Clearwater Paper Corporation March 2018 Exhibit 99.1
Forward-Looking Statements This presentation contains, in addition to historical information, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding operating and free cash flow, capital structure and allocation, shareholder returns and value, market position, North American tissue demand and production capacity, private label tissue segment, U.S. paperboard demand and production capacity, backlogs, value drivers and challenges, pulp supply, costs and benefits associated with Shelby expansion, completion of Shelby expansion, business strategies, objectives and goals, return on invested capital, debt levels, retail channels, timing and benefits associated with strategic capital investments and operational improvements, including cost savings, and financial models. Words such as “anticipate,” “expect,” “intend,” “will,” “plan,” ”on-track,” “goals,” “objectives,” “target,” “project,” “believe,” “schedule,” “estimate,” “may,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are based on management’s updated expectations, estimates, assumptions and projections that are subject to change. Our actual results of operations may differ materially from those expressed or implied by the forward-looking statements contained in this presentation. Important factors that could cause or contribute to such differences include the risks and uncertainties described from time to time in the company's public filings with the Securities and Exchange Commission, as well as the following: competitive pricing pressures for our products, including as a result of increased capacity as additional manufacturing facilities are operated by our competitors; the loss of, changes in prices in regards to, or reductions in orders from a significant customer; changes in customer product preferences and competitors' product offerings; our ability to successfully implement our operational efficiencies and cost savings strategies; our ability to execute on our expansion strategies, including on-time completion of our planned new tissue manufacturing operations in Shelby, North Carolina; customer acceptance and timing and quantity of purchases of our tissue products, including the existence of sufficient demand for and the quality of tissue produced by our expanded Shelby, North Carolina operations when they are completed; changes in the U.S. and international economies and in general economic conditions in the regions and industries in which we operate; labor disruptions; changes in transportation costs and disruptions in transportation services; changes in the cost and availability of wood fiber and wood pulp; manufacturing or operating disruptions, including IT system and IT system implementation failures, equipment malfunction and damage to our manufacturing facilities; changes in costs for and availability of packaging supplies, chemicals, energy and maintenance and repairs; cyclical industry conditions; changes in expenses and required contributions associated with our pension plans; environmental liabilities or expenditures; cyber-security risks; reliance on a limited number of third-party suppliers for raw materials; our inability to service our debt obligations; restrictions on our business from debt covenants and terms; and changes in laws, regulations or industry standards affecting our business Forward-looking statements contained in this presentation present management’s views only as of the date of this presentation. We undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise.
- Company overview - Why Clearwater Paper? - Strategy - Consumer products overview - pulp and paperboard overview AGENDA
Company Overview - Our Business CLEARWATER PAPER (NYSE: CLW) Publicly-traded since 2008 (NYSE: CLW) with over 70 years of operating history Market capitalization of $609,000,000 as of March 23, 2018 with 16.4 million shares outstanding Investor base largely composed of small-cap, low-turnover, value, growth and index investors 2017 Net Sales Consumer Products 54% Pulp & Paperboard 46% 6 plants nationally: 413,000 tons of tissue production capacity 370,000 tons of conversion capacity One of the largest North American manufacturers of private label tissue products distributed nationwide Pulp and Paperboard 2 plants nationally: 890,000 tons of pulp production capacity 825,000 tons of paperboard production capacity 5 sheeting plants with 193,000 tons of capacity Leading manufacturer of Solid Bleached Sulfate paperboard (SBS) with diverse end markets: Packaging for premium consumer goods, pharmaceuticals, food and liquid, Food service plates, cups and folding cartons Consumer Products
Why Clearwater Paper? We are a leader in the growing North American private label tissue segment Approximately 1/3 market share in private label1 National footprint allowing for appropriate scale and partnership with major retailers vs. competitors who are primarily regional We are well positioned in the North American SBS high-end packaging segment Only non-integrated SBS manufacturer Top 5 SBS manufacturer in North America We generate strong and growing operating cash flow 10% of revenues in 2017 8.5% CAGR since 2014 Proven capability to drive efficiency and productivity to insure costs are aligned with “best in class” manufacturers We are balanced allocators of capital Strategic capital investments Meaningful return of cash to shareholders Target debt ratio 2.5 – 4.0 times Adjusted EBITDA2 1 Data Source: IRI Worldwide POS Scan Data through Dec. 31, 2017 2 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure.
1 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure. Strong Cash Flow Cash Flow From Operations (CFFO) as % of Revenues improved from 7.1% in 2014 to 10.3% in 2017 Revenues declined from 2014 due to sale of Specialty mills CFFO CAGR = 8.5% Discretionary Free Cash Flow1 CAGR = 15.9%
1 As of year-end. Balanced Capital Allocation 2011-2017 Repurchased 34% of total shares outstanding from 2011 through 2017 Continued investment in the business while returning capital to investors Capital Allocation 2011-2017 2011–2017 Capex 31% TAD Expansion & Strategic Capex 41% Stock Repurchase 28% Cumulative Shares Repurchased1 Total Shares Outstanding1
STRATEGY New graphic?
Our Strategy to Create Shareholder Value 1 Non-GAAP measure – See Appendix for the definition. Enhance our leading position in at home private label tissue Aggressively reduce cost structure through capital enabled and organic projects Protect SBS paperboard business and industry leading margins Maintain a prudent capital structure, achieve financial model and provide shareholders with attractive returns
Enhance Leading Private Label Position New Ultra-Quality Tissue Capacity Coming On-line Q1-2019 Adding capacity to meet market demand for fastest growing ultra-tier segment Clearwater Paper’s existing ultra-tier capacity is sold-out Current customers expected to account for 50% of incremental capacity to meet their growth plans and forecasts Leverage Positive Consumer Trends Strong momentum behind acceptance of private label tissue by consumers Private label tissue represents 25% of the market and growing Remain Well Positioned In Emerging Retail Channels Clearwater Paper is well positioned in the new and emerging retail channels In 2017, added new customers in growing channels of club, limited assortment retail and e-Commerce Well established strategic partnerships with customers National Footprint Clearwater Paper’s unique position with a national manufacturing footprint provides the appropriate scale for partnerships with major retailers vs. competitors who are primarily regional.
Aggressively Reduce Cost Structure Achieve Cross-Cycle Financial Model Resetting Consumer Products Cost Structure Strategic transformation began in 2015 Position Clearwater Paper as a cost-efficient, agile and strategic partner to customers Improve our network of assets to aggressively control cost and generate incremental cash Continue to drive efficiency and productivity gains to insure costs are aligned with “best in class” manufacturers and to offset wage and other areas of inflation while driving share gains $95 million of Cost Savings Achieved Since 2015 Warehouse automation Lean Six Sigma and Total Productive Manufacturing discipline Reduced SKUs by 50% On Track to Achieve $35 - $40 million of Incremental Cost Savings Pulp digester investment expected to yield 50K additional annual tons of softwood pulp used in tissue Competitive cost advantage from vertical integration of softwood pulp $20 million in potential SG&A Savings Identified Helps offset raw material cost inflation for pulp, wood fiber, transportation and chemicals
Cross Cycle Financial Model 1 Net sales for the twelve months ending December 31, 2016 and 2017 were $1,7354.8M and $1,730.4M, respectively. 2 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure. TWELVE MONTHS ENDING December 31, 2016 2017 100% 100% 14.2% 12.1% (6.9%) (7.0%) 7.2% 5.2% 3.4% 2.2% 12.4% 11.0%
2018 Focus Path for Achieving a 15% Adjusted EBITDA Cross Cycle Target Margin1 1 Non-GAAP measure – See Appendix for the definition. GOAL Implement corporate SG&A cost savings of at least $20M GOAL Identify additional opportunities to reduce costs in consumer business GOAL Complete construction of plant expansion at Shelby, NC GOAL Deliver $30M Annual Run-Rate cost savings from pulp digester
Protect Paperboard Business and Industry Leading Margins Maintain Top 5 Position in SBS Paperboard Well diversified product applications for SBS Packaging of premium consumer goods Pharmaceuticals Food and liquid products Food service folding cartons, cup and plate Stable demand and improving market conditions for SBS Leverage Unique Position as the Only Non-Integrated SBS Paperboard Manufacturer Win through product innovation and development Customer access to provide converting solutions Deliver 19%+ Cross-Cycle Financial Margins Adjusted EBITDA margins1 averaged 19.1 % since 2014 Pulp digester investment to provide cost savings through higher yield and improved quality of pulp Improve cost and effectiveness of operating processes to generate incremental cash 1 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure.
Maintain Prudent Capital Structure Provide Return on Invested Capital Continue to Generate Strong Operating Cash Flow Cash flow from operations CAGR = 8.5% since 2014 Strong cash flow from operations has helped to fund capital projects Sold non-core assets and used proceeds to fund strategic capital projects Shutdown higher cost paper machines and closed less efficient converting sites Improvements in working capital led to 22 days improvement in cash conversion cycle since 2014 Prioritize Use of Cash Fund expansion of Shelby, NC for new tissue machine, converting equipment and warehouse Reduce bank debt to return leverage to normalized level between 2.5 and 3.0 times Adjusted EBITDA1 Return cash to shareholders Executed $395 million in share repurchases from 2011 through 2017 Reduced shares outstanding by 34% Generate ROIC Greater Than Our Cost of Capital Strategic capital investments for long-term growth 1 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure.
Clearwater Paper Consumer Products 16
Despite the historical fluctuations in capacity, the tissue market has grown an average of ~1% annually since 1996, consistent with population growth. Supply comes online in large blocks and it generally takes 12-18 months for demand to catch up 1Source: RISI estimates as of December 2017, U.S. Population per U.S. Census December 2010 and latest U.S. Census estimates 2Source: RISI and Sofidel America press release dated March 16, 2018 Consumer Products – Market Drivers U.S. Tissue Demand (Indexed) 1 U.S. Population (mm) 1 North America Change in Capacity (000s Tons)2
Consumer Products – U.S. Private Label Tissue Landscape Private Label Market Share of Total U.S. ($) 2017 U.S. Retail Tissue Industry Product Mix 2017 Bath Tissue 54% Paper Towels 32% Facial Tissue 10% Napkins 4% Source: IRI Worldwide through week ending December 31, 2017 2013 2014 2015 2016 2017 Bath Tissue Paper Towels Facial Tissue Napkins Total Private Label 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 Bath tissue and paper towels represent 86% of the market and the largest opportunity for growth in private label.
Consumer Products – Capacity and Retail Channels ● Clearwater Paper Tissue Parent Roll ● Clearwater Paper Tissue Converting 1 Annual capacity is an estimate based on assumptions and judgement concerning, among other things, both market demand and product mix, which changes from time-to-time. 2 IRI Panel data for Retail channel share by dollar amount sold through week ending December 31, 2017. 3 Company sales data. Change in Industry Retail Channel Mix U.S. Tissue Industry Retail Channel Mix2 2011 2017 Grocery 37% 32% Mass 28% 29% Club 22% 24% Drug 7% 4% Dollar 3% 4% All Other 3% 7% Clearwater Paper Focus on Diversifying Channel Mix Clearwater Paper Retail Channel Mix3 2011 2017 Grocery 82% 64% Mass 10% 24% Club 0% 1% Drug 2% 1% Dollar 6% 8% All Other 0% 2% Lewiston,ID Las Vegas,NV Shelby, NC Elwood, IL Neenah, WI Lady Smith, WI 415,000 tons of Tissue Production Capacity1 370,000 tons of Conversion Capacity1
LEADING PRIVATE LABEL TISSUE MANUFACTURER Growth opportunity in private label market share gains Potential for supply expansion to outpace demand Facility expansion expected to meet market demand for fastest growing ultra-tier segment HIGH-QUALITY BRAND EQUIVALENT TISSUE PRODUCTS Nationwide footprint, strategic customer partnerships and ability to provide all quality tiers and product categories Changing retail landscape: Consolidation New entrants e-Commerce Well positioned in new and emerging distribution channels Strategic customer partnerships High quality product offering LARGELY INTEGRATED softwood PULP AND TISSUE OPERATIONS Competitive cost advantage and stable pulp supply Raw material cost inflation: Pulp Transportation Chemicals Aggressively and proactively reduce operating costs and SG&A Improve network efficiencies Key Value Drivers & Challenges Key Value Drivers Challenges Action/Mitigant
Clearwater Paper Pulp and Paperboard
Paperboard Demand Expected to Remain Stable U.S. Bleached Paperboard total production (Indexed)1 Source: RISI estimates as of March 2018 ¹ Actual and estimated production was obtained from RISI – Total tons bleached paperboard produced in US ² Average price per short ton of 16 pt. SBS folding carton. Price estimates are published RISI transaction prices. DEMAND FOR SBS PRODUCED IN THE UNITED STATES EXPECTED TO REMAIN STABLE THROUGH 2019 North American industry backlogs have improved in early 2018 European SBS imports are forecasted to be flat for 2018 RISI’s revised outlook for 2018 U.S. export volumes is growth of 5.1% SBS price increase of $30-$40 was reported by RISI in March 2018 We expect Sappi Somerset start up in 2nd quarter to create moderate market pressure in the second half of 2018 Secular trend away from foam (polystyrene) food service products continues (Ex. Dunkin Donuts moved to paper cups) U.S. Bleached Paperboard Price ($/short ton)2 U.S. GDP % Change 1,2
Source: Company estimates, RISI, AF&PA 1 Annual capacity is an estimate based on assumptions and judgement concerning, among other things, both market demand and product mix, which changes from time-to time. 2 Represents ~5.7 million tons. 3 Based on RISI capacity data 2017 North American Bleached Paperboard Production by Type1 2017 Folding Carton 44% Cup, Food Service & Plate 27% Liquid Packaging 24% All Other 5% 2017 North American Bleached Paperboard Market Share2 2017 WestRock 31% Graphic Packaging (formerly I.P.) 20% Georgia Pacific 16% Evergreen 14% Clearwater Paper 13% Nippon Paper 5% Rayonier Paperboard 1% ● Clearwater Paper Pulp ● Clearwater Paper SBS ● Manchester SBS Sheeting Lewiston Mill ID Cypress Bend Mill AR Dallas TX Richmond VA Wilkes-Barre PA Mendon MI Hagerstown IN Pulp and Paperboard – Overview 908,000 tons of pulp production capacity1 825,000 tons of paperboard production capacity1 193,000 tons of sheeting capacity1
Leading supplier of high quality premium bleached board Diversified end market applications Raw material cost inflation Wood Fiber Transportation Chemicals $160M investment in pulp digester Expected annual cost savings $30-$35M Higher yield and improved quality pulp Long-standing customer relationships Strategic non-integrated supplier partnerships Consolidation and vertical integration of converters Unique value proposition to customers as a non-integrated SBS manufacturer Strategically positioned pulp and paperboard facilities Efficient nationwide service model New competitors and Folding Box Board imports High-quality products, service, innovative product development and converting solutions Key Value Drivers Challenges Action/Mitigant Key Value Drivers & Challenges
Appendix
Definitions of Non-GAAP Measures Clearwater Paper Definitions of Non-GAAP Measures EBITDA is a non-GAAP measure that Clearwater Paper management uses as a supplemental performance measure to evaluate the cash generating capacity of Clearwater Paper. The most directly comparable GAAP measure is net earnings (loss). EBITDA, as defined by Clearwater Paper management, is net earnings (loss) adjusted for net interest expense, income taxes, and depreciation and amortization. It should not be considered as an alternative to net earnings computed under GAAP. Adjusted EBITDA is a non-GAAP measure that Clearwater Paper management defines as EBITDA adjusted for items that we do not believe are indicative of our core operating performance. The most directly comparable GAAP measure is net earnings (loss). It should not be considered as an alternative to net earnings computed under GAAP.
Definitions of Non-GAAP Measures Clearwater Paper Definitions of Non-GAAP Measures Discretionary Free Cash Flow is a non-GAAP measure that Clearwater Paper management defines as net cash provided by operating activities less payments for maintenance capital expenditures. Management uses free cash flow to help assess the cash generation ability of the company and funds available for investing activities such as acquisitions, investing in the business to drive growth, and financing activities, including debt payments and share repurchases. Discretionary Free Cash Flow does not represent cash available only for discretionary expenditures, since the company has mandatory debt service requirements and other contractual and non-discretionary expenditures. In addition, Discretionary Free Cash Flow may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. The most directly comparable GAAP measure is cash flow from operations. It should not be considered as an alternative to cash flow from operations computed under GAAP.
Reconciliation of GAAP to Non-GAAP: Clearwater Paper EBITDA1 and Adjusted EBITDA1 ¹ Non-GAAP measure – See Appendix for the definition. 2 Interest expense, net for 2009, 2013, 2014 and 2016 includes debt retirement costs of $6.2, $17.1, $24.4 and $0.4 million respectively. ($ in millions) 2009 2010 2011 2012 2013 2014 2015 2016 2017 Net earnings/(loss) $182.5 $73.8 $39.7 $64.1 $107.0 ($2.3) $56.0 $49.6 $97.3 Income tax provision (benefit) 93.2 2.4 31.2 47.5 (68.7) 18.6 36.5 31.1 (56.4) Interest expense, net2 21.7 22.6 44.8 33.8 61.1 63.6 31.2 30.7 31.4 Depreciation and amortization 47.4 47.7 76.9 79.3 90.3 90.1 84.7 91.1 105.0 EBITDA1 $344.8 $146.5 $192.7 $224.7 $189.6 $170.0 $208.4 $202.4 $177.3 Alternative Fuel Mixture Tax Credit (170.6) - - - - - - - - Cellu Tissue acquisition related expenses - 20.3 - - - - - - - Lewiston, Idaho sawmill sale related adjustments - - 2.9 - - - - - - Loss on sale of foam assets - - - 1.0 - - - - - Expenses associated with Metso litigation - - - 2.0 - - - - - Costs associated with Thomaston facility closure - - - - 6.0 1.3 - - - Costs associated with Long Island facility closure - - - - - 18.8 2.5 1.9 1.4 Directors equity-based compensation expense (benefit) 2.6 3.7 1.5 1.4 4.1 4.6 (4.1) 4.8 (2.8) Costs associated with labor agreement - - - - - - 1.7 - - Loss (gain) associated with optimization and sale of the specialty mills - - - - - 40.8 (1.3) (1.8) - Loss on impairment of Clearwater Fiber intangible asset - - - - - 3.1 - - - Pension settlement expense - - - - - - - 3.5 - Legal expenses and settlement costs - - - - - - 2.0 - - Reorganization related expenses - - - - - - 1.5 - - Costs associated with announced Oklahoma City facility closure - - - - - - - 0.3 11.1 Costs associated with announced Neenah paper machines shutdown - - - - - - - 1.0 - Manchester Industries acquisition related expenses - - - - - - - 2.7 0.2 Write-off of assets in association with Warehouse Automation project - - - - - - - - - Reorganization expenses associated with SG&A cost control measures - - - - - - - - 2.3 Adjusted EBITDA1 $176.8 $170.5 $197.1 $229.1 $199.7 $238.5 $210.7 $214.8 $189.5
¹ Non-GAAP measure – See Appendix for the definition. 2 Interest expense, net for the fourth quarter and twelve months ended 2016 includes debt retirement costs of $0.4 million. 3 Non-GAAP measure – See Appendix for the definition. Twelve Months Ended December 31, (Dollars in thousands) Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 2016 2017 Earnings before interest, income taxes, and depreciation & amortization (EBITDA)1 GAAP net earnings $18,446 $20,864 $901 $9,343 $7,515 $8,037 $863 $80,924 $49,554 $97,339 Interest expense, net2 7,643 7,396 7,520 8,092 8,043 7,673 7,683 7,975 30,651 31,374 Income tax provision (benefit) 11,673 11,905 859 6,675 5,000 3,955 (3,095 ) (62,245 ) 31,112 (56,385 ) Depreciation and amortization expense 21,150 22,024 22,747 25,169 27,557 26,055 25,856 25,522 91,090 104,990 EBITDA1 $58,912 $62,189 $32,027 $49,279 $48,115 $45,720 $31,307 $52,176 $202,407 $177,318 Directors' equity-based compensation expense (benefit) 726 3,610 89 354 (1,450 ) (1,483 ) 463 (363 ) 4,779 (2,833 ) Costs associated with Long Island facility closure 432 533 466 460 466 365 314 298 1,891 1,443 Gain associated with the sale of the specialty mills, net — — (1,755 ) — — — — — (1,755 ) — Pension settlement expense — — 3,482 — — — — — 3,482 — Costs associated with Oklahoma City facility closure — — — 318 2,074 275 5,057 3,649 318 11,055 Costs associated with Neenah paper machines shutdown — — — 1,049 — — — — 1,049 — Manchester Industries acquisition related expenses — — — 2,665 115 105 — — 2,665 220 Write-off of assets as a result of Warehouse Automation project — — — — — 41 — — — 41 Reorganization expenses associated with SG&A cost control measures — — — — — — 480 1,783 — 2,263 Adjusted EBITDA3 $60,070 $66,332 $34,309 $54,125 $49,320 $45,023 $37,621 $57,543 $214,836 $189,507 EBITDA & Adjusted EBITDA Reconciliation of Non-GAAP Financial Measures (Unaudited)
1 Segment EBITDA is a non-GAAP measure that management uses as a supplemental performance measure. The most directly comparable GAAP measure is segment operating income (loss). Segment EBITDA is segment operating income (loss) adjusted for depreciation and amortization. It should not be considered as an alternative to segment operating income (loss) computed under GAAP. 2 Segment Adjusted EBITDA excludes the impact of the items listed that we do not believe are indicative of our core operating performance. Twelve Months Ended December 31, (Dollars in thousands) Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 2016 2017 Consumer Products Operating income $18,390 $18,544 $17,201 $13,781 $6,189 $10,534 $4,436 $7,457 $67,916 $28,616 Depreciation and amortization expense 13,759 14,203 15,022 16,391 18,242 16,292 16,073 14,400 59,375 65,007 Segment EBITDA1 $32,149 $32,747 $32,223 $30,172 $24,431 $26,826 $20,509 $21,857 $127,291 $93,623 Costs associated with Long Island facility closure 432 533 466 460 466 365 314 298 1,891 1,443 Gain associated with the sale of the specialty mills, net — — (1,755 ) — — — — — (1,755 ) — Costs associated with Oklahoma City facility closure — — — 318 2,074 275 5,057 3,649 318 11,055 Costs associated with Neenah paper machines shutdown — — — 1,049 — — — — 1,049 — Write-off of assets as a result of Warehouse Automation project — — — — — 41 — — — 41 Reorganization expenses associated with SG&A cost control measures — — — — — — — 20 — 20 Segment Adjusted EBITDA2 $32,581 $33,280 $30,934 $31,999 $26,971 $27,507 $25,880 $25,824 $128,794 $106,182 Pulp and Paperboard Operating income $35,163 $40,032 $9,956 $27,581 $27,248 $21,595 $15,023 $34,642 $112,732 $98,508 Depreciation and amortization expense 6,367 6,449 6,530 7,395 8,105 8,356 8,328 9,685 26,741 34,474 Segment EBITDA1 $41,530 $46,481 $16,486 $34,976 $35,353 $29,951 $23,351 $44,327 $139,473 $132,982 Reorganization expenses associated with SG&A cost control measures — — — — — — — 132 — 132 Segment Adjusted EBITDA2 $41,530 $46,481 $16,486 $34,976 $35,353 $29,951 $23,351 $44,459 $139,473 $133,114 Corporate Operating loss ($15,791 ) ($18,411 ) ($17,877 ) ($17,252 ) ($12,879 ) ($12,464 ) ($14,008 ) ($15,445 ) ($69,331 ) ($54,796 ) Depreciation and amortization expense 1,024 1,372 1,195 1,383 1,210 1,407 1,455 1,437 4,974 5,509 Corporate EBITDA1 ($14,767 ) ($17,039 ) ($16,682 ) ($15,869 ) ($11,669 ) ($11,057 ) ($12,553 ) ($14,008 ) ($64,357 ) ($49,287 ) Directors' equity-based compensation expense (benefit) 726 3,610 89 354 (1,450 ) (1,483 ) 463 (363 ) 4,779 (2,833 ) Pension settlement expense — — 3,482 — — — — — 3,482 — Manchester Industries acquisition related expenses — — — 2,665 115 105 — — 2,665 220 Reorganization expenses associated with SG&A cost control measures — — — — — — 480 1,631 — 2,111 Corporate Adjusted EBITDA2 ($14,041 ) ($13,429 ) ($13,111 ) ($12,850 ) ($13,004 ) ($12,435 ) ($11,610 ) ($12,740 ) ($53,431 ) ($49,789 ) Segment EBITDA & Adjusted EBITDA Reconciliation of Non-GAAP Financial Measures (Unaudited)
1 Gross profit is defined as net sales minus cost of sales. 2 Adjusted gross profit and Adjusted selling, general and administrative expenses exclude the impact of the items listed that we do not believe are indicative of our core operating performance. 3 Selling, general and administrative expenses for the third quarter and twelve months ended 2016 includes gain on divested assets of $1.8 million. Twelve Months Ended December 31, (Dollars in thousands) Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 2016 2017 Gross profit1 $68,557 $74,820 $38,715 $57,044 $50,495 $48,930 $39,923 $61,439 $239,136 $200,787 Costs associated with Long Island facility closure 432 533 466 460 466 661 610 298 1,891 2,035 Pension settlement expense — — 1,870 — — — — — 1,870 — Costs associated with Oklahoma City facility closure — — — 1,662 5,737 275 576 119 1,662 6,707 Costs associated with Neenah paper machines shutdown — — — 1,049 — — — — 1,049 — Write-off of assets as a result of Warehouse Automation project — — — — — 41 — — — 41 Accelerated depreciation of assets as a result of Warehouse Automation project — — — — — 241 120 — — 361 Adjusted gross profit2 $68,989 $75,353 $41,051 $60,215 $56,698 $50,148 $41,229 $61,856 $245,608 $209,931 Selling, general and administrative expenses (SG&A)3 ($30,795 ) ($34,655 ) ($29,435 ) ($32,934 ) ($29,937 ) ($29,265 ) ($34,472 ) ($34,785 ) ($127,819 ) ($128,459 ) Directors' equity-based compensation expense (benefit) 726 3,610 89 354 (1,450 ) (1,483 ) 463 (363 ) 4,779 (2,833 ) Costs associated with Oklahoma City facility closure — — — — — — 4,481 3,530 — 8,011 Pension settlement expense — — 1,612 — — — — — 1,612 — Manchester Industries acquisition related expenses — — — 2,665 115 105 — — 2,665 220 Reorganization expenses associated with SG&A cost control measures — — — — — — 480 1,783 — 2,263 Adjusted selling, general and administrative expenses2 ($30,069 ) ($31,045 ) ($27,734 ) ($29,915 ) ($31,272 ) ($30,643 ) ($29,048 ) ($29,835 ) ($118,763 ) ($120,798 ) Adjusted Gross Profit & Adjusted SG&A Reconciliation of Non-GAAP Financial Measures (Unaudited)
1 Adjusted operating income (loss) excludes the impact of the items listed that we do not believe are indicative of our core operating performance. Twelve Months Ended December 31, (Dollars in thousands) Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 2016 2017 Consumer Products Operating income $18,390 $18,544 $17,201 $13,781 $6,189 $10,534 $4,436 $7,457 $67,916 $28,616 Costs associated with Long Island facility closure 432 533 466 460 466 661 610 298 1,891 2,035 Gain associated with the sale of the specialty mills, net — — (1,755 ) — — — — — (1,755 ) — Costs associated with Oklahoma City facility closure — — — 1,662 5,737 275 5,057 3,649 1,662 14,718 Costs associated with Neenah paper machines shutdown — — — 1,049 — — — — 1,049 — Write-off of assets as a result of Warehouse Automation project — — — — — 41 — — — 41 Accelerated depreciation of assets as a result of Warehouse Automation project — — — — — 241 120 — — 361 Reorganization expenses associated with SG&A cost control measures — — — — — — — 20 — 20 Adjusted Consumer Products operating income1 $18,822 $19,077 $15,912 $16,952 $12,392 $11,752 $10,223 $11,424 $70,763 $45,791 Pulp and Paperboard Operating Income $35,163 $40,032 $9,956 $27,581 $27,248 $21,595 $15,023 $34,642 $112,732 $98,508 Reorganization expenses associated with SG&A cost control measures — — — — — — — 132 — 132 Adjusted Pulp and Paperboard operating income1 $35,163 $40,032 $9,956 $27,581 $27,248 $21,595 $15,023 $34,774 $112,732 $98,640 Corporate Operating loss ($15,791 ) ($18,411 ) ($17,877 ) ($17,252 ) ($12,879 ) ($12,464 ) ($14,008 ) ($15,445 ) ($69,331 ) ($54,796 ) Directors' equity-based compensation expense (benefit) 726 3,610 89 354 (1,450 ) (1,483 ) 463 (363 ) 4,779 (2,833 ) Pension settlement expense — — 3,482 — — — — — 3,482 — Manchester Industries acquisition related expenses — — — 2,665 115 105 — — 2,665 220 Reorganization expenses associated with SG&A cost control measures — — — — — — 480 1,631 — 2,111 Adjusted Corporate operating loss1 ($15,065 ) ($14,801 ) ($14,306 ) ($14,233 ) ($14,214 ) ($13,842 ) ($13,065 ) ($14,177 ) ($58,405 ) ($55,298 ) Segment Adjusted Operating Income (Loss) Reconciliation of Non-GAAP Financial Measures (Unaudited)
1 All non-tax items are tax effected at the expected annual rate for that period. 2 Adjusted net earnings and Adjusted net earnings per diluted common share exclude the impact of the items listed that we do not believe are indicative of our core operating performance. 3 The federal tax rate change in Q4 and Full Year '17 is primarily due to the remeasurement of deferred tax liabilities as a result of the Tax Cuts and Jobs Act (the "Act") signed into law on December 22, 2017. The resulting net tax benefit is included in the three and twelve months ended December 31, 2017. The Act is complex and significantly changes the U.S. corporate income tax system by, among other things, reducing the Federal corporate income tax rate from 35% to 21%. Twelve Months Ended December 31, (Dollars in thousands - except per-share amounts) Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 2016 2017 GAAP net earnings $18,446 $20,864 $901 $9,343 $7,515 $8,037 $863 $80,924 $49,554 $97,339 Adjustments, after tax1: Directors' equity-based compensation expense (benefit) 465 2,335 57 229 (957 ) (988 ) 306 (242 ) 3,086 (1,881 ) Costs associated with Long Island facility closure 277 345 300 297 308 440 402 199 1,219 1,349 Gain associated with the sale of the specialty mills, net — — (1,129 ) — — — — — (1,129 ) — Pension settlement expense — — 2,240 — — — — — 2,240 — Costs associated with Oklahoma City facility closure — — — 1,073 3,786 183 3,338 2,434 1,073 9,741 Costs associated with Neenah paper machines shutdown — — — 678 — — — — 678 — Manchester Industries acquisition related expenses — — — 2,200 76 70 — — 2,200 146 Write-off of assets as a result of Warehouse Automation project — — — — — 27 — — — 27 Accelerated depreciation of assets as a result of Warehouse Automation project — — — — — 161 79 — — 240 Reorganization expenses associated with SG&A cost control measures — — — — — — 317 1,189 — 1,506 Federal tax rate change3 — — — — — — — (70,055 ) — (70,055 ) Adjusted net earnings2 $19,188 $23,544 $2,369 $13,820 $10,728 $7,930 $5,305 $14,449 $58,921 $38,412 Net earnings per diluted common share $1.05 $1.21 $0.05 $0.56 $0.45 $0.48 $0.05 $4.88 $2.90 $5.88 Adjustments, after tax:1 Directors' equity-based compensation expense (benefit) 0.03 0.14 — 0.01 (0.06 ) (0.06 ) 0.02 (0.01 ) 0.18 (0.11 ) Costs associated with Long Island facility closure 0.02 0.02 0.02 0.02 0.02 0.03 0.02 0.01 0.07 0.08 Gain associated with the sale of the specialty mills, net — — (0.07 ) — — — — — (0.07 ) — Pension settlement expense — — 0.13 — — — — — 0.13 — Costs associated with Oklahoma City facility closure — — — 0.06 0.23 0.01 0.20 0.15 0.06 0.59 Costs associated with Neenah paper machines shutdown — — — 0.04 — — — — 0.04 — Manchester Industries acquisition related expenses — — — 0.13 — 0.01 — — 0.13 0.01 Write-off of assets as a result of Warehouse Automation project — — — — — — — — — — Accelerated depreciation of assets as a result of Warehouse Automation project — — — — — 0.01 0.01 — — 0.01 Reorganization expenses associated with SG&A cost control measures — — — — — — 0.02 0.07 — 0.09 Federal tax rate change3 — — — — — — — (4.23 ) — (4.23 ) Adjusted net earnings per diluted common share2 $1.09 $1.37 $0.14 $0.82 $0.64 $0.48 $0.32 $0.87 $3.44 $2.32 Adjusted Net Earnings & Adjusted Net Earnings per Diluted Common Share Reconciliation of Non-GAAP Financial Measures (Unaudited)
1 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure. 2 Non-GAAP measure – Segment Adjusted EBITDA margin is defined as Segment Adjusted EBITDA divided by Segment net sales. 3 Results include the impact of Manchester Industries acquisition, which was acquired at the end of Q4’16. Q1'16 Q2'16 Q3'16 Q4'16 Q1'173 Q2'173 Q3'173 Q4'173 PULP AND PAPERBOARD CROSS-CYCLE FINANCIAL MODEL Shipments Paperboard (short tons) 201,340 199,132 196,271 199,415 210,382 207,152 200,569 210,098 Sales Price Paperboard ($/short ton) $952 $948 $927 $920 $927 $955 $965 $962 Segment net sales ($ in thousands) $192,186 $188,759 $182,001 $183,437 $195,102 $197,751 $193,588 $202,060 Segment GAAP operating income ($ in thousands) $35,163 $40,032 $9,956 $27,581 $27,248 $21,595 $15,023 $34,642 Segment GAAP operating margin 18.3% 21.2% 5.5% 15.0% 14.0% 10.9% 7.8% 17.1% Segment Adjusted EBITDA1 ($ in thousands) $41,530 $46,481 $16,486 $34,976 $35,353 $29,951 $23,351 $44,459 Segment Adjusted EBITDA margin2 21.6% 24.6% 9.1% 19.1% 18.1% 15.1% 12.1% 22.0% 19.0% Key Segment Results – Pulp and Paperboard (Unaudited)
1 Includes away-from-home (AFH), contract and parent roll tissue products. 2 Includes retail, AFH, and contract tissue case products. 3 Non-GAAP measure – See Appendix for the definition and reconciliation to the most comparable GAAP measure. 4 Non-GAAP measure – Segment Adjusted EBITDA margin is defined as Segment Adjusted EBITDA divided by Segment net sales. Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 CONSUMER PRODUCTS CROSS-CYCLE FINANCIAL MODEL Shipments Non-Retail (short tons)1 24,358 20,028 18,384 19,182 16,678 13,736 12,958 12,190 Retail (short tons) 75,027 79,095 82,216 77,704 78,686 77,714 77,544 75,123 Total Tissue Tons 99,385 99,123 100,600 96,886 95,364 91,450 90,502 87,313 Converted Products (cases in thousands)2 12,990 13,229 13,770 12,886 13,123 12,709 12,727 12,662 Sales Price Non-Retail ($/short ton)1 $1,477 $1,496 $1,506 $1,442 $1,439 $1,454 $1,468 $1,394 Retail ($/short ton) $2,784 $2,747 $2,742 $2,757 $2,772 $2,723 $2,754 $2,855 Total Tissue ($/short ton) $2,464 $2,494 $2,516 $2,496 $2,539 $2,533 $2,574 $2,651 Segment net sales ($ in thousands) $245,018 $247,912 $253,319 $242,131 $242,423 $231,912 $232,916 $234,656 Segment GAAP operating income ($ in thousands) $18,390 $18,544 $17,201 $13,781 $6,189 $10,534 $4,436 $7,457 Segment GAAP operating margin 7.5% 7.5% 6.8% 5.7% 2.6% 4.5% 1.9% 3.2% Segment Adjusted EBITDA3 ($ in thousands) $32,581 $33,280 $30,934 $31,999 $26,971 $27,507 $25,880 $25,824 Segment Adjusted EBITDA margin4 13.3% 13.4% 12.2% 13.2% 11.1% 11.9% 11.1% 11.0% 17.0% Key Segment Results – Consumer Products (Unaudited)
Company Overview – Financial Highlights (Adjusted Basis) (Unaudited) Q1’16 Q2’16 Q3’16 Q4’16 Q1’17 Q2’17 Q3’17 Q4’17 Net Sales $437,204 $436,671 $435,320 $425,568 $437,525 $429,663 $426,504 $436,716 Adjusted operating income (loss)1 $38,920 $44,308 $11,562 $30,300 $25,426 $19,505 $12,181 $32,021 Consumer Products 18,822 19,077 15,912 16,952 12,932 11,752 10,223 11,424 Pulp and Paperboard 35,163 40,032 9,956 27,581 27,248 21,595 15,023 34,774 Corporate (15,065) (14,801) (14,306) (14,233) (14,214) (13,842) (13,065) (14,177) Adjusted EBITDA1 $60,070 $66,332 $34,309 $54,125 $49,320 $45,023 $37,621 $57,543 Consumer Products 32,581 33,280 30,934 31,999 26,971 27,507 25,880 25,824 Pulp and Paperboard 41,530 46,481 16,486 34,976 35,353 29,951 23,351 44,459 Corporate (14,041) (13,429) (13,111) (12,850) (13,004) (12,435) (11,610) (12,740) Adjusted EBITDA Margin1 13.7% 15.2% 7.9% 12.7% 11.3% 10.5% 8.8% 13.2% ¹ Non-GAAP measure – See Appendix for the definition.
Reconciliation of GAAP to Non-GAAP: SHELBY EXPANSION1 (Unaudited) 1 Based on Q1’15 prices, input costs, and market and industry data. Many factors are outside the control of management, including particularly market pricing, input costs for commodity products, and actual results may differ materially from the information set forth above. See “Forward-Looking Statements” on page 1. 2 Non-GAAP measure – See Appendix for the definition.
Shelby Expansion: $340 Million PAPER MACHINE Install NTT tissue machine and converting equipment location Shelby, NC adjacent to current tissue plant Capacity 70,000 Tons Expected Cost $283 Million Expected START of PRODUCTION Q1-2019 Expected Full SHIPMENT RUN-Rate Late 2020 WAREHOUSE CONSOLIDATION Improve operational efficiency in Eastern regions to reduce warehousing costs. location Shelby, NC adjacent to current tissue plant Expected Cost $57 Million Expected Construction period Q2-2017 through Q1-2019
Rationale for Adding Capacity Needed to meet our customers' growth forecasts Critical part of ultra-quality consumer tissue growth plan Helps to geographically match various quality categories with our customers' needs The NTT paper machine was selected for its technology that enables us to produce ultra-quality products and much needed conventional premium products in the east Fortify East Coast presence and reduce transportation costs of conventional parent rolls from the west Demand typically matches up to supply within 12-18 months
1 Non-GAAP measure — See Appendix for the definition. 2 Maintenance capital expenditures consists of non-discretionary capital expenditures for purposes of replacing or maintaining current assets or that are essential in nature for health, safety or environmental purposes. DISCRETIONARY FREE CASH FLOW RECONCILIATION OF NON-GAAP FINANCIAL MEASURE (UNAUDITED) DISCRETIONARY FREE CASH FLOW1 Twelve Months Ending December 31, (Dollars in millions) 2014 2015 2016 2017 GAAP net cash provided by operating activities $139,100 $159,675 $172,751 $177,670 Payments for maintenance capital expenditures2 (51,652 ) (60,418 ) (59,400 ) (41,323 ) Discretionary free cash flow1 $87,448 $99,257 $113,351 $136,347
1 This information is based upon management’s expectations and estimates as of February 5, 2018. 2015 2016 2017 2018 2019 2020 2021 2022 Major Maintenance $ Millions $22 $18 $30 $0 TBD TBD TBD TBD Lewiston Q1 Q3 Q3 Q1 Q3 Q1 Cypress Bend Q2 Q2 Q3 Q2 Major Maintenance Schedule1
North American Tissue Announced Capacity Change Source: RISI and Sofidel Press Release dated March 16, 2018 Company Mill/Location Conv/TAD Capacity Change Estimated Date Channel/Business/Products Announced New Capacity through 2019 Von Drehle Corporation Natchez, MS Conv 35,000 2016:Q1 Valmet Advantage NTT St. Croix Tissue (APP) Baileyville, ME Conv 70,000 2016:Q1 PrimeLine W8 PM from Adritz First Quality Tissue Anderson, SC TAD 70,000 2016:Q2 TAD PM Valmet St. Croix Tissue (APP) Baileyville, ME Conv 70,000 2016:Q3 PrimeLine W8 PM from Andritz Clearwater Paper Neenah, WI Conv (32,000) 2016:Q4 Shutdown of 2 conventional PMs Orchids Paper Products Barnwell, SC Conv 35,000 2017:Q1 PM likely Valmet Resolute Forest Products Calhoun, TN Conv 66,000 2017:Q1 Valmet Advantage NTT Marlboro Paper Inc. Drummondville, QC Conv (6,000) 2017:Q1 Permanent mill closure . Deerfield Tissue Augusta, GA Conv (20,000) 2017:Q2 Permanent mill closure Essity (ex-SCA) Flagstaff, AZ Conv (63,000) 2017:Q2 Permanent mill closure Little Rapids Corporation Shawano, WI Conv 11,000 2017:Q3 Replacement PM Kruger Products Crabtree, QC Conv 22,000 2017:Q3 Replacement PM Dunn Paper St. Catherines, ONT TAD (5,000) 2017 Capacity reduction on PM Sofidel America Circleville, OH Conv 77,000 2018:Q1 Valmet Advantage NTT ST Tissue Franklin, VA Conv 50,000 2018:Q2 PM Rebuild Sofidel America Circleville, OH Conv 77,000 2018:Q3 Valmet Advantage NTT First Quality Tissue Anderson, SC TAD 70,000 2018:Q4 Valmet Advantage TAD PM Irving Consumer Products Fort Edwards, NY TAD 70,000 2018:Q4 Valmet Advantage TAD PM Clearwater Paper Shelby, NC Conv 70,000 2019:Q1 Valmet Advantage NTT First Quality Tissue Lock Haven, PA TAD 70,000 2019:Q2 Andritz TAD PM First Quality Tissue Anderson, SC ATMOS 75,000 2019 Voith Retail/P.L./BRT Georgia-Pacific Palatka, FL TAD 80,000 2019 TAD PM Sofidel America Inola, OK Conv 60,000 2019 Valmet Advantage NTT Net Capacity Change through 2019 952,000 2016-2019 Capacity Changes in the North American Tissue Industry