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8-K - 8-K - KAPSTONE PAPER & PACKAGING CORPa12-17201_18k.htm
EX-99.2 - EX-99.2 - KAPSTONE PAPER & PACKAGING CORPa12-17201_1ex99d2.htm

Exhibit 99.1

 

 

FOR FURTHER INFORMATION:

 

FOR IMMEDIATE RELEASE

Andrea K. Tarbox

 

Wednesday, August 1, 2012

Vice President and Chief Financial Officer

 

 

847.239.8812

 

 

 

KAPSTONE REPORTS RECORD SECOND QUARTER RESULTS

CASH GENERATED FROM OPERATIONS SURGES 41 PERCENT

 

NORTHBROOK, IL — August 1, 2012 — KapStone Paper and Packaging Corporation (NYSE:KS) today reported record results for the second quarter ended June 30, 2012.

 

·                  Net sales of $306 million up $91 million, or 43 percent, versus prior year

·                  Net income of $18.4 million up 1.3 percent versus 2011

·                  Adjusted EBITDA of $50 million up $6 million, or 13 percent, versus prior year

·                  Diluted EPS of $0.39 up $0.01 per share, or 3 percent, versus 2011

·                  Adjusted diluted EPS of $0.42 up $0.03 per share, or 8 percent, versus prior year

·                  Unfavorable foreign exchange rates impacted EPS by $0.03 versus prior year

·                  $50 million voluntary loan prepayment made in second quarter of 2012

 

Roger W. Stone, Chairman and Chief Executive Officer, stated, “Our operations ran well during the quarter resulting in record second quarter results. Our mills produced a record 390,000 tons of paper for the quarter. The USC acquisition also performed well and added $10 million in adjusted EBITDA. Average selling prices of $623 per ton increased by $15 per ton compared to the first quarter of 2012, reflecting product mix improvements and a recovery of export containerboard prices as expected. Record free cash flow enabled us to make a $50 million voluntary loan repayment which will greatly reduce future interest charges. Finally in mid-July we announced a $50 per ton increase for containerboard effective with shipments beginning in mid-August.”

 

Second Quarter Operating Highlights

 

Consolidated net sales of $306.3 million in the second quarter of 2012 increased by $91.5 million, or 42.6 percent compared to $214.8 million for the 2011 second quarter. The increase is primarily due to the USC acquisition which added $97.2 million of additional revenue based on selling 1.6 billion square feet of corrugated products compared to none in 2011. In 2012’s second quarter, 324,000 tons of paper were sold compared to 329,000 tons a year earlier. The Company’s average selling price decreased by $10 primarily from lower export containerboard prices which have been recovering since bottoming out in March.

 

Operating income of $32.5 million for the 2012 second quarter increased by $1.8 million, or 6.0 percent, compared to the 2011 second quarter. The improved financial performance primarily reflect benefits from the acquisition partially offset by lower selling prices, lower sales volume, unfavorable foreign exchange rates, inflation on input costs and acquisition start up expenses.

 

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Unfavorable foreign exchange rates resulting from the strengthening of the U.S. dollar compared to the euro reduced diluted earnings per share by approximately $0.03.

 

Interest expense, net was $2.3 million for the second quarter of 2012, up $1.7 million from a year ago as a result of higher debt balances associated with the acquisition. At June 30, 2012, the interest rate on the majority of the Company’s debt was 2.24 percent. Amortization of debt issuance costs of $0.9 million for the second quarter of 2012 increased by $0.5 million from a year ago due to costs associated with the Company’s new credit agreement.

 

The effective tax rate for the 2012 second quarter was 36.0 percent compared to 38.6 percent for the 2011 second quarter and increased diluted earnings per share by $0.02. The lower effective tax rate is due to a higher expected benefit from the domestic manufacturing deduction. For 2012, the Company estimates its cash tax rate to be about 10 percent reflecting utilization of net operating losses and the cellulosic biofuel tax credit.

 

Cash Flow and Working Capital

 

Cash and cash equivalents decreased by $10.4 million in the quarter ended June 30, 2012, to $9.7 million reflecting $57.2 million of net cash provided by operating activities, $16.5 million of cash used by investing activities and $51.0 million of cash used by financing activities which included a $50.0 million voluntary loan prepayment.

 

Capital expenditures for the second quarter of 2012 totaled $16.5 million. The Company estimates $64.0 million of capital expenditures for the year.

 

In May 2012, the Company amended its credit agreement by increasing the amount available under its “accordion” provision from $300.0 million to $450.0 million.

 

At June 30, 2012, the Company had approximately $131.3 million of working capital and $142.4 million of revolver borrowing capacity.

 

Conclusion

 

In summary, Stone commented, “We experienced the typical seasonal pickup expected in the second quarter. Our backlogs are strong and our operations are running well. Our cash flows and balance sheet are strong and provide us with much flexibility. We are in an excellent position to continue to grow the Company profitably.”

 

Conference Call

 

KapStone will host a conference call at 11 a.m. EDT, Thursday, August 2, 2012, to discuss the Company’s financial results for the 2012 second 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: 866.783.2140

 

International: 857.350.1599

 

Participant Passcode: 65901802

 

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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.

 

The webcast is also being distributed through the Thomson StreetEvents Network. Individual investors can listen to the call at http://earnings.com, Thomson’s individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson StreetEvents (http://streetevents.com) a password-protected event management site.

 

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 a leading North American producer of unbleached kraft paper and corrugated products. The Company is the parent company of KapStone Kraft Paper Corporation and KapStone Container Corporation which includes three paper mills and 14 converting plants across the eastern and midwestern US. The business employs approximately 2,700 people.

 

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 and liquidity 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, Basic EPS to Adjusted Basic EPS, 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, but are not limited to: (1) industry conditions, including changes in cost, competition, changes in the Company’s product mix and demand and pricing for the Company’s products; (2) market and economic factors, including changes in raw material and healthcare costs, exchange rates and

 

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interest rates; (3) results of legal proceedings and compliance costs, including unanticipated expenditures related to the cost of compliance with environmental and other governmental regulations; (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 and (7) the income tax impact of the federal incentive program for cellulosic biofuel producers. 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, 2011 and elsewhere in reports that the Company files with the SEC. These filings can be found on KapStone’s Web site at 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)

 

 

 

 

 

 

 

Fav / (Unfav)

 

 

 

 

 

Fav / (Unfav)

 

 

 

Quarter Ended June 30,

 

Variance

 

Six Months Ended June 30,

 

Variance

 

 

 

2012

 

2011

 

%

 

2012

 

2011

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

306,259

 

$

214,786

 

42.6

%

$

606,102

 

$

421,524

 

43.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales, excluding depreciation and amortization

 

213,335

 

143,143

 

-49.0

%

427,409

 

285,794

 

-49.6

%

Depreciation and amortization

 

15,327

 

12,778

 

-19.9

%

30,503

 

24,569

 

-24.2

%

Freight and distribution expenses

 

27,936

 

19,681

 

-41.9

%

53,679

 

37,510

 

-43.1

%

Selling, general and administrative expenses

 

17,436

 

8,866

 

-96.7

%

35,008

 

18,172

 

-92.6

%

Other operating income

 

230

 

290

 

-20.7

%

428

 

578

 

-26.0

%

Operating income

 

32,455

 

30,608

 

6.0

%

59,931

 

56,057

 

6.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange gain / (loss)

 

(508

)

45

 

-1228.9

%

(388

)

335

 

-215.8

%

Interest expense, net

 

2,296

 

640

 

-258.8

%

4,669

 

1,327

 

-251.8

%

Amortization of debt issuance costs

 

897

 

437

 

-105.3

%

1,803

 

847

 

-112.9

%

Income before provision for income taxes

 

28,754

 

29,576

 

-2.8

%

53,071

 

54,218

 

-2.1

%

Provision for income taxes

 

10,350

 

11,417

 

9.3

%

19,104

 

20,928

 

8.7

%

Net income

 

$

18,404

 

$

18,159

 

1.3

%

$

33,967

 

$

33,290

 

2.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.39

 

$

0.39

 

 

 

$

0.73

 

$

0.72

 

 

 

Diluted

 

$

0.39

 

$

0.38

 

 

 

$

0.71

 

$

0.70

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

46,620,354

 

46,250,362

 

 

 

46,555,990

 

46,172,108

 

 

 

Diluted

 

47,744,589

 

47,416,400

 

 

 

47,792,980

 

47,435,487

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effective tax rate

 

36.0

%

38.6

%

 

 

36.0

%

38.6

%

 

 

 

5



 

KapStone Paper and Packaging Corporation

Consolidated Balance Sheets

(In thousands)

 

 

 

June 30,

 

December 31,

 

 

 

2012

 

2011

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

9,683

 

$

8,062

 

Trade accounts receivable, net of allowances

 

114,723

 

108,320

 

Other receivables

 

6,721

 

11,247

 

Inventories

 

109,947

 

110,054

 

Prepaid expenses and other current assets

 

6,979

 

4,207

 

Deferred income taxes

 

11,770

 

10,048

 

Total current assets

 

259,823

 

251,938

 

 

 

 

 

 

 

Plant, property and equipment, net

 

566,151

 

567,195

 

Other assets

 

4,209

 

4,313

 

Intangible assets, net

 

59,282

 

63,715

 

Goodwill

 

235,334

 

237,193

 

Total assets

 

$

1,124,799

 

$

1,124,354

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

 

$

6,094

 

Other current borrowings

 

1,552

 

 

Accounts payable

 

84,263

 

81,051

 

Accrued expenses

 

22,579

 

21,217

 

Accrued compensation costs

 

20,136

 

27,445

 

Total current liabilities

 

128,530

 

135,807

 

 

 

 

 

 

 

Long-term debt, net of current portion

 

293,355

 

335,635

 

Accrued pension and post-retirement benefits

 

10,230

 

10,676

 

Deferred income taxes

 

96,687

 

84,316

 

Other liabilities

 

11,157

 

11,642

 

Total other liabilities

 

411,429

 

442,269

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock $.0001 par value

 

5

 

5

 

Additional paid-in capital

 

235,123

 

230,665

 

Retained earnings

 

352,035

 

318,068

 

Accumulated other comprehensive loss

 

(2,323

)

(2,460

)

Total stockholders’ equity

 

584,840

 

546,278

 

Total liabilities and stockholders’ equity

 

$

1,124,799

 

$

1,124,354

 

 

6



 

KapStone Paper and Packaging Corporation

Consolidated Statements of Cash Flows

(In thousands)

(unaudited)

 

 

 

Quarter Ended June 30,

 

Six Months Ended June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Operating activities:

 

 

 

 

 

 

 

 

 

Net income

 

$

18,404

 

$

18,159

 

$

33,967

 

$

33,290

 

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

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

15,327

 

12,778

 

30,503

 

24,569

 

Stock-based compensation expense

 

1,264

 

763

 

3,577

 

2,521

 

Excess tax benefits from stock-based compensation

 

(1,051

)

(692

)

(1,496

)

(758

)

Amortization of debt issuance costs

 

897

 

437

 

1,803

 

847

 

Loss on disposal of fixed assets

 

523

 

56

 

591

 

182

 

Deferred income taxes

 

8,526

 

7,156

 

14,728

 

14,291

 

Changes in operating assets and liabilities

 

13,319

 

1,981

 

(6,673

)

(21,850

)

Net cash provided by operating activities

 

$

57,209

 

$

40,638

 

$

77,000

 

$

53,092

 

 

 

 

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

 

 

 

 

KPB acquisition earn-out payment

 

$

 

$

 

$

 

$

(49,700

)

USC acquisition

 

 

 

(314

)

 

Capital expenditures

 

(16,549

)

(8,236

)

(27,454

)

(12,914

)

Net cash used in investing activities

 

$

(16,549

)

$

(8,236

)

$

(27,768

)

$

(62,614

)

 

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

 

 

Proceeds from revolving credit facility

 

$

1,400

 

$

 

$

39,400

 

$

7,600

 

Repayments on revolving credit facility

 

(1,400

)

 

(39,400

)

(7,600

)

Repayments of long-term debt

 

(50,000

)

(4,709

)

(50,000

)

(9,418

)

Proceeds from other current borrowings

 

 

 

3,398

 

2,273

 

Repayments on other current borrowings

 

(925

)

(618

)

(1,846

)

(1,235

)

Loan amendment costs

 

(45

)

 

(45

)

(244

)

Payment of withholding taxes on vested restricted stock awards

 

(1,179

)

(866

)

(1,179

)

(866

)

Proceeds from exercises of stock options

 

55

 

443

 

475

 

621

 

Excess tax benefits from stock-based compensation

 

1,051

 

692

 

1,496

 

758

 

Proceeds from issuance of shares to ESPP

 

 

 

90

 

97

 

Net cash used in financing activities

 

$

(51,043

)

$

(5,058

)

$

(47,611

)

$

(8,014

)

 

 

 

 

 

 

 

 

 

 

Net increase / (decrease) in cash and cash equivalents

 

(10,383

)

27,344

 

1,621

 

(17,536

)

Cash and cash equivalents-beginning of period

 

20,066

 

22,478

 

8,062

 

67,358

 

Cash and cash equivalents-end of period

 

$

9,683

 

$

49,822

 

$

9,683

 

$

49,822

 

 

7



 

KapStone Paper and Packaging Corporation

Supplemental Information

GAAP to Non-GAAP Reconciliations

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

(unaudited)

 

 

 

Quarter Ended June 30,

 

Six Months Ended June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

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

 

 

 

 

 

 

 

 

 

Net income (GAAP)

 

$18,404

 

$18,159

 

$33,967

 

$33,290

 

Interest expense, net

 

2,296

 

640

 

4,669

 

1,327

 

Amortization of debt issuance costs

 

897

 

437

 

1,803

 

847

 

Provision for income taxes

 

10,350

 

11,417

 

19,104

 

20,928

 

Depreciation and amortization

 

15,327

 

12,778

 

30,503

 

24,569

 

EBITDA (Non-GAAP)

 

$47,274

 

$43,431

 

$90,046

 

$80,961

 

 

 

 

 

 

 

 

 

 

 

Acquisition start up expenses

 

1,382

 

 

2,605

 

 

Stock-based compensation expense

 

1,264

 

763

 

3,577

 

2,521

 

Adjusted EBITDA (Non-GAAP)

 

$49,920

 

$44,194

 

$96,228

 

$83,482

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

Net income (GAAP)

 

$18,404

 

$18,159

 

$33,967

 

$33,290

 

Acquisition start up expenses

 

885

 

 

1,667

 

 

Stock-based compensation expense

 

809

 

468

 

2,289

 

1,548

 

Adjusted Net Income (Non-GAAP)

 

$20,098

 

$18,627

 

$37,923

 

$34,838

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

Basic EPS (GAAP)

 

$0.39

 

$0.39

 

$0.73

 

$0.72

 

Acquisition start up expenses

 

0.02

 

 

0.04

 

 

Stock-based compensation expense

 

0.02

 

0.01

 

0.05

 

0.03

 

Adjusted Basic EPS (Non-GAAP)

 

$0.43

 

$0.40

 

$0.82

 

$0.75

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

Diluted earnings per share (GAAP)

 

$0.39

 

$0.38

 

$0.71

 

$0.70

 

Acquisition start up expenses

 

0.02

 

 

0.03

 

 

Stock-based compensation expense

 

0.01

 

0.01

 

0.05

 

0.03

 

Adjusted Diluted EPS (Non-GAAP)

 

$0.42

 

$0.39

 

$0.79

 

$0.73

 

 

8