ALPHARETTA, Ga., April 28 /PRNewswire-FirstCall/ -- Cellu Tissue
Holdings, Inc. (NYSE: CLU), a North American producer of tissue
products, today reported net sales of $124.4
million and a net loss of $3.3
million, or a loss of $0.18
per diluted share, for the fiscal 2010 fourth quarter ended
February 28, 2010. The fiscal
2010 fourth quarter results include after-tax, non-recurring
expenses arising from the repurchase of debt and accelerated
stock-based compensation totaling $3.4
million, or $0.19 per diluted
share, incurred in connection with completing the Company's initial
public offering on January 27, 2010.
Excluding non-recurring expenses, fiscal 2010 fourth quarter
net income was $0.1 million, or
$0.01 per diluted share.
Summarized consolidated fiscal 2010 fourth quarter results
compared to fiscal 2009 fourth quarter results are as follows:
- Net sales for the fiscal 2010 fourth quarter were $124.4 million, down 3.1% compared to
$128.4 million in the fiscal 2009
fourth quarter.
- Income from operations for the quarters ended February 28, 2010 and 2009 was $8.5 million in both periods. The fiscal
2010 fourth quarter includes $1.1
million of accelerated stock-based compensation expense for
certain equity grants whose performance measures were achieved as a
result of successfully completing the January 27, 2010 initial public offering.
- Adjusted EBITDA was $16.8 million
in the fiscal 2010 fourth quarter, up slightly compared to
$16.7 million in the fiscal 2009
fourth quarter.
- Interest expense for the fiscal 2010 fourth quarter was
$12.2 million compared to
$6.8 million in the fourth quarter of
fiscal 2009. The fiscal 2010 fourth quarter includes
$3.7 million of non-recurring costs
as a result of using the net proceeds from the initial public
offering to repurchase outstanding debt. The remaining
increase is attributable to higher interest rates.
- Net loss for the fiscal 2010 fourth quarter was $3.3 million, or a loss of $0.18 per diluted share. Excluding
after-tax non-recurring expenses incurred in connection with
completing the Company's initial public offering totaling
$3.4 million, or $0.19 per diluted share, fiscal 2010 fourth
quarter net income was $0.1 million,
or $0.01 per diluted share, compared
to net income of $4.0 million, or
earnings of $0.23 per diluted share
for the fiscal 2009 fourth quarter.
- During the fourth quarter of fiscal 2010, net proceeds from the
initial public offering were used to reduce long-term debt by
$26.8 million.
"We are very pleased with our strong fiscal 2010 fourth quarter
results, particularly given the ongoing headwind of escalating pulp
prices in the second half of fiscal 2010," said Russell C. Taylor, President and Chief Executive
Officer of Cellu Tissue Holdings. "In addition, our full year
fiscal 2010 adjusted EBITDA of $81.3
million exceeds the high end of our previously issued
guidance of $75 million to $80
million. In addition to these excellent financial
results, we have invested significant time and capital to meet
growing customer demand for our products by adding converting
capacity in both our existing facilities and our new Oklahoma City facility, which is scheduled to
open in the second half of fiscal 2011."
Fiscal 2010 Fourth Quarter Financial and Operating
Results
|
Quarter ended
February 28,
|
|
|
|
|
2010
|
|
2009
|
|
Increase
(Decrease)
|
|
Net sales
|
$124.4
million
|
|
$128.4
million
|
|
$(4.0)
million
|
|
(3.1)%
|
|
Gross Profit
|
$16.3
million
|
|
$16.0
million
|
|
$0.3
million
|
|
2.0%
|
|
Income from operations
|
$8.5
million
|
|
$8.5
million
|
|
-
|
|
-
|
|
Tons sold
|
79,746
|
|
82,077
|
|
(2,331)
|
|
(2.8)%
|
|
Net selling price per ton
|
$1,533
|
|
$1,544
|
|
$(11)
|
|
(0.7)%
|
|
|
|
|
|
|
|
|
|
Net sales for the quarter decreased $4.0
million, or 3.1% year-over-year, and tons sold decreased
2.8% primarily as a result of in-sourcing an additional 3,853 tons
of hardrolls for the Company's converting operations, which were
purchased on the external hardroll market in the prior year period.
As a result, Cellu Tissue reduced external hardroll shipments
by a similar amount and improved the overall sales mix due to
higher selling prices for converted tissue products, consistent
with the Company's strategy to increase the vertical integration of
its acquired operations and to improve quality control and
profitability.
Net selling price per ton decreased 0.7% primarily due to lower
hardroll prices compared to the fourth quarter of 2009, partially
offset by the favorable impact of increasing the mix of converted
tissue products relative to hardrolls. Prices in the hardroll
market increased in the fourth quarter of fiscal 2010 but lagged
price increases in the pulp market.
Gross profit as a percentage of net sales increased to 13.1% in
the fiscal 2010 fourth quarter from 12.5% in the fiscal 2009 fourth
quarter. The improvement was primarily driven by improved
sales mix and lower energy costs, partially offset by higher pulp
costs.
Income from operations for the fiscal 2010 fourth quarter was
even with the same period of the prior year at $8.5 million, despite the fact that the fiscal
2010 fourth quarter included $1.1
million of accelerated stock-based compensation expense
related to previously issued equity awards that were accelerated in
connection with the January 2010
initial public offering. Excluding the accelerated
stock-based compensation, income from operations improved 12.9%
from the prior year quarter.
Equity Offering and Interest Expense
During the fourth quarter of fiscal 2010, the Company
successfully completed an initial public offering and issued
2,675,000 shares of common stock, which generated net proceeds of
$29.0 million. These net
proceeds were used to repay a $6.3
million long-term note payable and to repurchase a portion
of Cellu Tissue's 11.5% Senior Secured Notes due in 2014. In
connection with the reduction in the Company's indebtedness, the
Company incurred debt extinguishment costs of $3.7 million during the quarter, which were
recorded as interest expense.
Income Tax Benefit
Income tax benefit for the fiscal 2010 fourth quarter was
$1.1 million compared to income
tax benefit of $1.9 million for
the fiscal 2009 fourth quarter. The Company's overall
effective tax rate for fiscal 2010 was 67.7%, caused by adjustments
relating to increases in the Company's underlying annual effective
tax rate and other discrete adjustments related to the calculation
of foreign subsidiary deemed dividends and the utilization of
alternative minimum tax credits. Management estimates the
overall tax rate for fiscal 2011 will be approximately 36%.
Segment Operating Results
Tissue
|
Quarter ended
February 28,
|
|
|
|
|
2010
|
|
2009
|
|
Increase
(Decrease)
|
|
Net sales
|
$94.4
million
|
|
$100.3
million
|
|
$(5.9)
million
|
|
(5.9)%
|
|
Income from operations
|
$8.7
million
|
|
$8.7
million
|
|
-
|
|
-
|
|
Tons sold:
|
|
|
|
|
|
|
|
|
Converted tissue
products
|
25,964
|
|
26,105
|
|
(141)
|
|
(0.5)%
|
|
Hardrolls
|
31,757
|
|
35,964
|
|
(4,207)
|
|
(11.7)%
|
|
Total
|
57,721
|
|
62,069
|
|
(4,348)
|
|
(7.0)%
|
|
Overall net selling price per
ton
|
$1,635
|
|
$1,616
|
|
$19
|
|
1.2%
|
|
|
|
|
|
|
|
|
|
Net sales in Tissue decreased to $94.4
million from $100.3 million in
the fiscal 2009 fourth quarter primarily due to in-sourcing an
additional 3,853 tons of hardrolls into Cellu Tissue's converting
operations. This planned decrease was partially offset by the
Company's October 2009 hardroll price
increase and an improved mix with respect to converted tissue
products sold. The 1.2% increase in net selling price per ton
primarily reflects the continued mix shift to converted tissue
products from tissue hardrolls. Income from operations was
$8.7 million in both quarters.
Income from operations in the fiscal 2010 fourth quarter
reflects mix improvements that were offset by rising pulp prices.
The fiscal 2010 fourth quarter includes incremental
stock-based compensation of $0.8
million incurred in connection with the initial public
offering.
Machine-Glazed Tissue
|
Quarter ended
February 28,
|
|
|
|
|
2010
|
|
2009
|
|
Increase
(Decrease)
|
|
Net sales
|
$27.9
million
|
|
$26.5
million
|
|
$1.4
million
|
|
5.2%
|
|
Income from operations
|
$0.3
million
|
|
$0.4
million
|
|
$(0.1)
million
|
|
(22.0)%
|
|
Tons sold:
|
|
|
|
|
|
|
|
|
Hardrolls
|
19,772
|
|
17,934
|
|
1,838
|
|
10.2%
|
|
Converted tissue
products
|
2,253
|
|
2,074
|
|
179
|
|
8.6%
|
|
Total
|
22,025
|
|
20,008
|
|
2,017
|
|
10.1%
|
|
Overall net selling price per
ton
|
$1,265
|
|
$1,323
|
|
$(58)
|
|
(4.4)%
|
|
|
|
|
|
|
|
|
|
Net sales in Machine-Glazed Tissue increased to $27.9 million from $26.5
million in the fiscal 2009 fourth quarter. Operating income
in Machine-Glazed Tissue was $0.3
million in the fiscal 2010 fourth quarter, down slightly
compared to $0.4 million in the
fiscal 2009 fourth quarter due to incremental stock-based
compensation of $0.3 million incurred
in connection with the initial public offering.
Foam
|
Quarter ended
February 28,
|
|
|
|
|
2010
|
|
2009
|
|
Increase
(Decrease)
|
|
Net sales
|
$2.2
million
|
|
$1.7
million
|
|
$0.5
million
|
|
30.1%
|
|
Income from operations
|
$0.7
million
|
|
$0.3
million
|
|
$0.4
million
|
|
163.4%
|
|
|
|
|
|
|
|
|
|
Net sales in Foam increased to $2.2
million compared to $1.7
million in the prior fiscal year period due to increased
sales volumes and an improvement in selling prices. Income
from operations increased to $0.7
million from $0.3 million in
the prior fiscal year period due to lower resin prices, which is
the primary raw material used to manufacture the Company's foam
products.
Adjusted EBITDA
Earnings before interest, taxes, depreciation, amortization and
special items (Adjusted EBITDA) for the fourth quarter ended
February 28, 2010 totaled
$16.8 million, up slightly compared
to $16.7 million for the comparable
period in the prior fiscal year.
Full Year Results
Fiscal 2010 sales of $511.3
million were down 1.5% from $519.0
million in the prior fiscal year as year-over-year pricing
and volume were down $5.1 million and
$2.6 million, respectively.
Lower finished product pricing during the middle of the year
resulted from declines in pulp price during the first half of the
year. During fiscal 2010, the Company in-sourced an additional
12,878 tons of hardrolls for its converting operations, which were
previously purchased on the hardroll market, reducing external
hardroll shipments by a similar amount.
Full year fiscal 2010 operating income was up 73% to
$52.2 million compared to
$30.2 million in the prior year,
reflecting the benefit of improved product mix resulting from
increased sales of converted tissue products. For fiscal
2010, net income was $3.8 million, or
$0.21 per diluted share, compared
with $6.6 million or $0.38 per diluted share in fiscal 2009. The
fiscal 2010 results include non-recurring costs of $8.9 million, net of tax, or $0.51 per diluted share comprised of the
following components:
- Interest costs of $7.7 million,
or $4.8 million net of tax, related
to debt refinancing and debt repurchase costs and the
aforementioned stock-based compensation charges of $1.1 million that are not tax deductible, which
together totaled $0.34 per diluted
share; and
- Unfavorable tax adjustments of $3.0
million due to increasing the Company's federal tax rate
from 34% to 35% based on projected taxable income, and discrete
adjustments that primarily arose from changes in management
estimates relating to the calculation of foreign subsidiary deemed
dividends and the generation and utilization of alternative minimum
tax credits, which together totaled $0.17 per diluted share.
Cash Flow and Debt
Cellu Tissue continued to generate strong cash flow during the
fiscal year ended February 28, 2010,
including $55.2 million of cash flow
from operations, up from $24.1
million in the prior year.
"We reduced long-term debt by $26.8
million during the fiscal 2010 fourth quarter, using the net
proceeds from our initial public offering, while generating
$55.2 million in cash from operations
during the current year," said David
Morris, Chief Financial Officer of Cellu Tissue Holdings.
"Furthermore, our overall liquidity and cash flow outlook
remain strong, affording us the flexibility to make strategic
investments and meet our operating needs."
Fiscal 2011 Outlook
The Company's key planning and guidance estimates for fiscal
2011 are as follows:
- Average pulp price of $880 per
metric ton for northern bleached softwood kraft and no retail price
increase.
- Converting capacity additions are scheduled to come on-line
during the second half of fiscal 2011.
- Tissue and machine-glazed hardroll pricing will lag market pulp
price by approximately ninety days.
- Full year tax rate is estimated to be approximately 36%.
- Capital investments are expected to range from $36 million to $40 million.
- Depreciation and intangibles amortization are expected to be
approximately $31 million.
- Interest expense is expected to be approximately $31 million.
- EBITDA for fiscal 2011 is expected to be $77 to $85 million.
Commenting on the outlook, Mr. Taylor said, "We expect our
business performance to continue improving as we remain focused on
executing our strategy of increasing our tissue business product
sales, while also reducing our manufacturing costs across all of
our business segments. However, in the first half of fiscal
2011, finished product prices will lag an escalating pulp market,
and our organic converting growth will be limited until our new
converting capacity comes on-line in the second half of fiscal
2011. We will continue to invest in our facilities to offer
an expanded line of products, while maintaining our focus on
maximizing cash flow and maintaining a strong balance sheet."
Notice Relating to the Use of Non-GAAP Measures
Attached to this press release are tables setting forth the
Company's fiscal year-to-date and fourth quarter consolidated
statements of operations, financial position and selected
consolidated financial data, including information concerning the
Company's cash flow position, selected consolidated segment data,
reconciliations of consolidated net income to consolidated EBITDA
and reconciliations of consolidated EBITDA to consolidated Adjusted
EBITDA.
EBITDA represents earnings before interest expense, income taxes
and depreciation and amortization. Adjusted EBITDA represents
EBITDA adjusted to reflect the additions and eliminations described
in the table below. EBITDA and Adjusted EBITDA are supplemental
measures of operating performance that do not represent and should
not be considered as alternatives to net income or cash flow from
operations, as determined by U.S. generally accepted accounting
principles, or U.S. GAAP, and our calculation thereof may not
be comparable to that reported by other companies. EBITDA and
Adjusted EBITDA have limitations as analytical tools, and you
should not consider them in isolation, or as substitutes for
analysis of our results as reported under U.S. GAAP. Some of
the limitations are:
- EBITDA and Adjusted EBITDA do not reflect our cash
expenditures, or future requirements for capital expenditures or
contractual commitments;
- EBITDA and Adjusted EBITDA do not reflect changes in, or cash
requirements for, our working capital needs;
- EBITDA and Adjusted EBITDA do not reflect the significant
interest expense, or the cash requirements necessary to service
interest or principal payments, on our debt;
- although depreciation and amortization are non-cash charges,
the assets being depreciated and amortized will often have to be
replaced in the future, and EBITDA and Adjusted EBITDA do not
reflect any cash requirements for such replacements; and
- other companies in our industry may calculate EBITDA and
Adjusted EBITDA differently than we do, limiting their usefulness
as comparative measures.
Because of these limitations, EBITDA and Adjusted EBITDA should
not be considered as
measures of discretionary cash available to us to invest in the
growth of our business. We compensate for these limitations by
relying primarily on our U.S. GAAP results and using
EBITDA and Adjusted EBITDA only supplementally. We further
believe that our presentation of these U.S. GAAP and non-GAAP
financial measurements provide information that is useful to
analysts and investors because they are important indicators of the
strength of our operations and the performance of our core
business.
Management uses EBITDA and Adjusted EBITDA:
- as measurements of operating performance because they assist us
in comparing our operating performance on a consistent basis, as
both remove the impact of items not directly resulting from our
core operations;
- for planning purposes, including the preparation of our
internal annual operating budget;
- to allocate resources to enhance the financial performance of
our business;
- to evaluate the performance and effectiveness of our
operational strategies;
- to evaluate our capacity to fund capital expenditures and
expand our business; and
- to calculate incentive compensation for our employees.
- In addition, these measurements are used by investors as
supplemental measures to evaluate the overall operating performance
of companies in our industry. Management believes that investors'
understanding of our performance is enhanced by including these
non-GAAP financial measures as a reasonable basis for comparing our
ongoing results of operations. Many investors are interested in
understanding the performance of our business by comparing our
results from ongoing operations from one period to the next and
would ordinarily add back events that are not part of normal
day-to-day operations of our business. By providing these non-GAAP
financial measures, together with reconciliations, we believe we
are enhancing investors' understanding of our business and our
results of operations, as well as assisting investors in evaluating
how well we are executing strategic initiatives.
Cellu Tissue's management invites you to listen to its
conference call on April 29, 2010 at
8:30 a.m. ET regarding fiscal 2010
fourth quarter consolidated financial results. To participate in
the conference call, you may either dial (800) 230-1951 or
International (612) 288-0340, or join in listen-only mode to an
audio webcast, accessible through the Investor Relations section at
www.cellutissue.com. A taped replay of the conference call
will be available after 11:00 a.m. on
April 29, 2010 until May 13, 2010. The number to call for the
taped replay is (800) 475-6701 or International (320) 365-3844,
access code 155042. The taped replay information to access the call
will also be available in the Investor Relations section of the
Company's website at www.cellutissue.com.
About Cellu Tissue Holdings, Inc.
Cellu Tissue Holdings, Inc. is a North American producer of
tissue products, with a focus on consumer-oriented private label
products and a growing presence in the value retail tissue
market.
For more information, contact Cellu Tissue Holdings, Inc. at
www.cellutissue.com.
The statements contained in this release that are not purely
historical are forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended,
including but not limited to statements included under the heading
"Fiscal 2011 Outlook". Readers are cautioned not to place
undue reliance on these forward-looking statements and any such
forward-looking statements are qualified in their entirety by
reference to the following cautionary statements. All
forward-looking statements included in this document are based upon
information available to Cellu Tissue as of the date hereof, and
Cellu Tissue assumes no obligation to update any such
forward-looking statements. Such statements and any other
forward-looking statements are subject to risks, assumptions and
uncertainties that may cause the statements to be inaccurate and
readers are cautioned not to place undue reliance on such
statements, including risks related to energy and fiber costs, the
growth of our converted tissue business and synergies relating to
the APF Acquisition and any other risks described in our Annual
Report on Form 10-K for the fiscal year ended February 28, 2009 and subsequent filings with the
SEC.
CELLU TISSUE
HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended
|
|
For the year
ended
|
|
|
February 28,
2010
|
|
February 28,
2009
|
|
February 28,
2010
|
|
February 28,
2009
|
|
Net sales
|
$
124,408,861
|
|
$
128,440,409
|
|
$
511,280,798
|
|
$
519,022,843
|
|
Cost of goods sold
|
108,077,076
|
|
112,424,360
|
|
432,220,266
|
|
464,118,066
|
|
Gross profit
|
16,331,785
|
|
16,016,049
|
|
79,060,532
|
|
54,904,777
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative
expenses
|
6,680,675
|
|
6,691,271
|
|
22,552,055
|
|
21,868,989
|
|
Amortization expense
|
1,116,669
|
|
811,094
|
|
4,332,524
|
|
2,872,523
|
|
Income from operations
|
8,534,441
|
|
8,513,684
|
|
52,175,953
|
|
30,163,265
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net
|
12,242,830
|
|
6,758,314
|
|
39,593,747
|
|
24,709,461
|
|
Foreign currency loss
(gain)
|
171,509
|
|
(405,519)
|
|
1,282,228
|
|
(562,232)
|
|
Other expense (income)
|
449,742
|
|
65,680
|
|
(8,273)
|
|
67,123
|
|
Income (loss) before income tax
expense
|
(4,329,640)
|
|
2,095,209
|
|
11,308,251
|
|
5,948,913
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
(benefit)
|
(1,063,911)
|
|
(1,880,274)
|
|
7,545,630
|
|
(611,275)
|
|
Net (loss) income
|
$
(3,265,729)
|
|
$
3,975,483
|
|
$
3,762,621
|
|
$
6,560,188
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted (loss) earnings per
share
|
$
(0.18)
|
|
$
0.23
|
|
$
0.21
|
|
$
0.38
|
|
Basic shares outstanding
|
18,364,987
|
|
17,477,971
|
|
17,684,134
|
|
17,477,971
|
|
Diluted shares outstanding
|
18,364,987
|
|
17,477,971
|
|
17,713,863
|
|
17,477,971
|
|
|
|
|
|
|
|
|
|
CELLU TISSUE
HOLDINGS, INC. AND SUBSIDIARIES
|
|
CONDENSED
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
February
28,
|
|
February
28,
|
|
|
2010
|
|
2009
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
Current Assets:
|
|
|
|
|
Cash and cash
equivalents
|
$3,299,033
|
|
$361,035
|
|
Receivables, net
|
49,659,464
|
|
54,065,899
|
|
Inventories
|
56,586,982
|
|
47,216,049
|
|
Prepaid expenses and other
current assets
|
3,810,934
|
|
2,085,774
|
|
Income tax receivable
|
2,788,118
|
|
174,084
|
|
Deferred income taxes
|
1,180,866
|
|
3,515,295
|
|
Total Current
Assets
|
117,325,397
|
|
107,418,136
|
|
|
|
|
|
|
Property, Plant and Equipment,
net
|
307,635,021
|
|
301,987,941
|
|
Goodwill
|
41,020,138
|
|
41,020,138
|
|
Other intangibles
|
27,339,953
|
|
31,672,477
|
|
Other assets
|
9,385,877
|
|
1,948,108
|
|
Total Assets
|
$502,706,386
|
|
$484,046,800
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS'
EQUITY
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
Bank overdrafts
|
$
-
|
|
$3,285,420
|
|
Revolving line of
credit
|
1,000,750
|
|
18,530,824
|
|
Accounts payable
|
34,275,598
|
|
16,726,143
|
|
Accrued expenses
|
27,820,255
|
|
26,548,639
|
|
Accrued interest
|
6,721,143
|
|
10,160,124
|
|
Other current
liabilities
|
623,653
|
|
17,448,707
|
|
Current portion of long-term
debt
|
760,000
|
|
760,000
|
|
Total Current
Liabilities
|
71,201,399
|
|
93,459,857
|
|
|
|
|
|
|
Long-term debt, less current
portion
|
242,538,125
|
|
242,361,944
|
|
Deferred income taxes
|
77,178,393
|
|
75,110,277
|
|
Other liabilities
|
956,444
|
|
5,378,059
|
|
|
|
|
|
|
Stockholders' Equity:
|
|
|
|
|
Common stock, $.01 par value,
23,715,470
shares
authorized, 20,145,176 shares
issued
and outstanding as of
February 28, 2010 and common
stock,
$.01
par value, 18,245,459 shares
authorized, 17,447,971 shares
issued
and
outstanding as of February 28, 2009
|
201,452
|
|
174,480
|
|
Capital in excess
of par value
|
103,076,890
|
|
70,774,381
|
|
Accumulated
earnings
|
7,460,692
|
|
3,698,071
|
|
Accumulated other
comprehensive income
(loss)
|
92,991
|
|
(6,910,269)
|
|
Total Stockholders'
Equity
|
110,832,025
|
|
67,736,663
|
|
Total Liabilities and
Stockholders' Equity
|
$502,706,386
|
|
$484,046,800
|
|
|
|
|
|
CELLU TISSUE
HOLDINGS, INC. AND SUBSIDIARIES
|
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS (Unaudited)
|
|
|
|
|
|
|
Year
Ended
|
|
|
February 28,
2010
|
|
February 28,
2009
|
|
|
|
|
|
|
Cash flows from operating
activities
|
|
|
|
|
Net income
|
$3,762,621
|
|
$6,560,188
|
|
Adjustments to reconcile net
income to net cash
|
|
|
|
|
provided by operating
activities:
|
|
|
|
|
Depreciation
|
24,889,714
|
|
23,656,245
|
|
Amortization of
intangibles
|
4,332,524
|
|
2,872,523
|
|
Deferred financing
fees
|
2,288,072
|
|
306,668
|
|
Long-term debt
discount
|
4,269,352
|
|
1,835,001
|
|
Stock-based
compensation
|
1,928,559
|
|
939,530
|
|
Deferred income
taxes
|
4,403,542
|
|
(2,232,976)
|
|
Loss on disposal
of fixed asset
|
812,876
|
|
-
|
|
Loss from natural
gas swaps
|
-
|
|
242,686
|
|
Changes in operating assets and
liabilities,
net of effects of acquisitions:
|
|
|
|
|
Receivables
|
5,396,260
|
|
(3,017,970)
|
|
Inventories
|
(8,506,452)
|
|
(6,702,780)
|
|
Prepaid expenses,
other current assets and income tax receivable
|
(4,277,911)
|
|
1,782,185
|
|
Other assets and
liabilities
|
324,635
|
|
(123,460)
|
|
Accounts payable,
accrued expenses and accrued interest
|
15,568,373
|
|
(2,057,997)
|
|
Total
adjustments
|
51,429,544
|
|
17,499,655
|
|
Net cash provided
by operating activities
|
55,192,165
|
|
24,059,843
|
|
|
|
|
|
|
Cash flows from investing
activities
|
|
|
|
|
Cash paid for
acquisition, net of cash acquired
|
-
|
|
(64,154,906)
|
|
Capital
expenditures
|
(26,993,044)
|
|
(16,401,848)
|
|
Net cash used in
investing activities
|
(26,993,044)
|
|
(80,556,754)
|
|
|
|
|
|
|
Cash flows from financing
activities
|
|
|
|
|
Equity investment
by shareholders
|
-
|
|
15,001,463
|
|
Cash portion of
earnout payment
|
(18,301,245)
|
|
(7,027,346)
|
|
Bank
overdrafts
|
(3,285,420)
|
|
3,285,420
|
|
Borrowings on
revolving line of credit, net
|
36,453,125
|
|
85,448,141
|
|
Payments on
revolving line of credit, net
|
(53,983,199)
|
|
(76,717,317)
|
|
Payments on
long-term debt
|
(249,831,572)
|
|
(760,000)
|
|
Payment of
deferred financing fees
|
(9,739,269)
|
|
(885,958)
|
|
Proceeds from
initial public offering
|
28,971,413
|
|
-
|
|
Proceeds from
stock options exercised
|
100,904
|
|
-
|
|
Purchases of
employee stock options
|
(450,988)
|
|
-
|
|
Excess tax
benefits from share-based compensation arrangements
|
80,838
|
|
-
|
|
Proceeds from bond
offering
|
245,738,400
|
|
36,900,000
|
|
Net cash (used in)
provided by financing activities
|
(24,247,013)
|
|
55,244,403
|
|
|
|
|
|
|
Effect of foreign currency
|
(1,014,110)
|
|
730,155
|
|
Net increase (decrease) in cash and
cash equivalents
|
2,937,998
|
|
(522,353)
|
|
Cash and cash equivalents at beginning
of period
|
361,035
|
|
883,388
|
|
Cash and cash equivalents at end of
period
|
$3,299,033
|
|
$361,035
|
|
|
|
|
|
CELLU TISSUE
HOLDINGS, INC.
|
|
CONSOLIDATED
BUSINESS SEGMENT INFORMATION (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BUSINESS SEGMENTS
|
|
|
|
|
Three Months
Ended
|
|
|
February
28
|
February
28
|
|
|
2010
|
2009
|
|
NET SALES:
|
|
|
|
Tissue
|
$
94,361,010
|
$100,284,000
|
|
Machine-Glazed Tissue
|
27,856,738
|
26,471,954
|
|
Foam
|
2,191,113
|
1,683,551
|
|
Consolidated
|
$124,408,861
|
$128,439,505
|
|
|
|
|
|
INCOME FROM OPERATIONS:
|
|
|
|
Tissue
|
$
8,676,856
|
$
8,664,221
|
|
Machine-Glazed Tissue
|
322,882
|
413,832
|
|
Foam
|
651,371
|
247,299
|
|
Segment income from
operations
|
9,651,109
|
9,325,352
|
|
Amortization expense
|
(1,116,668)
|
(811,094)
|
|
Consolidated
|
$8,534,441
|
$8,514,258
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
|
|
|
February
28
|
February
28
|
|
|
2010
|
2009
|
|
NET SALES:
|
|
|
|
Tissue
|
$394,241,039
|
$400,640,192
|
|
Machine-Glazed Tissue
|
109,051,301
|
114,376,045
|
|
Foam
|
7,988,458
|
4,006,606
|
|
Consolidated
|
$511,280,798
|
$519,022,843
|
|
|
|
|
|
INCOME FROM OPERATIONS:
|
|
|
|
Tissue
|
$
49,164,001
|
$29,423,668
|
|
Machine-Glazed Tissue
|
4,688,001
|
3,114,212
|
|
Foam
|
2,656,475
|
497,908
|
|
Segment income from
operations
|
56,508,477
|
33,035,788
|
|
Amortization expense
|
(4,332,524)
|
(2,872,523)
|
|
Consolidated
|
$
52,175,953
|
$30,163,265
|
|
|
|
|
CELLU TISSUE
HOLDINGS, INC,
|
|
RECONCILIATION OF
CONSOLIDATED NET INCOME TO EBITDA
|
|
(Unaudited)
|
|
|
Three Months
Ended
|
|
|
February
28,
|
|
February
28,
|
|
|
2010
|
|
2009
|
|
|
|
|
|
|
NET INCOME (LOSS)
|
$(3,265,729)
|
|
$3,975,483
|
|
Add back:
|
|
|
|
|
Depreciation
|
6,658,252
|
|
6,041,593
|
|
Amortization
|
1,116,669
|
|
811,094
|
|
Interest expense,
net
|
12,242,830
|
|
6,758,314
|
|
Income tax
benefit
|
(1,063,911)
|
|
(1,880,274)
|
|
EBITDA
|
$15,688,111
|
|
$15,706,210
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
|
|
|
February
28,
|
|
February
28,
|
|
|
2010
|
|
2009
|
|
|
|
|
|
|
NET INCOME
|
$3,762,621
|
|
$6,560,188
|
|
Add back:
|
|
|
|
|
Depreciation
|
24,889,714
|
|
23,656,245
|
|
Amortization
|
4,332,524
|
|
2,872,523
|
|
Interest expense,
net
|
39,593,747
|
|
24,709,461
|
|
Income tax expense
(benefit)
|
7,545,630
|
|
(611,275)
|
|
EBITDA
|
$80,124,236
|
|
$57,187,142
|
|
|
|
|
|
|
|
CELLU TISSUE
HOLDINGS, INC.
|
|
RECONCILIATION OF CONSOLIDATED EBITDA TO CONSOLIDATED
ADJUSTED EBITDA
|
|
(Unaudited)
|
|
($ in
thousands)
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Three Months
Ended
|
|
|
|
|
February
28,
|
|
February
28,
|
|
|
|
|
2010
|
|
2009
|
|
|
|
EBITDA (1)
|
$
15,688
|
|
$
15,706
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
Accelerated
stock-based compensation (2)
|
1,107
|
|
-
|
|
|
|
Restatement-legal/accounting fees
(3)
|
-
|
|
750
|
|
|
|
APF Transition and
Related Costs (4):
|
|
|
|
|
|
|
Facility
consolidation
|
-
|
|
282
|
|
|
|
ADJUSTED EBITDA
|
$
16,795
|
|
$
16,738
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
ended
|
|
|
|
|
February
28,
|
|
February
28,
|
|
|
|
|
2010
|
|
2009
|
|
|
|
EBITDA (1)
|
$
80,124
|
|
$
57,187
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
Accelerated
stock-based compensation (2)
|
1,107
|
|
-
|
|
|
|
Mississippi sales
tax audit (5)
|
-
|
|
258
|
|
|
|
Terminated
acquisition costs (6)
|
-
|
|
140
|
|
|
|
Natural Dam Fire
(7)
|
250
|
|
-
|
|
|
|
Insurance claim
for wrapper damage (8)
|
(546)
|
|
-
|
|
|
|
APF Transition and
Related Costs (4):
|
|
|
|
|
|
|
Elimination and
alignment of certain
|
|
|
|
|
|
|
overhead
functions
|
-
|
|
373
|
|
|
|
Facility
consolidation
|
373
|
|
282
|
|
|
|
Fair value accounting for acquired
inventory
|
-
|
|
284
|
|
|
|
Restatement-legal/accounting fees
(3)
|
-
|
|
750
|
|
|
|
ADJUSTED EBITDA
|
$
81,308
|
|
$
59,274
|
|
|
|
|
|
|
|
|
|
|
(1) EBITDA includes stock-based
compensation expense related to equity awards of $2.1 million, $0.9
million, $1.5 million and $0.2 million for the fiscal years ended
2010 and 2009 and the three months ended February 28, 2010 and
2009, respectively.
|
|
|
|
|
|
|
|
(2) Reflects stock-based compensation
expense that was accelerated in connection with the initial public
offering.
|
|
|
|
|
|
|
|
(3) Legal and accounting fees incurred
in connection with the restatement of our consolidated financial
statements for the fiscal year ended February 29, 2008 and for the
first and second quarters of fiscal year 2009.
|
|
|
|
|
|
|
|
(4) In fiscal year 2009, we acquired
APF, which was a significant acquisition because of its size and
complexity of operations. In connection with the APF
acquisition, we determined that several initiatives, to be
completed over a twelve-month period, would help achieve identified
synergies. These initiatives included eliminating certain
overhead functions and aligning those activities with our existing
infrastructure as well as consolidating production and inventory
storage facilities. Our consolidation of facilities included
centralizing the acquired APF production facility and two APF
inventory storage facilities located in Hauppauge, New York into
one consolidated facility in Long Island, New York and moving
machinery for a napkin line from our Neenah, Wisconsin location to
the acquired APF Thomaston, Georgia facility. In addition, as
a result of applying purchase accounting to record inventory at
fair market value, we increased the book value of acquired
inventory, which we amortized to cost of goods sold as the
inventory was sold to customers during the second quarter of fiscal
year 2009.
|
|
|
|
|
|
|
|
(5) State tax catch-up costs for
fiscal year 2009 relate to a Mississippi sales and use tax
assessment based on an audit of prior periods. The
Mississippi taxing authority assessed sales and use tax for natural
gas consumption purchased in prior periods for which our service
provider had not charged the appropriate sales and use tax
amounts.
|
|
|
|
|
|
|
|
(6) Acquisition-related costs incurred
in connection with an acquisition that did not
transpire.
|
|
|
|
|
|
|
|
(7) Insurance deductible costs related
to a fire at our Natural Dam mill at our Gouverneur, New York
facility.
|
|
|
|
|
|
|
|
(8) Reflects insurance proceeds
exceeding the book value for damaged packaging equipment
(damaged-in-transit).
|
|
|
|
|
|
|
|
|
|
CELLU TISSUE
HOLDINGS, INC.
|
|
EPS RECONCILIATION
OF SPECIAL ITEMS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended
February 28, 2010
|
|
Year Ended
February 28, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings
per share
|
|
|
|
Diluted earnings
per share
|
|
Net (loss) income
|
$(3,265,729)
|
|
(0.18)
|
|
$3,762,621
|
|
$
0.21
|
|
Adjustments for
special items:
|
|
|
|
|
|
|
|
|
Related Initial
Public Offering Events, net of tax:
|
|
|
|
|
|
|
|
|
Accelerated
stock-based compensation expense (1)
|
1,055,804
|
|
|
|
1,055,804
|
|
|
|
2014 Notes
repurchase premium (2)
|
1,472,693
|
|
|
|
1,472,693
|
|
|
|
2014 Notes
write-off of debt issuance costs (2)
|
866,534
|
|
|
|
866,534
|
|
|
|
|
3,395,031
|
|
0.19
|
|
3,395,031
|
|
0.20
|
|
|
|
|
|
|
|
|
|
|
Issuance of 2014
Notes and retirement of 2010 Notes, net of tax (3)
|
-
|
|
-
|
|
2,492,851
|
|
0.14
|
|
|
|
|
|
|
|
|
|
|
Tax items
(4)
|
-
|
|
-
|
|
3,035,972
|
|
0.17
|
|
Total
adjustments
|
3,395,031
|
|
0.19
|
|
8,923,853
|
|
0.51
|
|
|
|
|
|
|
|
|
|
|
|
$129,302
|
|
$
0.01
|
|
$12,686,474
|
|
$
0.72
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted shares outstanding as of
February 28, 2010
|
|
|
18,364,987
|
|
|
|
17,713,863
|
|
|
|
|
|
|
|
|
|
|
(1) Expense recognition of
certain stock-based compensation awards that were accelerated in
connection with the initial public offering.
|
|
|
|
(2) Net proceeds from the
initial public offering were used to repurchase a portion of the
2014 Notes, which resulted in additional interest
expense.
|
|
|
|
(3) During the second quarter of
fiscal 2010, the Company refinanced its 2010 Notes which resulted
in additional interest expense.
|
|
|
|
(4) Several adjustments impacted the
Company's effective tax rate in fiscal 2010, causing the annual
effective tax rate to be 66.7%. These adjustments primarily
arose due to a $1.8 million increase in the Company's federal tax
rate from 34% to 35% based on projected taxable income and the
benefit of a change in state tax laws, and $1.2 million of discrete
tax adjustments that increased tax expense. These discrete
adjustments primarily arose from changes in management estimates
relating to the calculation of foreign subsidiary deemed dividends
and the generation and utilization of alternative minimum tax
credits.
|
|
|
|
|
|
|
|
|
|
SOURCE Cellu Tissue Holdings, Inc.