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EX-99.2 - EX-99.2 - KAPSTONE PAPER & PACKAGING CORPa17-11801_1ex99d2.htm
8-K - 8-K - KAPSTONE PAPER & PACKAGING CORPa17-11801_18k.htm

Exhibit 99.1

 

 

FOR FURTHER INFORMATION:

 

FOR IMMEDIATE RELEASE

Andrea K. Tarbox

 

Wednesday, April 26, 2017

Executive Vice President and Chief Financial Officer

 

 

847.239.8812

 

 

 

KAPSTONE REPORTS FIRST QUARTER RESULTS

 

NORTHBROOK, IL — April 26, 2017 — KapStone Paper and Packaging Corporation (NYSE:KS) today reported results for the first quarter ended March 31, 2017. As compared to 2016’s first quarter, results for 2017’s first quarter are below:

 

·                  Net sales of $766 million up $28 million, or 4 percent

·                  Net income of $6 million down $10 million, or 63 percent

·                  Diluted EPS of $0.06 down $0.11 per share, or 65 percent

 

Non U.S. GAAP financial measures for the 2017 first quarter compared to 2016 are as follows:

 

·                  Adjusted EBITDA of $81 million down $7 million, or 9 percent

·                  Adjusted net income of $15 million down $7 million, or 32 percent

·                  Adjusted diluted EPS of $0.15 down $0.08 per share, or 35 percent

 

Matt Kaplan, President and Chief Executive Officer, stated, “While first quarter results were disappointing, we are experiencing exceptional positive momentum.  Demand for containerboard, corrugated boxes, and kraft paper is strong.  Pricing across our important product lines is rapidly increasing.  Our product mix has improved as domestic containerboard and box sales have increased while exports have declined.

 

“Victory Packaging, our distribution business, had a solid first quarter and is entering its seasonally strong portion of the year.   Our operations, after a slow start in January and February, are improving.   All of these factors combined contributed to a strong March which accounted for about 45 percent of our adjusted quarterly EBITDA and point to an improved second quarter and a strong back half of 2017.”

 

First Quarter Operating Highlights

 

Consolidated net sales of $766 million in the first quarter of 2017 increased by $28 million, or 4 percent compared to $738 million for the 2016 first quarter. The increase is primarily due to a better product mix, higher containerboard prices and higher sales volume. The Company sold

 

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699,000 tons of paper during the first quarter of 2017 compared to 692,000 tons a year earlier. The Company’s average mill selling price of $648 per ton in the first quarter of 2017 increased by $23 per ton, or about 4 percent compared to the first quarter of 2016 due to higher domestic and export containerboard prices and a favorable product mix. Mill selling prices increased by $31 per ton or 5 percent compared to the fourth quarter of 2016 due to a favorable product mix.

 

Operating income of $20 million for the 2017 first quarter decreased by $14 million, or 42 percent, compared to the 2016 first quarter. The lower operating earnings primarily reflect higher fiber costs due to the rapid increase in OCC costs over the last six months.  In addition, there were one-time costs associated with ratifying a union contract at the Company’s North Charleston paper mill and higher operating costs, including restoration of employee benefits, stock compensation expenses and change in the fair value of a contingent consideration liability. These items were partially offset by a better product mix, higher containerboard prices and lower severance expenses.

 

Interest expense, net, was $11 million for the first quarter of 2017, up $1 million from a year ago as a result of higher interest rates. Our weighted average interest rate as of March 31, 2017 is 2.6 percent compared to 2.1 percent as of March 31, 2016.

 

The effective income tax rate for the 2017 first quarter was 41.0 percent compared to 34.5 percent for the 2016 first quarter. The higher effective income tax rate in the current quarter reflects the Company adopting a new accounting standard which requires the tax impact of elements of stock compensation to be recorded in the provision for income taxes.

 

Cash Flow and Working Capital

 

Cash and cash equivalents of $8 million as of March 31, 2017, declined by $21 million from December 31, 2016.    Operating activities provided $33 million during the first quarter. Investing activities used $72 million, including $39 million for capital expenditures and $33.5 million for an acquisition. Financing activities provided $18 million of cash in the current quarter reflecting higher borrowings, partially offset by a quarterly dividend payment.

 

On March 8, 2017, our Board of Directors approved a regular $0.10 per share cash dividend which was paid on April 12th.

 

At March 31, 2017, the Company had approximately $388 million of working capital and $457 million of revolver borrowing capacity.

 

Conclusion

 

In summary, Kaplan commented, “Looking ahead to the second quarter, I expect to see our operations continue to perform better. In addition, operating earnings should benefit from our March price increases and a better product mix, but will be impacted by higher scheduled maintenance outage costs and high OCC costs.”

 

2



 

Conference Call

 

KapStone will host a conference call at 10:00 a.m. CDT, Thursday, April 27, 2017, to discuss the Company’s financial results for the 2017 first quarter. All interested parties are invited to listen and may do so by either accessing a simultaneous broadcast webcast on KapStone’s website, http://www.kapstonepaper.com, or for those unable to access the webcast, the following dial-in numbers are available:

Domestic:  888-608-7946
International:  484-747-6633
Participant Passcode:  5574428

 

A presentation to be viewed in conjunction with the call will also be available on our website, http://www.kapstonepaper.com, in the “Investors” section.

 

Replay of the webcast will be available for 30 days on the Company’s website following the call.

 

About the Company

 

Headquartered in Northbrook, IL, KapStone Paper and Packaging Corporation is the fifth largest producer of containerboard and corrugated packaging products and is the largest kraft paper producer in the United States. The Company has four paper mills, 24 converting plants and over 60 distribution centers. The business has approximately 6,400 employees.

 

Non-GAAP Financial Measures

 

This press release includes certain non-GAAP financial measures, including “EBITDA”, “Adjusted EBITDA”, “Adjusted Net Income”, and “Adjusted Diluted EPS” to measure our operating performance. Management uses these measures to focus on the on-going operations, and believes it is useful to investors because they enable them to perform meaningful comparisons of past and present operating results. The Company believes that EBITDA and Adjusted EBITDA provide useful information to investors because they improve the comparability of the financial results between periods and provide for greater transparency to key measures used to evaluate the performance of the Company. Management uses EBITDA and Adjusted EBITDA for evaluating the Company’s performance against competitors and as a primary measure for employees’ incentive programs. Reconciliations of Net Income to EBITDA, EBITDA to Adjusted EBITDA, Net Income to Adjusted Net Income, and Diluted EPS to Adjusted Diluted EPS are included in the financial schedules contained in this press release. However, these measures should not be construed as an alternative to any other measure of performance determined in accordance with GAAP.

 

Forward-Looking Statements

 

Statements in this news release that are not historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can often be identified by words such as “may,” “will,” “should,” “would,’ “expect,” “project,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “potential,” “outlook,” or “continue,” the negative of these terms or other similar expressions. These statements reflect management’s current views and are subject to risks, uncertainties and assumptions, many of which are beyond the Company’s control that could cause actual results to differ materially from those expressed or implied in these statements.  Factors that could cause actual results to differ materially include,

 

3



 

but are not limited to: (1) industry conditions; (2) market and economic factors; (3) results of legal proceedings and compliance costs; (4) the ability to achieve and effectively manage growth; (5) the ability to pay the Company’s debt obligations; (6) the ability to carry out the Company’s strategic initiatives and manage associated costs; (7) managing labor relations; and (8) realizing the synergies and benefits of the Victory Packaging acquisition and other strategic investments. Further information on these and other risks and uncertainties is provided under Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and elsewhere in reports that the Company files with the SEC. These filings can be found on KapStone’s Web site at http://www.kapstonepaper.com and the SEC’s Web site at www.sec.gov. Forward-looking statements included herein speak only as of the date hereof and the Company disclaims any obligation to revise or update such statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or circumstances.

 

4



 

KapStone Paper and Packaging Corporation

Consolidated Statements of Income

(In thousands, except share and per share amounts)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2017

 

2016

 

 

 

 

 

 

 

Net sales

 

$

765,843

 

$

738,215

 

 

 

 

 

 

 

Cost and expenses:

 

 

 

 

 

Cost of sales, excluding depreciation and amortization

 

560,898

 

533,277

 

Depreciation and amortization

 

45,348

 

44,539

 

Freight and distribution expenses

 

72,988

 

65,059

 

Selling, general and administrative expenses

 

66,485

 

60,740

 

Operating income

 

20,124

 

34,600

 

 

 

 

 

 

 

Foreign exchange (gain) / loss

 

(82

)

103

 

Equity method investments income

 

(677

)

 

Interest expense, net

 

10,730

 

9,811

 

Income before provision for income taxes

 

10,153

 

24,686

 

Provision for income taxes

 

4,161

 

8,512

 

Net income

 

$

5,992

 

$

16,174

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

Basic

 

$

0.06

 

$

0.17

 

Diluted

 

$

0.06

 

$

0.17

 

 

 

 

 

 

 

Weighted-average number of shares outstanding:

 

 

 

 

 

Basic

 

96,698,637

 

96,399,351

 

Diluted

 

98,463,667

 

97,509,528

 

 

 

 

 

 

 

Effective income tax rate

 

41.0

%

34.5

%

 

Supplemental Information

GAAP to Non-GAAP Reconciliations

($ in thousands, except share and per share amounts)

(unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2017

 

2016

 

 

 

 

 

 

 

Net Income (GAAP) to EBITDA (Non-GAAP) to Adjusted EBITDA (Non-GAAP):

 

 

 

 

 

Net income (GAAP)

 

$

5,992

 

$

16,174

 

Interest expense, net

 

10,730

 

9,811

 

Provision for income taxes

 

4,161

 

8,512

 

Depreciation and amortization

 

45,348

 

44,539

 

EBITDA (Non-GAAP)

 

$

66,231

 

$

79,036

 

 

 

 

 

 

 

Acquisition, integration, start-up and other expenses

 

1,805

 

1,229

 

Union contract ratification cost

 

4,979

 

 

Change in fair value of contingent consideration liability

 

2,516

 

1,526

 

Severance expenses

 

 

3,048

 

Stock-based compensation expense

 

5,265

 

3,421

 

Accumulated EBITDA adjustments

 

14,565

 

9,224

 

Adjusted EBITDA (Non-GAAP)

 

$

80,796

 

$

88,260

 

 

 

 

 

 

 

Net Income (GAAP) to Adjusted Net Income (Non-GAAP):

 

 

 

 

 

Net income (GAAP)

 

$

5,992

 

$

16,174

 

Accumulated EBITDA adjustments

 

14,565

 

9,224

 

Accumulated tax adjustments

 

(5,462

)

(3,163

)

Adjusted Net Income (Non-GAAP)

 

$

15,095

 

$

22,235

 

 

 

 

 

 

 

Diluted EPS (GAAP) to Adjusted Diluted EPS (Non-GAAP):

 

 

 

 

 

Diluted earnings per share (GAAP)

 

$

0.06

 

$

0.17

 

Accumulated EBITDA adjustments

 

0.15

 

0.09

 

Accumulated tax adjustments

 

(0.06

)

(0.03

)

Adjusted Diluted EPS (Non-GAAP)

 

$

0.15

 

$

0.23

 

 

5



 

KapStone Paper and Packaging Corporation

Consolidated Balance Sheets

(In thousands)

 

 

 

March 31,

 

December 31,

 

 

 

2017

 

2016

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

7,915

 

$

29,385

 

Trade accounts receivable, net of allowances

 

416,591

 

392,962

 

Other receivables

 

14,177

 

13,562

 

Inventories

 

341,403

 

322,664

 

Prepaid expenses and other current assets

 

22,824

 

10,247

 

Total current assets

 

802,910

 

768,820

 

 

 

 

 

 

 

Plant, property and equipment, net

 

1,452,636

 

1,441,557

 

Other assets

 

25,887

 

25,468

 

Intangible assets, net

 

320,913

 

314,413

 

Goodwill

 

720,473

 

705,617

 

Total assets

 

$

3,322,819

 

$

3,255,875

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Short-term borrowings

 

$

25,988

 

$

 

Other borrowings

 

6,214

 

 

Dividend payable

 

10,043

 

10,052

 

Accounts payable

 

232,429

 

189,350

 

Accrued expenses

 

94,023

 

76,480

 

Accrued compensation costs

 

45,797

 

48,840

 

Accrued income taxes

 

225

 

15,971

 

Total current liabilities

 

414,719

 

340,693

 

 

 

 

 

 

 

Long-term debt, net of current portion

 

1,481,912

 

1,485,323

 

Pension and post-retirement benefits

 

32,805

 

34,207

 

Deferred income taxes

 

407,393

 

405,561

 

Other liabilities

 

79,212

 

85,761

 

Total other liabilities

 

2,001,322

 

2,010,852

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock $0.0001 par value

 

10

 

10

 

Additional paid-in capital

 

281,317

 

275,970

 

Retained earnings

 

685,891

 

689,668

 

Accumulated other comprehensive loss

 

(60,440

)

(61,318

)

Total stockholders’ equity

 

906,778

 

904,330

 

Total liabilities and stockholders’ equity

 

$

3,322,819

 

$

3,255,875

 

 

6



 

KapStone Paper and Packaging Corporation

Consolidated Statement of Cash Flows

(In thousands)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2017

 

2016

 

Operating activities:

 

 

 

 

 

Net income

 

$

5,992

 

$

16,174

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation of plant and equipment

 

37,758

 

35,603

 

Amortization of intangible assets

 

7,590

 

8,936

 

Stock-based compensation expense

 

5,265

 

3,421

 

Pension and postretirement

 

(572

)

(448

)

Excess tax benefit from stock-based compensation

 

 

140

 

Amortization of debt issuance costs

 

1,179

 

1,124

 

(Gain) / Loss on disposal of fixed assets

 

526

 

(62

)

Deferred income taxes

 

1,521

 

1,064

 

Change in fair value of contingent consideration liability

 

2,516

 

1,526

 

Equity method investments income, net of cash received

 

(167

)

 

Changes in operating assets and liabilities

 

(28,939

)

(8,873

)

Net cash provided by operating activities

 

$

32,669

 

$

58,605

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Capital expenditures

 

(38,669

)

(36,163

)

Purchase of intangible assets

 

 

(500

)

API acquisition

 

(33,500

)

 

Proceeds from the sale of assets

 

 

4,856

 

Net cash used in investing activities

 

$

(72,169

)

$

(31,807

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Proceeds from revolving credit facility

 

$

122,988

 

$

134,600

 

Repayments on revolving credit facility

 

(97,000

)

(131,000

)

Proceeds from receivables credit facility

 

17,031

 

6,670

 

Repayments on receivables credit facility

 

(21,621

)

(24,700

)

Payment of loan amendment costs

 

 

(2,250

)

Proceeds from other current borrowings

 

6,214

 

 

Cash dividends paid

 

(9,664

)

(9,696

)

Payment of withholding taxes on vested stock awards

 

(856

)

(692

)

Proceeds from exercises of stock options

 

451

 

209

 

Proceeds from issuance of shares to ESPP

 

487

 

464

 

Excess tax benefit from stock-based compensation

 

 

(140

)

Net cash (used in) / provided by financing activities

 

$

18,030

 

$

(26,535

)

 

 

 

 

 

 

Net (decrease) / increase in cash and cash equivalents

 

(21,470

)

263

 

Cash and cash equivalents-beginning of period

 

29,385

 

6,821

 

Cash and cash equivalents-end of period

 

$

7,915

 

$

7,084

 

 

7



 

KapStone Paper and Packaging Corporation

Operating Segment Information

(In thousands)

(Unaudited)

 

 

 

Net Sales

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2017

 

Trade

 

Inter-
segment

 

Total

 

Operating
Income
(Loss)

 

Depreciation
and
Amortization

 

Capital
Expenditures

 

Total Assets
at March 31,
2017

 

Paper and Packaging

 

$

547,644

 

$

21,197

 

$

568,841

 

$

34,315

 

$

37,406

 

$

36,490

 

$

2,591,747

 

Distribution

 

218,199

 

 

218,199

 

2,597

 

5,978

 

679

 

687,854

 

Corporate

 

 

 

 

(16,788

)

1,964

 

1,500

 

43,218

 

Intersegment eliminations

 

 

(21,197

)

(21,197

)

 

 

 

 

 

 

$

765,843

 

$

 

$

765,843

 

$

20,124

 

$

45,348

 

$

38,669

 

$

3,322,819

 

 

 

 

Net Sales

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2016

 

Trade

 

Inter-
segment

 

Total

 

Operating
Income
(Loss)

 

Depreciation
and
Amortization

 

Capital
Expenditures

 

Total Assets
at March 31,
2016

 

Paper and Packaging

 

$

520,040

 

$

16,469

 

$

536,509

 

$

46,241

 

$

37,136

 

$

32,355

 

$

2,501,605

 

Distribution

 

218,175

 

 

218,175

 

1,381

 

5,661

 

2,066

 

665,458

 

Corporate

 

 

 

 

(13,022

)

1,742

 

1,742

 

45,603

 

Intersegment eliminations

 

 

(16,469

)

(16,469

)

 

 

 

 

 

 

$

738,215

 

$

 

$

738,215

 

$

34,600

 

$

44,539

 

$

36,163

 

$

3,212,666

 

 

8



 

KapStone Paper and Packaging Corporation

Operating Segment EBITDA and Adjusted EBITDA

(In thousands)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

Paper and Packaging

 

2017

 

2016

 

Segment operating income

 

$

34,315

 

$

46,241

 

Equity method investments income

 

(677

)

 

Foreign exchange (gain) / loss

 

(45

)

(287

)

Depreciation and amortization

 

37,406

 

37,136

 

EBITDA

 

72,443

 

83,664

 

Severance expenses

 

 

2,262

 

Acquisition, integration, start-up and other expenses

 

1,366

 

884

 

Union contract ratification costs

 

4,979

 

 

Adjusted EBITDA

 

$

78,788

 

$

86,810

 

Adjusted EBITDA margin

 

14.4

%

16.7

%

 

 

 

Quarter Ended March 31,

 

Distribution

 

2017

 

2016

 

Segment operating income

 

$

2,597

 

$

1,381

 

Foreign exchange (gain) / loss

 

(37

)

390

 

Depreciation and amortization

 

5,978

 

5,661

 

EBITDA

 

8,612

 

6,652

 

Acquisition, integration, start-up and other expenses

 

163

 

263

 

Severance expenses

 

 

391

 

Adjusted EBITDA

 

$

8,775

 

$

7,306

 

Adjusted EBITDA margin

 

4.0

%

3.3

%

 

 

 

Quarter Ended March 31,

 

Corporate

 

2017

 

2016

 

Segment operating (loss)

 

$

(16,788

)

$

(13,022

)

Depreciation and amortization

 

1,964

 

1,742

 

EBITDA

 

(14,824

)

(11,280

)

Stock-based compensation expense

 

5,265

 

3,421

 

Acquisition, integration, start-up and other expenses

 

276

 

82

 

Change in fair value of contingent consideration liability

 

2,516

 

1,526

 

Severance expenses

 

 

395

 

Adjusted EBITDA

 

$

(6,767

)

$

(5,856

)

 

 

 

Quarter Ended March 31,

 

Consolidated

 

2017

 

2016

 

Segment operating income

 

$

20,124

 

$

34,600

 

Equity method investments income

 

(677

)

 

Foreign exchange (gain) / loss

 

(82

)

103

 

Depreciation and amortization

 

45,348

 

44,539

 

EBITDA

 

66,231

 

79,036

 

Stock-based compensation expense

 

5,265

 

3,421

 

Acquisition, integration, start-up and other expenses

 

1,805

 

1,229

 

Union contract ratification costs

 

4,979

 

 

Change in fair value of contingent consideration liability

 

2,516

 

1,526

 

Severance expenses

 

 

3,048

 

Adjusted EBITDA

 

$

80,796

 

$

88,260

 

 

9