Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - BOISE CASCADE HOLDINGS, L.L.C. | bch8-k12312011.htm |
| EX-99.2 - QUARTERLY STATISTICAL INFORMATION - BOISE CASCADE HOLDINGS, L.L.C. | bchexhibit99212312011.htm |
Boise Cascade | Exhibit 99.1 | ||
1111 West Jefferson Street Ste 300 PO Box 50 Boise, ID 83728 | |||
News Release |  |
Investor Relations Contact Office 208 384 6073 | ||
For Immediate Release: March 1, 2012
Boise Cascade Holdings Reports Fourth Quarter 2011 Financial Results
BOISE, Idaho - Boise Cascade Holdings, L.L.C. (BC Holdings or Company) announced a $13.8 million net loss for the quarter ended December 31, 2011, and a $46.4 million full year 2011 net loss. The Company's wholly owned operating subsidiary, Boise Cascade, L.L.C. (Boise Cascade), reported fourth quarter 2011 earnings before interest, taxes, depreciation, and amortization (EBITDA) of $0.5 million, compared with negative EBITDA of $2.6 million in fourth quarter 2010. Boise Cascade reported full year 2011 sales of $2.2 billion and EBITDA of $9.5 million, which included $3.3 million in costs related to the closure of a production facility and noncash asset writedowns. This compared with 2010 sales of $2.2 billion and EBITDA of $22.1 million, which included a $4.6 million gain from a litigation settlement.
Boise Cascade ended 2011 with $182.5 million of cash and $141.8 million of undrawn committed bank line availability, for total available liquidity of $324.3 million. At December 31, 2011, Boise Cascade reported outstanding debt of $219.6 million.
Boise Cascade's 2011 revenues and earnings continued to be negatively impacted by reduced demand for our products. New residential construction remained weak in 2011 with single-family housing starts down 9% from last year. Total 2011 housing starts of 609,000 were slightly higher than the 587,000 starts experienced in 2010; however, the mix in 2011 included a higher proportion of multi-family units which use less of the products we produce and sell. Starts in 2011 were approximately 58% lower than the 10-year historical trend of about 1.4 million per year.
“We made good progress on a number of fronts in 2011, but we are clearly disappointed in the lack of growth in residential construction activity and the adverse impact it is having on
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performance. The mix of housing starts was not conducive to demand growth and there wasn't really any catalyst for price movement during the year. We succeeded in winning incremental business with several key customers during the year, which we expect to help our sales volumes in 2012,” commented Tom Carlile, CEO. “Last year, we reinvested in our existing manufacturing and distribution operations to lower costs and expand capacity; purchased a laminated beam plant in Idaho; and negotiated the purchase of a sawmill in Washington, which was completed in February 2012. Thanks to the good work of our employees and support of our owners, we have continued to improve the Company's competitive position despite the poor housing environment.”
Building Materials Distribution (BMD) segment sales were $429.4 million in the fourth quarter, up 7% from the same quarter a year ago. Volumes for the segment were up approximately 4%, with prices up about 3%. BMD reported $1.3 million of EBITDA in fourth quarter. This was down from the $2.4 million reported in fourth quarter 2010. Gross margins declined approximately 10 basis points in the quarter compared to the same quarter a year ago and total expenses were higher as a percent of sales, resulting in a lower operating margin. For the full year 2011, BMD reported positive EBITDA of $10.4 million on $1.8 billion of sales, which included $1.2 million of noncash asset writedowns. This compares to 2010 sales of $1.8 billion and EBITDA of $19.1 million, which includes $4.1 million of income from a litigation settlement related to vendor product pricing.
Wood Products segment sales in the fourth quarter were $180.3 million, up 15% from the same quarter a year ago. The sales increase was attributable primarily to 6% higher plywood sales volumes and 9% higher plywood prices; 25% higher laminated veneer lumber (LVL) sales volumes offset in part by 9% lower LVL net price realizations; 14% higher I-joist sales volumes offset in part by 4% lower I-joist net price realizations, and higher byproduct sales. The segment reported positive $2.2 million of EBITDA for the quarter compared to the negative $1.8 million of EBITDA reported in fourth quarter 2010. The main factors contributing to the improved financial performance were improved plywood pricing and higher sales volumes for engineered wood products (EWP), offset in part by lower EWP net price realizations and higher raw material costs. For the full year 2011, Wood Products reported sales of $712.5 million, and positive EBITDA of $13.3 million, which included $2.2 million of expense related to the closure of a production facility and noncash asset writedowns. This compares to 2010 sales of $687.4 million and EBITDA of $19.0 million, which includes $0.5 million of income from a litigation settlement related to vendor product pricing.
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Outlook
Absent a decline in unemployment and a reduction in the housing supply overhang, we expect to continue to experience below historical demand for the products we distribute and manufacture. Industry commodity wood product prices could be volatile in response to operating rates and inventory levels in various distribution channels. We expect to manage our production levels to our sales demand, which will likely cause us to operate our facilities below their capacity.
About Boise Cascade
BC Holdings is a privately held company headquartered in Boise, Idaho. Our wholly owned subsidiary, Boise Cascade, L.L.C., is a leading U.S. wholesale distributor of building products and one of the largest producers of engineered wood products and plywood in North America. For more information, please visit our website at www.bc.com.
Webcast and Conference Call
BC Holdings will host a webcast and conference call on Thursday, March 1, at 11 a.m. Eastern, at which time we will review the company's recent performance. You can join the webcast through our website by going to www.bc.com and clicking on the link to the webcast under the News & Events heading. Please go to the website at least 15 minutes before the start of the webcast to register. To join the conference call, dial 800-299-7928 (international callers should dial 617-614-3926), participant passcode 93638970, at least 10 minutes before the start of the call.
The archived webcast will be available in the News & Events section of our website. A replay of the conference call will be available from Thursday March 1, at 2 p.m. Eastern through Thursday, March 8, at 11 p.m. Eastern. Playback numbers are 888-286-8010 for U.S. calls and 617-801-6888 for international calls, and the passcode will be 39741054.
Basis of Presentation
We present our consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP). Our earnings release also supplements the GAAP presentations by reflecting EBITDA, a non-GAAP financial measure. EBITDA represents income (loss) before interest (interest expense and interest income), income taxes, and depreciation and amortization. EBITDA is the primary measure used by our chief operating decision maker to evaluate segment operating performance and to decide how to allocate resources to segments. We believe EBITDA is useful to investors because it provides a means to evaluate the operating performance of our segments and our company on an ongoing basis using criteria that are used by our internal decision makers and because it is frequently used by
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investors and other interested parties when comparing companies in our industry that have different financing and capital structures and/or tax rates. We believe EBITDA is a meaningful measure because it presents a transparent view of our recurring operating performance and allows management to readily view operating trends, perform analytical comparisons, and identify strategies to improve operating performance. EBITDA, however, is not a measure of our liquidity or financial performance under GAAP and should not be considered as an alternative to net income (loss), income (loss) from operations, or any other performance measure derived in accordance with GAAP or as an alternative to cash flow from operating activities as a measure of our liquidity. The use of EBITDA instead of net income (loss) or segment income (loss) has limitations as an analytical tool, including the inability to determine profitability; the exclusion of interest expense, interest income, and associated significant cash requirements; and the exclusion of depreciation and amortization, which represent unavoidable operating costs. Management compensates for the limitations of EBITDA by relying on our GAAP results. Our measure of EBITDA is not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the methods of calculation.
Forward-Looking Statements
This news release contains statements that are “forward looking” within the Private Securities Litigation Reform Act of 1995. These statements speak only as of the date of this press release. While they are based on the current expectations and beliefs of management, they are subject to a number of uncertainties and assumptions that could cause actual results to differ from the expectations expressed in this release.
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Boise Cascade Holdings, L.L.C.
Consolidated Statements of Income (Loss)
(in thousands)
Three Months Ended | ||||||||||||
December 31 | September 30, 2011 | |||||||||||
2011 | 2010 | |||||||||||
Sales | ||||||||||||
Trade | $ | 542,288 | $ | 502,985 | $ | 623,199 | ||||||
Related parties | 5,154 | 5,368 | 4,787 | |||||||||
547,442 | 508,353 | 627,986 | ||||||||||
Costs and expenses | ||||||||||||
Materials, labor, and other operating expenses | 476,772 | 449,098 | 538,794 | |||||||||
Materials, labor, and other operating expenses from related parties | 8,918 | 6,292 | 12,346 | |||||||||
Depreciation and amortization | 9,522 | 8,955 | 9,352 | |||||||||
Selling and distribution expenses | 51,666 | 47,472 | 55,346 | |||||||||
General and administrative expenses | 8,786 | 8,389 | 10,299 | |||||||||
Other (income) expense, net (a) | 854 | (39 | ) | (298 | ) | |||||||
556,518 | 520,167 | 625,839 | ||||||||||
Income (loss) from operations | (9,076 | ) | (11,814 | ) | 2,147 | |||||||
Foreign exchange gain (loss) | 99 | 239 | (936 | ) | ||||||||
Gain on repurchase of long-term debt | — | 28 | — | |||||||||
Interest expense | (4,813 | ) | (4,743 | ) | (5,001 | ) | ||||||
Interest income | 93 | 148 | 91 | |||||||||
(4,621 | ) | (4,328 | ) | (5,846 | ) | |||||||
Loss before income taxes | (13,697 | ) | (16,142 | ) | (3,699 | ) | ||||||
Income tax provision | (94 | ) | (70 | ) | (12 | ) | ||||||
Net loss | $ | (13,791 | ) | $ | (16,212 | ) | $ | (3,711 | ) | |||
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Segment Information
(in thousands)
Three Months Ended | ||||||||||||
December 31 | September 30, 2011 | |||||||||||
2011 | 2010 | |||||||||||
Segment sales | ||||||||||||
Building Materials Distribution | $ | 429,424 | $ | 402,692 | $ | 501,458 | ||||||
Wood Products | 180,250 | 156,569 | 194,843 | |||||||||
Intersegment eliminations and other | (62,232 | ) | (50,908 | ) | (68,315 | ) | ||||||
$ | 547,442 | $ | 508,353 | $ | 627,986 | |||||||
Segment income (loss) | ||||||||||||
Building Materials Distribution (a) | $ | (830 | ) | $ | 455 | $ | 6,040 | |||||
Wood Products (a) | (5,073 | ) | (8,766 | ) | (71 | ) | ||||||
Corporate and Other | (3,074 | ) | (3,264 | ) | (4,758 | ) | ||||||
(8,977 | ) | (11,575 | ) | 1,211 | ||||||||
Gain on repurchase of long-term debt | — | 28 | — | |||||||||
Interest expense | (4,813 | ) | (4,743 | ) | (5,001 | ) | ||||||
Interest income | 93 | 148 | 91 | |||||||||
Loss before income taxes | $ | (13,697 | ) | $ | (16,142 | ) | $ | (3,699 | ) | |||
EBITDA (e) | ||||||||||||
Building Materials Distribution (a) | $ | 1,344 | $ | 2,421 | $ | 8,164 | ||||||
Wood Products (a) | 2,216 | (1,845 | ) | 7,101 | ||||||||
Corporate and Other | (3,015 | ) | (3,196 | ) | (4,702 | ) | ||||||
Gain on repurchase of long-term debt | — | 28 | — | |||||||||
$ | 545 | $ | (2,592 | ) | $ | 10,563 | ||||||
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Boise Cascade Holdings, L.L.C.
Consolidated Statements of Income (Loss)
(in thousands)
Year Ended December 31 | ||||||||
2011 | 2010 | |||||||
Sales | ||||||||
Trade | $ | 2,229,325 | $ | 2,215,332 | ||||
Related parties | 18,763 | 25,259 | ||||||
2,248,088 | 2,240,591 | |||||||
Costs and expenses | ||||||||
Materials, labor, and other operating expenses | 1,952,619 | 1,947,362 | ||||||
Materials, labor, and other operating expenses from related parties | 40,058 | 33,613 | ||||||
Depreciation and amortization | 37,022 | 34,899 | ||||||
Selling and distribution expenses | 204,998 | 202,464 | ||||||
General and administrative expenses | 37,243 | 38,464 | ||||||
General and administrative expenses from related party | — | 1,576 | ||||||
Other (income) expense, net (b) | 3,195 | (4,624 | ) | |||||
2,275,135 | 2,253,754 | |||||||
Loss from operations | (27,047 | ) | (13,163 | ) | ||||
Equity in net income of affiliate (c) | — | 1,889 | ||||||
Gain on sale of shares of equity affiliate (c) | — | 25,308 | ||||||
Foreign exchange gain (loss) | (497 | ) | 352 | |||||
Gain on repurchase of long-term debt | — | 28 | ||||||
Interest expense | (18,987 | ) | (21,005 | ) | ||||
Interest income | 407 | 790 | ||||||
(19,077 | ) | 7,362 | ||||||
Loss before income taxes | (46,124 | ) | (5,801 | ) | ||||
Income tax provision | (240 | ) | (300 | ) | ||||
Net loss | $ | (46,364 | ) | $ | (6,101 | ) | ||
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Segment Information
(in thousands)
Year Ended December 31 | ||||||||
2011 | 2010 | |||||||
Segment sales | ||||||||
Building Materials Distribution | $ | 1,779,369 | $ | 1,777,969 | ||||
Wood Products | 712,461 | 687,439 | ||||||
Intersegment eliminations and other | (243,742 | ) | (224,817 | ) | ||||
$ | 2,248,088 | $ | 2,240,591 | |||||
Segment income (loss) | ||||||||
Building Materials Distribution (b) | $ | 1,988 | $ | 11,632 | ||||
Wood Products (b) | (15,071 | ) | (8,099 | ) | ||||
Corporate and Other | (14,461 | ) | (16,344 | ) | ||||
(27,544 | ) | (12,811 | ) | |||||
Equity in net income of affiliate (c) | — | 1,889 | ||||||
Gain on sale of shares of equity affiliate (c) | — | 25,308 | ||||||
Gain on repurchase of long-term debt | — | 28 | ||||||
Interest expense | (18,987 | ) | (21,005 | ) | ||||
Interest income | 407 | 790 | ||||||
Loss before income taxes | $ | (46,124 | ) | $ | (5,801 | ) | ||
EBITDA (e) | ||||||||
Building Materials Distribution (b) | $ | 10,384 | $ | 19,089 | ||||
Wood Products (b) | 13,316 | 18,997 | ||||||
Corporate and Other | (14,222 | ) | (15,998 | ) | ||||
Equity in net income of affiliate (c) | — | 1,889 | ||||||
Gain on sale of shares of equity affiliate (c) | — | 25,308 | ||||||
Gain on repurchase of long-term debt | — | 28 | ||||||
$ | 9,478 | $ | 49,313 | |||||
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Boise Cascade Holdings, L.L.C.
Consolidated Balance Sheets
(in thousands)
December 31 | ||||||||
2011 | 2010 | |||||||
ASSETS | ||||||||
Current | ||||||||
Cash and cash equivalents | $ | 182,459 | $ | 264,606 | ||||
Receivables | ||||||||
Trade, less allowances of $2,142 and $2,492 | 118,901 | 102,906 | ||||||
Related parties | 1,236 | 297 | ||||||
Other | 3,796 | 4,571 | ||||||
Inventories | 283,978 | 261,202 | ||||||
Prepaid expenses and other | 4,864 | 3,808 | ||||||
595,234 | 637,390 | |||||||
Property | ||||||||
Property and equipment, net | 266,456 | 273,569 | ||||||
Timber deposits | 8,327 | 10,588 | ||||||
274,783 | 284,157 | |||||||
Deferred financing costs | 4,962 | 3,626 | ||||||
Goodwill | 12,170 | 12,170 | ||||||
Intangible assets, net | 8,900 | 8,906 | ||||||
Other assets | 6,786 | 5,989 | ||||||
Total assets | $ | 902,835 | $ | 952,238 | ||||
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Boise Cascade Holdings, L.L.C.
Consolidated Balance Sheets (continued)
(in thousands)
December 31 | ||||||||
2011 | 2010 | |||||||
LIABILITIES AND CAPITAL | ||||||||
Current | ||||||||
Accounts payable | ||||||||
Trade | $ | 116,758 | $ | 112,414 | ||||
Related parties | 1,142 | 394 | ||||||
Accrued liabilities | ||||||||
Compensation and benefits | 32,267 | 39,827 | ||||||
Interest payable | 3,326 | 3,291 | ||||||
Other | 24,486 | 22,530 | ||||||
177,979 | 178,456 | |||||||
Debt | ||||||||
Long-term debt | 219,560 | 219,560 | ||||||
Other | ||||||||
Compensation and benefits (d) | 200,248 | 121,709 | ||||||
Other long-term liabilities | 13,676 | 14,116 | ||||||
213,924 | 135,825 | |||||||
Redeemable equity units | ||||||||
Series B equity units – 2,522 units and 2,736 units outstanding | 2,522 | 2,736 | ||||||
Series C equity units – 13,715 units and 14,425 units outstanding | 6,227 | 6,563 | ||||||
8,749 | 9,299 | |||||||
Commitments and contingent liabilities | ||||||||
Capital | ||||||||
Series A equity units – no par value; 66,000 units authorized and outstanding | 104,008 | 96,162 | ||||||
Series B equity units – no par value; 550,000 units authorized; 532,802 units and 532,588 units outstanding, respectively (d) | 178,615 | 312,936 | ||||||
Series C equity units – no par value; 44,000 units authorized; 12,690 units and 11,980 units outstanding, respectively | — | — | ||||||
Total capital | 282,623 | 409,098 | ||||||
Total liabilities and capital | $ | 902,835 | $ | 952,238 | ||||
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Boise Cascade Holdings, L.L.C.
Consolidated Statements of Cash Flows
(in thousands)
Year Ended December 31 | ||||||||
2011 | 2010 | |||||||
Cash provided by (used for) operations | ||||||||
Net loss | $ | (46,364 | ) | $ | (6,101 | ) | ||
Items in net loss not using (providing) cash | ||||||||
Equity in net income of affiliate | — | (1,889 | ) | |||||
Gain on sale of shares of equity affiliate | — | (25,308 | ) | |||||
Depreciation and amortization of deferred financing costs and other | 39,232 | 37,674 | ||||||
Pension expense | 11,368 | 7,449 | ||||||
Management equity units expense | — | 1,625 | ||||||
Other | 2,220 | (371 | ) | |||||
Decrease (increase) in working capital, net of acquisitions | ||||||||
Receivables | (15,675 | ) | (6,338 | ) | ||||
Inventories | (20,899 | ) | (28,428 | ) | ||||
Prepaid expenses and other | (72 | ) | (300 | ) | ||||
Accounts payable and accrued liabilities | 1,878 | 32,419 | ||||||
Pension contributions | (13,621 | ) | (3,873 | ) | ||||
Other | (1,049 | ) | 3,727 | |||||
Net cash provided by (used for) operations | (42,982 | ) | 10,286 | |||||
Cash provided by (used for) investment | ||||||||
Expenditures for property and equipment | (33,537 | ) | (35,751 | ) | ||||
Acquisitions of businesses and facilities | (5,782 | ) | — | |||||
Proceeds from sales of assets | 3,126 | 1,254 | ||||||
Proceeds from sale of shares of equity affiliate, net | — | 86,123 | ||||||
Other | (424 | ) | (956 | ) | ||||
Net cash provided by (used for) investment | (36,617 | ) | 50,670 | |||||
Cash provided by (used for) financing | ||||||||
Credit facility financing costs | (2,548 | ) | — | |||||
Issuances of long-term debt | — | 45,000 | ||||||
Payments of long-term debt | — | (128,451 | ) | |||||
Net cash used for financing | (2,548 | ) | (83,451 | ) | ||||
Net decrease in cash and cash equivalents | (82,147 | ) | (22,495 | ) | ||||
Balance at beginning of the period | 264,606 | 287,101 | ||||||
Balance at end of the period | $ | 182,459 | $ | 264,606 | ||||
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Summary Notes to Consolidated Financial Statements and Segment Information
The Consolidated Statements of Income (Loss), Consolidated Balance Sheets, Consolidated Statements of Cash Flows, and Segment Information do not include all Notes to Consolidated Financial Statements and should be read in conjunction with the company’s 2011 Form 10-K. Net loss for all periods presented involved estimates and accruals.
(a) | During the three months ended December 31, 2011, we recorded noncash asset write-downs in "Other (income) expense, net," of $0.4 million in our Building Materials Distribution segment and $0.5 million in our Wood Products segment. |
(b) | In June 2011, we permanently closed a manufacturing plant in our Wood Products segment. During the year ended December 31, 2011, we recorded the related expense of $1.3 million in "Other (income) expense, net." Also, during the year ended December 31, 2011, we recorded noncash asset write-downs in "Other (income) expense, net," of $1.2 million in our Building Materials Distribution segment and $0.9 million in our Wood Products segment. |
During the year ended December 31, 2010, we recorded $4.6 million of income in "Other (income) expense, net," for cash received from a litigation settlement related to vendor product pricing. We recorded $4.1 million of income in our Building Materials Distribution segment and $0.5 million in our Wood Products segment.
(c) | In March 2010, we sold our remaining investment in Boise Inc. and discontinued the equity method of accounting. We sold 18.3 million Boise Inc. shares and recorded a gain of $25.3 million in “Gain on sale of shares of equity affiliate” for the year ended December 31, 2010. The 2010 related-party activity with Boise Inc. includes only those sales and costs and expenses transacted prior to March 2010, when BC Holdings and Boise Inc. were related parties. |
(d) | The underfunded status of our defined benefit pension plans was $187.9 million and $109.5 million at December 31, 2011 and 2010, respectively. The increase in the underfunded status is primarily the result of a decline in the discount rate used to measure our benefit obligation. We recognize the change in funded status in the year the changes occur through other comprehensive income (loss). We contributed $13.6 million to our pension plans in 2011 and expect to contribute approximately $20 million to our pension plans during 2012. |
(e) | EBITDA represents income (loss) before interest (interest expense and interest income), income taxes, and depreciation and amortization. The following table reconciles net loss to EBITDA for the three months ended December 31, 2011 and December 31, 2010, and September 30, 2011: |
Three Months Ended | ||||||||||||
December 31 | September 30, 2011 | |||||||||||
2011 | 2010 | |||||||||||
(in thousands) | ||||||||||||
Net loss | $ | (13,791 | ) | $ | (16,212 | ) | $ | (3,711 | ) | |||
Interest expense | 4,813 | 4,743 | 5,001 | |||||||||
Interest income | (93 | ) | (148 | ) | (91 | ) | ||||||
Income tax provision | 94 | 70 | 12 | |||||||||
Depreciation and amortization | 9,522 | 8,955 | 9,352 | |||||||||
EBITDA | $ | 545 | $ | (2,592 | ) | $ | 10,563 | |||||
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The following table reconciles BC Holdings net loss to BC Holdings EBITDA and Boise Cascade, L.L.C. EBITDA for the years ended December 31, 2011 and 2010:
Year Ended December 31 | ||||||||
2011 | 2010 | |||||||
(in thousands) | ||||||||
BC Holdings net loss | $ | (46,364 | ) | $ | (6,101 | ) | ||
Interest expense | 18,987 | 21,005 | ||||||
Interest income | (407 | ) | (790 | ) | ||||
Income tax provision | 240 | 300 | ||||||
Depreciation and amortization | 37,022 | 34,899 | ||||||
BC Holdings EBITDA | 9,478 | 49,313 | ||||||
Equity in net income of affiliate | — | (1,889 | ) | |||||
Gain on sale of shares of equity affiliate | — | (25,308 | ) | |||||
Boise Cascade, L.L.C. EBITDA | $ | 9,478 | $ | 22,116 | ||||