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Mercer International Inc. Reports Strong 2014 Third Quarter Results

October 30, 2014 4:35 PM

NEW YORK, Oct. 30, 2014 (GLOBE NEWSWIRE) -- Mercer International Inc. (Nasdaq: MERC) (TSX:MRI.U) today reported results for the third quarter ended September 30, 2014. Operating EBITDA* in the third quarter of 2014 increased to $67.6 million from $32.8 million in the third quarter of 2013 and $41.9 million in the prior quarter of 2014. For the third quarter of 2014, we had record net income of $88.3 million, or $1.38 per basic and $1.37 per diluted share, compared to net loss of $3.0 million, or $0.05 per basic and diluted share, in the third quarter of 2013.

On October 1, 2013, we changed our reporting currency from the Euro to the U.S. dollar.

Summary Financial Highlights

Q3 Q2 Q3 YTD YTD
2014 2014 2013 2014 2013
(in millions, except per share amounts)
Pulp revenues $ 277.0 $ 259.5 $ 246.7 $ 814.9 $ 737.6
Energy and chemical revenues $ 24.7 $ 25.7 $ 22.6 $ 77.5 $ 68.1
Operating income $ 48.2 $ 22.0 $ 13.3 $ 109.5 $ 24.7
Operating EBITDA* $ 67.6 $ 41.9 $ 32.8 $ 168.5 $ 83.1
Gain on settlement of debt $ 31.9 $ ‑ $ ‑ $ 31.9 $ ‑
Gain on derivative instruments $ 3.4 $ 2.5 $ 2.6 $ 9.2 $ 15.9
Income tax benefit (provision) $ 29.2 $ (4.6) $ (1.2) $ 22.8 $ (3.2)
Net income (loss)(1) $ 88.3 $ 0.6 $ (3.0) $ 109.9 $ (16.5)
Net income (loss) per share(1)
Basic $ 1.38 $ 0.01 $ (0.05) $ 1.79 $ (0.30)
Diluted $ 1.37 $ 0.01 $ (0.05) $ 1.78 $ (0.30)
Common shares outstanding at period end 64.3 64.3 55.9 64.3 55.9
(1) Attributable to common shareholders.

Summary Operating Highlights

Q3 Q2 Q3 YTD YTD
2014 2014 2013 2014 2013
Pulp production ('000 ADMTs) 375.7 353.8 369.0 1,111.3 1,079.7
Scheduled production downtime ('000 ADMTs) 10.1 17.7 9.4 27.8 25.4
Scheduled production downtime (days) 10 12 10 22 21
Pulp sales ('000 ADMTs) 386.9 356.8 356.6 1,125.1 1,081.6
Average NBSK pulp list price in Europe ($/ADMT)(1) 932 925 867 926 852
Average pulp sales realizations ($/ADMT)(2) 709 720 682 717 673
Energy production ('000 MWh) 472.0 446.2 444.2 1,384.5 1,274.4
Energy sales ('000 MWh) 207.4 197.1 185.4 606.0 526.6
Average Spot Currency Exchange Rates:
$ / €(3) 1.3250 1.3716 1.3252 1.3555 1.3171
$ / C$(3) 0.9184 0.9169 0.9630 0.9141 0.9772
(1) Source: RISI pricing report.
(2) Sales realizations after discounts. Incorporates the effect of pulp price variations occurring between the order and shipment dates.
(3) Average Federal Reserve Bank of New York noon spot rate over the reporting period.

* Operating EBITDA is not a measure of financial performance under accounting principles generally accepted in the United States ("GAAP") and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. See page 12 of the financial tables included in this press release for a reconciliation of net income (loss) attributable to common shareholders to Operating EBITDA.

President's Comments

Mr. Jimmy S.H. Lee, President and Chairman, stated: "For the third quarter of 2014, our Operating EBITDA increased by approximately 106% to $67.6 million from $32.8 million in the comparative quarter of 2013, primarily as a result of lower per unit fiber costs, higher pulp pricing and the strengthening of the U.S. dollar relative to the Canadian dollar and the Euro. Compared to the prior quarter of 2014, our Operating EBITDA increased by approximately 61% from $41.9 million, primarily as a result of less lost production from scheduled maintenance downtime at our mills and the overall strengthening of the U.S. dollar relative to the Euro and the Canadian dollar."

Mr. Lee continued: "We had ten days of scheduled maintenance downtime at our Rosenthal mill, or approximately 10,100 ADMTs, in the current quarter which adversely impacted Operating EBITDA by approximately $5.6 million, comprised of approximately $4.4 million in direct out-of-pocket expenses and the balance for reduced production. Many of our competitors that report their financial results using "IFRS" capitalize their direct costs of maintenance shutdowns. Going forward, our Stendal mill has a two-day scheduled maintenance shutdown in the fourth quarter."

Mr. Lee continued: "In the current quarter, our mills performed very well, achieving near record pulp sales due to strong demand in Europe and China and record energy sales volumes. Energy production at our mills increased by approximately 6% compared to the same period in 2013. Energy and chemical revenues increased by approximately 9% in the current quarter from the same period of 2013. We currently expect energy and chemical production and revenues to remain generally consistent in the fourth quarter of 2014 due to fewer scheduled maintenance shutdown days, partially offset by some planned work at the Celgar mill related to its lime kiln."

Mr. Lee continued: "NBSK list prices were essentially flat during the third quarter of 2014 compared to the prior quarter due to steady demand, with a modest increase in Europe. At the end of the current quarter, the NBSK list price in North America and China was approximately $1,030 and $730 per ADMT, respectively, while the list price in Europe increased to $935 per ADMT. We currently expect list prices to remain flat during the fourth quarter although some analysts continue to predict that the new South American hardwood capacity will negatively affect NBSK demand and pricing."

Mr. Lee continued: "The NBSK pulp market remained generally under-balanced at approximately 27 days' supply at the end of the current quarter. We believe the NBSK pulp market is generally balanced when supply is at approximately 30 days. During the quarter, world producer inventories increased by two days from the end of the second quarter of 2014. We currently expect demand to be steady through the fourth quarter of 2014 and going into 2015 as new tissue machines are expected to come online in China."

Mr. Lee continued: "On average, our per unit fiber costs for our German mills in the current quarter decreased by approximately 5% from the prior quarter of 2014 due to lower chip prices resulting from sawmills running at higher rates, a strong supply of logs and lower demand from pellet producers and board manufacturers. Our per unit fiber cost for our Celgar mill remained generally flat during the third quarter of 2014, compared to the prior quarter. For the next quarter of 2014, we currently expect our overall per unit fiber costs to increase marginally."

Mr. Lee continued: "Our Stendal mill successfully amended its senior project finance credit facility and its amortizing term facility in respect of Project Blue Mill to provide it with greater flexibility going forward. In connection therewith, we contributed $20.0 million to the capital of Stendal. We also acquired all of the shareholder loans and substantially all of the shares of the minority shareholder in our Stendal mill and other rights. As a result of these transactions, we now consolidate all of the economic interest in Stendal."

Mr. Lee concluded: "In connection with our acquisition of all of the shareholder loans of the minority shareholder in our Stendal mill, during the current quarter, we recorded a non-cash gain of $31.9 million on the settlement of such debt. During the current quarter, we also recorded a non-cash gain of $31.3 million as an income tax benefit on the deferred tax assets associated with our Stendal mill."

Three Months Ended September 30, 2014 Compared to Three Months Ended September 30, 2013

Total revenues for the three months ended September 30, 2014 increased by approximately 12% to $301.6 million from $269.2 million in the same period in 2013, due to higher pulp revenues and higher energy and chemical revenues.

Pulp revenues for the three months ended September 30, 2014 increased by approximately 12% to $277.0 million from $246.7 million in the comparative quarter of 2013, due to higher sales volumes and higher pulp price realizations.

Energy and chemical revenues increased by approximately 9% to $24.7 million in the third quarter of 2014 from $22.6 million in the same quarter last year, primarily because of record energy sales volumes resulting from Project Blue Mill coming online at our Stendal mill at the end of 2013.

Pulp production increased by approximately 2% to 375,742 ADMTs in the current quarter from 369,011 ADMTs in the same quarter of 2013. We had an aggregate of ten days (approximately 10,100 ADMTs) of scheduled maintenance downtime at our Rosenthal mill in the third quarter of 2014. In the fourth quarter of 2014, our Stendal mill is scheduled to have a second two-day maintenance shutdown and our Celgar mill has some planned work related to its lime kiln which may cause it to run at a lower capacity for a short period and lower planned production by approximately 4,500 ADMTs.

Pulp sales volumes increased by approximately 9% to 386,944 ADMTs in the current quarter from 356,619 ADMTs in the comparative quarter, primarily due to strong demand in Europe.

Average pulp sales realizations increased by approximately 4% to $709 per ADMT from approximately $682 per ADMT in the same quarter last year primarily due to higher pulp prices.

Costs and expenses in the third quarter of 2014 decreased by approximately 1% to $253.4 million from $255.9 million in the comparative period of 2013, primarily due to lower per unit fiber costs and the impact of a stronger U.S. dollar on our Canadian dollar and Euro denominated expenses, partially offset by the impact of higher sales volumes.

Transportation costs increased marginally to $24.3 million in the current quarter of 2014 from $22.6 million in the comparative quarter of 2013 primarily due to higher sales volumes and marginally higher freight costs at our Celgar mill resulting from limitations on rail car availability.

On average, our overall per unit fiber costs in the current quarter decreased by approximately 12% from the same period in 2013, primarily as a result of a decrease in per unit fiber costs for our German mills due to lower chip prices resulting from sawmills running at higher rates, a strong supply of logs and lower demand from pellet producers and board manufacturers. Our per unit fiber costs for our Celgar mill decreased during the third quarter of 2014 compared to the same quarter last year due to the strong supply of pulpwood and residual chips, despite increased demand for fiber from coastal mills, and the impact of a stronger U.S. dollar on our Canadian dollar denominated expenses. For the next quarter of 2014, we currently expect our overall per unit fiber costs to increase marginally due to an expected slight reduction in German chip supply and increased demand for chips from British Columbia's coastal mills.

For the third quarter of 2014, our operating income increased by approximately 262% to $48.2 million from $13.3 million in the comparative quarter of 2013, primarily due to lower per unit fiber costs, higher pulp prices and the impact of a stronger U.S. dollar on our Canadian dollar and Euro denominated expenses.

Interest expense was $17.5 million in the third quarter of 2014, compared to $17.3 million in the comparative quarter of 2013.

The noncontrolling shareholder's interest in the Stendal mill's net income in the third quarter of 2014 was $3.5 million, compared to $0.6 million in the same quarter last year.

In the third quarter of 2014, Operating EBITDA increased to $67.6 million from $32.8 million in the third quarter of 2013. Operating EBITDA is defined as operating income (loss) plus depreciation and amortization and non-recurring capital asset impairment charges. Operating EBITDA has significant limitations as an analytical tool and should not be considered in isolation or as a substitute for our results as reported under GAAP. See page 12 of the financial tables included in the press release for a reconciliation of net income (loss) attributable to common shareholders to Operating EBITDA.

We recorded a non-cash derivative gain of $3.4 million on the mark to market adjustment of our Stendal mill's interest rate derivative in the third quarter of 2014, compared to a net derivative gain of $2.6 million in the same quarter of last year.

During the current quarter, we recorded a non-cash gain of $31.9 million on the settlement of debt as a result of our acquisition of all of the shareholder loans of the former noncontrolling shareholder in Stendal which had a net book value of $47.7 million for purchase consideration of $15.8 million.

During the current quarter, we recorded a net income tax benefit of $29.2 million, compared to a net income tax expense of $1.2 million in the same quarter of 2013, primarily due to the recognition of income tax loss carry-forwards associated with our Stendal mill.

We reported record net income attributable to common shareholders of $88.3 million, or $1.38 per basic and $1.37 per diluted share, for the third quarter of 2014. In the third quarter of 2013, the net loss attributable to common shareholders was $3.0 million, or $0.05 per basic and diluted share.

Nine Months Ended September 30, 2014 Compared to Nine Months Ended September 30, 2013

Total revenues for the nine months ended September 30, 2014 increased by approximately 11% to $892.5 million from $805.7 million in the same period in 2013, due to higher pulp revenues and higher energy and chemical revenues.

Pulp revenues for the nine months ended September 30, 2014 increased by approximately 10% to $814.9 million from $737.6 million in the comparative period of 2013, due to higher pulp price realizations and higher sales volumes.

Energy and chemical revenues increased by approximately 14% to $77.5 million for the nine months ended September 30, 2014 from $68.1 million in the same period last year, primarily because of record energy sales volumes resulting from Project Blue Mill coming online at our Stendal mill at the end of 2013.

Pulp production increased by approximately 3% to 1,111,330 ADMTs in the nine months ended September 30, 2014 from 1,079,677 ADMTs in the same period of 2013. We had an aggregate of 22 days (approximately 27,800 ADMTs) of scheduled maintenance downtime at our mills in the nine months ended September 30, 2014.

Pulp sales volumes increased by approximately 4% to 1,125,054 ADMTs in the nine months ended September 30, 2014 from 1,081,564 ADMTs in the comparative period of 2013, primarily due to strong demand in Europe.

Average pulp sales realizations increased by approximately 7% to $717 per ADMT from approximately $673 per ADMT in the same period last year, primarily due to higher pulp prices.

Costs and expenses in the nine months ended September 30, 2014 increased marginally to $783.0 million from $781.0 million in the comparative period of 2013, primarily due to higher sales volumes and the impact of a weaker U.S. dollar on our Euro denominated expenses, mostly offset by lower per unit fiber costs and the impact of a stronger U.S. dollar on our Canadian dollar denominated expenses.

Transportation costs marginally increased to $68.6 million in the nine months ended September 30, 2014 from $67.8 million in the comparative period of 2013.

On average, our overall per unit fiber costs in the nine months ended September 30, 2014 decreased by approximately 4% from the same period in 2013, primarily as a result of a decrease in per unit fiber costs for our German mills due to lower chip prices resulting from sawmills running at high rates, a stronger supply of logs and lower demand from pellet producers and board manufacturers. Our per unit fiber costs for our Celgar mill decreased during the nine months ended September 30, 2014 compared to the same period last year due to strong sawmill activity in the region and the impact of a stronger U.S. dollar on our Canadian dollar denominated expenses.

In the nine months ended September 30, 2014, our operating income increased to $109.5 million from $24.7 million in the comparative period of 2013, primarily due to higher pulp price realizations, lower per unit fiber costs and higher pulp and record energy sales volumes.

Interest expense in the nine months ended September 30, 2014 marginally increased to $52.1 million from $51.8 million in the comparative period of 2013.

In the nine months ended September 30, 2014, Operating EBITDA increased to $168.5 million from $83.1 million in the same period of 2013. See page 12 of the financial tables included in the press release for a reconciliation of net income (loss) attributable to common shareholders to Operating EBITDA.

We recorded a non-cash derivative gain of $9.2 million on the mark to market adjustment of our Stendal mill's interest rate derivative, compared to a net derivative gain of $15.9 million in the same period of last year.

During the nine months ended September 30, 2014, we recorded a non-cash gain on the settlement of debt of $31.9 million as a result of our acquisition of all of the shareholder loans of the former noncontrolling shareholder in Stendal.

During the nine months ended September 30, 2014, we recorded a net income tax benefit of $22.8 million, compared to a net income tax expense of $3.2 million in the same period of 2013, primarily due to the recognition of income tax loss carry-forwards associated with our Stendal mill.

We reported net income attributable to common shareholders of $109.9 million, or $1.79 per basic and $1.78 per diluted share, for the nine months ended September 30, 2014. In the nine months ended September 30, 2013, the net loss attributable to common shareholders was $16.5 million, or $0.30 per basic and diluted share.

Liquidity and Capital Resources

The following table is a summary of selected financial information as at the dates indicated:

As at September 30, 2014 As at December 31, 2013
(in thousands)
Financial Position
Cash and cash equivalents $ 239,923 $ 147,728
Working capital $ 409,409 $ 306,274
Total assets $ 1,547,916 $ 1,548,559
Long-term liabilities $ 928,079 $ 1,034,743
Total equity $ 475,116 $ 348,317

As at September 30, 2014, we had approximately €28.4 million and C$38.3 million available under our Rosenthal and Celgar revolving credit facilities, respectively.

On September 25, 2014, we amended and restated our Stendal credit facilities to provide the mill with greater financial flexibility. As part of the amendments and restatements, we made a capital investment of $20.0 million in Stendal on such date. In October 2014, we amended the revolving credit facility for our Celgar mill to extend its maturity date to May 2019 and reduce the applicable margin on interest rates for Canadian and U.S. dollar denominated balances by 0.25%.

Restricted Group

The following table is a summary of selected financial information for the Restricted Group (which, under the indenture for our 2017 9.5% Senior Notes, is comprised of Mercer International Inc., certain holding subsidiaries and our Rosenthal and Celgar mills) as at the dates indicated:

As at September 30, 2014 As at December 31, 2013
(in thousands)
Financial Position
Cash and cash equivalents $ 137,218 $ 82,910
Working capital $ 256,906 $ 211,749
Total assets $ 872,428 $ 858,824
Long-term liabilities $ 401,945 $ 394,821
Total equity $ 410,007 $ 412,033

Earnings Release Call

In conjunction with this release, Mercer International Inc. will host a conference call, which will be simultaneously broadcast live over the Internet. Management will host the call, which is scheduled for Friday, October 31, 2014 at 10:00 AM (Eastern Daylight Time). Listeners can access the conference call live and archived through November 30, 2014, over the Internet at http://www.media-server.com/m/p/zarv37tk or through a link on the Company's home page at http://www.mercerint.com. Please allow 15 minutes prior to the call to visit the site and download and install any necessary audio software.

Mercer International Inc. is a global pulp manufacturing company. To obtain further information on the company, please visit its web site at http://www.mercerint.com.

The preceding includes forward looking statements which involve known and unknown risks and uncertainties which may cause our actual results in future periods to differ materially from forecasted results. Words such as "expects", "anticipates", "projects", "intends", "designed", "will", "believes", "estimates", "may", "could" and variations of such words and similar expressions are intended to identify such forward-looking statements. Among those factors which could cause actual results to differ materially are the following: the highly cyclical nature of our business, raw material costs, our level of indebtedness, competition, foreign exchange and interest rate fluctuations, our use of derivatives, expenditures for capital projects, environmental regulation and compliance, disruptions to our production, market conditions and other risk factors listed from time to time in our SEC reports.

-FINANCIAL TABLES FOLLOW-

MERCER INTERNATIONAL INC.
INTERIM CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
September 30, December 31,
2014 2013
ASSETS
Current assets
Cash and cash equivalents $ 239,923 $ 147,728
Receivables 139,326 135,893
Inventories 154,204 170,908
Prepaid expenses and other 10,052 10,918
Deferred income tax 10,625 6,326
Total current assets 554,130 471,773
Long-term assets
Property, plant and equipment 923,993 1,038,631
Deferred note issuance costs and other 20,402 20,998
Deferred income tax 49,391 17,157
993,786 1,076,786
Total assets $ 1,547,916 $ 1,548,559
LIABILITIES
Current liabilities
Accounts payable and other $ 111,151 $ 103,814
Pension and other post-retirement benefit obligations 1,262 1,330
Debt 32,308 60,355
Total current liabilities 144,721 165,499
Long-term liabilities
Debt 815,145 919,017
Interest rate derivative liability 34,036 46,517
Pension and other post-retirement benefit obligations 32,999 35,466
Capital leases and other 21,170 19,293
Deferred income tax 24,729 14,450
928,079 1,034,743
Total liabilities 1,072,800 1,200,242
EQUITY
Shareholders' equity
Share capital 386,338 328,549
Paid-in capital 4,221 (11,756)
Retained earnings 97,009 10,815
Accumulated other comprehensive income (loss) (12,452) 31,470
Total shareholders' equity 475,116 359,078
Noncontrolling interest (deficit) -- (10,761)
Total equity 475,116 348,317
Total liabilities and equity $ 1,547,916 $ 1,548,559
MERCER INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
Three Months Ended Nine Months Ended
September 30, September 30,
2014 2013 2014 2013
Revenues
Pulp $ 276,959 $ 246,657 $ 814,947 $ 737,641
Energy and chemicals 24,651 22,561 77,540 68,062
301,610 269,218 892,487 805,703
Costs and expenses
Operating costs 222,831 220,160 689,600 682,507
Operating depreciation and amortization 19,314 19,394 58,784 58,111
59,465 29,664 144,103 65,085
Selling, general and administrative expenses 11,279 12,505 34,653 36,488
Restructuring expenses -- 3,855 -- 3,855
Operating income 48,186 13,304 109,450 24,742
Other income (expense)
Interest expense (17,456) (17,254) (52,071) (51,784)
Gain on settlement of debt 31,851 -- 31,851 --
Gain (loss) on derivative instruments 3,447 2,645 9,224 15,930
Other income (expense) (3,408) 226 (3,484) 142
Total other income (expense) 14,434 (14,383) (14,480) (35,712)
Income (loss) before income taxes 62,620 (1,079) 94,970 (10,970)
Income tax benefit (provision)
Current (1,106) (1,380) (2,633) 2,664
Deferred 30,305 133 25,424 (5,871)
Net income (loss) 91,819 (2,326) 117,761 (14,177)
Less: net income attributable to noncontrolling interest (3,482) (640) (7,812) (2,365)
Net income (loss) attributable to common shareholders $ 88,337 $ (2,966) $ 109,949 $ (16,542)
Net income (loss) per share attributable to common shareholders
Basic $ 1.38 $ (0.05) $ 1.79 $ (0.30)
Diluted $ 1.37 $ (0.05) $ 1.78 $ (0.30)
MERCER INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
Three Months Ended Nine Months Ended
September 30, September 30,
2014 2013 2014 2013
Cash flows from (used in) operating activities
Net income (loss) $ 91,819 $ (2,326) $ 117,761 $ (14,177)
Adjustments to reconcile net income (loss) to cash flows from operating activities
Gain on settlement of debt (31,851) -- (31,851) --
Unrealized loss (gain) on derivative instruments (3,447) (3,200) (9,224) (16,830)
Depreciation and amortization 19,397 19,476 59,035 58,363
Deferred income taxes (30,305) (133) (25,424) 5,871
Stock compensation expense 592 821 923 1,573
Pension and other post-retirement expense, net of funding (507) 165 (82) 602
Other 5,890 616 7,394 3,444
Changes in working capital
Receivables (14,439) (870) (17,254) 14,952
Inventories (147) (20,058) 5,186 (9,690)
Accounts payable and accrued expenses 19 11,973 14,199 23,831
Other (172) 76 (2,846) (8,449)
Net cash from (used in) operating activities 36,849 6,540 117,817 59,490
Cash flows from (used in) investing activities
Purchase of property, plant and equipment (9,418) (9,298) (22,135) (38,692)
Purchase of intangible assets (1,135) -- (3,590) --
Other (418) 307 (145) 327
Net cash from (used in) investing activities (10,971) (8,991) (25,870) (38,365)
Cash flows from (used in) financing activities
Repayment of debt (14,683) (29,994) (45,224) (56,414)
Proceeds from issuance of notes and borrowings of debt -- 52,250 -- 74,473
Proceeds from issuance of shares (84) -- 53,858 --
Repayment of capital lease obligations (580) (526) (1,772) (1,972)
Proceeds from sale and lease-back transactions -- -- 1,047 --
Proceeds from (repayment of) credit facilities, net -- (16,094) -- 966
Payment of note issuance costs (592) (2,364) (592) (2,364)
Proceeds from government grants 2,028 -- 6,086 5,413
Net cash from (used in) financing activities (13,911) 3,272 13,403 20,102
Effect of exchange rate changes on cash and cash equivalents (13,067) 5,865 (13,155) 2,917
Net increase (decrease) in cash and cash equivalents (1,100) 6,686 92,195 44,144
Cash and cash equivalents, beginning of period 241,023 174,897 147,728 137,439
Cash and cash equivalents, end of period $ 239,923 $ 181,583 $ 239,923 $ 181,583

MERCER INTERNATIONAL INC. RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE Combined Condensed Balance Sheets (Unaudited) (In thousands)

The terms of the indenture governing our 9.5% senior unsecured notes requires that we provide the results of operations and financial condition of Mercer International Inc. and our restricted subsidiaries under the indenture, collectively referred to as the "Restricted Group". As at and during the three and nine months ended September 30, 2014 and 2013, the Restricted Group was comprised of Mercer International Inc., certain holding subsidiaries and our Rosenthal and Celgar mills. The Restricted Group excludes the Stendal mill.

September 30, 2014
Restricted Unrestricted Consolidated
Group Subsidiaries Eliminations Group
ASSETS
Current assets
Cash and cash equivalents $ 137,218 $ 102,705 $ -- $ 239,923
Receivables 73,567 65,759 -- 139,326
Inventories 96,399 57,805 -- 154,204
Prepaid expenses and other 6,553 3,499 -- 10,052
Deferred income tax 3,645 6,980 -- 10,625
Total current assets 317,382 236,748 -- 554,130
Long-term assets
Property, plant and equipment 380,964 543,029 -- 923,993
Deferred note issuance costs and other 10,409 9,993 -- 20,402
Deferred income tax 15,286 34,105 -- 49,391
Due from unrestricted group 148,387 -- (148,387) --
Total assets $ 872,428 $ 823,875 $ (148,387) $ 1,547,916
LIABILITIES
Current liabilities
Accounts payable and other $ 59,214 $ 51,937 $ -- $ 111,151
Pension and other post-retirement benefit obligations 1,262 -- -- 1,262
Debt -- 32,308 -- 32,308
Total current liabilities 60,476 84,245 -- 144,721
Long-term liabilities
Debt 335,995 479,150 -- 815,145
Due to restricted group -- 148,387 (148,387) --
Interest rate derivative liability -- 34,036 -- 34,036
Pension and other post-retirement benefit obligations 32,999 -- -- 32,999
Capital leases and other 8,222 12,948 -- 21,170
Deferred income tax 24,729 -- -- 24,729
Total liabilities 462,421 758,766 (148,387) 1,072,800
EQUITY
Total shareholders' equity (deficit) 410,007 65,109 -- 475,116
Total liabilities and equity $ 872,428 $ 823,875 $ (148,387) $ 1,547,916
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Balance Sheets
(Unaudited)
(In thousands)
December 31, 2013
Restricted Unrestricted Consolidated
Group Subsidiaries Eliminations Group
ASSETS
Current assets
Cash and cash equivalents $ 82,910 $ 64,818 $ -- $ 147,728
Receivables 75,987 59,906 -- 135,893
Inventories 93,807 77,101 -- 170,908
Prepaid expenses and other 7,742 3,176 -- 10,918
Deferred income tax 3,273 3,053 -- 6,326
Total current assets 263,719 208,054 -- 471,773
Long-term assets
Property, plant and equipment 420,373 618,258 -- 1,038,631
Deferred note issuance costs and other 10,987 10,011 -- 20,998
Deferred income tax 9,894 7,263 -- 17,157
Due from unrestricted group 153,851 -- (153,851) --
Total assets $ 858,824 $ 843,586 $ (153,851) $ 1,548,559
LIABILITIES
Current liabilities
Accounts payable and other $ 49,891 $ 53,923 $ -- $ 103,814
Pension and other post-retirement benefit obligations 1,330 -- -- 1,330
Debt 749 59,606 -- 60,355
Total current liabilities 51,970 113,529 -- 165,499
Long-term liabilities
Debt 336,382 582,635 -- 919,017
Due to restricted group -- 153,851 (153,851) --
Interest rate derivative liability -- 46,517 -- 46,517
Pension and other post-retirement benefit obligations 35,466 -- -- 35,466
Capital leases and other 8,523 10,770 -- 19,293
Deferred income tax 14,450 -- -- 14,450
Total liabilities 446,791 907,302 (153,851) 1,200,242
EQUITY
Total shareholders' equity (deficit) 412,033 (52,955) -- 359,078
Noncontrolling interest (deficit) -- (10,761) -- (10,761)
Total liabilities and equity $ 858,824 $ 843,586 $ (153,851) $ 1,548,559
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Operations
(Unaudited)
(In thousands)
Three Months Ended September 30, 2014
Restricted Unrestricted Consolidated
Group Subsidiaries Eliminations Group
Revenues
Pulp $ 151,050 $ 125,909 $ -- $ 276,959
Energy and chemicals 8,119 16,532 -- 24,651
159,169 142,441 -- 301,610
Operating costs 119,790 103,041 -- 222,831
Operating depreciation and amortization 10,507 8,807 -- 19,314
Selling, general and administrative expenses 6,748 4,531 -- 11,279
137,045 116,379 -- 253,424
Operating income 22,124 26,062 -- 48,186
Other income (expense)
Interest expense (8,559) (9,032) 135 (17,456)
Gain on settlement of debt -- 31,851 -- 31,851
Gain (loss) on derivative instruments -- 3,447 -- 3,447
Other income (expense) (3,457) 184 (135) (3,408)
Total other income (expense) (12,016) 26,450 -- 14,434
Income (loss) before income taxes 10,108 52,512 -- 62,620
Income tax benefit (provision) (1,136) 30,335 -- 29,199
Net income (loss) 8,972 82,847 -- 91,819
Less: net income attributable to noncontrolling interest -- (3,482) -- (3,482)
Net income (loss) attributable to common shareholders $ 8,972 $ 79,365 $ -- $ 88,337
Three Months Ended September 30, 2013
Restricted Unrestricted Consolidated
Group Subsidiaries Eliminations Group
Revenues
Pulp $ 140,193 $ 106,464 $ -- $ 246,657
Energy and chemicals 7,871 14,690 -- 22,561
148,064 121,154 -- 269,218
Operating costs 120,408 99,752 -- 220,160
Operating depreciation and amortization 10,777 8,617 -- 19,394
Selling, general and administrative expenses 7,433 5,072 -- 12,505
Restructuring expenses 3,855 -- 3,855
142,473 113,441 -- 255,914
Operating income 5,591 7,713 -- 13,304
Other income (expense)
Interest expense (8,204) (11,232) 2,182 (17,254)
Gain (loss) on derivative instruments (1,400) 4,045 -- 2,645
Other income (expense) 2,371 37 (2,182) 226
Total other income (expense) (7,233) (7,150) -- (14,383)
Income (loss) before income taxes (1,642) 563 -- (1,079)
Income tax benefit (provision) (1,439) 192 -- (1,247)
Net income (loss) (3,081) 755 -- (2,326)
Less: net income attributable to noncontrolling interest -- (640) -- (640)
Net income (loss) attributable to common shareholders $ (3,081) $ 115 $ -- $ (2,966)
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Operations
(Unaudited)
(In thousands)
Nine Months Ended September 30, 2014
Restricted Group Unrestricted Subsidiaries Eliminations Consolidated Group
Revenues
Pulp $ 428,479 $ 386,468 $ -- $ 814,947
Energy and chemicals 24,649 52,891 -- 77,540
453,128 439,359 -- 892,487
Operating costs 353,201 336,399 -- 689,600
Operating depreciation and amortization 31,712 27,072 -- 58,784
Selling, general and administrative expenses 21,846 12,807 -- 34,653
406,759 376,278 -- 783,037
Operating income 46,369 63,081 -- 109,450
Other income (expense)
Interest expense (25,625) (26,861) 415 (52,071)
Gain on settlement of debt -- 31,851 -- 31,851
Gain (loss) on derivative instruments -- 9,224 -- 9,224
Other income (expense) (3,319) 250 (415) (3,484)
Total other income (expense) (28,944) 14,464 -- (14,480)
Income (loss) before income taxes 17,425 77,545 -- 94,970
Income tax benefit (provision) (6,921) 29,712 -- 22,791
Net income (loss) 10,504 107,257 -- 117,761
Less: net income attributable to noncontrolling interest -- (7,812) -- (7,812)
Net income (loss) attributable to common shareholders $ 10,504 $ 99,445 $ -- $ 109,949
Nine Months Ended September 30, 2013
Restricted Unrestricted Consolidated
Group Subsidiaries Eliminations Group
Revenues
Pulp $ 410,500 $ 327,141 $ -- $ 737,641
Energy and chemicals 25,118 42,944 -- 68,062
435,618 370,085 -- 805,703
Operating costs 374,033 308,474 -- 682,507
Operating depreciation and amortization 32,383 25,728 -- 58,111
Selling, general and administrative expenses 22,355 14,133 -- 36,488
Restructuring expenses 3,855 -- -- 3,855
432,626 348,335 -- 780,961
Operating income 2,992 21,750 -- 24,742
Other income (expense)
Interest expense (23,634) (34,662) 6,512 (51,784)
Gain (loss) on derivative instruments (2,407) 18,337 -- 15,930
Other income (expense) 6,516 138 (6,512) 142
Total other income (expense) (19,525) (16,187) -- (35,712)
Income (loss) before income taxes (16,533) 5,563 -- (10,970)
Income tax benefit (provision) (3,576) 369 -- (3,207)
Net income (loss) (20,109) 5,932 -- (14,177)
Less: net income attributable to noncontrolling interest -- (2,365) -- (2,365)
Net income (loss) attributable to common shareholders $ (20,109) $ 3,567 $ -- $ (16,542)
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Cash Flows
(Unaudited)
(In thousands)
Three Months Ended September 30, 2014
Restricted Unrestricted Consolidated
Group Subsidiaries Group
Cash flows from (used in) operating activities
Net income (loss) $ 8,972 $ 82,847 $ 91,819
Adjustments to reconcile net income (loss) to cash flows from operating activities
Gain on settlement of debt -- (31,851) (31,851)
Unrealized loss (gain) on derivative instruments -- (3,447) (3,447)
Depreciation and amortization 10,590 8,807 19,397
Deferred income taxes 980 (31,285) (30,305)
Stock compensation expense 592 -- 592
Pension and other post-retirement expense, net of funding (507) -- (507)
Other 3,400 2,490 5,890
Changes in working capital
Receivables (8,241) (6,198) (14,439)
Inventories 1,732 (1,879) (147)
Accounts payable and accrued expenses 1,333 (1,314) 19
Other(1) (4,034) 3,862 (172)
Net cash from (used in) operating activities 14,817 22,032 36,849
Cash flows from (used in) investing activities
Purchase of property, plant and equipment (8,450) (968) (9,418)
Capital contribution (20,000) 20,000 --
Purchase of intangible assets (688) (447) (1,135)
Other (417) (1) (418)
Net cash from (used in) investing activities (29,555) 18,584 (10,971)
Cash flows from (used in) financing activities
Repayment of debt -- (14,683) (14,683)
Proceeds from issuance of shares (84) -- (84)
Repayment of capital lease obligations (187) (393) (580)
Payment of note issuance costs -- (592) (592)
Proceeds from government grants -- 2,028 2,028
Net cash from (used in) financing activities (271) (13,640) (13,911)
Effect of exchange rate changes on cash and cash equivalents (5,191) (7,876) (13,067)
Net increase (decrease) in cash and cash equivalents (20,200) 19,100 (1,100)
Cash and cash equivalents, beginning of period 157,418 83,605 241,023
Cash and cash equivalents, end of period $ 137,218 $ 102,705 $ 239,923
(1) Includes intercompany working capital related transactions.
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Cash Flows
(Unaudited)
(In thousands)
Three Months Ended September 30, 2013
Restricted Unrestricted Consolidated
Group Subsidiaries Group
Cash flows from (used in) operating activities
Net income (loss) $ (3,081) $ 755 $ (2,326)
Adjustments to reconcile net income (loss) to cash flows from operating activities
Unrealized loss (gain) on derivative instruments 845 (4,045) (3,200)
Depreciation and amortization 10,859 8,617 19,476
Deferred income taxes (145) 12 (133)
Stock compensation expense 821 -- 821
Pension and other post-retirement expense, net of funding 165 -- 165
Other 102 514 616
Changes in working capital
Receivables (4,373) 3,503 (870)
Inventories (7,037) (13,021) (20,058)
Accounts payable and accrued expenses 3,350 8,623 11,973
Other(1) (3,537) 3,613 76
Net cash from (used in) operating activities (2,031) 8,571 6,540
Cash flows from (used in) investing activities
Purchase of property, plant and equipment (2,917) (6,381) (9,298)
Acquisition of noncontrolling interest (20,000) 20,000 --
Other 256 51 307
Net cash from (used in) investing activities (22,661) 13,670 (8,991)
Cash flows from (used in) financing activities
Repayment of debt (721) (29,273) (29,994)
Proceeds from issuance of notes and borrowings of debt 52,250 -- 52,250
Repayment of capital lease obligations (162) (364) (526)
Proceeds from (repayment of) credit facilities, net (16,094) -- (16,094)
Payment of note issuance costs (1,721) (643) (2,364)
Net cash from (used in) financing activities 33,552 (30,280) 3,272
Effect of exchange rate changes on cash and cash equivalents 2,371 3,494 5,865
Net increase (decrease) in cash and cash equivalents 11,231 (4,545) 6,686
Cash and cash equivalents, beginning of period 90,376 84,521 174,897
Cash and cash equivalents, end of period $ 101,607 $ 79,976 $ 181,583
(1) Includes intercompany working capital related transactions.
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Cash Flows
(Unaudited)
(In thousands)
Nine Months Ended September 30, 2014
Restricted Group Unrestricted Subsidiaries Consolidated Group
Cash flows from (used in) operating activities
Net income (loss) $ 10,504 $ 107,257 $ 117,761
Adjustments to reconcile net income (loss) to cash flows from operating activities
Gain on settlement of debt -- (31,851) (31,851)
Unrealized loss (gain) on derivative instruments -- (9,224) (9,224)
Depreciation and amortization 31,963 27,072 59,035
Deferred income taxes 5,861 (31,285) (25,424)
Stock compensation expense 923 -- 923
Pension and other post-retirement expense, net of funding (82) -- (82)
Other 3,983 3,411 7,394
Changes in working capital
Receivables (3,529) (13,725) (17,254)
Inventories (8,610) 13,796 5,186
Accounts payable and accrued expenses 13,619 580 14,199
Other(1) (10,597) 7,751 (2,846)
Net cash from (used in) operating activities 44,035 73,782 117,817
Cash flows from (used in) investing activities
Purchase of property, plant and equipment (16,981) (5,154) (22,135)
Capital contribution (20,000) 20,000 --
Purchase of intangible assets (1,891) (1,699) (3,590)
Other (202) 57 (145)
Net cash from (used in) investing activities (39,074) 13,204 (25,870)
Cash flows from (used in) financing activities
Repayment of debt (744) (44,480) (45,224)
Proceeds from issuance of shares 53,858 -- 53,858
Repayment of capital lease obligations (661) (1,111) (1,772)
Proceeds from sale and lease-back transactions 1,047 -- 1,047
Payment of note issuance costs -- (592) (592)
Proceeds from government grants 832 5,254 6,086
Net cash from (used in) financing activities 54,332 (40,929) 13,403
Effect of exchange rate changes on cash and cash equivalents (4,985) (8,170) (13,155)
Net increase (decrease) in cash and cash equivalents 54,308 37,887 92,195
Cash and cash equivalents, beginning of year 82,910 64,818 147,728
Cash and cash equivalents, end of year $ 137,218 $ 102,705 $ 239,923
(1) Includes intercompany working capital related transactions.
MERCER INTERNATIONAL INC.
RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
Combined Condensed Statements of Cash Flows
(Unaudited)
(In thousands)
Nine Months Ended September 30, 2013
Restricted Unrestricted Consolidated
Group Subsidiaries Group
Cash flows from (used in) operating activities
Net income (loss) $ (20,109) $ 5,932 $ (14,177)
Adjustments to reconcile net income (loss) to cash flows from operating activities
Unrealized loss (gain) on derivative instruments 1,507 (18,337) (16,830)
Depreciation and amortization 32,635 25,728 58,363
Deferred income taxes 1,725 4,146 5,871
Stock compensation expense 1,573 -- 1,573
Pension and other post-retirement expense, net of funding 602 -- 602
Other 1,025 2,419 3,444
Changes in working capital
Receivables 9,451 5,501 14,952
Inventories 3,958 (13,648) (9,690)
Accounts payable and accrued expenses 14,681 9,150 23,831
Other(1) (14,886) 6,437 (8,449)
Net cash from (used in) operating activities 32,162 27,328 59,490
Cash flows from (used in) investing activities
Purchase of property, plant and equipment (9,810) (28,882) (38,692)
Acquisition of noncontrolling interest (20,000) 20,000 --
Other 273 54 327
Net cash from (used in) investing activities (29,537) (8,828) (38,365)
Cash flows from (used in) financing activities
Repayment of debt (1,457) (54,957) (56,414)
Proceeds from issuance of notes and borrowings of debt 52,250 22,223 74,473
Repayment of capital lease obligations (482) (1,490) (1,972)
Proceeds from (repayment of) credit facilities, net 966 -- 966
Payment of note issuance costs (1,721) (643) (2,364)
Proceeds from government grants -- 5,413 5,413
Net cash from (used in) financing activities 49,556 (29,454) 20,102
Effect of exchange rate changes on cash and cash equivalents 1,019 1,898 2,917
Net increase (decrease) in cash and cash equivalents 53,200 (9,056) 44,144
Cash and cash equivalents, beginning of period 48,407 89,032 137,439
Cash and cash equivalents, end of period $ 101,607 $ 79,976 $ 181,583
(1) Includes intercompany working capital related transactions.

MERCER INTERNATIONAL INC.

COMPUTATION OF OPERATING EBITDA (Unaudited) (In thousands)

Operating EBITDA is defined as operating income (loss) plus depreciation and amortization and non-recurring capital asset impairment charges. Management uses Operating EBITDA as a benchmark measurement of its own operating results, and as a benchmark relative to its competitors. Management considers it to be a meaningful supplement to operating income (loss) as a performance measure primarily because depreciation expense and non-recurring capital asset impairment charges are not an actual cash cost, and depreciation expense varies widely from company to company in a manner that management considers largely independent of the underlying cost efficiency of their operating facilities. In addition, we believe Operating EBITDA is commonly used by securities analysts, investors and other interested parties to evaluate our financial performance.

Operating EBITDA does not reflect the impact of a number of items that affect our net income (loss), including financing costs and the effect of derivative instruments. Operating EBITDA is not a measure of financial performance under GAAP, and should not be considered as an alternative to net income (loss) or income (loss) from operations as a measure of performance, nor as an alternative to net cash from operating activities as a measure of liquidity. The following tables set forth the net income (loss) attributable to common shareholders to Operating EBITDA for both the consolidated group and our Restricted Group:

Three Months Ended September 30, Nine Months Ended September 30,
2014 2013 2014 2013
Net income (loss) attributable to common shareholders $ 88,337 $ (2,966) $ 109,949 $ (16,542)
Net income attributable to noncontrolling interest 3,482 640 7,812 2,365
Income tax (benefit) provision (29,199) 1,247 (22,791) 3,207
Interest expense 17,456 17,254 52,071 51,784
(Gain) loss on settlement of debt (31,851) (31,851)
(Gain) loss on derivative instruments (3,447) (2,645) (9,224) (15,930)
Other (income) expense 3,408 (226) 3,484 (142)
Operating income 48,186 13,304 109,450 24,742
Add: Depreciation and amortization 19,397 19,476 59,035 58,363
Operating EBITDA $ 67,583 $ 32,780 $ 168,485 $ 83,105
Three Months Ended September 30, Nine Months Ended September 30,
2014 2013 2014 2013
Restricted Group
Net income (loss) $ 8,972 $ (3,081) $ 10,504 $ (20,109)
Income tax provision 1,136 1,439 6,921 3,576
Interest expense 8,559 8,204 25,625 23,634
Loss on derivative instruments 1,400 2,407
Other (income) expense 3,457 (2,371) 3,319 (6,516)
Operating income 22,124 5,591 46,369 2,992
Add: Depreciation and amortization 10,590 10,859 31,963 32,635
Operating EBITDA $ 32,714 $ 16,450 $ 78,332 $ 35,627
CONTACT: APPROVED BY:

         Jimmy S.H. Lee
         Chairman, CEO & President
         (604) 684-1099

         David M. Gandossi
         Executive Vice-President,
         Chief Financial Officer & Secretary
         (604) 684-1099

Source: Mercer International Inc.

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