Attached files
file | filename |
---|---|
8-K - FORM 8-K - MERCER INTERNATIONAL INC. | c12473e8vk.htm |
Exhibit 99.1
For Immediate Release
MERCER INTERNATIONAL INC. REPORTS STRONG 2010 FOURTH QUARTER
OPERATING EBITDA OF 64.6 MILLION ($87.8 MILLION) AND
RECORD 2010 YEARLY OPERATING EBITDA OF 224.0 MILLION ($297.3 MILLION)
OPERATING EBITDA OF 64.6 MILLION ($87.8 MILLION) AND
RECORD 2010 YEARLY OPERATING EBITDA OF 224.0 MILLION ($297.3 MILLION)
NEW YORK, NY, February 14, 2011 Mercer International Inc. (Nasdaq: MERC, TSX: MRI.U) today
reported strong results for the fourth quarter and record results for the year ended December 31,
2010. Operating EBITDA in the fourth quarter of 2010 was 64.6 million ($87.8 million), compared to
23.5 million ($34.7 million) in the last quarter of 2009 and 65.5 million ($84.7 million) in the
third quarter of 2010. In 2010, Operating EBITDA significantly increased fivefold to a record
224.0 million ($297.3 million) from 41.4 million ($57.7 million) in 2009. Operating EBITDA is
defined on page 4 of this press release and reconciled to net income (loss) on page 8 of the
financial tables in this press release.
We reported net income of 35.3 million ($48.0 million), or 0.84 ($1.14) per basic share, for
the fourth quarter of 2010, compared to 2.7 million ($4.0 million), or 0.08 ($0.12) per basic
share, in the last quarter of 2009 and 46.1 million ($59.6 million), or 1.17 ($1.51) per basic
share, in the third quarter of 2010. For 2010, we reported net income of 86.3 million ($114.5
million), or 2.24 ($2.97) per basic share, compared to a net loss of 62.2 million ($86.7
million), or 1.71 ($2.38) per basic share, in 2009.
Summary Financial Highlights of the 2010 Fourth Quarter and Year End Results
Q4 | Q3 | Q4 | Year | Year | ||||||||||||||||
2010 | 2010 | 2009 | 2010 | 2009 | ||||||||||||||||
(in millions of Euros, except where otherwise stated) | ||||||||||||||||||||
Pulp revenues |
| 232.2 | | 224.7 | | 154.9 | | 856.3 | | 577.3 | ||||||||||
Energy revenues |
13.4 | 9.7 | 10.2 | 44.2 | 42.5 | |||||||||||||||
Operating income (loss) |
50.4 | 51.4 | 9.8 | 167.7 | (12.8 | ) | ||||||||||||||
Operating EBITDA (loss) |
64.6 | 65.5 | 23.5 | 224.0 | 41.4 | |||||||||||||||
Unrealized gain (loss) on derivative instruments |
12.4 | 0.5 | 5.1 | 1.9 | (5.8 | ) | ||||||||||||||
Foreign exchange gain (loss) on debt |
(1.5 | ) | 9.9 | (1.8 | ) | (6.1 | ) | 2.7 | ||||||||||||
Income tax benefit (provision) |
0.2 | 7.2 | 1.0 | 5.9 | 5.9 | |||||||||||||||
Net income (loss) attributable to common shareholders |
35.3 | 46.1 | 2.7 | 86.3 | (62.2 | ) | ||||||||||||||
Net income (loss) per share attributable to common
shareholders |
||||||||||||||||||||
Basic |
| 0.84 | | 1.17 | | 0.08 | | 2.24 | | (1.71 | ) | |||||||||
Diluted |
| 0.63 | | 0.82 | | 0.07 | | 1.56 | | (1.71 | ) | |||||||||
Common shares outstanding at period end (000s) |
43,000 | 42,030 | 36,443 | 43,000 | 36,443 |
Summary Operating Highlights of the 2010 Fourth Quarter and Year End Results
Q4 | Q3 | Q4 | Year | Year | ||||||||||||||||
2010 | 2010 | 2009 | 2010 | 2009 | ||||||||||||||||
Pulp Production (000 ADMTs) |
356.2 | 380.9 | 356.9 | 1,426.3 | 1,397.4 | |||||||||||||||
Scheduled Production Downtime (000 ADMTs) |
| 8.3 | 14.0 | 43.5 | 52.1 | |||||||||||||||
Pulp Sales (000 ADMTs) |
386.0 | 344.8 | 351.8 | 1,428.6 | 1,445.5 | |||||||||||||||
NBSK pulp list price in Europe ($/ADMT) |
957 | 980 | 787 | 938 | 667 | |||||||||||||||
NBSK pulp list price in Europe (/ADMT) |
704 | 758 | 533 | 707 | 478 | |||||||||||||||
Average pulp sales realizations (/ADMT) |
593 | 642 | 434 | 591 | 393 | |||||||||||||||
Energy Production (000 MWh) |
393.0 | 330.8 | 358.7 | 1,444.1 | 1,445.3 | |||||||||||||||
Energy Sales (000 MWh) |
149.7 | 119.1 | 116.0 | 520.0 | 478.7 | |||||||||||||||
Average Spot Currency Exchange Rates: |
||||||||||||||||||||
/ $(1) |
0.7361 | 0.7729 | 0.6774 | 0.7541 | 0.7176 | |||||||||||||||
C$ / $(1) |
1.0129 | 1.0385 | 1.0557 | 1.0298 | 1.1412 | |||||||||||||||
C$ / (2) |
1.3766 | 1.3438 | 1.5604 | 1.3671 | 1.5851 |
(1) | Average Federal Reserve Bank of New York noon spot rate over the reporting period. |
|
(2) | Average Bank of Canada noon spot rate over the reporting period. |
Presidents Comments
Mr. Jimmy S.H. Lee, President and Chairman, stated: We are very pleased with the strong
fourth quarter and overall yearly performance in 2010 as we achieved record annual pulp production
and Operating EBITDA of 224.0 million. Fourth quarter Operating EBITDA of 64.6 million was down
marginally from the record third quarter as a result of a slightly weaker U.S. dollar versus the
Euro, extreme winter weather conditions in Germany and temporary equipment outages which negatively
affected production at our German mills. Both the quarterly and yearly results reflect strong
performances by all of our mills, including our Celgar mill which started to achieve our projected
performance targets.
Mr. Lee continued: Overall, pulp prices in the fourth quarter of 2010 remained near
historically high levels but were somewhat lower than the third quarter. At the end of 2010, list
prices in Europe were approximately $950 per ADMT and in North America and China were approximately
$960 and $840 per ADMT, respectively.
Mr. Lee continued: We are pleased with the Celgar Green Energy Project, which was
substantially completed at the end of the third quarter and generated 3.4 million in revenues in
the fourth quarter. In the fourth quarter, we implemented customary equipment modifications to
optimize energy generation to ensure the turbine performs as designed.
Mr. Lee added: In the fourth quarter of 2010, we effectively extended the maturity of our
senior unsecured indebtedness by purchasing and thereby cancelling $289.5 million in aggregate
principal amount of our 9.25% senior notes due 2013 (the 2013 Notes) with the net proceeds of a
private offering of $300
million in aggregate principal amount of 9.5% senior notes due 2017 and cash on hand. We will
redeem the remaining $20.5 million of outstanding 2013 Notes on February 15, 2011.
Page 2
Mr. Lee
continued: In the short term, pulp prices have increased by approximately $20 per ADMT in China in February 2011
and producers have announced an increase of $30 per ADMT in selected markets to take effect in March 2011. Additionally,
based on the most recently published data, NBSK producer
inventories are around 25 days which generally signals strong demand.
Mr. Lee concluded: We are well positioned for a positive 2011. Our current short to
medium-term pricing and demand outlook is positive. This, coupled with our world-class mills,
should permit us to continue to enhance value for our stakeholders.
Three Months Ended December 31, 2010 Compared to Three Months Ended December 31, 2009
Pulp revenues for the three months ended December 31, 2010 increased by approximately 50% to
232.2 million from 154.9 million in the comparative period of 2009, due to higher pulp prices and
a stronger U.S. dollar relative to the Euro. Revenues from the sale of excess energy increased by
approximately 31% in the fourth quarter to 13.4 million from 10.2 million in the same quarter
last year, primarily as a result of energy sales from the Celgar Green Energy Project in the fourth
quarter of 2010.
Pulp production marginally decreased to 356,244 ADMTs in the current quarter, from 356,859
ADMTs in the same quarter of 2009, primarily due to extreme winter weather conditions in Germany
and temporary equipment failures adversely affecting production at our German mills.
Pulp sales volume increased to 385,989 ADMTs in the current quarter from 351,797 ADMTs in the
comparative period of 2009, primarily as a result of stronger demand. Average pulp sales
realizations increased to 593 per ADMT in the fourth quarter of 2010, compared to 434 per ADMT in
the same period last year, primarily due to higher pulp prices.
Costs and expenses in the fourth quarter of 2010 increased to 195.2 million from 155.3
million in the comparative period of 2009, primarily due to higher fiber costs.
On average, our overall fiber costs in the current quarter increased by approximately 25% from
the same period in 2009, primarily due to higher fiber costs at our German mills caused by lower
levels of harvesting in central Germany, along with extreme winter weather conditions in the fourth
quarter of 2010.
Page 3
For the fourth quarter of 2010, operating income increased fivefold to 50.4 million from 9.8
million in the comparative quarter of 2009, primarily due to improved pulp prices.
Interest expense in the fourth quarter of 2010 increased to 16.5 million from 15.8 million
in the comparative quarter of 2009, primarily due to accretion expense related to the exchange of
our convertible notes, partially offset by reduced levels of debt associated with the Stendal mill.
Our Stendal mill recorded an unrealized gain of 12.4 million on our interest rate derivatives
in the current quarter, compared to an unrealized gain of 5.1 million in the same quarter of last
year. We recorded a foreign exchange loss on our debt of 1.5 million in the fourth quarter of 2010
compared to a loss of 1.8 million in the same period last year.
In the fourth quarter of 2010, the noncontrolling shareholders interest in the Stendal mills
income was 3.5 million, compared to 1.3 million in the same quarter last year.
In the fourth quarter of 2010, Operating EBITDA increased by 175% to 64.6 million from 23.5
million in the fourth quarter of 2009. Operating EBITDA is defined as operating income (loss) plus
depreciation and amortization and non-recurring capital asset impairment charges. Management uses
Operating EBITDA as a benchmark measurement of its own operating results, and as a benchmark
relative to its competitors. Management considers it to be a meaningful supplement to operating
income as a performance measure primarily because depreciation expense and non-recurring capital
asset impairment charges are not an actual cash cost, and depreciation expense varies widely from
company to company in a manner that management considers largely independent of the underlying cost
efficiency of their operating facilities. In addition, we believe Operating EBITDA is commonly used
by securities analysts, investors and other interested parties to evaluate our financial
performance.
Operating EBITDA does not reflect the impact of a number of items that affect our net income,
including financing costs and the effect of derivative instruments. Operating EBITDA is not a
measure of financial performance under GAAP, and should not be considered as an alternative to net
income or income from operations as a measure of performance, nor as an alternative to net cash
from operating activities as a measure of liquidity. Operating EBITDA has significant limitations
as an analytical tool, and should not be considered in isolation, or as a substitute for analysis
of our results as reported under GAAP. For a reconciliation of net income (loss) attributable to
common shareholders to Operating EBITDA, see page 8 of the financial tables included in this press
release.
Page 4
During the quarter, we recorded approximately 0.2 million of income tax benefits, compared to
1.0 million in the same period last year.
During the fourth quarter of 2010, we recorded a loss on the extinguishment of debt of 6.6
million, primarily in connection with the repurchase of our 2013 Notes. In the fourth quarter of
2009, we recorded a gain of 4.4 million on the extinguishment of our convertible notes.
We reported net income attributable to common shareholders of 35.3 million, or 0.84 per
basic and 0.63 per diluted share, for the fourth quarter of 2010, which included aggregate net
non-cash unrealized gains of 9.3 million, comprised of a non-cash gain of 12.4 million on the
Stendal interest rate derivatives, a non-cash foreign exchange loss of 1.5 million on our debt and
a non-cash loss in connection with the repurchase of our 2013 Notes. In the fourth quarter of
2009, we reported net income attributable to common shareholders of 2.7 million, or 0.08 per
basic and 0.07 per diluted share, which included aggregate net non-cash unrealized gains of 7.7
million, comprised of a non-cash gain of 5.1 million on the Stendal interest rate derivatives, a
non-cash foreign exchange loss of 1.8 million on our debt and a non-cash gain of 4.4 million on
the extinguishment of our convertible notes.
Year Ended December 31, 2010 Compared to Year Ended December 31, 2009
Pulp revenues for the year ended December 31, 2010 increased by 48% to a record 856.3 million
from 577.3 million in the year ended December 31, 2009, primarily due to significantly higher pulp
prices in 2010 and a stronger U.S. dollar relative to the Euro. In 2010, revenues from the sale of
excess energy increased by approximately 4% to 44.2 million from 42.5 million in 2009, due to
increased energy sales at our Celgar mill, partially offset by reduced energy sales at our
Rosenthal mill caused by 60 days of scheduled turbine maintenance.
Pulp production increased to a record level of 1,426,286 ADMTs in 2010, from 1,397,441 ADMTs
in 2009 primarily as a result of overall strong operating performance at all our mills. We took a
total of 31 and 43 days scheduled maintenance downtime at our mills in 2010 and 2009, respectively,
and expect to take approximately 39 days in 2011.
Pulp sales volume decreased slightly to 1,428,638 ADMTs in 2010 compared to 1,445,461 ADMTs in
2009. Average pulp sales realizations increased by approximately 50% to 591 per ADMT in 2010 from
393 per ADMT in 2009 primarily due to significantly higher pulp prices.
Page 5
Costs and expenses in 2010 increased to 732.8 million from 632.6 million in 2009, primarily
due to higher fiber costs.
Our overall fiber costs in 2010 increased by approximately 24% from the same period in 2009,
primarily due to higher fiber costs in Germany resulting from lower harvesting levels, combined
with increased demand for wood from the energy sector for heating and bio-energy purposes. Fiber
costs at our Celgar mill increased marginally from the prior year.
For 2010, we recorded operating income of 167.7 million, compared to an operating loss of
12.8 million in 2009, primarily due to higher price realizations resulting from higher pulp
prices.
Interest expense in 2010 increased to 67.6 million from 64.8 million in 2009, primarily due
to accretion expense related to the exchange of our convertible notes, partially offset by reduced
levels of debt associated with our Stendal mill.
Our Stendal mill recorded an unrealized gain of 1.9 million on its interest rate derivatives
at the end of 2010, compared to an unrealized loss of 5.8 million last year due to a small
increase in European interest rates. We recorded a foreign exchange loss on our debt of 6.1
million in 2010, compared to a gain of 2.7 million in 2009.
In 2010, the noncontrolling shareholders interest in the Stendal mills income was 8.5
million, compared to 9.9 million of the Stendal mills loss last year.
In 2010, Operating EBITDA increased fivefold to 224.0 million from 41.4 million in 2009.
For a definition of Operating EBITDA, see page 4 of this press release and for a reconciliation of
net income to Operating EBITDA, see page 8 of the financial tables included in this press release.
During both 2010 and 2009, we recorded approximately 5.9 million of net tax recoveries.
We recorded a loss on the extinguishment of debt of 7.5 million in 2010, primarily in
connection with the repurchase of our 2013 Notes. In 2009, we recorded a gain of 4.4 million on
the extinguishment of our convertible notes.
Page 6
We reported net income attributable to common shareholders of 86.3 million, or 2.24 per
basic and 1.56 per diluted share, for 2010, which included aggregate net non-cash unrealized
losses of 0.5
million, comprised of a non-cash gain of 1.9 million on the Stendal interest rate
derivatives, a non-cash foreign exchange loss of 6.1 million on our long-term debt, a non-cash
loss on the extinguishment of our 2013 Notes and a non-cash income tax benefit. In 2009, we
reported a net loss attributable to common shareholders of $62.2 million, or 1.71 per basic and
diluted share, which included aggregate net non-cash unrealized gains of 7.5 million, comprised of
a non-cash loss of 5.8 million on the Stendal interest rate derivatives, a non-cash foreign
exchange gain of 2.7 million on our long-term debt, a non-cash gain of 4.4 million on the
extinguishment of our convertible notes and a non-cash income tax benefit.
Liquidity and Capital Resources
The following table is a summary of selected financial information for the periods indicated:
Years Ended December 31, | ||||||||
2010 | 2009 | |||||||
(in thousands) | ||||||||
Financial Position |
||||||||
Cash and cash equivalents |
| 99,022 | | 51,291 | ||||
Working capital |
231,683 | 99,150 | ||||||
Property, plant and equipment |
846,767 | 868,558 | ||||||
Total assets |
1,216,075 | 1,083,831 | ||||||
Long-term liabilities |
877,315 | 896,074 | ||||||
Total equity |
213,563 | 85,973 |
As at December 31, 2010, we had approximately 26.4 million and C$17.9 million available under
our Rosenthal and Celgar facilities, respectively. As at December 31, 2010, approximately 500.7
million was outstanding under our Stendal mills loan facility.
Restricted Group
The following table is a summary of selected financial information for the Restricted Group
for the periods indicated.
Years Ended December 31, | ||||||||
2010 | 2009 | |||||||
(in thousands) | ||||||||
Restricted Group Financial Position |
||||||||
Cash and cash equivalents |
| 50,654 | | 20,635 | ||||
Working capital |
150,667 | 57,015 | ||||||
Property, plant and equipment |
362,274 | 362,311 | ||||||
Total assets |
662,944 | 555,977 | ||||||
Long-term liabilities |
312,631 | 301,173 | ||||||
Total equity |
289,141 | 200,247 |
Page 7
Earnings Release Call
In conjunction with this release, Mercer International Inc. will host a conference call, which
will be simultaneously broadcast live over the Internet. Management will host the call, which is
scheduled for
Tuesday, February 15, 2011 at 10:00 AM (Eastern Daylight Time). Listeners can access the
conference call live and archived through March 15, 2011, over the Internet at
http://investor.shareholder.com/media/eventdetail.cfm?eventid=91422&CompanyID=MERC&e=1&mediaKey=1AE35D7DABC3ECD95E2779DA87354812 or
through a link on the Companys News/Financial page at http://www.mercerint.com/s/NewsReleases.asp.
Please allow 15 minutes prior to the call to visit the site and download and install any necessary
audio software. A replay of this call will be available approximately two hours after the live
call ends until February 22, 2011 at 11:59 PM (Eastern Standard Time). The replay number is (800)
642-1687 for domestic callers or (706) 645-9291 for international callers, and the passcode is
38594483.
Mercer International Inc. is a global pulp manufacturing company. To obtain further
information on the company, please visit its web site at http://www.mercerint.com.
The preceding includes forward looking statements which involve known and unknown risks and
uncertainties which may cause our actual results in future periods to differ materially from
forecasted results. Among those factors which could cause actual results to differ materially are
the following: the highly cyclical nature of our business, raw material costs, our level of
indebtedness, competition, foreign exchange and interest rate fluctuations, our use of derivatives,
expenditures for capital projects, environmental regulation and compliance, disruptions to our
production, market conditions and other risk factors listed from time to time in our SEC reports.
APPROVED BY: |
FD | |
Jimmy S.H. Lee Chairman & President (604) 684-1099 |
Investors/Media: Eric Boyriven, Alexandra Tramont (212) 850-5600 |
|
David M. Gandossi Executive Vice-President & Chief Financial Officer (604) 684-1099 |
-FINANCIAL TABLES FOLLOW-
Page 8
MERCER INTERNATIONAL INC.
CONSOLIDATED BALANCE SHEETS
(In thousands of Euros)
(In thousands of Euros)
December 31, | ||||||||
2010 | 2009 | |||||||
ASSETS |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
| 99,022 | | 51,291 | ||||
Receivables |
121,709 | 71,143 | ||||||
Inventories |
102,219 | 72,629 | ||||||
Prepaid expenses and other |
11,360 | 5,871 | ||||||
Deferred income tax |
22,570 | | ||||||
Total current assets |
356,880 | 200,934 | ||||||
Long-term assets |
||||||||
Property, plant and equipment |
846,767 | 868,558 | ||||||
Deferred note issuance and other |
11,082 | 8,186 | ||||||
Deferred income tax |
| 3,426 | ||||||
Note receivable |
1,346 | 2,727 | ||||||
859,195 | 882,897 | |||||||
Total assets |
| 1,216,075 | | 1,083,831 | ||||
LIABILITIES |
||||||||
Current liabilities |
||||||||
Accounts payable and accrued expenses |
| 84,873 | | 85,185 | ||||
Pension and other post-retirement benefit obligations |
728 | 567 | ||||||
Debt |
39,596 | 16,032 | ||||||
Total current liabilities |
125,197 | 101,784 | ||||||
Long-term liabilities |
||||||||
Debt |
782,328 | 813,142 | ||||||
Unrealized interest rate derivative losses |
50,973 | 52,873 | ||||||
Pension and other post-retirement benefit obligations |
24,236 | 17,902 | ||||||
Capital leases and other |
12,010 | 12,157 | ||||||
Deferred income tax |
7,768 | | ||||||
877,315 | 896,074 | |||||||
Total liabilities |
1,002,512 | 997,858 | ||||||
EQUITY |
||||||||
Shareholders equity |
||||||||
Share capital |
219,211 | 202,844 | ||||||
Paid-in capital |
(3,899 | ) | (6,082 | ) | ||||
Retained earnings (deficit) |
(10,956 | ) | (97,235 | ) | ||||
Accumulated other comprehensive income (loss) |
31,712 | 23,695 | ||||||
Total shareholders equity |
236,068 | 123,222 | ||||||
Noncontrolling interest (deficit) |
| (22,505 | ) | | (37,249 | ) | ||
Total equity |
213,563 | 85,973 | ||||||
Total liabilities and equity |
| 1,216,075 | | 1,083,831 | ||||
(1)
MERCER INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands of Euros, except per share data)
(In thousands of Euros, except per share data)
Three Months Ended | Years Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Revenues |
||||||||||||||||
Pulp |
| 232,200 | | 154,886 | | 856,311 | | 577,298 | ||||||||
Energy |
13,442 | 10,226 | 44,225 | 42,501 | ||||||||||||
245,642 | 165,112 | 900,536 | 619,799 | |||||||||||||
Costs and expenses |
||||||||||||||||
Operating costs |
172,552 | 134,185 | 643,529 | 551,781 | ||||||||||||
Operating depreciation and amortization |
14,115 | 13,594 | 55,932 | 53,919 | ||||||||||||
58,975 | 17,333 | 201,075 | 14,099 | |||||||||||||
Selling, general and administrative expenses |
8,498 | 7,617 | 33,442 | 27,414 | ||||||||||||
Purchase (sale) of emission allowances |
57 | (127 | ) | (110 | ) | (516 | ) | |||||||||
Operating income (loss) |
50,420 | 9,843 | 167,743 | (12,799 | ) | |||||||||||
Other income (expense) |
||||||||||||||||
Interest expense |
(16,480 | ) | (15,817 | ) | (67,621 | ) | (64,770 | ) | ||||||||
Investment income (loss) |
164 | 1,240 | 468 | (1,804 | ) | |||||||||||
Foreign exchange gain (loss) on debt |
(1,451 | ) | (1,841 | ) | (6,126 | ) | 2,692 | |||||||||
Gain (loss) on extinguishment of debt |
(6,565 | ) | 4,447 | (7,494 | ) | 4,447 | ||||||||||
Gain (loss) on derivative instruments |
12,422 | 5,129 | 1,899 | (5,760 | ) | |||||||||||
Total other income (expense) |
(11,910 | ) | (6,842 | ) | (78,874 | ) | (65,195 | ) | ||||||||
Income (loss) before income taxes |
38,510 | 3,001 | 88,869 | (77,994 | ) | |||||||||||
Income tax benefit (provision) current |
(131 | ) | (7 | ) | (3,881 | ) | (134 | ) | ||||||||
deferred |
378 | 1,014 | 9,760 | 6,003 | ||||||||||||
Net income (loss) |
38,757 | 4,008 | 94,748 | (72,125 | ) | |||||||||||
Less: net loss (income) attributable to noncontrolling
interest |
(3,468 | ) | (1,259 | ) | (8,469 | ) | 9,936 | |||||||||
Net income (loss) attributable to common shareholders |
| 35,289 | | 2,749 | | 86,279 | | (62,189 | ) | |||||||
Retained earnings (deficit), beginning of period |
(46,245 | ) | (99,984 | ) | (97,235 | ) | (35,046 | ) | ||||||||
Retained earnings (deficit), end of period |
| (10,956 | ) | | (97,235 | ) | | (10,956 | ) | | (97,235 | ) | ||||
Net income (loss) per share attributable to common
shareholders |
||||||||||||||||
Basic |
| 0.84 | | 0.08 | | 2.24 | | (1.71 | ) | |||||||
Diluted |
| 0.63 | | 0.07 | | 1.56 | | (1.71 | ) | |||||||
(2)
MERCER INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands of Euros)
(In thousands of Euros)
For the Years Ended December 31, | ||||||||||||
2010 | 2009 | 2008 | ||||||||||
Cash flows from (used in) operating activities |
||||||||||||
Net income (loss) attributable to common shareholders |
| 86,279 | | (62,189 | ) | | (72,465 | ) | ||||
Adjustments to reconcile net income (loss) attributable to
common shareholders to cash flows from operating activities |
||||||||||||
Loss (gain) on derivative instruments |
(1,899 | ) | 5,760 | 25,228 | ||||||||
Foreign exchange (gain) loss on debt |
6,126 | (2,692 | ) | 4,234 | ||||||||
Loss (gain) on extinguishment of debt |
7,494 | (4,447 | ) | | ||||||||
Depreciation and amortization |
56,231 | 54,170 | 55,762 | |||||||||
Accretion expense (income) |
2,492 | 181 | | |||||||||
Noncontrolling interest |
8,469 | (9,936 | ) | (13,075 | ) | |||||||
Deferred income taxes |
(9,760 | ) | (6,003 | ) | 1,976 | |||||||
Stock compensation expense |
2,394 | 455 | 264 | |||||||||
Pension and other post-retirement expense, net of funding |
418 | 282 | (758 | ) | ||||||||
Inventory provisions |
| | 11,272 | |||||||||
Other |
5,190 | 2,482 | 3,025 | |||||||||
Changes in current assets and liabilities |
||||||||||||
Receivables |
(40,038 | ) | 31,907 | (14,811 | ) | |||||||
Inventories |
(24,462 | ) | 32,158 | (13,331 | ) | |||||||
Accounts payable and accrued expenses |
(3,089 | ) | (2,950 | ) | (1,091 | ) | ||||||
Other |
(4,566 | ) | (1,859 | ) | 1,904 | |||||||
Net cash from (used in) operating activities |
91,279 | 37,319 | (11,866 | ) | ||||||||
Cash flows from (used in) investing activities |
||||||||||||
Purchase of property, plant and equipment |
(38,300 | ) | (28,828 | ) | (25,704 | ) | ||||||
Proceeds on sale of property, plant and equipment |
1,138 | 436 | 2,000 | |||||||||
Cash, restricted |
| 13,000 | 20,000 | |||||||||
Note receivable |
1,113 | 152 | 5,708 | |||||||||
Net cash from (used in) investing activities |
(36,049 | ) | (15,240 | ) | 2,004 | |||||||
Cash flows from (used in) financing activities |
||||||||||||
Repayment of notes payable and debt |
(234,598 | ) | (26,499 | ) | (34,023 | ) | ||||||
Repayment of capital lease obligations |
(2,920 | ) | (3,178 | ) | (3,312 | ) | ||||||
Proceeds from borrowings of notes payable and debt |
222,193 | 13,511 | | |||||||||
Proceeds from (repayment of) credit facilities, net |
(2,660 | ) | (4,272 | ) | 5,837 | |||||||
Proceeds from government grants |
17,952 | 9,058 | 266 | |||||||||
Payment of deferred note issuance costs |
(6,095 | ) | (1,969 | ) | | |||||||
Net cash from (used in) financing activities |
(6,128 | ) | (13,349 | ) | (31,232 | ) | ||||||
Effect of exchange rate changes on cash and cash equivalents |
(1,371 | ) | 109 | (1,302 | ) | |||||||
Net increase (decrease) in cash and cash equivalents |
47,731 | 8,839 | (42,396 | ) | ||||||||
Cash and cash equivalents, beginning of period |
51,291 | 42,452 | 84,848 | |||||||||
Cash and cash equivalents, end of period |
| 99,022 | | 51,291 | | 42,452 | ||||||
(3)
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Balance Sheets
(In thousands of Euros)
Combined Condensed Balance Sheets
(In thousands of Euros)
The terms of the indentures governing our 9.25% senior unsecured notes and our 9.5% senior
unsecured notes require that we provide the results of operations and financial condition of Mercer
International Inc. and our restricted subsidiaries under the indenture, collectively referred to as
the Restricted Group. As at and during the three months and years ended December 31, 2010 and
2009, the Restricted Group was comprised of Mercer International Inc., certain holding subsidiaries
and our Rosenthal and Celgar mills. The Restricted Group excludes the Stendal mill.
December 31, 2010 | ||||||||||||||||
Restricted | Unrestricted | Consolidated | ||||||||||||||
Group | Subsidiaries | Eliminations | Group | |||||||||||||
ASSETS |
||||||||||||||||
Current |
||||||||||||||||
Cash and cash equivalents |
| 50,654 | | 48,368 | | | | 99,022 | ||||||||
Receivables |
70,865 | 50,844 | | 121,709 | ||||||||||||
Inventories |
60,910 | 41,309 | | 102,219 | ||||||||||||
Prepaid expenses and other |
6,840 | 4,520 | | 11,360 | ||||||||||||
Deferred income tax |
22,570 | | | 22,570 | ||||||||||||
Total current assets |
211,839 | 145,041 | | 356,880 | ||||||||||||
Long-term assets |
||||||||||||||||
Property, plant and equipment |
362,274 | 484,493 | | 846,767 | ||||||||||||
Deferred note issuance and other |
6,903 | 4,179 | | 11,082 | ||||||||||||
Deferred income tax |
| | | | ||||||||||||
Due from unrestricted group |
80,582 | | (80,582 | ) | | |||||||||||
Note receivable |
1,346 | | | 1,346 | ||||||||||||
Total assets |
| 662,944 | | 633,713 | | (80,582 | ) | | 1,216,075 | |||||||
LIABILITIES |
||||||||||||||||
Current liabilities |
||||||||||||||||
Accounts payable and accrued expenses |
| 44,015 | | 40,858 | | | | 84,873 | ||||||||
Pension and other post-retirement benefit
obligations |
728 | | | 728 | ||||||||||||
Debt |
16,429 | 23,167 | | 39,596 | ||||||||||||
Total current liabilities |
61,172 | 64,025 | | 125,197 | ||||||||||||
Long-term liabilities |
||||||||||||||||
Debt |
273,473 | 508,855 | | 782,328 | ||||||||||||
Due to restricted group |
| 80,582 | (80,582 | ) | | |||||||||||
Unrealized interest rate derivative losses |
| 50,973 | | 50,973 | ||||||||||||
Pension and other post-retirement benefit
obligations |
24,236 | | | 24,236 | ||||||||||||
Capital leases and other |
7,154 | 4,856 | | 12,010 | ||||||||||||
Deferred income tax |
7,768 | | | 7,768 | ||||||||||||
Total liabilities |
373,803 | 709,291 | (80,582 | ) | 1,002,512 | |||||||||||
EQUITY |
||||||||||||||||
Total shareholders equity (deficit) |
289,141 | (53,073 | ) | | 236,068 | |||||||||||
Noncontrolling interest (deficit) |
| (22,505 | ) | | (22,505 | ) | ||||||||||
Total liabilities and equity |
| 662,944 | | 633,713 | | (80,582 | ) | | 1,216,075 | |||||||
(4)
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Balance Sheets
(In thousands of Euros)
Combined Condensed Balance Sheets
(In thousands of Euros)
December 31, 2009 | ||||||||||||||||
Restricted | Unrestricted | Consolidated | ||||||||||||||
Group | Subsidiaries | Eliminations | Group | |||||||||||||
ASSETS |
||||||||||||||||
Current |
||||||||||||||||
Cash and cash equivalents |
| 20,635 | | 30,656 | | | | 51,291 | ||||||||
Receivables |
34,588 | 36,555 | | 71,143 | ||||||||||||
Inventories |
52,897 | 19,732 | | 72,629 | ||||||||||||
Prepaid expenses and other |
3,452 | 2,419 | | 5,871 | ||||||||||||
Total current assets |
111,572 | 89,362 | | 200,934 | ||||||||||||
Long-term assets |
||||||||||||||||
Property, plant and equipment |
362,311 | 506,247 | | 868,558 | ||||||||||||
Deferred note issuance and other |
3,388 | 4,798 | | 8,186 | ||||||||||||
Deferred income tax |
3,426 | | | 3,426 | ||||||||||||
Due from unrestricted group |
72,553 | | (72,553 | ) | | |||||||||||
Note receivable |
2,727 | | | 2,727 | ||||||||||||
Total assets |
| 555,977 | | 600,407 | | (72,553 | ) | | 1,083,831 | |||||||
LIABILITIES |
||||||||||||||||
Current liabilities |
||||||||||||||||
Accounts payable and accrued expenses |
| 51,875 | | 33,310 | | | | 85,185 | ||||||||
Pension and other post-retirement benefit
obligations |
567 | | | 567 | ||||||||||||
Debt |
2,115 | 13,917 | | 16,032 | ||||||||||||
Total current liabilities |
54,557 | 47,227 | | 101,784 | ||||||||||||
Long-term liabilities |
||||||||||||||||
Debt |
276,604 | 536,538 | | 813,142 | ||||||||||||
Due to restricted group |
| 72,553 | (72,553 | ) | | |||||||||||
Unrealized interest rate derivative losses |
| 52,873 | | 52,873 | ||||||||||||
Pension and other post-retirement benefit
obligations |
17,902 | | | 17,902 | ||||||||||||
Capital leases and other |
6,667 | 5,490 | | 12,157 | ||||||||||||
Total liabilities |
355,730 | 714,681 | (72,553 | ) | 997,858 | |||||||||||
EQUITY |
||||||||||||||||
Total shareholders equity (deficit) |
200,247 | (77,025 | ) | | 123,222 | |||||||||||
Noncontrolling interest (deficit) |
| (37,249 | ) | | (37,249 | ) | ||||||||||
Total liabilities and equity |
| 555,977 | | 600,407 | | (72,553 | ) | | 1,083,831 | |||||||
(5)
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Operations
(In thousands of Euros)
Combined Condensed Statements of Operations
(In thousands of Euros)
Three Months Ended December 31, 2010 | ||||||||||||||||
Restricted | Unrestricted | Consolidated | ||||||||||||||
Group | Subsidiaries | Eliminations | Group | |||||||||||||
Revenues |
||||||||||||||||
Pulp |
| 135,245 | | 96,955 | | | | 232,200 | ||||||||
Energy |
6,395 | 7,047 | | 13,442 | ||||||||||||
141,640 | 104,002 | | 245,642 | |||||||||||||
Operating costs |
92,209 | 80,343 | | 172,552 | ||||||||||||
Operating depreciation and amortization |
7,616 | 6,499 | | 14,115 | ||||||||||||
Selling, general and administrative expenses and other |
5,439 | 3,116 | | 8,555 | ||||||||||||
105,264 | 89,958 | | 195,222 | |||||||||||||
Operating income (loss) |
36,376 | 14,044 | | 50,420 | ||||||||||||
Other income (expense) |
||||||||||||||||
Interest expense |
(7,425 | ) | (10,259 | ) | 1,204 | (16,480 | ) | |||||||||
Investment income (loss) |
1,333 | 35 | (1,204 | ) | 164 | |||||||||||
Foreign exchange gain (loss) on debt |
(1,451 | ) | | | (1,451 | ) | ||||||||||
Gain (loss) on extinguishment of debt |
(6,565 | ) | | | (6,565 | ) | ||||||||||
Gain (loss) on derivative instruments |
| 12,422 | | 12,422 | ||||||||||||
Total other income (expense) |
(14,108 | ) | 2,198 | | (11,910 | ) | ||||||||||
Income (loss) before income taxes |
22,268 | 16,242 | | 38,510 | ||||||||||||
Income tax benefit (provision) |
297 | (50 | ) | | 247 | |||||||||||
Net income (loss) |
22,565 | 16,192 | | 38,757 | ||||||||||||
Less: net (income) loss attributable to noncontrolling interest |
| (3,468 | ) | | (3,468 | ) | ||||||||||
Net income (loss) attributable to common shareholders |
| 22,565 | | 12,724 | | | | 35,289 | ||||||||
Three Months Ended December 31, 2009 | ||||||||||||||||
Restricted | Unrestricted | Consolidated | ||||||||||||||
Group | Subsidiaries | Eliminations | Group | |||||||||||||
Revenues |
||||||||||||||||
Pulp |
| 87,776 | | 67,110 | | | | 154,886 | ||||||||
Energy |
4,021 | 6,205 | | 10,226 | ||||||||||||
91,797 | 73,315 | | 165,112 | |||||||||||||
Operating costs |
79,665 | 54,520 | | 134,185 | ||||||||||||
Operating depreciation and amortization |
7,045 | 6,549 | | 13,594 | ||||||||||||
Selling, general and administrative expenses and other |
4,384 | 3,106 | | 7,490 | ||||||||||||
91,094 | 64,175 | | 155,269 | |||||||||||||
Operating income (loss) |
703 | 9,140 | | 9,843 | ||||||||||||
Other income (expense) |
||||||||||||||||
Interest expense |
(6,576 | ) | (10,389 | ) | 1,148 | (15,817 | ) | |||||||||
Investment income (loss) |
1,740 | 648 | (1,148 | ) | 1,240 | |||||||||||
Foreign exchange gain (loss) on debt |
(1,841 | ) | | | (1,841 | ) | ||||||||||
Gain (loss) on extinguishment of debt |
4,447 | | | 4,447 | ||||||||||||
Gain (loss) on derivative instruments |
| 5,129 | | 5,129 | ||||||||||||
Total other income (expense) |
(2,230 | ) | (4,612 | ) | | (6,842 | ) | |||||||||
Income (loss) before income taxes |
(1,527 | ) | 4,528 | | 3,001 | |||||||||||
Income tax benefit (provision) |
1,016 | (9 | ) | | 1,007 | |||||||||||
Net income (loss) |
(511 | ) | 4,519 | | 4,008 | |||||||||||
Less: net (income) loss attributable to noncontrolling interest |
| (1,259 | ) | | (1,259 | ) | ||||||||||
Net income (loss) attributable to common shareholders |
| (511 | ) | | 3,260 | | | | 2,749 | |||||||
(6)
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Operations
(In thousands of Euros)
Combined Condensed Statements of Operations
(In thousands of Euros)
Year Ended December 31, 2010 | ||||||||||||||||
Restricted | Unrestricted | Consolidated | ||||||||||||||
Group | Subsidiaries | Eliminations | Group | |||||||||||||
Revenues |
||||||||||||||||
Pulp |
| 490,020 | | 366,291 | | | | 856,311 | ||||||||
Energy |
15,145 | 29,080 | | 44,225 | ||||||||||||
505,165 | 395,371 | | 900,536 | |||||||||||||
Operating costs |
361,272 | 282,257 | | 643,529 | ||||||||||||
Operating depreciation and amortization |
29,971 | 25,961 | | 55,932 | ||||||||||||
Selling, general and administrative expenses and other |
20,231 | 13,101 | | 33,332 | ||||||||||||
411,474 | 321,319 | | 732,793 | |||||||||||||
Operating income (loss) |
93,691 | 74,052 | | 167,743 | ||||||||||||
Other income (expense) |
||||||||||||||||
Interest expense |
(31,498 | ) | (40,852 | ) | 4,729 | (67,621 | ) | |||||||||
Investment income (loss) |
5,103 | 94 | (4,729 | ) | 468 | |||||||||||
Foreign exchange gain (loss) on debt |
(6,126 | ) | | | (6,126 | ) | ||||||||||
Gain (loss) on extinguishment of debt |
(7,494 | ) | | | (7,494 | ) | ||||||||||
Gain (loss) on derivative instruments |
| 1,899 | | 1,899 | ||||||||||||
Total other income (expense) |
(40,015 | ) | (38,859 | ) | | (78,874 | ) | |||||||||
Income (loss) before income taxes |
53,676 | 35,193 | | 88,869 | ||||||||||||
Income tax benefit (provision) |
8,651 | (2,772 | ) | | 5,879 | |||||||||||
Net income (loss) |
62,327 | 32,421 | | 94,748 | ||||||||||||
Less: net (income) loss attributable to
noncontrolling interest |
| (8,469 | ) | | (8,469 | ) | ||||||||||
Net income (loss) attributable to common shareholders |
| 62,327 | | 23,952 | | | | 86,279 | ||||||||
Year Ended December 31, 2009 | ||||||||||||||||
Restricted | Unrestricted | Consolidated | ||||||||||||||
Group | Subsidiaries | Eliminations | Group | |||||||||||||
Revenues |
||||||||||||||||
Pulp |
| 318,448 | | 258,850 | | | | 577,298 | ||||||||
Energy |
15,183 | 27,318 | | 42,501 | ||||||||||||
333,631 | 286,168 | | 619,799 | |||||||||||||
Operating costs |
312,029 | 239,752 | | 551,781 | ||||||||||||
Operating depreciation and amortization |
27,453 | 26,466 | | 53,919 | ||||||||||||
Selling, general and administrative expenses and other |
15,049 | 11,849 | | 26,898 | ||||||||||||
354,531 | 278,067 | | 632,598 | |||||||||||||
Operating income (loss) |
(20,900 | ) | 8,101 | | (12,799 | ) | ||||||||||
Other income (expense) |
||||||||||||||||
Interest expense |
(27,351 | ) | (41,932 | ) | 4,513 | (64,770 | ) | |||||||||
Investment income (loss) |
5,002 | (2,293 | ) | (4,513 | ) | (1,804 | ) | |||||||||
Foreign exchange gain (loss) on debt |
2,692 | | | 2,692 | ||||||||||||
Gain (loss) on extinguishment of debt |
4,447 | | | 4,447 | ||||||||||||
Gain (loss) on derivative instruments |
| (5,760 | ) | | (5,760 | ) | ||||||||||
Total other income (expense) |
(15,210 | ) | (49,985 | ) | | (65,195 | ) | |||||||||
Income (loss) before income taxes |
(36,110 | ) | (41,884 | ) | | (77,994 | ) | |||||||||
Income tax benefit (provision) |
183 | 5,686 | | 5,869 | ||||||||||||
Net income (loss) |
(35,927 | ) | (36,198 | ) | | (72,125 | ) | |||||||||
Less: net (income) loss attributable to
noncontrolling interest |
| 9,936 | | 9,936 | ||||||||||||
Net income (loss) attributable to common shareholders |
| (35,927 | ) | | (26,262 | ) | | | | (62,189 | ) | |||||
(7)
MERCER INTERNATIONAL INC.
COMPUTATION OF OPERATING EBITDA
(Unaudited)
(In thousands of Euros)
(Unaudited)
(In thousands of Euros)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Net income (loss) attributable to
common shareholders |
| 35,289 | | 2,749 | | 86,279 | | (62,189 | ) | |||||||
Net income (loss) attributable to
noncontrolling interest |
3,468 | 1,259 | 8,469 | (9,936 | ) | |||||||||||
Income taxes (benefits) |
(247 | ) | (1,007 | ) | (5,879 | ) | (5,869 | ) | ||||||||
Interest expense |
16,480 | 15,817 | 67,621 | 64,770 | ||||||||||||
Investment (income) loss |
(164 | ) | (1,240 | ) | (468 | ) | 1,804 | |||||||||
Foreign exchange (gain) loss on debt |
1,451 | 1,841 | 6,126 | (2,692 | ) | |||||||||||
Loss (gain) on extinguishment of debt |
6,565 | (4,447 | ) | 7,494 | (4,447 | ) | ||||||||||
Loss (gain) on derivative instruments |
(12,422 | ) | (5,129 | ) | (1,899 | ) | 5,760 | |||||||||
Operating income (loss) |
50,420 | 9,843 | 167,743 | (12,799 | ) | |||||||||||
Add: Depreciation and amortization |
14,179 | 13,652 | 56,231 | 54,170 | ||||||||||||
Operating EBITDA(1) |
| 64,599 | | 23,495 | | 223,974 | | 41,371 | ||||||||
(1) | Operating EBITDA does not reflect the impact of a number of items that affect our net income
(loss) attributable to common shareholders, including financing costs and the effect of
derivative instruments. Operating EBITDA is not a measure of financial performance under
accounting principles generally accepted in the United States, and should not be considered as
an alternative to net income (loss) attributable to common shareholders or income (loss) from
operations as a measure of performance, nor as an alternative to net cash from operating
activities as a measure of liquidity. Operating EBITDA has significant limitations as an
analytical tool, and should not be considered in isolation, or as a substitute for analysis of
our results as reported under GAAP. |
COMPUTATION OF RESTRICTED GROUP OPERATING EBITDA
(Unaudited)
(In thousands of Euros)
(Unaudited)
(In thousands of Euros)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Restricted Group |
||||||||||||||||
Net income (loss) attributable to
common shareholders(1) |
| 22,565 | | (511 | ) | | 62,327 | | (35,927 | ) | ||||||
Income taxes (benefits) |
(297 | ) | (1,016 | ) | (8,651 | ) | (183 | ) | ||||||||
Interest expense |
7,425 | 6,576 | 31,498 | 27,351 | ||||||||||||
Investment (income) loss |
(1,333 | ) | (1,740 | ) | (5,103 | ) | (5,002 | ) | ||||||||
Foreign exchange (gain) loss on debt |
1,451 | 1,841 | 6,126 | (2,692 | ) | |||||||||||
Loss (gain) on extinguishment of debt |
6,565 | (4,447 | ) | 7,494 | (4,447 | ) | ||||||||||
Operating income (loss) |
36,376 | 703 | 93,691 | (20,900 | ) | |||||||||||
Add: Depreciation and amortization |
7,680 | 7,103 | 30,270 | 27,704 | ||||||||||||
Operating EBITDA(2) |
| 44,056 | | 7,806 | | 123,961 | | 6,804 | ||||||||
(1) | For the Restricted Group, net income (loss) attributable to common shareholders and net
income (loss) are the same. |
|
(2) | Operating EBITDA does not reflect the impact of a number of items that affect our net income
(loss) attributable to common shareholders, including financing costs and the effect of
derivative instruments. Operating EBITDA is not a measure of financial performance under
accounting principles generally accepted in the United States, and should not be considered as
an alternative to net income (loss) attributable to common shareholders or income (loss) from
operations as a measure of performance, nor as an alternative to net cash from operating
activities as a measure of liquidity. Operating EBITDA has significant limitations as an
analytical tool, and should not be considered in isolation, or as a substitute for analysis of
our results as reported under GAAP. |
# # #
(8)