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
LignoTech Florida | |
Schedule of Equity Method Investments [Line Items] | |
Ownership percentage | 45.00% |
Equity Method Investee | |
Schedule of Equity Method Investments [Line Items] | |
Sales | $ 2 |
Borregaard | LignoTech Florida | |
Schedule of Equity Method Investments [Line Items] | |
Ownership percentage | 55.00% |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies and New Accounting Pronouncements - Capitalized Interest (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | |||
Construction period for capitalized interest | 1 year | ||
Interest costs capitalized in property, plant & equipment | $ 0 | $ 0 | $ 1,000,000 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies and New Accounting Pronouncements - Revenue Recognition (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Payment terms | 90 days |
Summary of Significant Accou_11
Summary of Significant Accounting Policies and New Accounting Pronouncements - Environmental Costs (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Environmental loss contingencies term | 20 years |
Summary of Significant Accou_12
Summary of Significant Accounting Policies and New Accounting Pronouncements - Employee Benefit Plans (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Threshold for actuarial gains and losses | 10.00% |
Summary of Significant Accou_13
Summary of Significant Accounting Policies and New Accounting Pronouncements - New or Recently Adopted Accounting Pronouncements (Details) - USD ($) | Jan. 01, 2018 | Dec. 31, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||||
Operating income | $ 29,013,000 | $ 56,150,000 | $ 66,222,000 | $ 46,257,000 | $ 1,127,000 | $ 18,774,000 | $ 14,470,000 | $ 27,081,000 | $ 197,642,000 | $ 61,452,000 | $ 143,317,000 | |||
Gross margin | $ 66,426,000 | $ 95,913,000 | $ 101,478,000 | $ 80,352,000 | $ 39,267,000 | $ 32,119,000 | $ 34,297,000 | $ 37,369,000 | 344,169,000 | 143,052,000 | 186,158,000 | |||
Net periodic benefit costs | (8,723,000) | 2,995,000 | 5,670,000 | |||||||||||
ASU 2018-02 adoption | 0 | |||||||||||||
Accounting Standards Update 2017-07 | ||||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||||
Operating income | 4,000,000 | 6,000,000 | ||||||||||||
Gross margin | 4,000,000 | 5,000,000 | ||||||||||||
Unrecognized components of employee benefit plans, net of tax | ||||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||||
ASU 2018-02 adoption | $ (22,425,000) | $ 0 | $ 0 | |||||||||||
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] | ||||||||||||||
ASU 2018-02 adoption | $ (22,400,000) | |||||||||||||
Scenario, Forecast | 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] | ||||||||||||||
ASU 2018-02 adoption | $ (600,000) | |||||||||||||
Minimum | Scenario, Forecast | Accounting Standards Update 2016-02 | ||||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||||
Lease, Liability | $ 10,000,000 | |||||||||||||
Right of use asset | 10,000,000 | |||||||||||||
Maximum | Scenario, Forecast | Accounting Standards Update 2016-02 | ||||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||||
Lease, Liability | 15,000,000 | |||||||||||||
Right of use asset | $ 15,000,000 |
Tembec Acquisition - Narrative
Tembec Acquisition - Narrative (Details) $ / shares in Units, $ in Millions | Nov. 17, 2018USD ($) | Nov. 17, 2017USD ($)$ / sharesshares | Nov. 17, 2017CAD ($)shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares | Nov. 17, 2018USD ($) | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||
Common shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Gain on bargain purchase | $ 20,449,000 | $ 316,555,000 | $ 0 | |||||
Tembec Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 249,233,000 | $ 317 | ||||||
Stock consideration (in shares) | shares | 8,439,452 | 8,439,452 | ||||||
Gain on bargain purchase | $ 337,004,000 | $ 316,555,000 | $ 20,000,000 | $ 20,449,000 | 317,000,000 | |||
Deferred tax assets | 15,926,000 | |||||||
Other long-term liabilities | (1,827,000) | |||||||
Property, plant and equipment | 7,418,000 | |||||||
Net revenue | $ 139,000,000 | |||||||
Operating income | $ 0 | |||||||
Acquisition related expenses | 34,000,000 | |||||||
Unaudited pro forma net income attributable to the Company | 111,000,000 | 99,000,000 | ||||||
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 | 7,000,000 | ||||||
Acquisition-related Costs | Tembec Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Unaudited pro forma net income attributable to the Company | 49,000,000 | |||||||
Fair Value Write Up of Inventory | Tembec Inc. | ||||||||
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 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Resin Operations | ||||||||
Business Acquisition [Line Items] | ||||||||
Sale of resin operations | $ 17,000,000 | 17,000,000 | ||||||
Adjustments | ||||||||
Business Acquisition [Line Items] | ||||||||
Deferred tax assets | 15,000,000 | |||||||
Other long-term liabilities | 2,000,000 | |||||||
Property, plant and equipment | 7,000,000 | |||||||
Adjustments | Tembec Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Gain on bargain purchase | $ 20,000,000 |
Tembec Acquisition - Purchase C
Tembec Acquisition - Purchase Consideration (Details) $ / shares in Units, $ in Thousands, $ in Millions | Nov. 17, 2017USD ($)$ / sharesshares | Nov. 17, 2017CAD ($)shares | Dec. 31, 2018shares | Dec. 31, 2017shares |
Business Acquisition [Line Items] | ||||
Total Tembec shares receiving stock consideration (in shares) | 49,291,130 | 51,717,142 | ||
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 | $ 317 | ||
Total purchase consideration to Tembec shareholders | $ | $ 390,425 |
Tembec Acquisition - Allocation
Tembec Acquisition - Allocation of Total Estimated Purchase Consideration (Details) - USD ($) $ in Thousands | Nov. 17, 2018 | Nov. 17, 2017 | Dec. 31, 2018 | Nov. 17, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Gain on bargain purchase | $ 20,449 | $ 316,555 | $ 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 | $ 383,066 | $ 383,066 | |||
Current assets | 0 | |||||
Property, plant and equipment | 635,445 | 628,027 | 635,445 | |||
Property, plant and equipment | 7,418 | |||||
Deferred tax assets | 405,247 | 389,321 | 405,247 | |||
Deferred tax assets | 15,926 | |||||
Definite-life intangibles | 60,284 | 60,684 | 60,284 | |||
Definite-life intangibles | (400) | |||||
Other assets | 70,868 | 70,868 | 70,868 | |||
Other assets | 0 | |||||
Current liabilities | (167,912) | (167,244) | (167,912) | |||
Current liabilities | (668) | |||||
Assumed long-term debt | (508,531) | (508,531) | (508,531) | |||
Assumed long-term debt | 0 | |||||
Pension and other postretirement benefits | (96,278) | (96,278) | (96,278) | |||
Pension and other postretirement benefits | 0 | |||||
Other long-term liabilities | (54,760) | (52,933) | (54,760) | |||
Other long-term liabilities | (1,827) | |||||
Estimated fair value of net assets acquired | 727,429 | 706,980 | 727,429 | |||
Estimated fair value of net assets acquired | 20,449 | |||||
Gain on bargain purchase | $ 337,004 | 316,555 | $ 20,000 | $ 20,449 | $ 317,000 | |
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 |
Tembec Acquisition - Pro Forma
Tembec 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, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts | $ (2,062) | $ (593) |
Total accounts receivable, net | 222,377 | 181,298 |
Accounts receivable, trade | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | 169,496 | 134,523 |
Accounts receivable, other | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $ 54,943 | $ 47,368 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 215,233 | $ 190,140 |
Work-in-progress | 21,478 | 18,889 |
Raw materials | 73,715 | 82,940 |
Manufacturing and maintenance supplies | 10,951 | 10,117 |
Total inventory | $ 321,377 | $ 302,086 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 2,769,273 | $ 2,716,954 |
Accumulated depreciation | (1,388,234) | (1,309,192) |
Total property, plant and equipment, net | 1,381,039 | 1,407,762 |
Land and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 23,225 | 18,336 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 248,719 | 241,831 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 2,406,523 | 2,377,210 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 23,139 | 21,704 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 67,667 | $ 57,873 |
Accrued and Other Liabilities
Accrued and Other Liabilities - Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accrued customer incentives and prepayments | $ 43,907 | $ 53,522 |
Accrued payroll and benefits | 30,695 | 33,133 |
Accrued interest | 3,170 | 3,188 |
Foreign currency forward contracts | 16,767 | 0 |
Accrued property taxes | 10,663 | 988 |
Other current liabilities | 46,154 | 36,209 |
Total accrued and other current liabilities | $ 151,356 | $ 127,040 |
Debt and Capital Leases - Summa
Debt and Capital Leases - Summary of Debt (Details) - USD ($) | Nov. 17, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | May 22, 2014 |
Debt Instrument [Line Items] | ||||
Debt, gross | $ 1,189,603,000 | |||
Capital Lease obligation | 3,124,000 | $ 3,409,000 | ||
Total principal payments due | 1,192,727,000 | 1,246,648,000 | ||
Less: debt premium, original issue discount and issuance costs | (4,558,000) | (5,044,000) | ||
Total debt | 1,188,169,000 | 1,241,604,000 | ||
Less: Current maturities of long-term debt | (15,012,000) | (9,425,000) | ||
Long-term debt | 1,173,157,000 | 1,232,179,000 | ||
Credit Facility | U.S. Revolver of $100 million maturing in November 2022, $91 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | 0 | 0 | ||
Revolving credit facility | $ 100,000,000 | 100,000,000 | ||
Revolving credit facility available | $ 91,000,000 | |||
Credit Facility | U.S. Revolver of $100 million maturing in November 2022, $91 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.00% | |||
Credit Facility | Multi-currency Revolver of $150 million maturing in November 2022, $126 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | $ 0 | 0 | ||
Revolving credit facility | 150,000,000 | 150,000,000 | ||
Revolving credit facility available | $ 126,000,000 | |||
Credit Facility | Multi-currency Revolver of $150 million maturing in November 2022, $126 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.00% | |||
Credit Facility | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility | 230,000,000 | |||
Facility interest rate | 4.50% | |||
Credit Facility | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.00% | |||
Credit Facility | Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.25% (after consideration of 0.60 patronage benefit), interest rate of 4.75% at December 31, 2018 | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility | $ 450,000,000 | |||
Facility interest rate | 4.75% | |||
Cash patronage benefit | 0.60% | |||
Credit Facility | Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.25% (after consideration of 0.60 patronage benefit), interest rate of 4.75% at December 31, 2018 | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread after cash patronage benefit | 2.25% | |||
Term Loan Facility | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | $ 160,000,000 | 180,000,000 | ||
Term Loan Facility | Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.25% (after consideration of 0.60 patronage benefit), interest rate of 4.75% at December 31, 2018 | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | 438,875,000 | 450,000,000 | ||
Senior Notes | Senior Notes due 2024 at a fixed interest rate of 5.50% | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | $ 495,647,000 | 506,412,000 | ||
Fixed interest rate | 5.50% | 5.50% | ||
Loans | 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 | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | $ 91,304,000 | 100,881,000 | ||
Loans | Other loans | ||||
Debt Instrument [Line Items] | ||||
Debt, gross | $ 3,777,000 | $ 5,946,000 | ||
Minimum | Credit Facility | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.00% | |||
Minimum | Loans | 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 | ||||
Debt Instrument [Line Items] | ||||
Fixed interest rate | 5.50% | |||
Maximum | Credit Facility | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.75% | |||
Maximum | Loans | 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 | ||||
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, 2018USD ($) |
Minimum Lease Payments | |
2,019 | $ 515 |
2,020 | 515 |
2,021 | 515 |
2,022 | 515 |
2,023 | 515 |
Thereafter | 1,503 |
Total payments | 4,078 |
Less: Interest | |
2,019 | 209 |
2,020 | 187 |
2,021 | 163 |
2,022 | 138 |
2,023 | 110 |
Thereafter | 147 |
Total payments | 954 |
Net Present Value | |
2,019 | 306 |
2,020 | 328 |
2,021 | 352 |
2,022 | 377 |
2,023 | 405 |
Thereafter | 1,356 |
Total payments | 3,124 |
Debt Principal Payments | |
2,019 | 13,751 |
2,020 | 19,690 |
2,021 | 12,358 |
2,022 | 189,095 |
2,023 | 10,513 |
Thereafter | 944,196 |
Total payments | $ 1,189,603 |
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 | ||||
Dec. 31, 2018 | Mar. 26, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | May 22, 2014 | |
Debt Instrument [Line Items] | ||||||
Gain on debt extinguishment | $ 786,000 | $ 0 | $ 8,844,000 | |||
Senior Notes | Senior Notes due 2024 at a fixed interest rate of 5.50% | ||||||
Debt Instrument [Line Items] | ||||||
Debt repurchased | $ 11,000,000 | $ 44,000,000 | 11,000,000 | |||
Debt retried | 10,000,000 | 34,000,000 | $ 10,000,000 | |||
Gain on debt extinguishment | $ 1,000,000 | 9,000,000 | ||||
Write-off of unamortized debt issuance costs | $ 1,000,000 | |||||
Face amount | $ 550,000,000 | |||||
Interest rate | 5.50% | 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 ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
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] | |||
Debt term | 5 years | ||
Outstanding balance | $ 0 | ||
Available borrowing capacity | $ 217,000,000 | ||
Amount of letters of credit outstanding | 33,000,000 | ||
Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 230,000,000 | ||
Debt term | 5 years | ||
Principal debt repayments | 20,000,000 | ||
Term A-2 Loan Facility borrowings maturing through November 2024 bearing interest at LIBOR plus 2.25% (after consideration of 0.60 patronage benefit), interest rate of 4.75% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 450,000,000 | ||
Debt term | 7 years | ||
Principal debt repayments | 11,000,000 | ||
U.S. Revolver of $100 million maturing in November 2022, $91 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 100,000,000 | 100,000,000 | |
Available borrowing capacity | 91,000,000 | ||
Multi-currency Revolver of $150 million maturing in November 2022, $126 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 150,000,000 | 150,000,000 | |
Available borrowing capacity | $ 126,000,000 | ||
LIBOR | Term A-1 Loan Facility borrowings maturing through November 2022 bearing interest at LIBOR plus 2.00%, interest rate of 4.50% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 2.00% | ||
LIBOR | U.S. Revolver of $100 million maturing in November 2022, $91 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 2.00% | ||
LIBOR | Multi-currency Revolver of $150 million maturing in November 2022, $126 million available after taking into account outstanding letters of credit, bearing interest at LIBOR plus 2.00% at December 31, 2018 | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 2.00% | ||
Minimum | Base Rate | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 1.00% | ||
Minimum | LIBOR | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 2.00% | ||
Maximum | Base Rate | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 1.75% | ||
Maximum | LIBOR | |||
Line of Credit Facility [Line Items] | |||
Basis spread | 2.75% |
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] | |
Principal debt repayments | $ 375 |
Liabilities for Disposed Oper_3
Liabilities for Disposed Operations - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2018USD ($)site | Dec. 31, 2017USD ($) | |
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 | $ 69 | |
Port Angeles, Washington | ||
Site Contingency [Line Items] | ||
Increase (decrease) to liabilities | 1 | $ 4 |
Augusta, Georgia | ||
Site Contingency [Line Items] | ||
Increase (decrease) to liabilities | $ (1) | (2) |
Term for hazardous waste permit | 10 years | |
Baldwin, Florida | ||
Site Contingency [Line Items] | ||
Increase (decrease) to liabilities | $ (5) | $ (6) |
Term for hazardous waste permit | 10 years |
Liabilities for Disposed Oper_4
Liabilities for Disposed Operations - Site Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | $ 164,086 | $ 152,910 | |
Liabilities Assumed in Acquisition | 16,715 | ||
Payments | (11,966) | (5,795) | |
Increase (Decrease) to Liabilities | 8,534 | 256 | |
Ending balance | 160,654 | 164,086 | |
Less: Current portion | (11,310) | (13,181) | $ (13,781) |
Non-Current portion | 149,344 | 150,905 | $ 139,129 |
Increase (decrease) in liabilities from foreign currency translation gains | 1,000 | ||
Port Angeles, Washington | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 43,667 | 39,310 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (935) | (698) | |
Increase (Decrease) to Liabilities | 2,067 | 5,055 | |
Ending balance | 44,799 | 43,667 | |
Augusta, Georgia | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 21,175 | 22,887 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (929) | (1,508) | |
Increase (Decrease) to Liabilities | 108 | (204) | |
Ending balance | 20,354 | 21,175 | |
Baldwin, Florida | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 21,170 | 26,772 | |
Liabilities Assumed in Acquisition | 0 | ||
Payments | (4,613) | (902) | |
Increase (Decrease) to Liabilities | 687 | (4,700) | |
Ending balance | 17,244 | 21,170 | |
All other sites | |||
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Beginning balance | 78,074 | 63,941 | |
Liabilities Assumed in Acquisition | 16,715 | ||
Payments | (5,489) | (2,687) | |
Increase (Decrease) to Liabilities | 5,672 | 105 | |
Ending balance | $ 78,257 | $ 78,074 |
Derivative Instruments - Narra
Derivative Instruments - Narrative (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
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) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Interest Rate Swap Maturing December 2020 | Interest rate swaps | ||
Derivative [Line Items] | ||
Notational amounts | $ 200,000 | $ 200,000 |
Foreign Exchange Forward Contract Maturing Monthly Through September 2019 | Foreign currency contracts | ||
Derivative [Line Items] | ||
Notational amounts | 388,930 | 240,591 |
Foreign Exchange Forward Contract Maturing Various Date In 2020, 2022, 2028 | Foreign currency contracts | ||
Derivative [Line Items] | ||
Notational amounts | $ 125,979 | $ 0 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Instruments Included in Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Derivative [Line Items] | ||
Total derivatives | $ (17,735) | $ 1,176 |
Designated as Hedging Instrument | Other current assets | Interest rate swaps | ||
Derivative [Line Items] | ||
Asset Derivatives | 1,194 | 0 |
Designated as Hedging Instrument | Other assets | Interest rate swaps | ||
Derivative [Line Items] | ||
Asset Derivatives | 937 | 749 |
Designated as Hedging Instrument | Other current liabilities | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Liability Derivatives | (16,408) | 0 |
Designated as Hedging Instrument | Other non-current liabilities | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Liability Derivatives | (3,105) | 0 |
Not Designated as Hedging Instrument | Other current assets | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Asset Derivatives | 7 | 427 |
Not Designated as Hedging Instrument | Other current liabilities | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Liability Derivatives | $ (360) | $ 0 |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Instruments Classified as Cash Flow Hedges (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Interest expense | Interest rate swaps | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI on Derivative (Effective Portion) | $ 1,446 | $ 749 |
Gain (Loss) Reclassified from AOCI into Income (Effective Portion) | 64 | 0 |
Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 0 | $ 0 |
Other operating income (expense), net | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI on Derivative (Effective Portion) | (23,603) | |
Gain (Loss) Reclassified from AOCI into Income (Effective Portion) | 752 | |
Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 0 | |
Cost of sales | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI on Derivative (Effective Portion) | 3,843 | |
Gain (Loss) Reclassified from AOCI into Income (Effective Portion) | (3,843) | |
Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 0 | |
Interest income and other income (expense), net | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI on Derivative (Effective Portion) | (4,672) | |
Gain (Loss) Reclassified from AOCI into Income (Effective Portion) | (3,599) | |
Gain (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) | $ 0 |
Derivative Instruments - Deri_2
Derivative Instruments - Derivative Instruments Not Designated as Hedging Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Other operating income (expense), net | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gains (Losses) | $ (3,009) | $ 427 |
Interest income and other income (expense), net | Foreign currency collar | ||
Derivative [Line Items] | ||
Gains (Losses) | $ 0 | $ 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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Derivative [Line Items] | ||||
Unrealized gains in AOCL | $ 706,871 | $ 693,756 | $ 211,749 | $ (17,139) |
Unrealized gain on derivative | ||||
Derivative [Line Items] | ||||
Unrealized gains in AOCL | (11,622) | 619 | $ 0 | $ 0 |
Cash Flow Hedging | Unrealized gain on derivative | Interest rate swaps | ||||
Derivative [Line Items] | ||||
Unrealized gains in AOCL | 1,663 | 619 | ||
Cash Flow Hedging | Unrealized gain on derivative | Foreign currency contracts | ||||
Derivative [Line Items] | ||||
Unrealized gains in AOCL | $ (13,285) | $ 0 |
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, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Assets: | ||
Cash and cash equivalents | $ 108,966 | $ 96,235 |
Liabilities: | ||
Fixed-rate long-term debt | 585,824 | 606,529 |
Variable-rate long-term debt | 599,221 | 631,666 |
Fair Value (c) | Level 1 | ||
Assets: | ||
Cash and cash equivalents | 108,966 | 96,235 |
Liabilities: | ||
Fixed-rate long-term debt | 0 | 0 |
Variable-rate long-term debt | 0 | 0 |
Fair Value (c) | Level 2 | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Liabilities: | ||
Fixed-rate long-term debt | 541,267 | 611,308 |
Variable-rate long-term debt | 602,652 | 635,946 |
Interest rate swaps | Carrying Amount | ||
Assets: | ||
Derivative asset | 2,131 | 749 |
Interest rate swaps | Fair Value (c) | Level 1 | ||
Assets: | ||
Derivative asset | 0 | 0 |
Interest rate swaps | Fair Value (c) | Level 2 | ||
Assets: | ||
Derivative asset | 2,131 | 749 |
Foreign exchange forward contracts | Carrying Amount | ||
Assets: | ||
Derivative asset | 7 | 427 |
Liabilities: | ||
Derivative liability | 19,873 | 0 |
Foreign exchange forward contracts | Fair Value (c) | Level 1 | ||
Assets: | ||
Derivative asset | 0 | 0 |
Liabilities: | ||
Derivative liability | 0 | 0 |
Foreign exchange forward contracts | Fair Value (c) | Level 2 | ||
Assets: | ||
Derivative asset | 7 | 427 |
Liabilities: | ||
Derivative liability | $ 19,873 | $ 0 |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) - Analysis of Stockholder's (Deficit) Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | $ 693,756 | $ 211,749 | $ 693,756 | $ 211,749 | $ (17,139) | ||||||
Net Income | $ 12,636 | $ 37,936 | $ 53,389 | $ 24,455 | $ 295,077 | $ 15,672 | $ 4,573 | $ 9,642 | 128,416 | 324,964 | 73,286 |
Other comprehensive income (loss), net of tax | (57,121) | 33,929 | (460) | ||||||||
Issuance of preferred stock | 166,609 | ||||||||||
Common stock issued at Acquisition | 141,192 | ||||||||||
Issuance of common stock under incentive stock plans | 451 | 14 | 0 | ||||||||
Stock-based compensation | 13,007 | 8,986 | 7,217 | ||||||||
Excess tax deficit on stock-based compensation | (1,228) | ||||||||||
Repurchase of common stock | (42,780) | (157) | (388) | ||||||||
ASU 2018-02 adoption | 0 | ||||||||||
Common stock dividends | (15,058) | (13,121) | (12,507) | ||||||||
Preferred stock dividends | (13,800) | (13,800) | (3,641) | ||||||||
Ending balance | $ 706,871 | $ 693,756 | $ 706,871 | $ 693,756 | $ 211,749 | ||||||
Common stock dividends (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.28 | ||||||||
Preferred stock dividends (in dollars per share) | $ 8 | $ 8 | $ 2.11 | ||||||||
Common Stock | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance (in shares) | 51,717,142 | 43,261,905 | 51,717,142 | 43,261,905 | 42,872,435 | ||||||
Beginning balance | $ 517 | $ 433 | $ 517 | $ 433 | $ 429 | ||||||
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) | 301,560 | 27,131 | 422,941 | ||||||||
Issuance of common stock under incentive stock plans | $ 3 | $ 0 | $ 4 | ||||||||
Repurchase of common stock (shares) | (2,727,572) | (11,346) | (33,471) | ||||||||
Repurchase of common stock | $ (27) | $ 0 | $ 0 | ||||||||
Ending balance (in shares) | 49,291,130 | 51,717,142 | 49,291,130 | 51,717,142 | 43,261,905 | ||||||
Ending balance | $ 493 | $ 517 | $ 493 | $ 517 | $ 433 | ||||||
Preferred Stock | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance (in shares) | 1,725,000 | 1,725,000 | 1,725,000 | 1,725,000 | 0 | ||||||
Beginning balance | $ 17 | $ 17 | $ 17 | $ 17 | $ 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 | 1,725,000 | ||||||
Ending balance | $ 17 | $ 17 | $ 17 | $ 17 | $ 17 | ||||||
Additional Paid in Capital | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | 392,353 | 242,402 | 392,353 | 242,402 | 70,213 | ||||||
Issuance of preferred stock | 166,592 | ||||||||||
Common stock issued at Acquisition | 141,108 | ||||||||||
Issuance of common stock under incentive stock plans | 448 | 14 | (4) | ||||||||
Stock-based compensation | 13,007 | 8,986 | 7,217 | ||||||||
Excess tax deficit on stock-based compensation | (1,228) | ||||||||||
Repurchase of common stock | (6,318) | (157) | (388) | ||||||||
Ending balance | 399,490 | 392,353 | 399,490 | 392,353 | 242,402 | ||||||
Retained Earnings (Accumulated Deficit) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | 377,020 | 78,977 | 377,020 | 78,977 | 21,839 | ||||||
Net Income | 128,416 | 324,964 | 73,286 | ||||||||
Repurchase of common stock | (36,435) | ||||||||||
ASU 2018-02 adoption | 22,425 | ||||||||||
Common stock dividends | (15,058) | (13,121) | (12,507) | ||||||||
Preferred stock dividends | (13,800) | (13,800) | (3,641) | ||||||||
Ending balance | 462,568 | 377,020 | 462,568 | 377,020 | 78,977 | ||||||
Accumulated Other Comprehensive Loss | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Beginning balance | $ (76,151) | $ (110,080) | (76,151) | (110,080) | (109,620) | ||||||
Other comprehensive income (loss), net of tax | (57,121) | 33,929 | (460) | ||||||||
ASU 2018-02 adoption | (22,425) | ||||||||||
Ending balance | $ (155,697) | $ (76,151) | $ (155,697) | $ (76,151) | $ (110,080) |
Stockholders' Equity (Deficit_3
Stockholders' Equity (Deficit) - Narrative (Details) | Aug. 04, 2016USD ($)$ / sharesshares | Dec. 31, 2018USD ($)director$ / sharesshares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 29, 2018USD ($) |
Class of Stock [Line Items] | |||||
Net proceeds from issuance | $ | $ 0 | $ 0 | $ 166,609,000 | ||
Amount authorized under share repurchase program | $ | $ 100,000,000 | ||||
Shares repurchased and retired (in shares) | shares | 2,570,449 | ||||
Shares repurchased and retired | $ 15.44 | ||||
Shares repurchased and retired (in USD per share) | $ | $ 40,000,000 | ||||
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 | $ | $ 167,000,000 | ||||
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 Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ 693,756,000 | $ 211,749,000 | $ (17,139,000) |
Total other comprehensive income (loss) | (57,121,000) | 33,929,000 | (460,000) |
ASU 2018-02 adoption | 0 | ||
Ending balance | 706,871,000 | 693,756,000 | 211,749,000 |
Accumulated Other Comprehensive Loss | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (76,151,000) | (110,080,000) | (109,620,000) |
Total other comprehensive income (loss) | (57,121,000) | 33,929,000 | (460,000) |
ASU 2018-02 adoption | (22,425,000) | ||
Ending balance | (155,697,000) | (76,151,000) | (110,080,000) |
Unrecognized components of employee benefit plans | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (81,638,000) | (110,080,000) | (109,620,000) |
Other comprehensive gain (loss) before reclassifications | (53,278,000) | 26,050,000 | (12,917,000) |
Income tax on other comprehensive loss | 12,160,000 | (5,731,000) | 0 |
Income tax on reclassifications | (2,705,000) | (4,471,000) | 254,000 |
Total other comprehensive income (loss) | (31,527,000) | 28,442,000 | (460,000) |
ASU 2018-02 adoption | (22,425,000) | 0 | 0 |
Ending balance | (135,590,000) | (81,638,000) | (110,080,000) |
Amortization of losses | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | 11,877,000 | 11,984,000 | 11,581,000 |
Amortization of prior service costs | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | 572,000 | 763,000 | 775,000 |
Amortization of negative plan amendment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | (153,000) | (153,000) | (153,000) |
Unrealized gain on derivative | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 619,000 | 0 | 0 |
Other comprehensive gain (loss) before reclassifications | (22,985,000) | 749,000 | 0 |
Income tax on other comprehensive loss | 5,372,000 | (130,000) | 0 |
Income tax on reclassifications | (1,254,000) | 0 | 0 |
Total other comprehensive income (loss) | (12,241,000) | 619,000 | 0 |
Ending balance | (11,622,000) | 619,000 | 0 |
Foreign currency translation adjustments | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 4,868,000 | 0 | 0 |
Total other comprehensive income (loss) | (13,353,000) | 4,868,000 | 0 |
Ending balance | (8,485,000) | 4,868,000 | 0 |
Other comprehensive income (loss), tax | 0 | 0 | 0 |
Interest rate swaps | Unrealized gain on derivative | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | (64,000) | 0 | 0 |
Foreign currency contracts | Unrealized gain on derivative | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Reclassifications to earnings | $ 6,690,000 | $ 0 | $ 0 |
Earnings Per Share of Common _3
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, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Net Income | $ 12,636 | $ 37,936 | $ 53,389 | $ 24,455 | $ 295,077 | $ 15,672 | $ 4,573 | $ 9,642 | $ 128,416 | $ 324,964 | $ 73,286 | |
Less: Preferred Stock dividends | (13,800) | (13,800) | (5,404) | |||||||||
Net income available for common stockholders | $ 114,616 | $ 311,164 | $ 67,882 | |||||||||
Shares used for determining basic earnings per share of common stock (in shares) | 50,602,480 | 43,416,868 | 42,279,811 | |||||||||
Dilutive effect of: | ||||||||||||
Stock options (in shares) | 1,307 | 0 | 0 | |||||||||
Performance and restricted shares (in shares) | 1,431,794 | 1,113,866 | 422,962 | |||||||||
Preferred Stock (in shares) | 13,361,678 | 11,371,718 | 4,443,048 | |||||||||
Shares used for determining diluted earnings per share of common stock (in shares) | 65,397,259 | 55,902,452 | 47,145,821 | |||||||||
Basic earnings per share (in dollars per share) | $ 0.18 | $ 0.68 | $ 0.97 | $ 0.41 | $ 6.31 | $ 0.29 | $ 0.03 | $ 0.15 | $ 2.27 | $ 7.17 | $ 1.61 | |
Diluted earnings per share (in dollars per share) | $ 0.18 | $ 0.60 | $ 0.83 | $ 0.38 | $ 5.01 | $ 0.28 | $ 0.03 | $ 0.15 | $ 1.96 | $ 5.81 | $ 1.55 | |
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 _4
Earnings Per Share of Common Stock - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 658,037 | 373,856 | 489,411 |
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) | 260,033 | 373,058 | 399,012 |
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) | 398,004 | 798 | 90,399 |
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 | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2018USD ($)shares | Dec. 31, 2018USD ($)planshares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
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) | 3,600,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based incentive compensation expense | $ | $ 13,007 | $ 8,986 | $ 7,217 | |
Performance-Based Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total number of performance shares adjusted (up or down) | 25.00% | |||
Settlement percentage | 152.00% | |||
Shares issued (in shares) | 288,703 | |||
Intrinsic value of shares issued | $ | $ 6,000 | |||
Minimum | Performance-Based Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Target payout percentage | 0.00% | |||
Final payout range | 0.00% | |||
Maximum | Performance-Based Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Target payout percentage | 200.00% | |||
Final payout range | 250.00% |
Incentive Stock Plans - Stock-b
Incentive Stock Plans - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 13,007 | $ 8,986 | $ 7,217 |
Selling, general and administrative expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 11,994 | 7,991 | 6,330 |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 1,013 | $ 995 | $ 887 |
Incentive Stock Plans - Non-Qua
Incentive Stock Plans - Non-Qualified Employee Stock Options Narrative (Details) - Stock Options - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
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, 2018USD ($)$ / sharesshares | |
Options | |
Beginning balance (in shares) | shares | 373,058 |
Forfeited (in shares) | shares | 0 |
Exercised (in shares) | shares | (26,045) |
Expired (in shares) | shares | (60,400) |
Ending balance (in shares) | shares | 286,613 |
Options vested and expected to vest (in shares) | shares | 286,613 |
Options exercisable (in shares) | shares | 286,613 |
Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 32.25 |
Forfeited (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 17.34 |
Expired (in dollars per share) | $ / shares | 29.77 |
Ending balance (in dollars per share) | $ / shares | 34.23 |
Options vested and expected to vest (in dollars per share) | $ / shares | 34.23 |
Options exercisable (in dollars per share) | $ / shares | $ 34.23 |
Additional Disclosures | |
Weighted Average Remaining Contractual Term, Outstanding | 3 years 10 days |
Weighted Average Remaining Contractual Term, Options vested and expected to vest | 3 years 10 days |
Weighted Average Remaining Contractual Term, Options exercisable | 3 years 10 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 0 |
Aggregate Intrinsic Value, Options vested and expected to vest | $ | 0 |
Aggregate Intrinsic Value, Options exercisable | $ | $ 0 |
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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of options exercised | $ 108 | $ 1 | $ 0 |
Fair value of options vested | $ 0 | $ 210 | $ 444 |
Incentive Stock Plans - Restric
Incentive Stock Plans - Restricted Stock and Stock Unit Awards - Narrative (Details) - Restricted Stock $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 5 |
Period for recognition | 1 year 8 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) - Restricted Stock and Restricted Stock Units - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock and stock units granted (in shares) | 301,384 | 285,506 | 598,219 |
Weighted average price of shares granted (in dollars per share) | $ 19.73 | $ 13.37 | $ 8.03 |
Intrinsic value of restricted stock and units outstanding | $ 9,767 | $ 17,349 | $ 10,326 |
Fair value of restricted stock and units vested | $ 3,753 | $ 1,119 | $ 5,890 |
Incentive Stock Plans - Summa_2
Incentive Stock Plans - Summary of Restricted Stock Activity (Details) - Restricted Stock and Restricted Stock Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Awards | |||
Beginning balance (in shares) | 848,371 | ||
Granted (in shares) | 301,384 | 285,506 | 598,219 |
Forfeited (in shares) | (16,279) | ||
Vested (in shares) | (216,378) | ||
Ending balance (in shares) | 917,098 | 848,371 | |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 12.47 | ||
Granted (in dollars per share) | 19.73 | $ 13.37 | $ 8.03 |
Forfeited (in dollars per share) | 12.05 | ||
Vested (in dollars per share) | 17.34 | ||
Ending balance (in dollars per share) | $ 13.71 | $ 12.47 |
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, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 3 years |
Unrecognized compensation cost | $ 11 |
Period for recognition | 1 year 7 months 24 days |
Incentive Stock Plans - Activ_2
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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common shares of stock reserved for performance-based stock units (in shares) | 1,115,747 | 896,121 | 1,304,419 |
Weighted average price of shares granted (in dollars per share) | $ 22.75 | $ 14.60 | $ 7.79 |
Intrinsic value of outstanding performance-based stock units | $ 4,774 | $ 7,408 | $ 8,169 |
Incentive Stock Plans - Summa_3
Incentive Stock Plans - Summary of Performance Share Activity (Details) - Performance-Based Stock Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Awards | |||
Beginning balance (in shares) | 1,080,067 | ||
Granted (in shares) | 449,838 | ||
Forfeited (in shares) | (13,691) | ||
Vested (in shares) | (190,320) | ||
Ending balance (in shares) | 1,325,894 | 1,080,067 | |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 11.58 | ||
Granted (in dollars per share) | 22.75 | $ 14.60 | $ 7.79 |
Forfeited (in dollars per share) | 11.53 | ||
Vested (in dollars per share) | 17.50 | ||
Ending balance (in dollars per share) | $ 14.69 | $ 11.58 |
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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 68.70% | 70.20% | 74.30% |
Risk-free rate | 2.40% | 1.50% | 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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | $ 1,000,200 | ||
Fair value of plan assets at end of year | 863,326 | $ 1,000,200 | |
Pension | |||
Change in Projected Benefit Obligation | |||
Projected benefit obligation at beginning of year | 1,139,177 | 414,479 | |
Plans assumed in Acquisition | 0 | 710,466 | |
Service cost | 12,428 | 5,646 | $ 5,225 |
Interest cost | 36,365 | 15,926 | 15,915 |
Actuarial loss (gain) | (46,755) | 6,852 | |
Participant contributions | 1,106 | 96 | |
Benefits paid | (59,790) | (23,192) | |
Effects of foreign currency exchange rates | (45,106) | 8,904 | |
Projected benefit obligation at end of year | 1,037,425 | 1,139,177 | 414,479 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 1,000,200 | 275,955 | |
Plans assumed in Acquisition | 0 | 668,463 | |
Actual return on plan assets | (44,639) | 57,618 | |
Employer contributions | 9,520 | 12,732 | |
Participant contributions | 1,106 | 96 | |
Benefits paid | (59,790) | (23,192) | |
Effects of foreign currency exchange rates | (43,071) | 8,528 | |
Fair value of plan assets at end of year | 863,326 | 1,000,200 | 275,955 |
Funded Status at end of year: | (174,099) | (138,977) | |
Postretirement | |||
Change in Projected Benefit Obligation | |||
Projected benefit obligation at beginning of year | 45,449 | 26,838 | |
Plans assumed in Acquisition | 0 | 18,884 | |
Service cost | 1,724 | 1,249 | 808 |
Interest cost | 1,332 | 827 | 871 |
Actuarial loss (gain) | (2,720) | (1,639) | |
Participant contributions | 360 | 396 | |
Benefits paid | (3,418) | (1,386) | |
Effects of foreign currency exchange rates | (1,484) | 280 | |
Projected benefit obligation at end of year | 41,243 | 45,449 | 26,838 |
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 | 3,059 | 990 | |
Participant contributions | 360 | 396 | |
Benefits paid | (3,419) | (1,386) | |
Effects of foreign currency exchange rates | 0 | ||
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Funded Status at end of year: | $ (41,243) | $ (45,449) |
Employee Benefit Plans - Amount
Employee Benefit Plans - Amounts Recognized in Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current liabilities | $ (238,958) | $ (212,810) |
Pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current assets | 30,395 | 36,605 |
Current liabilities | (3,767) | (5,059) |
Non-current liabilities | (200,727) | (170,523) |
Net amount recognized | (174,099) | (138,977) |
Postretirement | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current assets | 0 | 0 |
Current liabilities | (3,012) | (3,162) |
Non-current liabilities | (38,231) | (42,287) |
Net amount recognized | $ (41,243) | $ (45,449) |
Employee Benefit Plans - Amou_2
Employee Benefit Plans - Amounts Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension | |||
Net gains or losses recognized in other comprehensive income | |||
Net gains (losses) | $ (55,918) | $ 24,411 | $ (14,101) |
Net gains or losses and prior service costs or credits reclassified from other comprehensive income | |||
Amortization of losses | 11,648 | 11,651 | 11,343 |
Amortization of prior service (credit) cost | 572 | 761 | 761 |
Postretirement | |||
Net gains or losses recognized in other comprehensive income | |||
Net gains (losses) | 2,640 | 1,639 | 1,184 |
Net gains or losses and prior service costs or credits reclassified from other comprehensive income | |||
Amortization of losses | 229 | 333 | 238 |
Amortization of prior service (credit) cost | $ (153) | $ (151) | $ (139) |
Employee Benefit Plans - Net Pe
Employee Benefit Plans - Net Periodic Benefit Cost Not yet Recognized (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service cost | $ (1,681) | $ (2,254) |
Net losses | (172,484) | (128,215) |
Plan amendment | 0 | 0 |
Deferred income tax benefit | 38,779 | 50,907 |
Accumulated other comprehensive income (loss) | (135,386) | (79,562) |
Postretirement | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service cost | 1,338 | 0 |
Net losses | (2,280) | (5,149) |
Plan amendment | 0 | 1,491 |
Deferred income tax benefit | 183 | 1,582 |
Accumulated other comprehensive income (loss) | $ (759) | $ (2,076) |
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, 2018 | Dec. 31, 2017 |
Retirement Benefits [Abstract] | ||
Projected benefit obligation | $ 764,462 | $ 813,411 |
Accumulated benefit obligation | 736,782 | 785,435 |
Fair value of plan assets | $ 559,969 | $ 638,414 |
Employee Benefit Plans - Net _2
Employee Benefit Plans - Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension | |||
Components of Net Periodic Benefit Cost | |||
Service cost | $ 12,428 | $ 5,646 | $ 5,225 |
Interest cost | 36,365 | 15,926 | 15,915 |
Expected return on plan assets | (58,685) | (25,978) | (23,320) |
Amortization of prior service (credit) cost | 572 | 761 | 761 |
Amortization of losses | 11,648 | 11,651 | 11,343 |
Net periodic benefit cost | 2,328 | 8,006 | 9,924 |
Postretirement | |||
Components of Net Periodic Benefit Cost | |||
Service cost | 1,724 | 1,249 | 808 |
Interest cost | 1,332 | 827 | 871 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of prior service (credit) cost | (153) | (151) | (139) |
Amortization of losses | 229 | 333 | 238 |
Net periodic benefit cost | $ 3,132 | $ 2,258 | $ 1,778 |
Employee Benefit Plans - Amou_3
Employee Benefit Plans - Amounts in AOCI to be Recognized over Next Fiscal Year (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Pension | |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of loss | $ 14,283 |
Amortization of prior service cost | 569 |
Total amortization of accumulated other comprehensive income (loss) | 14,852 |
Postretirement | |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of loss | 81 |
Amortization of prior service cost | (153) |
Total amortization of accumulated other comprehensive income (loss) | $ (72) |
Employee Benefit Plans - Schedu
Employee Benefit Plans - Schedule of Assumptions Used (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension | |||
Assumptions used to determine benefit obligations at December 31: | |||
Discount rate | 3.99% | 3.55% | 3.88% |
Rate of compensation increase | 2.61% | 2.60% | 4.10% |
Assumptions used to determine net periodic benefit cost for years ended December 31: | |||
Discount rate | 3.42% | 3.77% | 4.03% |
Expected long-term return on plan assets | 6.32% | 7.38% | 8.50% |
Rate of compensation increase | 2.61% | 2.59% | 4.10% |
Postretirement | |||
Assumptions used to determine benefit obligations at December 31: | |||
Discount rate | 3.82% | 3.14% | 3.85% |
Rate of compensation increase | 3.68% | 3.10% | 4.50% |
Assumptions used to determine net periodic benefit cost for years ended December 31: | |||
Discount rate | 3.40% | 3.64% | 3.98% |
Rate of compensation increase | 3.68% | 3.10% | 4.50% |
Employee Benefit Plans - Health
Employee Benefit Plans - Health Care Cost Trend Rates (Details) - Postretirement | Dec. 31, 2018 | Dec. 31, 2017 |
U.S. | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Health care cost trend rate assumed for next year | 7.50% | 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 | 5.00% | 5.50% |
Rate to which the cost trend is assumed to decline (ultimate trend rate) | 4.50% | 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, 2018USD ($) | |
Retirement Benefits [Abstract] | |
Total of service and interest cost components, Increase | $ 225 |
Total of service and interest cost components, Decrease | (190) |
Accumulated postretirement benefit obligation, Increase | 1,842 |
Accumulated postretirement benefit obligation, Decrease | $ (1,604) |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined contribution plan expense | $ 8 | $ 5 | $ 5 |
Pension | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Expected employer contributions in 2019 | $ 5 | ||
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, 2018 | Dec. 31, 2017 |
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 | 22.00% | 23.00% |
International equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 24.00% | 27.00% |
U.S. fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 13.00% | 13.00% |
International fixed income securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 36.00% | 34.00% |
Other | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of Plan Assets | 5.00% | 3.00% |
Employee Benefit Plans - Fair V
Employee Benefit Plans - Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | $ 863,326 | $ 1,000,200 |
Investments at Net Asset Value | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | 690,456 | 838,776 |
Mutual funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | 172,870 | 161,424 |
Mutual funds | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan assets, at fair value | 172,870 | 161,424 |
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, 2018USD ($) |
Pension | |
Defined Benefit Plan Disclosure [Line Items] | |
2,019 | $ 60,105 |
2,020 | 58,726 |
2,021 | 59,666 |
2,022 | 60,527 |
2,023 | 61,327 |
2024 — 2028 | 315,088 |
Postretirement | |
Defined Benefit Plan Disclosure [Line Items] | |
2,019 | 3,035 |
2,020 | 2,878 |
2,021 | 2,934 |
2,022 | 2,769 |
2,023 | 2,697 |
2024 — 2028 | $ 12,409 |
Other Operating Expense, Net -
Other Operating Expense, Net - Schedule of Other Operating Expenses, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Income and Expenses [Abstract] | |||
Environmental liability adjustments and other costs for disposed operations | $ (8,332) | $ (1,451) | $ (5,298) |
Loss on sale or disposal of property, plant and equipment | (3,186) | (2,032) | (2,422) |
Gain on foreign exchange | 1,114 | 2,335 | 0 |
Equity income (loss) from joint venture | (4,359) | (495) | 0 |
Insurance settlement | 0 | (13) | 897 |
Miscellaneous income (expense) | 2,341 | 382 | 1,139 |
Total other operating expense, net | $ (12,422) | $ (1,274) | $ (5,684) |
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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current | |||
Federal | $ (12,384) | $ 10,871 | $ 5,516 |
Foreign | (10,115) | (121) | 0 |
State and other | (657) | (201) | 368 |
Total Current | (23,156) | 10,549 | 5,884 |
Deferred | |||
Federal | 4,238 | (34,635) | (44,488) |
Foreign | (24,901) | 4,065 | 0 |
State and other | 26 | 290 | (711) |
Total Deferred | (20,637) | (30,280) | (45,199) |
Changes in valuation allowance | 0 | 0 | 0 |
Income tax expense | $ (43,793) | $ (19,731) | $ (39,315) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | Nov. 17, 2018 | Nov. 17, 2017 | Dec. 31, 2018 | Nov. 17, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||||||
U.S. federal statutory income tax rate | 21.00% | 35.00% | 35.00% | |||
Nontaxable bargain purchase gain | (3.10%) | (32.10%) | (0.00%) | |||
U.S. federal rate change | 0.00% | 3.20% | 0.00% | |||
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | 5.80% | 0.00% | 0.00% | |||
Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent | 5.40% | 0.00% | 0.00% | |||
Effective Income Tax Rate Reconciliation, Equity in Earnings (Losses) of Unconsolidated Subsidiary, Percent | 1.50% | 0.00% | 0.00% | |||
Effective Income Tax Rate Reconciliation, Tax Settlement, Percent | (3.10%) | 0.00% | 0.00% | |||
Domestic manufacturing production deduction | (0.00%) | (0.30%) | (0.00%) | |||
State credits | (0.00%) | (0.00%) | (0.80%) | |||
Nondeductible executive compensation | 0.70% | 0.40% | 0.60% | |||
Adjustment to previously filed tax returns | (3.40%) | (1.10%) | 0.00% | |||
Nondeductible transaction costs | 0.00% | 1.00% | 0.00% | |||
Change in state rate | 0.00% | (0.10%) | 0.00% | |||
Other | 0.60% | (0.30%) | 0.10% | |||
Income tax rate as reported | 25.40% | 5.70% | 34.90% | |||
Business Acquisition [Line Items] | ||||||
Gain on bargain purchase | $ 20,449 | $ 316,555 | $ 0 | |||
Re-measurement of deferred tax assets | 11,000 | |||||
Tembec Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Gain on bargain purchase | $ 337,004 | $ 316,555 | $ 20,000 | $ 20,449 | $ 317,000 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Gross deferred tax assets: | ||
Pension, postretirement and other employee benefits | $ 58,088 | $ 49,669 |
Tax credit carryforwards | 76,467 | 77,897 |
Property, plant and equipment basis differences | 78,550 | 97,242 |
Canadian pool of scientific research and experimentation deductions (SR&ED) | 87,253 | 79,349 |
Environmental liabilities | 36,583 | 36,791 |
Capitalized costs | 5,275 | 6,347 |
U.S. federal and Canadian net operating losses | 211,939 | 212,904 |
State net operating losses | 2,942 | 2,946 |
Interest carryforwards | 5,820 | 11,635 |
Other | 9,737 | 1,868 |
Total gross deferred tax assets | 572,654 | 576,648 |
Less: valuation allowance | (82,223) | (92,081) |
Total deferred tax assets after valuation allowance | 490,431 | 484,567 |
Gross deferred tax liabilities: | ||
Property, plant and equipment basis differences | (92,857) | (95,754) |
Intangible assets | (15,579) | (15,948) |
Other | (3,054) | (2,626) |
Total gross deferred tax liabilities | (111,490) | (114,328) |
Net deferred tax asset | 378,941 | 370,239 |
Deferred tax assets | 406,957 | 402,846 |
Deferred tax liabilities | (28,016) | (32,607) |
Deferred Assets (Liabilities) | $ 378,941 | $ 370,239 |
Income Taxes - Summary of Tax C
Income Taxes - Summary of Tax Credit Carryforwards (Details) $ in Thousands | Dec. 31, 2018USD ($) |
State | |
Operating Loss Carryforwards [Line Items] | |
State tax credit carryforwards, Gross Amount | $ 21,328 |
State tax credit carryforwards, Tax Effected | 21,328 |
State tax credit carryforwards, Valuation Allowance | 21,074 |
Net operating losses, Gross Amount | 63,404 |
Net operating losses, Tax Effected | 2,942 |
Net operating losses, Valuation Allowance | 2,942 |
Foreign | |
Operating Loss Carryforwards [Line Items] | |
State tax credit carryforwards, Gross Amount | 55,139 |
State tax credit carryforwards, Tax Effected | 55,139 |
State tax credit carryforwards, Valuation Allowance | 55,139 |
Net operating losses, Gross Amount | 932,363 |
Net operating losses, Tax Effected | 211,939 |
Net operating losses, Valuation Allowance | 3,068 |
Canadian pool of SR&ED, Gross Amount | 405,088 |
Canadian pool of SR&ED, Tax Effected | 87,253 |
Canadian pool of SR&ED, Valuation Allowance | 0 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Interest limitation carryforwards, Gross Amount | 26,457 |
Interest limitation carryforwards, Tax Effected | 5,820 |
Interest limitation carryforwards, Valuation Allowance | $ 0 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1, | $ 23,804 | $ 0 | $ 0 |
Decreases related to prior year tax positions | (17,872) | 0 | 0 |
Increases related to prior year tax positions | 1,137 | 11,171 | |
Decreases related to current year tax positions | 0 | 0 | |
Increases related to current year tax positions | 1,775 | 12,633 | 0 |
Balance at December 31, | $ 8,844 | $ 23,804 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ in Millions | Dec. 31, 2018USD ($) |
Income Tax Contingency [Line Items] | |
Interest and penalties accrued (less than) | $ 1 |
Minimum | |
Income Tax Contingency [Line Items] | |
Amount unrecognized tax benefits that it is reasonably possible will increase (decrease) in the next twelve months | (1) |
Maximum | |
Income Tax Contingency [Line Items] | |
Amount unrecognized tax benefits that it is reasonably possible will increase (decrease) in the next twelve months | $ 2 |
Segment and Geographical Info_3
Segment and Geographical Information - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2018customersegment | Dec. 31, 2017customer | Dec. 31, 2016customer | |
Segment Reporting [Abstract] | |||
Number of reportable segments | segment | 5 | ||
Number of significant customers | customer | 0 | 3 | 3 |
Segment and Geographical Info_4
Segment and Geographical Information - Net Sales and Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Product Information [Line Items] | |||||||||||
Net Sales | $ 526,362 | $ 544,339 | $ 541,720 | $ 521,992 | $ 348,975 | $ 209,717 | $ 201,226 | $ 201,415 | $ 2,134,413 | $ 961,333 | $ 868,731 |
Operating Income | $ 29,013 | $ 56,150 | $ 66,222 | $ 46,257 | $ 1,127 | $ 18,774 | $ 14,470 | $ 27,081 | 197,642 | 61,452 | 143,317 |
Eliminations | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | (70,221) | (7,394) | 0 | ||||||||
High Purity Cellulose | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 1,192,389 | 866,861 | 868,731 | ||||||||
Operating Income | 112,308 | 120,356 | 175,737 | ||||||||
Forest Products | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 355,660 | 33,945 | 0 | ||||||||
Operating Income | 24,850 | (4) | 0 | ||||||||
Pulp | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Operating Income | 95,071 | 4,411 | 0 | ||||||||
Paper | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 310,141 | 29,451 | 0 | ||||||||
Operating Income | 31,047 | (1,155) | 0 | ||||||||
Corporate | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Operating Income | (65,634) | (62,156) | (32,420) | ||||||||
Cellulose Specialties | High Purity Cellulose | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 831,805 | 661,760 | 694,603 | ||||||||
Commodity Products | High Purity Cellulose | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 243,711 | 183,208 | 174,128 | ||||||||
Other sales | High Purity Cellulose | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 116,873 | 21,893 | 0 | ||||||||
Other sales | Forest Products | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 71,242 | 8,065 | 0 | ||||||||
Lumber | Forest Products | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 284,418 | 25,880 | 0 | ||||||||
High-yield pulp | Pulp | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 346,444 | 38,470 | 0 | ||||||||
Paperboard | Paper | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | 196,866 | 18,875 | 0 | ||||||||
Newsprint | Paper | Operating Segments | |||||||||||
Product Information [Line Items] | |||||||||||
Net Sales | $ 113,275 | $ 10,576 | $ 0 |
Segment and Geographical Info_5
Segment and Geographical Information - Schedule of Identifiable Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 2,679,086 | $ 2,642,611 |
Operating Segments | High Purity Cellulose | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 1,643,092 | 1,671,107 |
Operating Segments | Forest Products | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 166,801 | 154,258 |
Operating Segments | Pulp | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 103,308 | 83,081 |
Operating Segments | Paper | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 240,427 | 245,746 |
Operating Segments | Corporate | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 525,458 | $ 488,419 |
Segment and Geographical Info_6
Segment and Geographical Information - Long-lived Assets by Country (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | $ 1,962,994 | $ 1,996,074 |
U.S. | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | 829,153 | 840,315 |
Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | 920,503 | 926,774 |
France | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-life assets | $ 213,338 | $ 228,985 |
Segment and Geographical Info_7
Segment and Geographical Information - Schedule of Depreciation and Amortization and Capital Expenditures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ 148,416 | $ 96,963 | $ 88,274 |
Capital expenditures | 132,447 | 71,570 | 85,835 |
Operating Segments | High Purity Cellulose | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 119,231 | 93,177 | 87,837 |
Capital expenditures | 92,980 | 65,691 | 85,835 |
Operating Segments | Forest Products | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 6,683 | 728 | 0 |
Capital expenditures | 26,691 | 4,409 | 0 |
Operating Segments | Pulp | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 4,581 | 590 | 0 |
Capital expenditures | 4,983 | 326 | 0 |
Operating Segments | Paper | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 17,263 | 2,154 | 0 |
Capital expenditures | 4,966 | 1,125 | 0 |
Operating Segments | Corporate | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 658 | 314 | 437 |
Capital expenditures | $ 2,827 | $ 19 | $ 0 |
Segment and Geographical Info_8
Segment and Geographical Information - Sales by Destination (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 23, 2017 | Jun. 24, 2017 | Mar. 25, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 526,362 | $ 544,339 | $ 541,720 | $ 521,992 | $ 348,975 | $ 209,717 | $ 201,226 | $ 201,415 | $ 2,134,413 | $ 961,333 | $ 868,731 |
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 | $ 779,699 | $ 336,943 | $ 348,570 | ||||||||
Percentage of Sales | 36.00% | 35.00% | 40.00% | ||||||||
Sales | Geographic Concentration Risk | China | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 360,862 | $ 253,275 | $ 250,044 | ||||||||
Percentage of Sales | 17.00% | 26.00% | 29.00% | ||||||||
Sales | Geographic Concentration Risk | Japan | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 143,577 | $ 123,850 | $ 136,817 | ||||||||
Percentage of Sales | 7.00% | 13.00% | 16.00% | ||||||||
Sales | Geographic Concentration Risk | Europe | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 364,024 | $ 114,049 | $ 88,191 | ||||||||
Percentage of Sales | 17.00% | 12.00% | 10.00% | ||||||||
Sales | Geographic Concentration Risk | Latin America | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 11,868 | $ 11,576 | $ 9,876 | ||||||||
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 | $ 208,878 | $ 78,538 | $ 27,280 | ||||||||
Percentage of Sales | 10.00% | 8.00% | 3.00% | ||||||||
Sales | Geographic Concentration Risk | Canada | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 260,448 | $ 41,178 | $ 0 | ||||||||
Percentage of Sales | 12.00% | 4.00% | 0.00% | ||||||||
Sales | Geographic Concentration Risk | All other | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net Sales | $ 5,057 | $ 1,924 | $ 7,953 | ||||||||
Percentage of Sales | 0.00% | 1.00% | 1.00% |
Segment and Geographical Info_9
Segment and Geographical Information - Percentage of Sales to Significant Customers (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
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% | |
Sales | Customer Concentration Risk | Nantong Cellulose Fibers, Co., Ltd. | |||
Revenue, Major Customer [Line Items] | |||
Percentage of Sales | 15.00% | 17.00% | |
Sales | Customer Concentration Risk | Daicel Corporation | |||
Revenue, Major Customer [Line Items] | |||
Percentage of Sales | 10.00% | 14.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($)employee | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Operating Leased Assets [Line Items] | |||
Number of employees | employee | 4,200 | ||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
Leases, Operating [Abstract] | |||
Rental expense for operating leases | $ 8,000 | $ 6,000 | $ 5,000 |
Purchase Obligations | |||
2,018 | 170,868 | ||
2,019 | 70,771 | ||
2,020 | 57,702 | ||
2,021 | 47,288 | ||
2,022 | 52,431 | ||
Thereafter | 104,048 | ||
Total | 503,108 | ||
Standby letters of credit | |||
Purchase Obligations | |||
Guarantee | 36,000 | ||
Surety bonds | |||
Purchase Obligations | |||
Guarantee | 85,000 | ||
LTF project | |||
Purchase Obligations | |||
Guarantee | 35,000 | ||
Operating Leases | |||
Operating Leases | |||
2,018 | 4,669 | ||
2,019 | 3,019 | ||
2,020 | 2,299 | ||
2,021 | 1,641 | ||
2,022 | 1,081 | ||
Thereafter | 1,016 | ||
Total | $ 13,725 | ||
Unionized Employees Concentration Risk | |||
Operating Leased Assets [Line Items] | |||
Number of employees | employee | 800 | ||
Concentration risk percentage | 75.00% |
Supplemental Disclosures of C_3
Supplemental Disclosures of Cash Flows Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash paid (received) during the period: | |||
Interest | $ 59,720 | $ 35,879 | $ 35,160 |
Income taxes | 12,558 | 5,992 | (4,727) |
Non-cash investing and financing activities: | |||
Capital assets purchased on account | 16,864 | 12,083 | 10,155 |
Property, plant and equipment acquired under capital leases | 0 | 3,697 | |
Value of stock issued for Acquisition | $ 0 | $ 141,192 | $ 0 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 593 | $ 151 | $ 151 |
Charged to Cost and Expenses | 1,743 | 437 | 0 |
Charged to Other Accounts | (55) | 5 | 0 |
Acquisition | 0 | 0 | 0 |
Deductions | (219) | 0 | 0 |
Balance at End of Year | 2,062 | 593 | 151 |
Allowance for sales returns | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 1,121 | 523 | 0 |
Charged to Cost and Expenses | 969 | 598 | 523 |
Charged to Other Accounts | 0 | 0 | 0 |
Acquisition | 0 | 0 | 0 |
Deductions | (831) | 0 | 0 |
Balance at End of Year | 1,259 | 1,121 | 523 |
Deferred tax asset valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 92,081 | 20,821 | 19,702 |
Charged to Cost and Expenses | 0 | 0 | 1,119 |
Charged to Other Accounts | 0 | 873 | 0 |
Acquisition | 0 | 71,722 | 0 |
Deductions | (9,858) | (1,335) | 0 |
Balance at End of Year | 82,223 | 92,081 | 20,821 |
Self-insurance liabilities | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 1,289 | 428 | 589 |
Charged to Cost and Expenses | 348 | 1,660 | 291 |
Charged to Other Accounts | 0 | 0 | 0 |
Acquisition | 0 | 0 | 0 |
Deductions | (626) | (799) | (452) |
Balance at End of Year | $ 1,011 | $ 1,289 | $ 428 |
Quarterly Results for 2018 an_3
Quarterly Results for 2018 and 2017 (Unaudited) (Details) $ / shares in Units, $ in Thousands, $ in Millions | Nov. 17, 2017USD ($)shares | Nov. 17, 2017CAD ($)shares | Dec. 31, 2018USD ($)$ / shares | Sep. 29, 2018USD ($)$ / shares | Jun. 30, 2018USD ($)$ / shares | Mar. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Sep. 23, 2017USD ($)$ / shares | Jun. 24, 2017USD ($)$ / shares | Mar. 25, 2017USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||
Net Sales | $ 526,362 | $ 544,339 | $ 541,720 | $ 521,992 | $ 348,975 | $ 209,717 | $ 201,226 | $ 201,415 | $ 2,134,413 | $ 961,333 | $ 868,731 | ||
Gross Margin | 66,426 | 95,913 | 101,478 | 80,352 | 39,267 | 32,119 | 34,297 | 37,369 | 344,169 | 143,052 | 186,158 | ||
Operating Income | 29,013 | 56,150 | 66,222 | 46,257 | 1,127 | 18,774 | 14,470 | 27,081 | 197,642 | 61,452 | 143,317 | ||
Net Income | $ 12,636 | $ 37,936 | $ 53,389 | $ 24,455 | $ 295,077 | $ 15,672 | $ 4,573 | $ 9,642 | $ 128,416 | $ 324,964 | $ 73,286 | ||
Basic earnings per share (in dollars per share) | $ / shares | $ 0.18 | $ 0.68 | $ 0.97 | $ 0.41 | $ 6.31 | $ 0.29 | $ 0.03 | $ 0.15 | $ 2.27 | $ 7.17 | $ 1.61 | ||
Diluted earnings per share (in dollars per share) | $ / shares | $ 0.18 | $ 0.60 | $ 0.83 | $ 0.38 | $ 5.01 | $ 0.28 | $ 0.03 | $ 0.15 | $ 1.96 | $ 5.81 | $ 1.55 | ||
Tembec Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash consideration | $ 249,233 | $ 317 | |||||||||||
Stock consideration (in shares) | shares | 8,439,452 | 8,439,452 |