10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 1, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-36285

RAYONIER ADVANCED MATERIALS INC.

Incorporated in the State of Delaware

I.R.S. Employer Identification No.: 46-4559529

Principal Executive Office:

1301 RIVERPLACE BOULEVARD, SUITE 2300

JACKSONVILLE, FL 32207

Telephone Number: (904) 357-4600

Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol	Name of exchange on which registered
Common stock, par value $0.01 per share	RYAM	New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x        No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes x       No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o	Accelerated filer	x
Non-accelerated filer	o	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐        No x

The registrant had 65,118,524 shares of common stock outstanding as of May 8, 2023.

Table of Contents

	Page
Part I. Financial Information
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Operations	1
Consolidated Statements of Comprehensive Income (Loss)	2
Consolidated Balance Sheets	3
Consolidated Statements of Stockholders’ Equity	4
Consolidated Statements of Cash Flows	5
Notes to Consolidated Financial Statements	6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3. Quantitative and Qualitative Disclosures about Market Risk	25
Item 4. Controls and Procedures	25
Part II. Other Information
Item 1. Legal Proceedings	27
Item 1A. Risk Factors	27
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	27
Item 6. Exhibits	28
Signature	29

Glossary

The following terms and abbreviations appearing in the text of this report have the meanings indicated below.

2022 Form 10-K	RYAM Annual Report on Form 10-K for the year ended December 31, 2022
ABL Credit Facility	5-year senior secured asset-based revolving credit facility due December 2025
AOCI	Accumulated other comprehensive income (loss)
CAD	Canadian dollar
CEWS	Canada Emergency Wage Subsidy
CNC	Carboxylated cellulose nanocrystals
DTA	Deferred tax asset
EBITDA	Earnings before interest, taxes, depreciation and amortization
Exchange Act	Securities Exchange Act of 1934, as amended
Financial Statements	Consolidated financial statements included in Part I Item 1 of this Quarterly Report on Form 10-Q
GAAP	United States generally accepted accounting principles
GreenFirst	GreenFirst Forest Products, Inc.
IESO	Independent Electricity System Operator
LTF	LignoTech Florida LLC
MACD	Market Assessment and Compliance Division
MOS	Minutes of Settlement
MT	Metric ton
Purchase Right	Board-declared dividend of one preferred share purchase right for each outstanding share of RYAM common stock
ROU	Right-of-use
RYAM, the Company, our, we, us	Rayonier Advanced Materials Inc. and its consolidated subsidiaries
SEC	United States Securities and Exchange Commission
Senior Secured Notes	$500 million original aggregate principal amount of 7.625 percent senior secured notes due 2026, issued December 2020
Senior Unsecured Notes	$550 million original aggregate principal amount of 5.50 percent senior unsecured notes due 2024, issued May 2014
SG&A	Selling, general and administrative expense
SOFR	Secured Overnight Financing Rate
TSA	Transition Services Agreement
TSR	Total shareholder return
U.S.	United States of America
USD	United States of America dollar
USDOC	United States Department of Commerce

Part I. Financial Information

Item 1. Financial Statements

Rayonier Advanced Materials Inc.

Consolidated Statements of Operations

(Unaudited)

(in thousands, except per share amounts)

	Three Months Ended
	April 1, 2023		March 26, 2022
Net sales	$	466,761	$	351,716
Cost of sales	(429,321)		(345,789)
Gross margin	37,440		5,927
Selling, general and administrative expenses	(19,495)		(20,107)
Other operating expense, net	(1,351)		(1,612)
Operating income (loss)	16,594		(15,792)
Interest expense	(15,496)		(16,198)
Other components of pension and OPEB, excluding service costs (Note 14)	(1,734)		1,010
Unrealized gain on GreenFirst equity securities (Note 2)	—		8,900
Other income (expense), net	306		(513)
Loss from continuing operations before income taxes	(330)		(22,593)
Income tax (expense) benefit (Note 15)	2,586		(1,398)
Equity in loss of equity method investment	(649)		(389)
Income (loss) from continuing operations	1,607		(24,380)
Loss from discontinued operations, net of taxes (Note 2)	—		(471)
Net income (loss)	$	1,607	$	(24,851)
Basic earnings per common share (Note 12)
Income (loss) from continuing operations	$	0.02	$	(0.38)
Loss from discontinued operations	—		(0.01)
Net income (loss) per common share-basic	$	0.02	$	(0.39)
Diluted earnings per common share (Note 12)
Income (loss) from continuing operations	$	0.02	$	(0.38)
Loss from discontinued operations	—		(0.01)
Net income (loss) per common share-diluted	$	0.02	$	(0.39)

See Notes to Consolidated Financial Statements.

1

Rayonier Advanced Materials Inc.

Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

(in thousands)

	Three Months Ended
	April 1, 2023		March 26, 2022
Net income (loss)	$	1,607	$	(24,851)
Other comprehensive income (loss), net of tax (Note 10)
Foreign currency translation adjustment	4,212		(6,282)
Unrealized gain on derivative instruments	55		80
Net gain (loss) on employee benefit plans	(127)		1,948
Total other comprehensive income (loss)	4,140		(4,254)
Comprehensive income (loss)	$	5,747	$	(29,105)

See Notes to Consolidated Financial Statements.

2

Rayonier Advanced Materials Inc.

Consolidated Balance Sheets

(Unaudited)

(in thousands, except share amounts)

	April 1, 2023		December 31, 2022
Assets
Current assets
Cash and cash equivalents	$	169,402	$	151,803
Accounts receivable, net (Note 3)	201,271		211,526
Inventory (Note 4)	237,364		265,334
Prepaid and other current assets	54,029		60,867
Total current assets	662,066		689,530
Property, plant and equipment (net of accumulated depreciation of $1,753,833 and $1,721,898, respectively)	1,144,206		1,151,268
Deferred tax assets	324,049		322,164
Intangible assets, net	22,671		24,423
Other assets	156,977		160,143
Total assets	$	2,309,969	$	2,347,528
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	157,553	$	163,962
Accrued and other current liabilities (Note 6)	138,151		164,369
Debt due within one year (Note 7)	14,317		14,617
Current environmental liabilities (Note 8)	10,731		10,732
Total current liabilities	320,752		353,680
Long-term debt (Note 7)	831,425		838,508
Non-current environmental liabilities (Note 8)	159,444		159,949
Pension and other postretirement benefits (Note 14)	118,420		119,571
Deferred tax liabilities	19,160		17,021
Other liabilities	29,339		29,486
Commitments and contingencies (Note 17)
Stockholders’ Equity
Common stock: 140,000,000 shares authorized at $0.01 par value, 65,106,348 and 64,020,761 issued and outstanding, respectively	651		640
Additional paid-in capital	414,406		418,048
Retained earnings	476,030		474,423
Accumulated other comprehensive loss (Note 10)	(59,658)		(63,798)
Total stockholders’ equity	831,429		829,313
Total liabilities and stockholders’ equity	$	2,309,969	$	2,347,528

See Notes to Consolidated Financial Statements.

3

Rayonier Advanced Materials Inc.

Consolidated Statements of Stockholders’ Equity

(Unaudited)

(in thousands, except share data)

	Common Stock			Additional Paid in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’  Equity
	Shares	Par Value
Three months ended April 1, 2023
Balance at December 31, 2022	64,020,761	$	640	$	418,048	$	474,423	$	(63,798)	$	829,313
Net income	—	—		—		1,607		—		1,607
Other comprehensive income, net of tax	—	—		—		—		4,140		4,140
Issuance of common stock under incentive stock plans	1,700,494	17		(17)		—		—		—
Stock-based compensation	—	—		1,478		—		—		1,478
Repurchase of common stock(a)	(614,907)	(6)		(5,103)		—		—		(5,109)
Balance at April 1, 2023	65,106,348	$	651	$	414,406	$	476,030	$	(59,658)	$	831,429
Three months ended March 26, 2022
Balance at December 31, 2021	63,738,409	$	637	$	408,834	$	489,342	$	(84,470)	$	814,343
Net loss	—	—		—		(24,851)		—		(24,851)
Other comprehensive loss, net of tax	—	—		—		—		(4,254)		(4,254)
Issuance of common stock under incentive stock plans	172,920	2		(2)		—		—		—
Stock-based compensation	—	—		2,259		—		—		2,259
Repurchase of common stock(a)	(62,179)	(1)		(303)		—		—		(304)
Balance at March 26, 2022	63,849,150	$	638	$	410,788	$	464,491	$	(88,724)	$	787,193

——————————————

(a) Repurchased to satisfy tax withholding requirements related to the issuance of stock under the Company’s incentive stock plans.

See Notes to Consolidated Financial Statements.

4

Rayonier Advanced Materials Inc.

Consolidated Statements of Cash Flows

(Unaudited)

(in thousands)

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating activities
Net income (loss)	$	1,607	$	(24,851)
Loss from discontinued operations	—		471
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Depreciation and amortization	35,257		27,393
Stock-based compensation expense	1,478		2,259
Deferred income tax benefit	(76)		(697)
Unrealized gain on GreenFirst equity securities	—		(8,900)
Net periodic benefit cost of pension and other postretirement plans	921		1,519
Unrealized loss on foreign currency	267		1,533
Other	2,228		1,757
Changes in operating assets and liabilities:
Accounts receivable	9,242		(22,751)
Inventories	28,600		6,946
Accounts payable	(6,971)		13,505
Accrued liabilities	(26,406)		5,053
Other	9,929		(24,503)
Contributions to pension and other postretirement plans	(4,687)		(1,619)
Cash provided by (used in) operating activities-continuing operations	51,389		(22,885)
Cash (used in) operating activities-discontinued operations	—		(635)
Cash provided by (used in) operating activities	51,389		(23,520)
Investing activities
Capital expenditures, net	(21,180)		(45,167)
Investment in equity method investment	(168)		—
Cash used in investing activities	(21,348)		(45,167)
Financing activities
Borrowing of long-term debt	536		3,397
Repayment of long-term debt	(8,369)		(2,119)
Short-term financing, net	(647)		(5,388)
Repurchase of common stock	(5,109)		(304)
Cash used in financing activities	(13,589)		(4,414)
Net increase (decrease) in cash and cash equivalents	16,452		(73,101)
Net effect of foreign exchange on cash and cash equivalents	1,147		(1,457)
Balance, beginning of period	151,803		253,307
Balance, end of period	$	169,402	$	178,749
Supplemental cash flow information:
Interest paid	$	(18,841)	$	(18,858)
Income taxes paid, net	(3,029)		(52)
Capital assets purchased on account	30,041		36,657

See Notes to Consolidated Financial Statements.

5

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

1. Basis of Presentation

The unaudited consolidated financial statements and notes thereto of the Company have been prepared in accordance with GAAP for interim financial information and in accordance with the rules and regulations of the SEC. In the opinion of management, these consolidated financial statements and notes reflect all adjustments, including all normal recurring adjustments, necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the consolidated financial statements and supplementary data included in the Company’s 2022 Form 10-K.

As a result of the sale of its lumber and newsprint assets in August 2021 to GreenFirst, the Company presents the results for those operations as discontinued operations. Unless otherwise stated, information in these notes to consolidated financial statements relates to continuing operations. See Note 2—Discontinued Operations for further information on the sale.

Recent Accounting Developments

There have been no new or recently adopted accounting pronouncements impacting the Company’s consolidated interim financial statements.

Subsequent Events

In April 2023, the Company repurchased $10 million of Senior Secured Notes through open-market transactions and retired the notes for cash of $9 million.

2. Discontinued Operations

In August 2021, the Company completed the sale of its lumber and newsprint facilities and certain related assets located in Canada to GreenFirst for $232 million, which included 28.7 million shares of GreenFirst common stock with a deemed fair value of $42 million. In the second quarter of 2022, the Company sold the GreenFirst common shares for $43 million. Prior to the sale of shares, the GreenFirst common shares were accounted for at fair value, with changes in fair value recorded in the consolidated statements of operations. The shares sale agreement contains a purchase price protection clause whereby the Company is entitled to participate in further share price appreciation under certain circumstances until December 2023.

As part of the sale of the lumber assets, the Company retained all rights and obligations to softwood duties generated or incurred through the closing date of the sale. In total, the Company paid $112 million in softwood lumber duties from 2017 through August 2021, and expects to receive all or the vast majority of these duties upon final resolution of the dispute. As of April 1, 2023, the Company had a $38 million long-term receivable related to USDOC administrative reviews completed to date.

3. Accounts Receivable, Net

Accounts receivable, net included the following:

	April 1, 2023		December 31, 2022
Accounts receivable, trade	$	171,919	$	171,144
Accounts receivable, other (a)	29,873		41,446
Allowance for credit losses	(521)		(1,064)
Accounts receivable, net	$	201,271	$	211,526

——————————————

(a)    Consists primarily of value-added/consumption taxes, grants receivable and accrued billings due from government agencies.

6

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

4. Inventory

Inventory included the following:

	April 1, 2023		December 31, 2022
Finished goods	$	173,381	$	198,931
Work-in-progress	6,075		5,230
Raw materials	49,472		52,967
Manufacturing and maintenance supplies	8,436		8,206
Inventory	$	237,364	$	265,334

5. Leases

The Company’s operating and finance leases are primarily for corporate offices, warehouse space, rail cars and equipment. As of April 1, 2023, the Company’s leases have remaining lease terms of less than one year to 13.6 years with standard renewal and termination options available at the Company’s discretion. Certain equipment leases have purchase options at the end of the term of the lease, which are not included in the ROU assets, as it is not reasonably certain that the Company will exercise such options. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants. The Company uses its incremental borrowing rate in determining the present value of lease payments unless the lease provides an implicit or explicit interest rate.

Financial and other information related to the Company’s operating and finance leases follow:

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating lease cost	$	1,694	$	1,931
Finance lease cost
Amortization of ROU assets	99		92
Interest	30		37
Total lease cost	$	1,823	$	2,060

	Balance Sheet Classification	April 1, 2023		December 31, 2022
Operating leases
ROU assets	Other assets	$	14,203	$	15,623
Lease liabilities, current	Accrued and other current liabilities	4,271		4,741
Lease liabilities, non-current	Other liabilities	10,553		11,399
Finance leases
ROU assets	Property, plant and equipment, net	1,356		1,448
Lease liabilities	Long-term debt	1,662		1,760

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities	$	1,581	$	2,123
Operating lease ROU assets obtained in exchange for lease liabilities	(80)		805

Finance lease cash flows were immaterial during each of the three months ended April 1, 2023 and March 26, 2022.

7

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

	April 1, 2023		December 31, 2022
Operating leases
Weighted average remaining lease term (in years)	5.9		5.8
Weighted average discount rate	9.1	%	8.9	%
Finance leases
Weighted average remaining lease term (in years)	3.6		3.8
Weighted average discount rate	7.0	%	7.0	%

6. Accrued and Other Current Liabilities

Accrued and other current liabilities included the following:

	April 1, 2023		December 31, 2022
Accrued customer incentives	$	25,338	$	28,702
Accrued payroll and benefits	17,577		13,763
Accrued interest	13,213		18,877
Accrued income taxes	6,815		9,321
Accrued property and other taxes	5,031		3,065
Deferred revenue(a)	21,525		21,645
Other current liabilities(b)	48,652		68,996
Accrued and other current liabilities	$	138,151	$	164,369

——————————————

(a)    Included at both April 1, 2023 and December 31, 2022 was CAD $25 million (USD $18 million) associated with funds received in 2021 for CEWS. All CEWS claims are subject to mandatory audit. The Company will recognize amounts from these claims in income at the time there is sufficient evidence that it will not be required to repay such amounts.

(b)    Included at April 1, 2023 and December 31, 2022 was $16 million and $30 million, respectively, of energy-related payables associated with Tartas facility operations.

7. Debt and Finance Leases

Debt and finance leases included the following:

	April 1, 2023		December 31, 2022
ABL Credit Facility due 2025: $100 million available, bearing interest of 6.98% (4.73% adjusted SOFR plus 2.25% margin) at April 1, 2023	$	—	$	—
7.625% Senior Secured Notes due 2026	475,000		475,000
5.50% Senior Unsecured Notes due 2024	317,675		322,675
5.50% CAD-based term loan due 2028	34,301		36,585
Other loans(a)	19,576		19,598
Short-term factoring facility-France	3,182		3,773
Finance lease obligations	1,662		1,760
Total principal payments due	851,396		859,391
Less: unamortized debt premium, discount and issuance costs	(5,654)		(6,266)
Total debt	845,742		853,125
Less: debt due within one year	(14,317)		(14,617)
Long-term debt	$	831,425	$	838,508

——————————————

(a)    Consist of loans for energy and bioethanol projects in France.

In March 2023, the Company repurchased $5 million of Senior Unsecured Notes through open-market transactions and retired the notes for cash of $5 million. An immaterial gain on extinguishment for the repurchase was recorded to “other income (expense), net” in the consolidated statements of operations.

8

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

As of April 1, 2023, the Company’s debt principal payments, excluding finance lease obligations, were due as follows:

Remainder of 2023	$	10,488
2024	328,811
2025	11,122
2026	485,490
2027	8,341
Thereafter	5,482
Total debt principal payments	$	849,734

8. Environmental Liabilities

The Company’s environmental liabilities balance changed as follows during the three months ended April 1, 2023:

Balance at December 31, 2022	$	170,681
Increase in liabilities	960
Payments	(1,452)
Foreign currency adjustments	(14)
Balance at April 1, 2023	170,175
Less: current portion	(10,731)
Non-current environmental liabilities	$	159,444

In addition to these estimated liabilities, the Company is subject to the risk of reasonably possible additional liabilities in excess of the established reserves due to potential changes in circumstances and future events, including, without limitation, changes to current laws and regulations; changes in governmental agency personnel, direction, philosophy or enforcement policies; developments in remediation technologies; increases in the cost of remediation, operation, maintenance and monitoring of its environmental liability; changes in the volume, nature or extent of contamination to be remediated or monitoring to be undertaken; the outcome of negotiations with governmental agencies or non-governmental parties; and changes in accounting rules or interpretations. Based on information available as of April 1, 2023, the Company estimates this exposure could range up to approximately $85 million, although no assurances can be given that this amount will not be exceeded given the factors described above. These potential additional costs are attributable to several sites and other applicable liabilities. This estimate excludes liabilities that would otherwise be considered reasonably possible but for the fact that they are not currently estimable, primarily due to the factors discussed above.

Subject to the previous paragraph, the Company believes its estimates of liabilities are sufficient for probable costs expected to be incurred over the next 20 years with respect to its environmental liabilities. However, no assurances are given that these estimates will be sufficient for the reasons described above and additional liabilities could have a material adverse effect on the Company’s financial position, results of operations and cash flows.

9

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

9. Fair Value Measurements

The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy for financial instruments held by the Company, using market information and what management believes to be appropriate valuation methodologies:

	April 1, 2023						December 31, 2022
	Carrying Amount		Fair Value				Carrying Amount		Fair Value
			Level 1		Level 2				Level 1		Level 2
Assets
Cash and cash equivalents
Cash	$	129,837	$	129,837	$	—	$	127,288	$	127,288	$	—
Money market and similar funds	39,565		39,565		—		24,515		24,515		—
Liabilities
Fixed-rate long-term debt(a)	$	840,898	$	—	$	814,895	$	847,591	$	—	$	838,502

——————————————

(a)    Excludes finance lease obligations.

The Company uses the following methods and assumptions in estimating the fair value of its financial instruments:

Cash and cash equivalents — Cash and cash equivalents are highly liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase and the carrying amount is equal to fair market value. The Company measures its investments in money market and similar funds using level 1 inputs.

Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. Variable rate debt adjusts with changes in the market rate and so carrying value approximates fair value.

10

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

10. Accumulated Other Comprehensive Loss

	Three Months Ended
	April 1, 2023		March 26, 2022
Unrecognized components of employee benefit plans, net of tax
Balance, beginning of period	$	(43,694)	$	(76,849)
Reclassifications to earnings(a)
Amortization of (gain) loss	(176)		2,488
Amortization of prior service cost	13		8
Income tax on reclassifications	36		(548)
Net comprehensive gain (loss) on employee benefit plans, net of tax	(127)		1,948
Balance, end of period	(43,821)		(74,901)
Unrealized gain (loss) on derivative instruments, net of tax
Balance, beginning of period	(567)		(847)
Reclassifications to earnings - foreign currency exchange contracts(b)	63		92
Income tax on reclassifications	(8)		(12)
Net comprehensive gain on derivative instruments, net of tax	55		80
Balance, end of period	(512)		(767)
Foreign currency translation
Balance, beginning of period	(19,537)		(6,774)
Foreign currency translation adjustment, net of tax(c)	4,212		(6,282)
Balance, end of period	(15,325)		(13,056)
Accumulated other comprehensive loss, end of period	$	(59,658)	$	(88,724)

——————————————

(a)    The AOCI components for defined benefit pension and post-retirement plans are included in the computation of net periodic benefit cost. See Note 14—Employee Benefit Plans for further information.

(b)    Reclassifications of foreign currency exchange contracts are recorded in “cost of sales,” “other operating expense, net” or “other income (expense), net,” as appropriate.

(c)    Foreign currency translation is net of tax effects of $0 for all periods presented, as the French operations are taxed on the foreign functional currency, not the translated reporting currency.

11. Stockholders’ Equity

Stockholder Rights Plan

In March 2022, the Company adopted a stockholder rights plan whereby a significant penalty is imposed upon any person or group which acquires beneficial ownership of 10% or more of the Company’s common stock without the approval of the Board of Directors. On the same date, the Board of Directors declared a dividend of one preferred share Purchase Right for each outstanding share of common stock of the Company, par value $0.01 per share, which was paid to Company stockholders of record as of March 31, 2022. On March 20, 2023, the Purchase Rights expired.

11

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

12. Earnings Per Common Share

The following table provides the inputs to the calculations of basic and diluted earnings per common share (share amounts not in thousands):

	Three Months Ended
	April 1, 2023		March 26, 2022
Income (loss) from continuing operations	$	1,607	$	(24,380)
Loss from discontinued operations	—		(471)
Net income (loss) available for common stockholders	$	1,607	$	(24,851)
Shares used for determining basic earnings per share of common stock	64,504,200		63,771,484
Dilutive effect of:
Stock options	531		—
Performance and restricted stock	2,091,922		—
Shares used for determining diluted earnings per share of common stock	66,596,653		63,771,484

Anti-dilutive instruments excluded from the computation of diluted earnings per share (not in thousands):

	Three Months Ended
	April 1, 2023	March 26, 2022
Stock options	162,171	80,120
Performance and restricted stock	96,769	3,401,875
Total anti-dilutive instruments	258,940	3,481,995

13. Incentive Stock Plans

Stock-based compensation expense for the three months ended April 1, 2023 and March 26, 2022 was $1 million and $2 million, respectively.

The Company made new grants of restricted stock units, performance-based stock units and performance-based cash units during the first quarter of 2023. The 2023 restricted stock unit awards cliff vest after three years. The 2023 performance-based awards cliff vest after three years and are based equally on TSR relative to peers and three-year cumulative adjusted EBITDA. Participants can earn between 0 and 200 percent of the target award. Performance below the threshold for the TSR would result in zero payout for the TSR metric. The performance-based cash unit award is measured using the same objectives as the performance-based stock unit award, but is paid and accounted for separately. Performance-based cash unit awards are classified as a liability and remeasured to fair value at the end of each reporting period until settlement.

In March 2023, the performance-based stock units granted in 2020 were settled with the issuance of 1,257,015 shares of common stock, including incremental shares of 370,366, based on performance results.

The following table summarizes the activity of the Company’s incentive stock awards:

	Stock Options			Restricted Stock Units			Performance-Based Stock Units
	Options	Weighted Average Exercise Price		Awards	Weighted Average Grant Date Fair Value		Awards	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2022	77,767	$	39.98	1,697,587	$	6.21	1,956,919	$	6.79
Granted	—	—		278,376	7.88		225,424	11.20
Forfeited	—	—		(22,480)	6.39		(5,433)	4.73
Exercised or settled	—	—		(464,523)	5.75		(886,649)	5.95
Expired or cancelled	(30,885)	43.35		—	—		—	—
Outstanding at April 1, 2023	46,882	$	37.76	1,488,960	$	6.66	1,290,261	$	8.12

12

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

14. Employee Benefit Plans

Defined Benefit Plans

The Company has defined benefit pension and other long-term and postretirement benefit plans covering certain union and non-union employees, primarily in the U.S. and Canada. The defined benefit pension plans are closed to new participants. The liabilities for these plans are calculated using actuarial estimates and management assumptions. These estimates are based on historical information and certain assumptions about future events.

During the three months ended April 1, 2023, the Company recorded a $2 million loss related to the final asset surplus distribution to the plan participants of certain Canadian pension plans previously wound up. The settlement was recognized in “other components of pension and OPEB, excluding service costs” in the Company’s consolidated statements of operations.

The following table presents the components of net periodic benefit costs from these plans:

	Pension				Postretirement
	Three Months Ended				Three Months Ended
	April 1, 2023		March 26, 2022		April 1, 2023		March 26, 2022
Service cost	$	1,217	$	2,176	$	287	$	353
Interest cost	7,145		4,606		357		216
Expected return on plan assets	(7,922)		(8,328)		—		—
Amortization of prior service cost	37		39		(24)		(31)
Amortization of (gain) loss	(122)		2,473		(54)		15
Pension settlement loss	2,317		—		—		—
Net periodic benefit cost	$	2,672	$	966	$	566	$	553

Service cost is included in “cost of sales” or “selling, general and administrative expenses” in the consolidated statements of operations, as appropriate. Interest cost, expected return on plan assets, amortization of prior service cost and amortization of losses are included in “other components of pension and OPEB, excluding service costs” in the consolidated statements of operations.

15. Income Taxes

Effective Tax Rate

The effective tax rate for the three months ended April 1, 2023 is not meaningful due to near break-even pretax income for the period, which results in any discrete tax adjustments significantly impacting the rate. The largest adjustments creating a difference between the effective tax rate and the statutory rate of 21 percent were an excess tax benefit on vested stock compensation and return-to-accrual adjustments related to previously filed tax returns.

The effective tax rate on the loss from continuing operations for the three months ended March 26, 2022 was an expense of 6 percent. The 2022 effective tax rate differed from the federal statutory rate of 21 percent primarily due to disallowed interest deductions in the U.S. and nondeductible executive compensation, partially offset by U.S. tax credits and tax return-to-accrual adjustments.

Deferred Taxes

The Company’s net DTA includes $17 million of disallowed U.S. interest deductions that the Company does not believe will be realized. This asset did not materially change in the three months ended April 1, 2023. In strict compliance with the American Institute of Certified Public Accountants’ Technical Questions and Answers 3300.01-02, which asserts that certain material evidence regarding the realizability of disallowed U.S. interest deductions should be ignored when assessing the need for a valuation allowance, the Company has not recognized a valuation allowance on this portion of the net DTA generated from disallowed interest.

13

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

16. Segments

The Company operates in the following business segments: High Purity Cellulose, Paperboard and High-Yield Pulp. Corporate consists primarily of senior management, accounting, information systems, human resources, treasury, tax and legal administrative functions that provide support services to the operating business units. The Company allocates a portion of the cost of maintaining these support functions to its operating units.

The Company evaluates the performance of its segments based on operating income (loss). Intersegment sales consist primarily of High-Yield Pulp sales to Paperboard. Intersegment sales prices are at rates that approximate market for the respective operating area.

Net sales, disaggregated by product line, was comprised of the following:

	Three Months Ended
	April 1, 2023		March 26, 2022
High Purity Cellulose
Cellulose Specialties	$	226,665	$	183,554
Commodity Products	124,040		70,755
Other sales(a)	23,489		26,636
Total High Purity Cellulose	374,194		280,945
Paperboard	58,994		54,237
High-Yield Pulp	41,860		22,141
Eliminations	(8,287)		(5,607)
Net sales	$	466,761	$	351,716

——————————————

(a)    Other sales include sales of bioelectricity, lignosulfonates and other by-products to third parties.

Operating income (loss) by segment was comprised of the following:

	Three Months Ended
	April 1, 2023		March 26, 2022
High Purity Cellulose	$	12,934	$	(7,804)
Paperboard	9,734		5,839
High-Yield Pulp	7,256		(371)
Corporate	(13,330)		(13,456)
Operating income (loss)	$	16,594	$	(15,792)

Identifiable assets by segment were as follows:

	April 1, 2023		December 31, 2022
High Purity Cellulose	$	1,589,328	$	1,654,214
Paperboard	115,642		112,757
High-Yield Pulp	44,123		50,947
Corporate	560,876		529,610
Total assets	$	2,309,969	$	2,347,528

17. Commitments and Contingencies

Commitments

The Company had no material changes to the purchase obligations presented in its 2022 Form 10-K that were outside the normal course of business during the three months ended April 1, 2023. The Company’s purchase obligations continue to primarily consist of commitments for the purchase of natural gas, steam energy and wood chips.

14

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

The Company leases certain buildings, machinery and equipment under various operating leases. See Note 5—Leases for further information.

Litigation and Contingencies

Duties on Canadian softwood lumber sold to the U.S.

The Company previously operated six softwood lumber mills in Ontario and Quebec, Canada, and exported softwood lumber into the U.S. from Canada. In connection with these exports, the Company paid approximately $112 million in softwood lumber duties through August 28, 2021, recorded as expense in the periods incurred. As part of the sale of its lumber assets, the Company retained all rights and obligations to softwood duties generated or incurred through the closing date of the transaction. As of April 1, 2023, the Company had a $38 million long-term receivable associated with the USDOC’s December 2020, December 2021 and August 2022 determinations of the revised rates for the 2017, 2018, 2019 and 2020 periods. Preliminary results of the USDOC’s fourth administrative review were released in January 2023, with final results expected later in 2023. Cash is not expected to return to the Company until final resolution of the softwood lumber dispute, which remains subject to legal challenges and to USDOC administrative review of the remaining 2021 period.

Other

In addition to the above, the Company is engaged in various legal and regulatory actions and proceedings and has been named as a defendant in various lawsuits and claims arising in the ordinary course of business. While the Company has procured reasonable and customary insurance covering risks normally occurring in connection with its businesses, the Company has, in certain cases, retained some risk through the operation of self-insurance, primarily in the areas of workers’ compensation, property insurance, business interruption and general liability. These other lawsuits and claims, either individually or in the aggregate, are not expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Guarantees and Other

The Company provides financial guarantees as required by creditors, insurance programs and various governmental agencies. As of April 1, 2023, the Company had net exposure of $36 million from various standby letters of credit, primarily for financial assurance relating to environmental remediation, credit support for natural gas and electricity purchases and guarantees related to foreign retirement plan obligations. These standby letters of credit represent a contingent liability; the Company would only be liable upon its default on the related payment obligations. The standby letters of credit have various expiration dates and are expected to be renewed as required.

The Company had surety bonds of $86 million as of April 1, 2023, primarily to comply with financial assurance requirements relating to environmental remediation and post closure care, to provide collateral for the Company’s workers’ compensation program and to guarantee taxes and duties for products shipped internationally. These surety bonds expire at various dates and are expected to be renewed annually as required.

LTF is a venture in which the Company owns 45 percent and its partner, Borregaard ASA, owns 55 percent. The Company is a guarantor of LTF’s financing agreements and, in the event of default, expects it would only be liable for its proportional share of any repayment under the agreements. The Company proportion of the LTF financing agreement guarantee was $32 million at April 1, 2023.

The Company has not recorded any liabilities for these financial guarantees in its consolidated balance sheets, either because the Company has recorded the underlying liability associated with the guarantee or the guarantee is dependent on the Company’s own performance and, therefore, is not subject to the measurement requirements or because the Company has calculated the estimated fair value of the guarantee and determined it to be immaterial based upon the current facts and circumstances that would trigger a payment obligation.

It is not possible to determine the maximum potential amount of liability under these potential obligations due to the unique set of facts and circumstances likely to be involved with each provision.

As of December 31, 2022, a collective bargaining agreement covering approximately 575 unionized employees was expired. The employees have continued to work under the terms of the expired contract while negotiations continue. While there can be no assurances, the Company expects to reach agreements with the union. However, a work stoppage could have a material adverse effect on the Company’s business, financial condition and results of operations.

15

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following analysis of our financial condition and results of operations should be read in conjunction with our Financial Statements and the notes thereto included in this Quarterly Report on Form 10-Q and with our 2022 Form 10-K and information contained in subsequent Forms 8-K and other reports filed with the SEC.

Forward-Looking Statements

Certain statements in this Quarterly Report on Form 10-Q regarding anticipated financial, business, legal or other outcomes, including business and market conditions, outlook and other similar statements relating to future events, developments or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “could,” “expect,” “estimate,” “believe,” “intend,” “plan,” “forecast,” “anticipate,” “project,” “guidance” and other similar language. However, the absence of these or similar words or expressions does not mean that a statement is not forward-looking.

Forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that these expectations will be attained, and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. The risk factors contained in Item 1A—Risk Factors of our 2022 Form 10-K, among others, could cause actual results or events to differ materially from RYAM’s historical experience and those expressed in forward-looking statements made in this report.

Forward-looking statements are only as of the date of the filing of this Quarterly Report on Form 10-Q and RYAM undertakes no duty to update its forward-looking statements except as required by law. You are advised to review any further disclosures that we have made or may make in our filings and other submissions to the SEC, including those on Forms 10-K, 10-Q, 8-K and other reports.

Business Overview

We are a global leader of specialty cellulose materials with a broad offering of high purity cellulose specialties, a natural polymer used in the production of a variety of specialty chemical products, including liquid crystal displays, filters, textiles and performance additives for pharmaceutical, food and other industrial applications. Building upon more than 95 years of experience in cellulose chemistry, we provide some of the highest quality high-purity cellulose pulp products that make up the essential building blocks for our customers’ products while providing exceptional service and value. We also produce a unique, lightweight multi-ply paperboard product and a bulky, high-yield pulp product. Our paperboard is used for production in the commercial printing, lottery ticket and high-end packaging sectors. Our high-yield pulp is used by paperboard producers, as well as in traditional printing, writing and specialty paper manufacturing.

We operate in the following business segments: High Purity Cellulose, Paperboard and High-Yield Pulp.

Recent Business Developments

•In April 2023, we repurchased $10 million of Senior Secured Notes through open-market transactions and retired the notes for cash of $9 million.

•In March 2023, we repurchased $5 million of our Senior Unsecured Notes through open-market transactions and retired the notes for cash of $5 million.

16

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Market Assessment

This market assessment represents our best current estimate of our business segments’ future performance.

High Purity Cellulose

Demand for cellulose specialties remains mixed. Strength in acetate and certain other cellulose specialty end markets is offsetting softness in construction and food-related end markets. Average sales prices for cellulose specialties in 2023 are expected to be high single digit percent higher than average 2022 sales prices, while sales volumes are expected to decrease due to the softness in demand. Market demand for commodity products remains resilient but at lower prices than first quarter levels. Fluff sales prices are expected to decline versus 2022 levels, in line with industry forecasts. Viscose pulp sales prices have stabilized and are expected to increase slightly in the second half of the year. Commodity sales volumes are expected to increase as production and logistics constraints improve. Additional benefits from prior strategic capital investments are expected throughout the year. Certain raw material and energy prices have come off the 2022 highs, but are expected to remain significantly elevated versus pre-COVID pandemic levels. We experienced a slower than anticipated return to production after the annual maintenance outage of our Tartas facility, which has been completed but is expected to impact the second quarter, but overall production is anticipated to be made up in the balance of the year. Additionally, in the second quarter, annual maintenance outages will be executed at our two largest facilities in Jesup and Temiscaming.

Paperboard

Paperboard prices are expected to moderate slightly over the balance of the year but remain elevated from 2022 levels, while sales volumes are expected to remain steady. Raw material prices are expected to reduce as pulp markets decline.

High-Yield Pulp

High-yield pulp markets have declined as global economic demand slows and new capacity ramps up, impacting sales price. Prices are expected to decline in 2023, in line with industry forecasts for the global paper pulp market. Sales volumes are expected to improve slightly in 2023, primarily due to improved logistics and production reliability.

A Sustainable Future

We continue to focus on growing our bio-based product offering and expects to grow our sales of bioelectricity and lignosulfonates and increase overall margins over time.

The bioethanol facility at our Tartas, France facility is under construction and is anticipated to be operational in the first half of 2024. The total estimated cost of the project is approximately $41 million, with $29 million to be spent in 2023. We plan to utilize $28 million of low-cost green loans to help fund the project, including $8 million already raised, and $4 million in grants. The project is expected to provide $9 million to $11 million of annual incremental EBITDA beginning in 2024.

17

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Results of Operations

	Three Months Ended
(in millions, except percentages)	April 1, 2023			March 26, 2022
Net sales	$	467		$	352
Cost of sales	(430)			(346)
Gross margin	37			6
Selling, general and administrative expenses	(19)			(20)
Other operating expense, net	(1)			(2)
Operating income (loss)	17			(16)
Interest expense	(15)			(16)
Other components of pension and OPEB, excluding service costs	(2)			1
Unrealized gain on GreenFirst equity securities	—			9
Other expense, net	—			(1)
Loss from continuing operations before income taxes	—			(23)
Income tax (expense) benefit	3			(1)
Equity in loss of equity method investment	(1)			—
Income (loss) from continuing operations	2			(24)
Loss from discontinued operations, net of taxes	—			(1)
Net income (loss)	$	2		$	(25)
Gross margin %	7.9		%	1.7		%
Operating margin %	3.6		%	(4.5)		%
Effective tax rate	783.6		%	(6.2)		%

Net Sales

	Three Months Ended
(in millions)	April 1, 2023		March 26, 2022
High Purity Cellulose	$	374	$	281
Paperboard	59		54
High-Yield Pulp	42		22
Eliminations	(8)		(5)
Net sales	$	467	$	352

Net sales for the three months ended April 1, 2023 increased $115 million, or 33 percent, compared to the prior year quarter, driven primarily by higher sales prices across all segments and higher sales volumes in the High Purity Cellulose and High-Yield Pulp segments due to strong demand, increased productivity and improved logistics. See Operating Results by Segment below for further discussion.

Operating Income (Loss)

	Three Months Ended
(in millions)	April 1, 2023		March 26, 2022
High Purity Cellulose	$	13	$	(8)
Paperboard	10		6
High-Yield Pulp	7		—
Corporate	(13)		(14)
Operating income (loss)	$	17	$	(16)

18

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Operating results for the three months ended April 1, 2023 improved $33 million, or 206 percent, compared to the prior year quarter due to higher sales prices across all segments and higher sales volumes in the High Purity Cellulose and High-Yield Pulp segments, partially offset by higher chemicals, purchased pulp and logistics costs and the impact of the extended maintenance outage in the prior year. See Operating Results by Segment below for further discussion.

Non-operating Expenses

Included in non-operating expenses for the three months ended April 1, 2023 was a $2 million pension settlement loss.

Included in non-operating expenses for the three months ended March 26, 2022 was a $9 million unrealized gain on GreenFirst common shares received in connection with the sale of our lumber and newsprint assets.

Income Taxes

The effective tax rate for the three months ended April 1, 2023 is not meaningful due to near break-even pretax income for the period, which results in any discrete tax adjustments significantly impacting the rate. The largest adjustments creating a difference between the effective tax rate and the statutory rate of 21 percent were an excess tax benefit on vested stock compensation and return-to-accrual adjustments related to previously filed tax returns.

The effective tax rate on the loss from continuing operations for the three months ended March 26, 2022 was an expense of 6 percent. The 2022 effective tax rate differed from the federal statutory rate of 21 percent primarily due to disallowed interest deductions in the U.S. and nondeductible executive compensation, partially offset by US tax credits and tax return-to-accrual adjustments.

Operating Results by Segment

High Purity Cellulose

	Three Months Ended
(in millions, unless otherwise stated)	April 1, 2023		March 26, 2022
Net sales	$	374	$	281
Operating income (loss)	$	13	$	(8)
Average sales prices ($ per MT)	$	1,322	$	1,222
Sales volumes (thousands of MTs)	265		208

Net Sales

	Three Months Ended March 26, 2022		Changes Attributable to:				Three Months Ended April 1, 2023
(in millions)			Price		Volume/Mix/Other
Cellulose specialties	$	184	$	35	$	8	$	227
Commodity products	70		8		46		124
Other sales(a)	27		—		(4)		23
Net sales	$	281	$	43	$	50	$	374

——————————————

(a)    Includes sales of bioelectricity, lignosulfonates and other by-products to third parties.

Net sales of our High Purity Cellulose segment for the three months ended April 1, 2023 increased $93 million compared to the prior year quarter. Included in the current and prior year quarters were $23 million and $27 million, respectively, of other sales primarily from bio-based energy and lignosulfonates. Sales prices increased 8 percent during the current quarter compared to the prior year quarter, driven by increases in cellulose specialties and commodity products prices of 18 percent and 6 percent, respectively. Total sales volumes increased 27 percent during the current quarter compared to the prior year quarter, including 65 percent and 5 percent increases in commodity products and cellulose specialties, respectively, which were primarily driven by strong demand, increased productivity and improved logistics and cellulose specialties customer contract terms.

19

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Operating Income (Loss)

	Three Months Ended March 26, 2022			Gross Margin Changes Attributable to:												Three Months Ended April 1, 2023
(in millions, except percentages)				Sales Price			Sales Volume/Mix/Other(a)			Cost			SG&A and other
Operating income (loss)	$	(8)		$	43		$	26		$	(49)		$	1		$	13
Operating margin %	(2.8)		%	13.6		%	5.5		%	(13.1)		%	0.3		%	3.5		%

——————————————

(a)    Computed based on contribution margin.

Operating income of our High Purity Cellulose segment for the three months ended April 1, 2023 increased $21 million compared to the prior year quarter, driven by the higher sales prices and sales volumes discussed above, partially offset by higher chemicals and logistics costs and the impact of the extended maintenance outage in the prior year.

Paperboard

	Three Months Ended
(in millions, unless otherwise stated)	April 1, 2023		March 26, 2022
Net sales	$	59	$	54
Operating income	$	10	$	6
Average sales prices ($ per MT)	$	1,568	$	1,326
Sales volumes (thousands of MTs)	38		41

Net Sales

	Three Months Ended March 26, 2022		Changes Attributable to:				Three Months Ended April 1, 2023
(in millions)			Price		Volume/Mix
Net sales	$	54	$	9	$	(4)	$	59

Net sales of our Paperboard segment for the three months ended April 1, 2023 increased $5 million compared to the prior year quarter due to an 18 percent increase in sales prices, driven primarily by demand for packaging, partially offset by a 7 percent decrease in sales volumes, driven by the timing of sales.

Operating Income

	Three Months Ended March 26, 2022			Gross Margin Changes Attributable to:												Three Months Ended April 1, 2023
(in millions, except percentages)				Sales Price			Sales Volume/Mix(a)			Cost			SG&A and other
Operating income	$	6		$	9		$	(2)		$	(3)		$	—		$	10
Operating margin %	11.1		%	12.7		%	(1.8)		%	(5.1)		%	—		%	16.9		%

——————————————

(a)    Computed based on contribution margin.

Operating income of our Paperboard segment for the three months ended April 1, 2023 increased $4 million compared to the prior year quarter, driven primarily by the higher sales prices, partially offset by the lower sales volumes and higher chemicals and purchased pulp costs.

20

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

High-Yield Pulp

	Three Months Ended
(in millions, unless otherwise stated)	April 1, 2023		March 26, 2022
Net sales	$	42	$	22
Operating income	$	7	$	—
Average sales prices ($ per MT)(a)	$	769	$	555
Sales volumes (thousands of MTs)(a)	43		30

——————————————

(a)    Average sales prices and sales volumes for external sales only. For the three months ended April 1, 2023 and March 26, 2022, the High-Yield Pulp segment sold 17,000 MTs and 15,000 MTs of high-yield pulp for $8 million and $6 million, respectively, to the Paperboard segment.

Net Sales

	Three Months Ended March 26, 2022		Changes Attributable to:				Three Months Ended April 1, 2023
(in millions)			Price		Volume/Mix
Net sales	$	22	$	11	$	9	$	42

Net sales of our High-Yield Pulp segment for the three months ended April 1, 2023 increased $20 million compared to the prior year quarter, driven by 39 percent and 43 percent increases in sales prices and sales volumes, respectively, driven by stronger demand, increased productivity and easing logistics constraints.

Operating Income

	Three Months Ended March 26, 2022			Gross Margin Changes Attributable to:												Three Months Ended April 1, 2023
(in millions, except percentages)				Sales Price			Sales Volume/Mix(a)			Cost			SG&A and other
Operating income	$	—		$	11		$	3		$	(7)		$	—		$	7
Operating margin %	—		%	33.3		%	—		%	(16.6)		%	—		%	16.7		%

——————————————

(a)    Computed based on contribution margin.

Operating income of our High-Yield Pulp segment for the three months ended April 1, 2023 increased $7 million compared to the prior year quarter, driven by the higher sales prices and sales volumes, partially offset by higher chemicals and logistics costs.

Corporate

	Three Months Ended
(in millions)	April 1, 2023		March 26, 2022
Operating loss	$	(13)	$	(14)

The Corporate operating loss for the three months ended April 1, 2023 improved by $1 million, driven primarily by lower variable stock-based compensation costs.

Liquidity and Capital Resources

Overview

Cash flows from operations, primarily driven by operating results, have historically been our primary source of liquidity and capital resources. As operating cash flows can be negatively impacted by fluctuations in market prices for our commodity products and changes in demand for our products, we maintain a key focus on cash, managing working capital closely and optimizing the timing and level of our capital expenditures.

21

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Our Board of Directors suspended our quarterly common stock dividend in September 2019. No dividends have been declared since. The declaration and payment of future common stock dividends, if any, will be at the discretion of our Board of Directors and will be dependent upon our financial condition, results of operations, capital requirements and other factors that the Board of Directors deems relevant. In addition, our debt facilities place limitations on the declaration and payment of future dividends.

In January 2018, our Board of Directors authorized a $100 million common stock share buyback program. We did not repurchase any shares under this program during either of the three months ended April 1, 2023 and March 26, 2022, and do not expect to utilize any authorization in the future.

As of April 1, 2023, we were in compliance with all financial and other customary covenants under our credit arrangements. We believe our future cash flows from operations, availability under our ABL Credit Facility and our ability to access the capital markets, if necessary or desirable, will be adequate to fund our operations and anticipated long-term funding requirements, including capital expenditures, defined benefit plan contributions and repayment of debt maturities.

Our non-guarantor subsidiaries had assets of $474 million, liabilities of $146 million, year-to-date revenue of $40 million and a trailing twelve month ABL Credit Facility covenant EBITDA for continuing operations of $42 million as of April 1, 2023.

Our liquidity and capital resources are summarized below:

(in millions, except ratios)	April 1, 2023			December 31, 2022
Cash and cash equivalents(a)	$	169		$	152
Availability under the ABL Credit Facility(b)	100			130
Total debt(c)	846			853
Stockholders’ equity	831			829
Total capitalization (total debt plus stockholders’ equity)	1,677			1,682
Debt to capital ratio	50		%	51		%

——————————————

(a)    Cash and cash equivalents consisted of cash, money market deposits and time deposits with original maturities of 90 days or less.

(b)    Amounts available under the ABL Credit Facility fluctuate based on eligible accounts receivable and inventory levels. At April 1, 2023, we had $136 million of gross availability and net available borrowings of $100 million after taking into account standby letters of credit of $36 million. We recently purchased credit insurance, which we estimate would have resulted in pro forma ABL Credit Facility net availability as of quarter end of $136 million. In addition to the availability under the ABL Credit Facility, we have $7 million available under our accounts receivable factoring line of credit in France.

(c)    See Note 7—Debt and Finance Leases to our Financial Statements for further information.

Cash Requirements

Contractual Commitments

Our principal contractual commitments include standby letters of credit, surety bonds, guarantees, purchase obligations and leases. We utilize arrangements such as standby letters of credit and surety bonds to provide credit support for certain suppliers and vendors in case of their default on critical obligations, collateral for certain of our self-insurance programs and guarantees for the completion of our remediation of environmental liabilities. As part of our ongoing operations, we also periodically issue guarantees to third parties. Our primary purchase obligation payments relate to natural gas, steam energy and wood chips purchase contracts. There have been no material changes to our contractual commitments outside the ordinary course of business during the three months ended April 1, 2023. See Note 17—Commitments and Contingencies to our Financial Statements for further information.

22

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Senior Notes

During the three months ended April 1, 2023, we repurchased $5 million of our Senior Unsecured Notes through open-market transactions and retired the notes for cash of $5 million.

In April 2023, we repurchased $10 million of Senior Secured Notes through open-market transactions and retired the notes for cash of $9 million.

Our next significant debt maturity is in June 2024. We are actively monitoring the capital markets and are prepared to refinance the Senior Unsecured Notes at acceptable terms in the coming quarter. We have partnered with Goldman Sachs to act as the lead financial advisor to support the refinancing effort. We are considering using a portion of our cash balance to repay debt or assist in a holistic refinancing of our capital structure.

Cash Flows

	Three Months Ended
(in millions)	April 1, 2023		March 26, 2022
Cash flows provided by (used in):
Operating activities	$	51	$	(24)
Investing activities	(21)		(45)
Financing activities	(14)		(4)

Cash provided by operating activities during the three months ended April 1, 2023 increased $75 million compared to the prior year quarter primarily due to increased cash inflows from working capital, partially offset by payments on deferred energy liabilities associated with our Tartas facility operations.

Cash used in investing activities during the three months ended April 1, 2023 decreased $24 million compared to the prior year quarter due to lower capital spending.

Cash used in financing activities during the three months ended April 1, 2023 increased by $10 million compared to the prior year quarter, primarily due to higher repayments of long-term debt and repurchases of common stock to satisfy tax withholding requirements related to the issuance of stock under our incentive stock plans, partially offset by a decrease in net short-term borrowings.

Performance and Liquidity Indicators

The discussion below is presented to enhance the reader’s understanding of our operating performance, liquidity and ability to generate cash and satisfy rating agency and creditor requirements. This information includes the non-GAAP financial measures of EBITDA, adjusted EBITDA and adjusted free cash flows. These measures are not defined by GAAP and our discussion of them is not intended to conflict with or change any of our GAAP disclosures provided in this report.

We believe these non-GAAP financial measures provide useful information to our Board of Directors, management and investors regarding our financial condition and results of operations. Our management uses these non-GAAP financial measures to compare our performance to that of prior periods for trend analyses, to determine management incentive compensation and for budgeting, forecasting and planning purposes. Our management considers these non-GAAP financial measures, in addition to operating income, to be important in estimating our enterprise and stockholder values and for making strategic and operating decisions. In addition, analysts, investors and creditors use these non-GAAP financial measures when analyzing our operating performance, financial condition and cash-generating ability. We use EBITDA and adjusted EBITDA as performance measures and adjusted free cash flows as a liquidity measure.

We do not consider non-GAAP financial measures an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they may exclude significant expense and income items that are required by GAAP to be recognized in our Financial Statements. In addition, they reflect the exercise of management’s judgment about which expense and income items are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, reconciliations of our non-GAAP financial measures to their most directly comparable GAAP financial measures are provided below. Non-GAAP financial measures are not necessarily indicative of results that may be generated in future periods and should not be relied upon, in whole or part, in evaluating our financial condition, results of operations or future prospects.

23

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

EBITDA and Adjusted EBITDA

EBITDA is defined as earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for a settlement of certain pension plans and other items.

Reconciliations of income (loss) from continuing operations to EBITDA and Adjusted EBITDA from continuing operations, by segment, follow:

(in millions)	High Purity Cellulose		Paperboard		High-Yield Pulp		Corporate & Other		Total
Three Months Ended April 1, 2023
Income (loss) from continuing operations	$	13	$	10	$	7	$	(28)	$	2
Depreciation and amortization	31		3		1		—		35
Interest expense, net	—		—		—		15		15
Income tax benefit	—		—		—		(3)		(3)
EBITDA-continuing operations	44		13		8		(16)		49
Pension settlement loss	—		—		—		2		2
Adjusted EBITDA-continuing operations	$	44	$	13	$	8	$	(14)	$	51
Three Months Ended March 26, 2022
Income (loss) from continuing operations	$	(7)	$	6	$	—	$	(23)	$	(24)
Depreciation and amortization	23		4		—		—		27
Interest expense, net	—		—		—		16		16
Income tax expense	—		—		—		1		1
EBITDA and Adjusted EBITDA-continuing operations	$	16	$	10	$	—	$	(6)	$	20

EBITDA from continuing operations for the three months ended April 1, 2023 improved by $29 million compared to the prior year quarter, primarily driven by higher sales prices across all segments and higher sales volumes in the High Purity Cellulose and High-Yield Pulp segments, partially offset by higher chemicals and logistics costs. See Results of Operations above for additional discussion of the changes in our operating results.

Adjusted Free Cash Flows

Adjusted free cash flows is defined as cash provided by operating activities of continuing operations adjusted for capital expenditures, net of proceeds from the sale of assets and excluding strategic capital expenditures deemed discretionary by management. Adjusted free cash flows is a non-GAAP financial measure of cash generated during a period, which is available for debt reduction, strategic capital expenditures, acquisitions and repurchases of our common stock. Adjusted free cash flows is not necessarily indicative of the adjusted free cash flows that may be generated in future periods.

Cash flows of operating activities of continuing operations is reconciled to adjusted free cash flows as follows:

	Three Months Ended
(in millions)	April 1, 2023		March 26, 2022
Cash provided by (used in) operating activities-continuing operations	$	51	$	(23)
Capital expenditures, net(a)	(15)		(36)
Adjusted free cash flows-continuing operations	$	36	$	(59)

——————————————

(a)    Net of proceeds from the sale of assets and excluding strategic capital expenditures. Strategic capital expenditures for the three months ended April 1, 2023 and March 26, 2022 were $6 million and $9 million, respectively.

Adjusted free cash flows of continuing operations increased primarily due to changes in working capital and lower capital expenditures. See Cash Flows above for additional discussion of our operating cash flows.

24

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market and Other Economic Risks

We are exposed to various market risks, primarily changes in interest rates, currency and commodity prices. Our objective is to minimize the economic impact of these market risks. We may use derivatives in accordance with policies and procedures approved by the Finance & Strategic Planning Committee of our Board of Directors.

Foreign Currency

We manage our foreign currency exposures by balancing certain assets and liabilities denominated in foreign currencies. We may also use foreign currency forward contracts to manage these exposures. The principal objective of such contracts is to minimize the potential volatility and financial impact of changes in foreign currency exchange rates. We do not utilize financial instruments for trading or other speculative purposes.

Prices

The prices, sales volumes and margins of the commodity products of our High Purity Cellulose segment and all the products of the High-Yield Pulp segment have historically been cyclically affected by economic and market shifts, fluctuations in capacity and changes in foreign currency exchange rates. These products have less distinguishing qualities from producer to producer and competition is based primarily on price, which is determined by market supply relative to demand. The overall levels of demand for the products we manufacture, and consequently our sales and profitability, reflect fluctuations in end user demand. Our cellulose specialties product prices are impacted by market supply and demand, raw material and processing costs, changes in global currencies and other factors.

Certain key input costs, such as wood fiber, chemicals and energy, may experience significant price fluctuations, also impacted by market shifts, fluctuations in capacity and other demand and supply dynamics. We may periodically enter into commodity forward contracts to fix some of our energy costs that are subject to price volatility caused by weather, supply conditions, political and economic variables and other unpredictable factors. Such forward contracts partially mitigate the risk of changes to our gross margins resulting from an increase or decrease in these costs. Forward contracts that are derivative instruments are reported in our consolidated balance sheets at their fair values, unless they qualify for the normal purchase normal sale exception and such exception has been elected, in which case the fair values of such contracts are not recognized in the balance sheet.

Variable Interest Rates

As of April 1, 2023 and December 31, 2022, we had $3 million and $4 million, respectively, of variable rate debt subject to interest rate risk. At these borrowing levels, a hypothetical one percent change in interest rates would have resulted in an immaterial change in interest expense for the respective periods.

The fair market value of our long-term fixed interest rate debt is also subject to interest rate risk. However, we intend to hold most of our debt until maturity. The estimated fair value of our fixed-rate debt at April 1, 2023 and December 31, 2022 was $815 million and $839 million, respectively, compared to their respective $847 million and $854 million principal amounts. We use quoted market prices to estimate the fair value of our fixed-rate debt. Generally, the fair market value of fixed-rate debt will increase as interest rates fall and decrease as interest rates rise.

Item 4. Controls and Procedures

Management’s Evaluation of Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining adequate disclosure controls and procedures. Disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are designed with the objective of ensuring that information required to be disclosed in reports filed under the Exchange Act, such as this Quarterly Report on Form 10-Q, is (1) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Because of the inherent limitations in all control systems, no control evaluation can provide absolute assurance that all control exceptions and instances of fraud have been prevented or detected on a timely basis. Even systems determined to be effective can provide only reasonable assurance their objectives are achieved.

25

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Based on an evaluation of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q, our management, including the Chief Executive Officer and Chief Financial Officer, concluded the design and operation of the disclosure controls and procedures were effective as of April 1, 2023.

Internal Control over Financial Reporting

For the quarter ended April 1, 2023, based upon the evaluation required by SEC Rule 13a-15(d), there were no changes in our internal control over financial reporting that would materially affect or are reasonably likely to materially affect our internal control over financial reporting.

26

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Part II. Other Information

Item 1. Legal Proceedings

The Company is engaged in various legal and regulatory actions and proceedings and has been named as a defendant in various lawsuits and claims arising in the ordinary course of business. While the Company has procured reasonable and customary insurance covering risks normally occurring in connection with its businesses, the Company has, in certain cases, retained some risk through the operation of self-insurance, primarily in the areas of workers’ compensation, property insurance, business interruption and general liability. While there can be no assurance, the ultimate outcomes of these actions, either individually or in the aggregate, are not expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Item 1A. Risk Factors

There have been no material changes or updates to the risk factors previously disclosed in our 2022 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table summarizes our purchases of RYAM common stock during the quarter ended April 1, 2023:

	Total Number of Shares Purchased(a)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Dollar Value of Shares That May Yet be Purchased Under the Publicly Announced Plans or Programs(b)
January 1 to February 4	89,797	$	7.79	—	$	60,294,000
February 5 to March 4	525,110	$	8.40	—	$	60,294,000
March 5 to April 1	—	$	—	—	$	60,294,000
Total	614,907			—

——————————————

(a)    Represents shares repurchased to satisfy tax withholding requirements related to the issuance of stock under our stock incentive plans.

(b)    As of April 1, 2023, $60 million of share repurchase authorization remains under the authorization declared by our Board of Directors.

27

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

Item 6. Exhibits

Exhibit No.	Description	Location
3.1	Amended and Restated Certificate of Incorporation of Rayonier Advanced Materials Inc.	Incorporated herein by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on June 30, 2014
3.2	Certificate of Designations of 8.00% Series A Mandatory Convertible Preferred Stock of Rayonier Advanced Materials Inc., filed with the Secretary of State of the State of Delaware and effective August 10, 2016	Incorporated herein by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on August 10, 2016
3.3	Certificate of Designations of Series A Junior Participating Preferred Stock	Incorporated herein by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on March 21, 2022
3.4	Amended and Restated Bylaws of Rayonier Advanced Materials Inc., effective October 19, 2022	Incorporated herein by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on October 19, 2022
31.1	Chief Executive Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
31.2	Chief Financial Officer’s Certification Pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32	Certification of Periodic Financial Reports Under Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith
101	Interactive data files (formatted in Inline XBRL) pursuant to Rule 405 of Regulation S-T	Filed herewith
104	Cover page interactive data file (formatted in Inline XBRL and contained in Exhibit 101) pursuant to Rule 406 of Regulation S-T	Filed herewith

28

Rayonier Advanced Materials Inc.

Notes to Consolidated Financial Statements (Unaudited)

(in thousands unless otherwise stated)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Rayonier Advanced Materials Inc.
By:	/s/ MARCUS J. MOELTNER
	Marcus J. Moeltner Chief Financial Officer and Senior Vice President, Finance (Principal Financial Officer)
	Date: May 10, 2023

29

EX-31.1

Exhibit 31.1

Certification

I, De Lyle W. Bloomquist, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Rayonier Advanced Materials Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 10, 2023

/s/ DE LYLE W. BLOOMQUIST

De Lyle W. Bloomquist

President and Chief Executive Officer

Rayonier Advanced Materials Inc.

EX-31.2

Exhibit 31.2

Certification

I, Marcus J. Moeltner, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Rayonier Advanced Materials Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 10, 2023

/s/ MARCUS J. MOELTNER

Marcus J. Moeltner

Chief Financial Officer and Senior Vice President, Finance

Rayonier Advanced Materials Inc.

EX-32

Exhibit 32

Certification

The undersigned hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that to our knowledge:

1.The quarterly report on Form 10-Q of Rayonier Advanced Materials Inc. (the "Company") for the period ended April 1, 2023 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.The information in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

May 10, 2023

/s/ DE LYLE W. BLOOMQUIST	/s/ MARCUS J. MOELTNER
De Lyle W. Bloomquist	Marcus J. Moeltner
President and Chief Executive Officer	Chief Financial Officer and Senior Vice President, Finance
Rayonier Advanced Materials Inc.	Rayonier Advanced Materials Inc.

XML

Cover Page - shares	3 Months Ended
	Apr. 01, 2023	May 08, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Apr. 01, 2023
Document Transition Report	false
Entity File Number	001-36285
Entity Registrant Name	RAYONIER ADVANCED MATERIALS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-4559529
Entity Address, Address Line One	1301 RIVERPLACE BOULEVARD
Entity Address, Address Line Two	SUITE 2300
Entity Address, City or Town	JACKSONVILLE
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32207
City Area Code	904
Local Phone Number	357-4600
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	RYAM
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		65,118,524
Entity Central Index Key	0001597672
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Amendment Flag	false

XML

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Income Statement [Abstract]
Net sales	$ 466,761	$ 351,716
Cost of sales	(429,321)	(345,789)
Gross margin	37,440	5,927
Selling, general and administrative expenses	(19,495)	(20,107)
Other operating expense, net	(1,351)	(1,612)
Operating income (loss)	16,594	(15,792)
Interest expense	(15,496)	(16,198)
Other components of pension and OPEB, excluding service costs (Note 14)	(1,734)	1,010
Unrealized gain on GreenFirst equity securities (Note 2)	0	8,900
Other income (expense), net	306	(513)
Loss from continuing operations before income taxes	(330)	(22,593)
Income tax (expense) benefit (Note 15)	2,586	(1,398)
Equity in loss of equity method investment	(649)	(389)
Income (loss) from continuing operations	1,607	(24,380)
Loss from discontinued operations, net of taxes (Note 2)	0	(471)
Net income (loss)	$ 1,607	$ (24,851)
Basic earnings per common share (Note 12)
Income (loss) from continuing operations (in dollars per share)	$ 0.02	$ (0.38)
Loss from discontinued operations (in dollars per share)	0	(0.01)
Net income (loss) per common share-basic (in dollars per share)	0.02	(0.39)
Diluted earnings per common share (Note 12)
Income (loss) from continuing operations (in dollars per share)	0.02	(0.38)
Loss from discontinued operations (in dollars per share)	0	(0.01)
Net income (loss) per common share-diluted (in dollars per share)	$ 0.02	$ (0.39)

XML

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 1,607	$ (24,851)
Other comprehensive income (loss), net of tax (Note 10)
Foreign currency translation adjustment	4,212	(6,282)
Unrealized gain on derivative instruments	55	80
Net gain (loss) on employee benefit plans	(127)	1,948
Total other comprehensive income (loss)	4,140	(4,254)
Comprehensive income (loss)	$ 5,747	$ (29,105)

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Apr. 01, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 169,402	$ 151,803
Accounts receivable, net (Note 3)	201,271	211,526
Inventory (Note 4)	237,364	265,334
Prepaid and other current assets	54,029	60,867
Total current assets	662,066	689,530
Property, plant and equipment (net of accumulated depreciation of $1,753,833 and $1,721,898, respectively)	1,144,206	1,151,268
Deferred tax assets	324,049	322,164
Intangible assets, net	22,671	24,423
Other assets	156,977	160,143
Total assets	2,309,969	2,347,528
Current liabilities
Accounts payable	157,553	163,962
Accrued and other current liabilities (Note 6)	138,151	164,369
Debt due within one year (Note 7)	14,317	14,617
Current environmental liabilities (Note 8)	10,731	10,732
Total current liabilities	320,752	353,680
Long-term debt (Note 7)	831,425	838,508
Non-current environmental liabilities (Note 8)	159,444	159,949
Pension and other postretirement benefits (Note 14)	118,420	119,571
Deferred tax liabilities	19,160	17,021
Other liabilities	29,339	29,486
Commitments and contingencies (Note 17)
Stockholders’ Equity
Common stock: 140,000,000 shares authorized at $0.01 par value, 65,106,348 and 64,020,761 issued and outstanding, respectively	651	640
Additional paid-in capital	414,406	418,048
Retained earnings	476,030	474,423
Accumulated other comprehensive loss (Note 10)	(59,658)	(63,798)
Total stockholders’ equity	831,429	829,313
Total liabilities and stockholders’ equity	$ 2,309,969	$ 2,347,528

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Apr. 01, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accumulated deprecation	$ 1,753,833	$ 1,721,898
Common stock, shares authorized (in shares)	140,000,000	140,000,000
Common stock, par value (in USD per share)	$ 0.01	$ 0.01
Common stock, shares issued (in shares)	65,106,348	64,020,761
Common stock, shares outstanding (in shares)	65,106,348	64,020,761

XML

Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands		Total	Common Stock	Additional Paid in Capital	Retained Earnings	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2021			63,738,409
Beginning balance at Dec. 31, 2021		$ 814,343	$ 637	$ 408,834	$ 489,342	$ (84,470)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)		(24,851)			(24,851)
Other comprehensive income (loss)		(4,254)				(4,254)
Issuance of common stock under incentive stock plans (in shares)			172,920
Issuance of common stock under incentive stock plans		0	$ 2	(2)
Stock-based compensation		2,259		2,259
Repurchase of common stock (in shares)	[1]		(62,179)
Repurchase of common stock	[1]	(304)	$ (1)	(303)
Ending balance (in shares) at Mar. 26, 2022			63,849,150
Ending balance at Mar. 26, 2022		$ 787,193	$ 638	410,788	464,491	(88,724)
Beginning balance (in shares) at Dec. 31, 2022		64,020,761	64,020,761
Beginning balance at Dec. 31, 2022		$ 829,313	$ 640	418,048	474,423	(63,798)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)		1,607			1,607
Other comprehensive income (loss)		4,140				4,140
Issuance of common stock under incentive stock plans (in shares)			1,700,494
Issuance of common stock under incentive stock plans		0	$ 17	(17)
Stock-based compensation		1,478		1,478
Repurchase of common stock (in shares)	[1]		(614,907)
Repurchase of common stock	[1]	$ (5,109)	$ (6)	(5,103)
Ending balance (in shares) at Apr. 01, 2023		65,106,348	65,106,348
Ending balance at Apr. 01, 2023		$ 831,429	$ 651	$ 414,406	$ 476,030	$ (59,658)

[1] Repurchased to satisfy tax withholding requirements related to the issuance of stock under the Company’s incentive stock plans.

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Operating activities
Net income (loss)	$ 1,607	$ (24,851)
Loss from discontinued operations	0	471
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Depreciation and amortization	35,257	27,393
Stock-based compensation expense	1,478	2,259
Deferred income tax benefit	(76)	(697)
Unrealized gain on GreenFirst equity securities	0	(8,900)
Net periodic benefit cost of pension and other postretirement plans	921	1,519
Unrealized loss on foreign currency	267	1,533
Other	2,228	1,757
Changes in operating assets and liabilities:
Accounts receivable	9,242	(22,751)
Inventories	28,600	6,946
Accounts payable	(6,971)	13,505
Accrued liabilities	(26,406)	5,053
Other	9,929	(24,503)
Contributions to pension and other postretirement plans	(4,687)	(1,619)
Cash provided by (used in) operating activities-continuing operations	51,389	(22,885)
Cash (used in) operating activities-discontinued operations	0	(635)
Cash provided by (used in) operating activities	51,389	(23,520)
Investing activities
Capital expenditures, net	(21,180)	(45,167)
Investment in equity method investment	(168)	0
Cash used in investing activities	(21,348)	(45,167)
Financing activities
Borrowing of long-term debt	536	3,397
Repayment of long-term debt	(8,369)	(2,119)
Short-term financing, net	(647)	(5,388)
Repurchase of common stock	(5,109)	(304)
Cash used in financing activities	(13,589)	(4,414)
Net increase (decrease) in cash and cash equivalents	16,452	(73,101)
Net effect of foreign exchange on cash and cash equivalents	1,147	(1,457)
Balance, beginning of period	151,803	253,307
Balance, end of period	169,402	178,749
Supplemental cash flow information:
Interest paid	(18,841)	(18,858)
Income taxes paid, net	(3,029)	(52)
Capital assets purchased on account	$ 30,041	$ 36,657

XML

Basis of Presentation

3 Months Ended

Apr. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

1. Basis of Presentation

The unaudited consolidated financial statements and notes thereto of the Company have been prepared in accordance with GAAP for interim financial information and in accordance with the rules and regulations of the SEC. In the opinion of management, these consolidated financial statements and notes reflect all adjustments, including all normal recurring adjustments, necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the consolidated financial statements and supplementary data included in the Company’s 2022 Form 10-K.

As a result of the sale of its lumber and newsprint assets in August 2021 to GreenFirst, the Company presents the results for those operations as discontinued operations. Unless otherwise stated, information in these notes to consolidated financial statements relates to continuing operations. See Note 2—Discontinued Operations for further information on the sale.

Recent Accounting Developments

There have been no new or recently adopted accounting pronouncements impacting the Company’s consolidated interim financial statements.

Subsequent Events

In April 2023, the Company repurchased $10 million of Senior Secured Notes through open-market transactions and retired the notes for cash of $9 million.

XML

Discontinued Operations

3 Months Ended

Apr. 01, 2023

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

2. Discontinued Operations

In August 2021, the Company completed the sale of its lumber and newsprint facilities and certain related assets located in Canada to GreenFirst for $232 million, which included 28.7 million shares of GreenFirst common stock with a deemed fair value of $42 million. In the second quarter of 2022, the Company sold the GreenFirst common shares for $43 million. Prior to the sale of shares, the GreenFirst common shares were accounted for at fair value, with changes in fair value recorded in the consolidated statements of operations. The shares sale agreement contains a purchase price protection clause whereby the Company is entitled to participate in further share price appreciation under certain circumstances until December 2023.

As part of the sale of the lumber assets, the Company retained all rights and obligations to softwood duties generated or incurred through the closing date of the sale. In total, the Company paid $112 million in softwood lumber duties from 2017 through August 2021, and expects to receive all or the vast majority of these duties upon final resolution of the dispute. As of April 1, 2023, the Company had a $38 million long-term receivable related to USDOC administrative reviews completed to date.

XML

Accounts Receivable, Net

3 Months Ended

Apr. 01, 2023

Receivables [Abstract]

Accounts Receivable, Net

3. Accounts Receivable, Net

Accounts receivable, net included the following:

	April 1, 2023		December 31, 2022
Accounts receivable, trade	$	171,919	$	171,144
Accounts receivable, other (a)	29,873		41,446
Allowance for credit losses	(521)		(1,064)
Accounts receivable, net	$	201,271	$	211,526

——————————————

(a)    Consists primarily of value-added/consumption taxes, grants receivable and accrued billings due from government agencies.

XML

Inventory

3 Months Ended

Apr. 01, 2023

Inventory Disclosure [Abstract]

Inventory

4. Inventory

Inventory included the following:

	April 1, 2023		December 31, 2022
Finished goods	$	173,381	$	198,931
Work-in-progress	6,075		5,230
Raw materials	49,472		52,967
Manufacturing and maintenance supplies	8,436		8,206
Inventory	$	237,364	$	265,334

XML

Leases

3 Months Ended

Apr. 01, 2023

Leases [Abstract]

Leases

5. Leases

The Company’s operating and finance leases are primarily for corporate offices, warehouse space, rail cars and equipment. As of April 1, 2023, the Company’s leases have remaining lease terms of less than one year to 13.6 years with standard renewal and termination options available at the Company’s discretion. Certain equipment leases have purchase options at the end of the term of the lease, which are not included in the ROU assets, as it is not reasonably certain that the Company will exercise such options. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants. The Company uses its incremental borrowing rate in determining the present value of lease payments unless the lease provides an implicit or explicit interest rate.

Financial and other information related to the Company’s operating and finance leases follow:

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating lease cost	$	1,694	$	1,931
Finance lease cost
Amortization of ROU assets	99		92
Interest	30		37
Total lease cost	$	1,823	$	2,060

	Balance Sheet Classification	April 1, 2023		December 31, 2022
Operating leases
ROU assets	Other assets	$	14,203	$	15,623
Lease liabilities, current	Accrued and other current liabilities	4,271		4,741
Lease liabilities, non-current	Other liabilities	10,553		11,399
Finance leases
ROU assets	Property, plant and equipment, net	1,356		1,448
Lease liabilities	Long-term debt	1,662		1,760

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities	$	1,581	$	2,123
Operating lease ROU assets obtained in exchange for lease liabilities	(80)		805

Finance lease cash flows were immaterial during each of the three months ended April 1, 2023 and March 26, 2022.

	April 1, 2023		December 31, 2022
Operating leases
Weighted average remaining lease term (in years)	5.9		5.8
Weighted average discount rate	9.1	%	8.9	%
Finance leases
Weighted average remaining lease term (in years)	3.6		3.8
Weighted average discount rate	7.0	%	7.0	%

Leases

5. Leases

The Company’s operating and finance leases are primarily for corporate offices, warehouse space, rail cars and equipment. As of April 1, 2023, the Company’s leases have remaining lease terms of less than one year to 13.6 years with standard renewal and termination options available at the Company’s discretion. Certain equipment leases have purchase options at the end of the term of the lease, which are not included in the ROU assets, as it is not reasonably certain that the Company will exercise such options. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants. The Company uses its incremental borrowing rate in determining the present value of lease payments unless the lease provides an implicit or explicit interest rate.

Financial and other information related to the Company’s operating and finance leases follow:

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating lease cost	$	1,694	$	1,931
Finance lease cost
Amortization of ROU assets	99		92
Interest	30		37
Total lease cost	$	1,823	$	2,060

	Balance Sheet Classification	April 1, 2023		December 31, 2022
Operating leases
ROU assets	Other assets	$	14,203	$	15,623
Lease liabilities, current	Accrued and other current liabilities	4,271		4,741
Lease liabilities, non-current	Other liabilities	10,553		11,399
Finance leases
ROU assets	Property, plant and equipment, net	1,356		1,448
Lease liabilities	Long-term debt	1,662		1,760

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities	$	1,581	$	2,123
Operating lease ROU assets obtained in exchange for lease liabilities	(80)		805

Finance lease cash flows were immaterial during each of the three months ended April 1, 2023 and March 26, 2022.

	April 1, 2023		December 31, 2022
Operating leases
Weighted average remaining lease term (in years)	5.9		5.8
Weighted average discount rate	9.1	%	8.9	%
Finance leases
Weighted average remaining lease term (in years)	3.6		3.8
Weighted average discount rate	7.0	%	7.0	%

XML

Accrued and Other Current Liabilities

3 Months Ended

Apr. 01, 2023

Payables and Accruals [Abstract]

Accrued and Other Current Liabilities

6. Accrued and Other Current Liabilities

Accrued and other current liabilities included the following:

	April 1, 2023		December 31, 2022
Accrued customer incentives	$	25,338	$	28,702
Accrued payroll and benefits	17,577		13,763
Accrued interest	13,213		18,877
Accrued income taxes	6,815		9,321
Accrued property and other taxes	5,031		3,065
Deferred revenue(a)	21,525		21,645
Other current liabilities(b)	48,652		68,996
Accrued and other current liabilities	$	138,151	$	164,369

——————————————

(a)    Included at both April 1, 2023 and December 31, 2022 was CAD $25 million (USD $18 million) associated with funds received in 2021 for CEWS. All CEWS claims are subject to mandatory audit. The Company will recognize amounts from these claims in income at the time there is sufficient evidence that it will not be required to repay such amounts.

(b)    Included at April 1, 2023 and December 31, 2022 was $16 million and $30 million, respectively, of energy-related payables associated with Tartas facility operations.

XML

Debt and Finance Leases

3 Months Ended

Apr. 01, 2023

Debt Disclosure [Abstract]

Debt and Finance Leases

7. Debt and Finance Leases

Debt and finance leases included the following:

	April 1, 2023		December 31, 2022
ABL Credit Facility due 2025: $100 million available, bearing interest of 6.98% (4.73% adjusted SOFR plus 2.25% margin) at April 1, 2023	$	—	$	—
7.625% Senior Secured Notes due 2026	475,000		475,000
5.50% Senior Unsecured Notes due 2024	317,675		322,675
5.50% CAD-based term loan due 2028	34,301		36,585
Other loans(a)	19,576		19,598
Short-term factoring facility-France	3,182		3,773
Finance lease obligations	1,662		1,760
Total principal payments due	851,396		859,391
Less: unamortized debt premium, discount and issuance costs	(5,654)		(6,266)
Total debt	845,742		853,125
Less: debt due within one year	(14,317)		(14,617)
Long-term debt	$	831,425	$	838,508

——————————————

(a)    Consist of loans for energy and bioethanol projects in France.

In March 2023, the Company repurchased $5 million of Senior Unsecured Notes through open-market transactions and retired the notes for cash of $5 million. An immaterial gain on extinguishment for the repurchase was recorded to “other income (expense), net” in the consolidated statements of operations.

As of April 1, 2023, the Company’s debt principal payments, excluding finance lease obligations, were due as follows:

Remainder of 2023	$	10,488
2024	328,811
2025	11,122
2026	485,490
2027	8,341
Thereafter	5,482
Total debt principal payments	$	849,734

XML

Environmental Liabilities

3 Months Ended

Apr. 01, 2023

Environmental Remediation Obligations [Abstract]

Environmental Liabilities

8. Environmental Liabilities

The Company’s environmental liabilities balance changed as follows during the three months ended April 1, 2023:

Balance at December 31, 2022	$	170,681
Increase in liabilities	960
Payments	(1,452)
Foreign currency adjustments	(14)
Balance at April 1, 2023	170,175
Less: current portion	(10,731)
Non-current environmental liabilities	$	159,444

In addition to these estimated liabilities, the Company is subject to the risk of reasonably possible additional liabilities in excess of the established reserves due to potential changes in circumstances and future events, including, without limitation, changes to current laws and regulations; changes in governmental agency personnel, direction, philosophy or enforcement policies; developments in remediation technologies; increases in the cost of remediation, operation, maintenance and monitoring of its environmental liability; changes in the volume, nature or extent of contamination to be remediated or monitoring to be undertaken; the outcome of negotiations with governmental agencies or non-governmental parties; and changes in accounting rules or interpretations. Based on information available as of April 1, 2023, the Company estimates this exposure could range up to approximately $85 million, although no assurances can be given that this amount will not be exceeded given the factors described above. These potential additional costs are attributable to several sites and other applicable liabilities. This estimate excludes liabilities that would otherwise be considered reasonably possible but for the fact that they are not currently estimable, primarily due to the factors discussed above.

Subject to the previous paragraph, the Company believes its estimates of liabilities are sufficient for probable costs expected to be incurred over the next 20 years with respect to its environmental liabilities. However, no assurances are given that these estimates will be sufficient for the reasons described above and additional liabilities could have a material adverse effect on the Company’s financial position, results of operations and cash flows.

XML

Fair Value Measurements

3 Months Ended

Apr. 01, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

9. Fair Value Measurements

The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy for financial instruments held by the Company, using market information and what management believes to be appropriate valuation methodologies:

	April 1, 2023						December 31, 2022
	Carrying Amount		Fair Value				Carrying Amount		Fair Value
			Level 1		Level 2				Level 1		Level 2
Assets
Cash and cash equivalents
Cash	$	129,837	$	129,837	$	—	$	127,288	$	127,288	$	—
Money market and similar funds	39,565		39,565		—		24,515		24,515		—
Liabilities
Fixed-rate long-term debt(a)	$	840,898	$	—	$	814,895	$	847,591	$	—	$	838,502

——————————————

(a)    Excludes finance lease obligations.

The Company uses the following methods and assumptions in estimating the fair value of its financial instruments:

Cash and cash equivalents — Cash and cash equivalents are highly liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase and the carrying amount is equal to fair market value. The Company measures its investments in money market and similar funds using level 1 inputs.

Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. Variable rate debt adjusts with changes in the market rate and so carrying value approximates fair value.

XML

Accumulated Other Comprehensive Loss

3 Months Ended

Apr. 01, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Loss

10. Accumulated Other Comprehensive Loss

	Three Months Ended
	April 1, 2023		March 26, 2022
Unrecognized components of employee benefit plans, net of tax
Balance, beginning of period	$	(43,694)	$	(76,849)
Reclassifications to earnings(a)
Amortization of (gain) loss	(176)		2,488
Amortization of prior service cost	13		8
Income tax on reclassifications	36		(548)
Net comprehensive gain (loss) on employee benefit plans, net of tax	(127)		1,948
Balance, end of period	(43,821)		(74,901)
Unrealized gain (loss) on derivative instruments, net of tax
Balance, beginning of period	(567)		(847)
Reclassifications to earnings - foreign currency exchange contracts(b)	63		92
Income tax on reclassifications	(8)		(12)
Net comprehensive gain on derivative instruments, net of tax	55		80
Balance, end of period	(512)		(767)
Foreign currency translation
Balance, beginning of period	(19,537)		(6,774)
Foreign currency translation adjustment, net of tax(c)	4,212		(6,282)
Balance, end of period	(15,325)		(13,056)
Accumulated other comprehensive loss, end of period	$	(59,658)	$	(88,724)

——————————————

(a)    The AOCI components for defined benefit pension and post-retirement plans are included in the computation of net periodic benefit cost. See Note 14—Employee Benefit Plans for further information.

(b)    Reclassifications of foreign currency exchange contracts are recorded in “cost of sales,” “other operating expense, net” or “other income (expense), net,” as appropriate.

(c)    Foreign currency translation is net of tax effects of $0 for all periods presented, as the French operations are taxed on the foreign functional currency, not the translated reporting currency.

XML

Stockholders' Equity

3 Months Ended

Apr. 01, 2023

Stockholders' Equity Note [Abstract]

Stockholders' Equity

11. Stockholders’ Equity

Stockholder Rights Plan

In March 2022, the Company adopted a stockholder rights plan whereby a significant penalty is imposed upon any person or group which acquires beneficial ownership of 10% or more of the Company’s common stock without the approval of the Board of Directors. On the same date, the Board of Directors declared a dividend of one preferred share Purchase Right for each outstanding share of common stock of the Company, par value $0.01 per share, which was paid to Company stockholders of record as of March 31, 2022. On March 20, 2023, the Purchase Rights expired.

XML

Earnings Per Common Share

3 Months Ended

Apr. 01, 2023

Earnings Per Share [Abstract]

Earnings Per Common Share

12. Earnings Per Common Share

The following table provides the inputs to the calculations of basic and diluted earnings per common share (share amounts not in thousands):

	Three Months Ended
	April 1, 2023		March 26, 2022
Income (loss) from continuing operations	$	1,607	$	(24,380)
Loss from discontinued operations	—		(471)
Net income (loss) available for common stockholders	$	1,607	$	(24,851)
Shares used for determining basic earnings per share of common stock	64,504,200		63,771,484
Dilutive effect of:
Stock options	531		—
Performance and restricted stock	2,091,922		—
Shares used for determining diluted earnings per share of common stock	66,596,653		63,771,484

Anti-dilutive instruments excluded from the computation of diluted earnings per share (not in thousands):

	Three Months Ended
	April 1, 2023	March 26, 2022
Stock options	162,171	80,120
Performance and restricted stock	96,769	3,401,875
Total anti-dilutive instruments	258,940	3,481,995

XML

Incentive Stock Plans

3 Months Ended

Apr. 01, 2023

Share-Based Payment Arrangement [Abstract]

Incentive Stock Plans

13. Incentive Stock Plans

Stock-based compensation expense for the three months ended April 1, 2023 and March 26, 2022 was $1 million and $2 million, respectively.

The Company made new grants of restricted stock units, performance-based stock units and performance-based cash units during the first quarter of 2023. The 2023 restricted stock unit awards cliff vest after three years. The 2023 performance-based awards cliff vest after three years and are based equally on TSR relative to peers and three-year cumulative adjusted EBITDA. Participants can earn between 0 and 200 percent of the target award. Performance below the threshold for the TSR would result in zero payout for the TSR metric. The performance-based cash unit award is measured using the same objectives as the performance-based stock unit award, but is paid and accounted for separately. Performance-based cash unit awards are classified as a liability and remeasured to fair value at the end of each reporting period until settlement.

In March 2023, the performance-based stock units granted in 2020 were settled with the issuance of 1,257,015 shares of common stock, including incremental shares of 370,366, based on performance results.

The following table summarizes the activity of the Company’s incentive stock awards:

	Stock Options			Restricted Stock Units			Performance-Based Stock Units
	Options	Weighted Average Exercise Price		Awards	Weighted Average Grant Date Fair Value		Awards	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2022	77,767	$	39.98	1,697,587	$	6.21	1,956,919	$	6.79
Granted	—	—		278,376	7.88		225,424	11.20
Forfeited	—	—		(22,480)	6.39		(5,433)	4.73
Exercised or settled	—	—		(464,523)	5.75		(886,649)	5.95
Expired or cancelled	(30,885)	43.35		—	—		—	—
Outstanding at April 1, 2023	46,882	$	37.76	1,488,960	$	6.66	1,290,261	$	8.12

XML

Employee Benefit Plans

3 Months Ended

Apr. 01, 2023

Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]

Employee Benefit Plans

14. Employee Benefit Plans

Defined Benefit Plans

The Company has defined benefit pension and other long-term and postretirement benefit plans covering certain union and non-union employees, primarily in the U.S. and Canada. The defined benefit pension plans are closed to new participants. The liabilities for these plans are calculated using actuarial estimates and management assumptions. These estimates are based on historical information and certain assumptions about future events.

During the three months ended April 1, 2023, the Company recorded a $2 million loss related to the final asset surplus distribution to the plan participants of certain Canadian pension plans previously wound up. The settlement was recognized in “other components of pension and OPEB, excluding service costs” in the Company’s consolidated statements of operations.

The following table presents the components of net periodic benefit costs from these plans:

	Pension				Postretirement
	Three Months Ended				Three Months Ended
	April 1, 2023		March 26, 2022		April 1, 2023		March 26, 2022
Service cost	$	1,217	$	2,176	$	287	$	353
Interest cost	7,145		4,606		357		216
Expected return on plan assets	(7,922)		(8,328)		—		—
Amortization of prior service cost	37		39		(24)		(31)
Amortization of (gain) loss	(122)		2,473		(54)		15
Pension settlement loss	2,317		—		—		—
Net periodic benefit cost	$	2,672	$	966	$	566	$	553

Service cost is included in “cost of sales” or “selling, general and administrative expenses” in the consolidated statements of operations, as appropriate. Interest cost, expected return on plan assets, amortization of prior service cost and amortization of losses are included in “other components of pension and OPEB, excluding service costs” in the consolidated statements of operations.

XML

Income Taxes

3 Months Ended

Apr. 01, 2023

Income Tax Disclosure [Abstract]

Income Taxes

15. Income Taxes

Effective Tax Rate

The effective tax rate for the three months ended April 1, 2023 is not meaningful due to near break-even pretax income for the period, which results in any discrete tax adjustments significantly impacting the rate. The largest adjustments creating a difference between the effective tax rate and the statutory rate of 21 percent were an excess tax benefit on vested stock compensation and return-to-accrual adjustments related to previously filed tax returns.

The effective tax rate on the loss from continuing operations for the three months ended March 26, 2022 was an expense of 6 percent. The 2022 effective tax rate differed from the federal statutory rate of 21 percent primarily due to disallowed interest deductions in the U.S. and nondeductible executive compensation, partially offset by U.S. tax credits and tax return-to-accrual adjustments.

Deferred Taxes

The Company’s net DTA includes $17 million of disallowed U.S. interest deductions that the Company does not believe will be realized. This asset did not materially change in the three months ended April 1, 2023. In strict compliance with the American Institute of Certified Public Accountants’ Technical Questions and Answers 3300.01-02, which asserts that certain material evidence regarding the realizability of disallowed U.S. interest deductions should be ignored when assessing the need for a valuation allowance, the Company has not recognized a valuation allowance on this portion of the net DTA generated from disallowed interest.

XML

Segments

3 Months Ended

Apr. 01, 2023

Segment Reporting [Abstract]

Segments

16. Segments

The Company operates in the following business segments: High Purity Cellulose, Paperboard and High-Yield Pulp. Corporate consists primarily of senior management, accounting, information systems, human resources, treasury, tax and legal administrative functions that provide support services to the operating business units. The Company allocates a portion of the cost of maintaining these support functions to its operating units.

The Company evaluates the performance of its segments based on operating income (loss). Intersegment sales consist primarily of High-Yield Pulp sales to Paperboard. Intersegment sales prices are at rates that approximate market for the respective operating area.

Net sales, disaggregated by product line, was comprised of the following:

	Three Months Ended
	April 1, 2023		March 26, 2022
High Purity Cellulose
Cellulose Specialties	$	226,665	$	183,554
Commodity Products	124,040		70,755
Other sales(a)	23,489		26,636
Total High Purity Cellulose	374,194		280,945
Paperboard	58,994		54,237
High-Yield Pulp	41,860		22,141
Eliminations	(8,287)		(5,607)
Net sales	$	466,761	$	351,716

——————————————

(a)    Other sales include sales of bioelectricity, lignosulfonates and other by-products to third parties.

Operating income (loss) by segment was comprised of the following:

	Three Months Ended
	April 1, 2023		March 26, 2022
High Purity Cellulose	$	12,934	$	(7,804)
Paperboard	9,734		5,839
High-Yield Pulp	7,256		(371)
Corporate	(13,330)		(13,456)
Operating income (loss)	$	16,594	$	(15,792)

Identifiable assets by segment were as follows:

	April 1, 2023		December 31, 2022
High Purity Cellulose	$	1,589,328	$	1,654,214
Paperboard	115,642		112,757
High-Yield Pulp	44,123		50,947
Corporate	560,876		529,610
Total assets	$	2,309,969	$	2,347,528

XML

Commitments and Contingencies

3 Months Ended

Apr. 01, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

17. Commitments and Contingencies

Commitments

The Company had no material changes to the purchase obligations presented in its 2022 Form 10-K that were outside the normal course of business during the three months ended April 1, 2023. The Company’s purchase obligations continue to primarily consist of commitments for the purchase of natural gas, steam energy and wood chips.

The Company leases certain buildings, machinery and equipment under various operating leases. See Note 5—Leases for further information.

Litigation and Contingencies

Duties on Canadian softwood lumber sold to the U.S.

The Company previously operated six softwood lumber mills in Ontario and Quebec, Canada, and exported softwood lumber into the U.S. from Canada. In connection with these exports, the Company paid approximately $112 million in softwood lumber duties through August 28, 2021, recorded as expense in the periods incurred. As part of the sale of its lumber assets, the Company retained all rights and obligations to softwood duties generated or incurred through the closing date of the transaction. As of April 1, 2023, the Company had a $38 million long-term receivable associated with the USDOC’s December 2020, December 2021 and August 2022 determinations of the revised rates for the 2017, 2018, 2019 and 2020 periods. Preliminary results of the USDOC’s fourth administrative review were released in January 2023, with final results expected later in 2023. Cash is not expected to return to the Company until final resolution of the softwood lumber dispute, which remains subject to legal challenges and to USDOC administrative review of the remaining 2021 period.

Other

In addition to the above, the Company is engaged in various legal and regulatory actions and proceedings and has been named as a defendant in various lawsuits and claims arising in the ordinary course of business. While the Company has procured reasonable and customary insurance covering risks normally occurring in connection with its businesses, the Company has, in certain cases, retained some risk through the operation of self-insurance, primarily in the areas of workers’ compensation, property insurance, business interruption and general liability. These other lawsuits and claims, either individually or in the aggregate, are not expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Guarantees and Other

The Company provides financial guarantees as required by creditors, insurance programs and various governmental agencies. As of April 1, 2023, the Company had net exposure of $36 million from various standby letters of credit, primarily for financial assurance relating to environmental remediation, credit support for natural gas and electricity purchases and guarantees related to foreign retirement plan obligations. These standby letters of credit represent a contingent liability; the Company would only be liable upon its default on the related payment obligations. The standby letters of credit have various expiration dates and are expected to be renewed as required.

The Company had surety bonds of $86 million as of April 1, 2023, primarily to comply with financial assurance requirements relating to environmental remediation and post closure care, to provide collateral for the Company’s workers’ compensation program and to guarantee taxes and duties for products shipped internationally. These surety bonds expire at various dates and are expected to be renewed annually as required.

LTF is a venture in which the Company owns 45 percent and its partner, Borregaard ASA, owns 55 percent. The Company is a guarantor of LTF’s financing agreements and, in the event of default, expects it would only be liable for its proportional share of any repayment under the agreements. The Company proportion of the LTF financing agreement guarantee was $32 million at April 1, 2023.

The Company has not recorded any liabilities for these financial guarantees in its consolidated balance sheets, either because the Company has recorded the underlying liability associated with the guarantee or the guarantee is dependent on the Company’s own performance and, therefore, is not subject to the measurement requirements or because the Company has calculated the estimated fair value of the guarantee and determined it to be immaterial based upon the current facts and circumstances that would trigger a payment obligation.

It is not possible to determine the maximum potential amount of liability under these potential obligations due to the unique set of facts and circumstances likely to be involved with each provision.

As of December 31, 2022, a collective bargaining agreement covering approximately 575 unionized employees was expired. The employees have continued to work under the terms of the expired contract while negotiations continue. While there can be no assurances, the Company expects to reach agreements with the union. However, a work stoppage could have a material adverse effect on the Company’s business, financial condition and results of operations.

XML

Basis of Presentation (Policies)

3 Months Ended

Apr. 01, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

The unaudited consolidated financial statements and notes thereto of the Company have been prepared in accordance with GAAP for interim financial information and in accordance with the rules and regulations of the SEC. In the opinion of management, these consolidated financial statements and notes reflect all adjustments, including all normal recurring adjustments, necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the consolidated financial statements and supplementary data included in the Company’s 2022 Form 10-K.

As a result of the sale of its lumber and newsprint assets in August 2021 to GreenFirst, the Company presents the results for those operations as discontinued operations. Unless otherwise stated, information in these notes to consolidated financial statements relates to continuing operations. See Note 2—Discontinued Operations for further information on the sale.

Recent Accounting Developments

Recent Accounting Developments

There have been no new or recently adopted accounting pronouncements impacting the Company’s consolidated interim financial statements.

Subsequent Events

Subsequent Events

In April 2023, the Company repurchased $10 million of Senior Secured Notes through open-market transactions and retired the notes for cash of $9 million.

Fair Value Measurements

The Company uses the following methods and assumptions in estimating the fair value of its financial instruments:

Cash and cash equivalents — Cash and cash equivalents are highly liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase and the carrying amount is equal to fair market value. The Company measures its investments in money market and similar funds using level 1 inputs.

Debt — The fair value of fixed rate debt is based upon quoted market prices for debt with similar terms and maturities. Variable rate debt adjusts with changes in the market rate and so carrying value approximates fair value.

XML

Accounts Receivable, Net (Tables)

3 Months Ended

Apr. 01, 2023

Receivables [Abstract]

Schedule of Accounts Receivable

Accounts receivable, net included the following:

	April 1, 2023		December 31, 2022
Accounts receivable, trade	$	171,919	$	171,144
Accounts receivable, other (a)	29,873		41,446
Allowance for credit losses	(521)		(1,064)
Accounts receivable, net	$	201,271	$	211,526

——————————————

(a)    Consists primarily of value-added/consumption taxes, grants receivable and accrued billings due from government agencies.

XML

Inventory (Tables)

3 Months Ended

Apr. 01, 2023

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory included the following:

	April 1, 2023		December 31, 2022
Finished goods	$	173,381	$	198,931
Work-in-progress	6,075		5,230
Raw materials	49,472		52,967
Manufacturing and maintenance supplies	8,436		8,206
Inventory	$	237,364	$	265,334

XML

Leases (Tables)

3 Months Ended

Apr. 01, 2023

Leases [Abstract]

Components of Lease Expense

Financial and other information related to the Company’s operating and finance leases follow:

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating lease cost	$	1,694	$	1,931
Finance lease cost
Amortization of ROU assets	99		92
Interest	30		37
Total lease cost	$	1,823	$	2,060

	Three Months Ended
	April 1, 2023		March 26, 2022
Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities	$	1,581	$	2,123
Operating lease ROU assets obtained in exchange for lease liabilities	(80)		805

	April 1, 2023		December 31, 2022
Operating leases
Weighted average remaining lease term (in years)	5.9		5.8
Weighted average discount rate	9.1	%	8.9	%
Finance leases
Weighted average remaining lease term (in years)	3.6		3.8
Weighted average discount rate	7.0	%	7.0	%

Balance Sheet Components

	Balance Sheet Classification	April 1, 2023		December 31, 2022
Operating leases
ROU assets	Other assets	$	14,203	$	15,623
Lease liabilities, current	Accrued and other current liabilities	4,271		4,741
Lease liabilities, non-current	Other liabilities	10,553		11,399
Finance leases
ROU assets	Property, plant and equipment, net	1,356		1,448
Lease liabilities	Long-term debt	1,662		1,760

XML

Accrued and Other Current Liabilities (Tables)

3 Months Ended

Apr. 01, 2023

Payables and Accruals [Abstract]

Schedule of Accrued and Other Current Liabilities

Accrued and other current liabilities included the following:

	April 1, 2023		December 31, 2022
Accrued customer incentives	$	25,338	$	28,702
Accrued payroll and benefits	17,577		13,763
Accrued interest	13,213		18,877
Accrued income taxes	6,815		9,321
Accrued property and other taxes	5,031		3,065
Deferred revenue(a)	21,525		21,645
Other current liabilities(b)	48,652		68,996
Accrued and other current liabilities	$	138,151	$	164,369

——————————————

(a)    Included at both April 1, 2023 and December 31, 2022 was CAD $25 million (USD $18 million) associated with funds received in 2021 for CEWS. All CEWS claims are subject to mandatory audit. The Company will recognize amounts from these claims in income at the time there is sufficient evidence that it will not be required to repay such amounts.

(b)    Included at April 1, 2023 and December 31, 2022 was $16 million and $30 million, respectively, of energy-related payables associated with Tartas facility operations.

XML

Debt and Finance Leases (Tables)

3 Months Ended

Apr. 01, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Debt and finance leases included the following:

	April 1, 2023		December 31, 2022
ABL Credit Facility due 2025: $100 million available, bearing interest of 6.98% (4.73% adjusted SOFR plus 2.25% margin) at April 1, 2023	$	—	$	—
7.625% Senior Secured Notes due 2026	475,000		475,000
5.50% Senior Unsecured Notes due 2024	317,675		322,675
5.50% CAD-based term loan due 2028	34,301		36,585
Other loans(a)	19,576		19,598
Short-term factoring facility-France	3,182		3,773
Finance lease obligations	1,662		1,760
Total principal payments due	851,396		859,391
Less: unamortized debt premium, discount and issuance costs	(5,654)		(6,266)
Total debt	845,742		853,125
Less: debt due within one year	(14,317)		(14,617)
Long-term debt	$	831,425	$	838,508

——————————————

(a)    Consist of loans for energy and bioethanol projects in France.

Schedule of Maturities of Long-term Debt

As of April 1, 2023, the Company’s debt principal payments, excluding finance lease obligations, were due as follows:

Remainder of 2023	$	10,488
2024	328,811
2025	11,122
2026	485,490
2027	8,341
Thereafter	5,482
Total debt principal payments	$	849,734

XML

Environmental Liabilities (Tables)

3 Months Ended

Apr. 01, 2023

Environmental Remediation Obligations [Abstract]

Schedule of Liabilities for Disposed Operations

The Company’s environmental liabilities balance changed as follows during the three months ended April 1, 2023:

Balance at December 31, 2022	$	170,681
Increase in liabilities	960
Payments	(1,452)
Foreign currency adjustments	(14)
Balance at April 1, 2023	170,175
Less: current portion	(10,731)
Non-current environmental liabilities	$	159,444

XML

Fair Value Measurements (Tables)

3 Months Ended

Apr. 01, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value, by Balance Sheet Grouping

The following table presents the carrying amount, estimated fair values and categorization under the fair value hierarchy for financial instruments held by the Company, using market information and what management believes to be appropriate valuation methodologies:

	April 1, 2023						December 31, 2022
	Carrying Amount		Fair Value				Carrying Amount		Fair Value
			Level 1		Level 2				Level 1		Level 2
Assets
Cash and cash equivalents
Cash	$	129,837	$	129,837	$	—	$	127,288	$	127,288	$	—
Money market and similar funds	39,565		39,565		—		24,515		24,515		—
Liabilities
Fixed-rate long-term debt(a)	$	840,898	$	—	$	814,895	$	847,591	$	—	$	838,502

——————————————

(a)    Excludes finance lease obligations.

XML

Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Apr. 01, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Accumulated Other Comprehensive Loss

	Three Months Ended
	April 1, 2023		March 26, 2022
Unrecognized components of employee benefit plans, net of tax
Balance, beginning of period	$	(43,694)	$	(76,849)
Reclassifications to earnings(a)
Amortization of (gain) loss	(176)		2,488
Amortization of prior service cost	13		8
Income tax on reclassifications	36		(548)
Net comprehensive gain (loss) on employee benefit plans, net of tax	(127)		1,948
Balance, end of period	(43,821)		(74,901)
Unrealized gain (loss) on derivative instruments, net of tax
Balance, beginning of period	(567)		(847)
Reclassifications to earnings - foreign currency exchange contracts(b)	63		92
Income tax on reclassifications	(8)		(12)
Net comprehensive gain on derivative instruments, net of tax	55		80
Balance, end of period	(512)		(767)
Foreign currency translation
Balance, beginning of period	(19,537)		(6,774)
Foreign currency translation adjustment, net of tax(c)	4,212		(6,282)
Balance, end of period	(15,325)		(13,056)
Accumulated other comprehensive loss, end of period	$	(59,658)	$	(88,724)

——————————————

(a)    The AOCI components for defined benefit pension and post-retirement plans are included in the computation of net periodic benefit cost. See Note 14—Employee Benefit Plans for further information.

(b)    Reclassifications of foreign currency exchange contracts are recorded in “cost of sales,” “other operating expense, net” or “other income (expense), net,” as appropriate.

(c)    Foreign currency translation is net of tax effects of $0 for all periods presented, as the French operations are taxed on the foreign functional currency, not the translated reporting currency.

XML

Earnings Per Common Share (Tables)

3 Months Ended

Apr. 01, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table provides the inputs to the calculations of basic and diluted earnings per common share (share amounts not in thousands):

	Three Months Ended
	April 1, 2023		March 26, 2022
Income (loss) from continuing operations	$	1,607	$	(24,380)
Loss from discontinued operations	—		(471)
Net income (loss) available for common stockholders	$	1,607	$	(24,851)
Shares used for determining basic earnings per share of common stock	64,504,200		63,771,484
Dilutive effect of:
Stock options	531		—
Performance and restricted stock	2,091,922		—
Shares used for determining diluted earnings per share of common stock	66,596,653		63,771,484

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

Anti-dilutive instruments excluded from the computation of diluted earnings per share (not in thousands):

	Three Months Ended
	April 1, 2023	March 26, 2022
Stock options	162,171	80,120
Performance and restricted stock	96,769	3,401,875
Total anti-dilutive instruments	258,940	3,481,995

XML

Incentive Stock Plans (Tables)

3 Months Ended

Apr. 01, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Activity for Incentive Stock Awards

The following table summarizes the activity of the Company’s incentive stock awards:

	Stock Options			Restricted Stock Units			Performance-Based Stock Units
	Options	Weighted Average Exercise Price		Awards	Weighted Average Grant Date Fair Value		Awards	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2022	77,767	$	39.98	1,697,587	$	6.21	1,956,919	$	6.79
Granted	—	—		278,376	7.88		225,424	11.20
Forfeited	—	—		(22,480)	6.39		(5,433)	4.73
Exercised or settled	—	—		(464,523)	5.75		(886,649)	5.95
Expired or cancelled	(30,885)	43.35		—	—		—	—
Outstanding at April 1, 2023	46,882	$	37.76	1,488,960	$	6.66	1,290,261	$	8.12

XML

Employee Benefit Plans (Tables)

3 Months Ended

Apr. 01, 2023

Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]

Schedule of Net Pension and Postretirement Benefit Costs

The following table presents the components of net periodic benefit costs from these plans:

	Pension				Postretirement
	Three Months Ended				Three Months Ended
	April 1, 2023		March 26, 2022		April 1, 2023		March 26, 2022
Service cost	$	1,217	$	2,176	$	287	$	353
Interest cost	7,145		4,606		357		216
Expected return on plan assets	(7,922)		(8,328)		—		—
Amortization of prior service cost	37		39		(24)		(31)
Amortization of (gain) loss	(122)		2,473		(54)		15
Pension settlement loss	2,317		—		—		—
Net periodic benefit cost	$	2,672	$	966	$	566	$	553

XML

Segments (Tables)

3 Months Ended

Apr. 01, 2023

Segment Reporting [Abstract]

Reconciliation of Net Sales by Product Line

Net sales, disaggregated by product line, was comprised of the following:

	Three Months Ended
	April 1, 2023		March 26, 2022
High Purity Cellulose
Cellulose Specialties	$	226,665	$	183,554
Commodity Products	124,040		70,755
Other sales(a)	23,489		26,636
Total High Purity Cellulose	374,194		280,945
Paperboard	58,994		54,237
High-Yield Pulp	41,860		22,141
Eliminations	(8,287)		(5,607)
Net sales	$	466,761	$	351,716

——————————————

(a)    Other sales include sales of bioelectricity, lignosulfonates and other by-products to third parties.

Reconciliation of Operating Income (Loss)

Operating income (loss) by segment was comprised of the following:

	Three Months Ended
	April 1, 2023		March 26, 2022
High Purity Cellulose	$	12,934	$	(7,804)
Paperboard	9,734		5,839
High-Yield Pulp	7,256		(371)
Corporate	(13,330)		(13,456)
Operating income (loss)	$	16,594	$	(15,792)

Reconciliation of Identifiable Assets

Identifiable assets by segment were as follows:

	April 1, 2023		December 31, 2022
High Purity Cellulose	$	1,589,328	$	1,654,214
Paperboard	115,642		112,757
High-Yield Pulp	44,123		50,947
Corporate	560,876		529,610
Total assets	$	2,309,969	$	2,347,528

XML

Basis of Presentation (Details) - 7.625% Senior Secured Notes due 2026 - Senior Notes - Subsequent Event $ in Millions	1 Months Ended
	Apr. 30, 2023 USD ($)
Subsequent Event [Line Items]
Debt instrument, repurchased face amount	$ 10
Cash repayments of senior notes	$ 9

XML

Discontinued Operations (Details) - USD ($) shares in Millions, $ in Millions		3 Months Ended
	Aug. 28, 2021	Jun. 25, 2022	Apr. 01, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Duties receivable			$ 38
Lumber and Newsprint Facilities | Discontinued Operations, Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gross purchase price	$ 232
Equity interests to be received (in shares)	28.7
Equity interests to be received	$ 42
Rights to duty refunds			$ 112
Lumber and Newsprint Facilities | Discontinued Operations, Disposed of by Sale | GreenFirst
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sale of common shares		$ 43

XML

Accounts Receivable, Net (Details) - USD ($) $ in Thousands	Apr. 01, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for credit losses	$ (521)	$ (1,064)
Accounts receivable, net	201,271	211,526
Accounts receivable, trade
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable, gross	171,919	171,144
Accounts receivable, other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable, gross	$ 29,873	$ 41,446

XML

Inventory (Details) - USD ($) $ in Thousands	Apr. 01, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Finished goods	$ 173,381	$ 198,931
Work-in-progress	6,075	5,230
Raw materials	49,472	52,967
Manufacturing and maintenance supplies	8,436	8,206
Inventory	$ 237,364	$ 265,334

XML

Leases - Narrative (Details)	3 Months Ended
	Apr. 01, 2023
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease term	13 years 7 months 6 days

XML

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Leases [Abstract]
Operating lease cost	$ 1,694	$ 1,931
Finance lease cost
Amortization of ROU assets	99	92
Interest	30	37
Total lease cost	$ 1,823	$ 2,060

XML

Leases - Balance Sheet Components (Details) - USD ($) $ in Thousands	Apr. 01, 2023	Dec. 31, 2022
Operating leases
ROU assets	$ 14,203	$ 15,623
Lease liabilities, current	4,271	4,741
Lease liabilities, non-current	$ 10,553	$ 11,399
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Other assets	Other assets
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued and other current liabilities (Note 6)	Accrued and other current liabilities (Note 6)
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other liabilities	Other liabilities
Finance leases
ROU assets	$ 1,356	$ 1,448
Lease liabilities	$ 1,662	$ 1,760
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, plant and equipment (net of accumulated depreciation of $1,753,833 and $1,721,898, respectively)	Property, plant and equipment (net of accumulated depreciation of $1,753,833 and $1,721,898, respectively)
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Long-term debt (Note 7)	Long-term debt (Note 7)

XML

Leases - Supplemental Cash Flow (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022	Dec. 31, 2022
Leases [Abstract]
Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities	$ 1,581	$ 2,123
Operating lease ROU assets obtained in exchange for lease liabilities	$ (80)	$ 805
Operating leases
Weighted average remaining lease term (in years)	5 years 10 months 24 days		5 years 9 months 18 days
Weighted average discount rate	9.10%		8.90%
Finance leases
Weighted average remaining lease term (in years)	3 years 7 months 6 days		3 years 9 months 18 days
Weighted average discount rate	7.00%		7.00%

XML

Accrued and Other Current Liabilities (Details) $ in Thousands, $ in Millions	Apr. 01, 2023 USD ($)	Apr. 01, 2023 CAD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2022 CAD ($)
Payables and Accruals [Abstract]
Accrued customer incentives	$ 25,338		$ 28,702
Accrued payroll and benefits	17,577		13,763
Accrued interest	13,213		18,877
Accrued income taxes	6,815		9,321
Accrued property and other taxes	5,031		3,065
Deferred revenue	21,525		21,645
Other current liabilities	48,652		68,996
Accrued and other current liabilities	138,151		164,369
CEWS applied for	18,000	$ 25	18,000	$ 25
Accrued energy payable	$ 16,000		$ 30,000

XML

Debt and Finance Leases - Summary of Debt (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Finance lease obligations	$ 1,662	$ 1,760
Total principal payments due	851,396	859,391
Less: unamortized debt premium, discount and issuance costs	(5,654)	(6,266)
Total debt	845,742	853,125
Less: debt due within one year	(14,317)	(14,617)
Long-term debt	831,425	838,508
Short-term factoring facility-France | Line of credit
Debt Instrument [Line Items]
Short-term debt, gross	3,182	3,773
Line of credit | ABL Credit Facility due 2025: $100 million available, bearing interest of 6.98% (4.73% adjusted SOFR plus 2.25% margin) at April 1, 2023
Debt Instrument [Line Items]
Borrowing capacity available	$ 100,000
Interest rate	6.98%
Long-term debt, gross	$ 0	0
Line of credit | ABL Credit Facility due 2025: $100 million available, bearing interest of 6.98% (4.73% adjusted SOFR plus 2.25% margin) at April 1, 2023 | SOFR
Debt Instrument [Line Items]
Variable rate	4.73%
Basis spread	2.25%
Senior Notes | 7.625% Senior Secured Notes due 2026
Debt Instrument [Line Items]
Fixed interest rate	7.625%
Long-term debt, gross	$ 475,000	475,000
Senior Notes | 5.50% Senior Unsecured Notes due 2024
Debt Instrument [Line Items]
Fixed interest rate	5.50%
Long-term debt, gross	$ 317,675	322,675
Loans | 5.50% CAD-based term loan due 2028
Debt Instrument [Line Items]
Fixed interest rate	5.50%
Long-term debt, gross	$ 34,301	36,585
Loans | Other loans
Debt Instrument [Line Items]
Long-term debt, gross	$ 19,576	$ 19,598

XML

Debt and Finance Leases - Narrative (Details) - 5.50% Senior Unsecured Notes due 2024 - Senior Notes $ in Millions	1 Months Ended
	Mar. 31, 2023 USD ($)
Debt Instrument [Line Items]
Debt instrument, repurchased face amount	$ 5
Cash repayments of senior notes	$ 5

XML

Debt and Finance Leases - Schedule of Maturities of Long-term Debt (Details) $ in Thousands	Apr. 01, 2023 USD ($)
Debt Disclosure [Abstract]
Remainder of 2023	$ 10,488
2024	328,811
2025	11,122
2026	485,490
2027	8,341
Thereafter	5,482
Total debt principal payments	$ 849,734

XML

Environmental Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Dec. 31, 2022
Accrual for Environmental Loss Contingencies [Roll Forward]
Accrual for Environmental Loss Contingencies, Beginning Balance	$ 170,681
Increase in liabilities	960
Payments	(1,452)
Foreign currency adjustments	(14)
Balance at April 1, 2023	170,175
Less: current portion	(10,731)	$ (10,732)
Non-current environmental liabilities	$ 159,444	$ 159,949
Environmental Loss Contingency, Statement of Financial Position [Extensible Enumeration]	Less: current portion, Non-current environmental liabilities
Loss exposure in excess of accrual, high estimate	$ 85,000
Probable costs expected to be incurred, term	20 years

XML

Fair Value Measurements (Details) - USD ($) $ in Thousands	Apr. 01, 2023	Dec. 31, 2022
Carrying Amount
Liabilities:
Fixed-rate long-term debt	$ 840,898	$ 847,591
Carrying Amount | Cash
Assets:
Cash and cash equivalents	129,837	127,288
Carrying Amount | Money market and similar funds
Assets:
Cash and cash equivalents	39,565	24,515
Fair Value | Level 1
Liabilities:
Fixed-rate long-term debt	0	0
Fair Value | Level 1 | Cash
Assets:
Cash and cash equivalents	129,837	127,288
Fair Value | Level 1 | Money market and similar funds
Assets:
Cash and cash equivalents	39,565	24,515
Fair Value | Level 2
Liabilities:
Fixed-rate long-term debt	814,895	838,502
Fair Value | Level 2 | Cash
Assets:
Cash and cash equivalents	0	0
Fair Value | Level 2 | Money market and similar funds
Assets:
Cash and cash equivalents	$ 0	$ 0

XML

Accumulated Other Comprehensive Loss (Details) - USD ($)	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Beginning balance	$ 829,313,000	$ 814,343,000
Total other comprehensive income (loss)	4,140,000	(4,254,000)
Ending balance	831,429,000	787,193,000
Tax effects of foreign translation adjustment	0	0
Unrecognized components of employee benefit plans, net of tax
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Beginning balance	(43,694,000)	(76,849,000)
Income tax on reclassifications	36,000	(548,000)
Total other comprehensive income (loss)	(127,000)	1,948,000
Ending balance	(43,821,000)	(74,901,000)
Amortization of (gain) loss
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Reclassifications to earnings	(176,000)	2,488,000
Amortization of prior service cost
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Reclassifications to earnings	13,000	8,000
Unrealized gain (loss) on derivative instruments, net of tax
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Beginning balance	(567,000)	(847,000)
Reclassifications to earnings	63,000	92,000
Income tax on reclassifications	(8,000)	(12,000)
Total other comprehensive income (loss)	55,000	80,000
Ending balance	(512,000)	(767,000)
Foreign currency translation adjustments
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Beginning balance	(19,537,000)	(6,774,000)
Total other comprehensive income (loss)	4,212,000	(6,282,000)
Ending balance	(15,325,000)	(13,056,000)
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Beginning balance	(63,798,000)	(84,470,000)
Total other comprehensive income (loss)	4,140,000	(4,254,000)
Ending balance	$ (59,658,000)	$ (88,724,000)

XML

Stockholders' Equity (Details)	Apr. 01, 2023 $ / shares	Dec. 31, 2022 $ / shares	Mar. 31, 2022 $ / shares shares
Stockholders' Equity Note [Abstract]
Beneficial ownership threshold			0.10
Number of preferred share purchase rights issued per common stock (in shares) | shares			1
Common stock, par value (in USD per share) | $ / shares	$ 0.01	$ 0.01	$ 0.01

XML

Earnings Per Common Share - Calculation of Earnings Per Share (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Earnings Per Share [Abstract]
Income (loss) from continuing operations	$ 1,607	$ (24,380)
Loss from discontinued operations	0	(471)
Net income (loss) available for common stockholders (Basic)	1,607	(24,851)
Net income (loss) available for common stockholders (Diluted)	$ 1,607	$ (24,851)
Shares used for determining basic earnings per share of common stock (in shares)	64,504,200	63,771,484
Dilutive effect of:
Stock options (in shares)	531	0
Performance and restricted stock (in shares)	2,091,922	0
Shares used for determining diluted earnings per share of common stock (in shares)	66,596,653	63,771,484

XML

Earnings Per Common Share - Anti-dilutive Securities Excluded from Computation (Details) - shares	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive instruments (in shares)	258,940	3,481,995
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive instruments (in shares)	162,171	80,120
Performance and restricted stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive instruments (in shares)	96,769	3,401,875

XML

Incentive Stock Plans - Narrative (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2023	Apr. 01, 2023	Mar. 26, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense		$ 1	$ 2
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years
Performance-Based Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years
Shares issued (in shares)	1,257,015
Incremental shares issued (in shares)	370,366
Performance-Based Stock Units | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Target payout percentage		0.00%
Performance-Based Stock Units | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Target payout percentage		200.00%

XML

Incentive Stock Plans - Schedule of Outstanding Awards (Details)	3 Months Ended
	Apr. 01, 2023 $ / shares shares
Options
Beginning Balance (in shares) | shares	77,767
Granted (in shares) | shares	0
Forfeited (in shares) | shares	0
Exercised or settled (in shares) | shares	0
Expired or cancelled (in shares) | shares	(30,885)
Ending Balance (in shares) | shares	46,882
Weighted Average Exercise Price
Beginning balance (in dollars per share) | $ / shares	$ 39.98
Granted (in dollars per share) | $ / shares	0
Forfeited (in dollars per share) | $ / shares	0
Exercised or settled (in dollars per share) | $ / shares	0
Expired or cancelled (in dollars per share) | $ / shares	43.35
Ending balance (in dollars per share) | $ / shares	$ 37.76
Restricted Stock Units
Awards
Beginning Balance (in shares) | shares	1,697,587
Granted (in shares) | shares	278,376
Forfeited (in shares) | shares	(22,480)
Exercised or settled (in shares) | shares	(464,523)
Expired or cancelled (in shares) | shares	0
Ending Balance (in shares) | shares	1,488,960
Weighted Average Grant Date Fair Value
Beginning balances (in dollars per share) | $ / shares	$ 6.21
Granted (in dollars per share) | $ / shares	7.88
Forfeited (in dollars per share) | $ / shares	6.39
Exercised or settled (in dollars per share) | $ / shares	5.75
Expired or cancelled (in dollars per share) | $ / shares	0
Ending balances (in dollars per share) | $ / shares	$ 6.66
Performance-Based Stock Units
Awards
Beginning Balance (in shares) | shares	1,956,919
Granted (in shares) | shares	225,424
Forfeited (in shares) | shares	(5,433)
Exercised or settled (in shares) | shares	(886,649)
Expired or cancelled (in shares) | shares	0
Ending Balance (in shares) | shares	1,290,261
Weighted Average Grant Date Fair Value
Beginning balances (in dollars per share) | $ / shares	$ 6.79
Granted (in dollars per share) | $ / shares	11.20
Forfeited (in dollars per share) | $ / shares	4.73
Exercised or settled (in dollars per share) | $ / shares	5.95
Expired or cancelled (in dollars per share) | $ / shares	0
Ending balances (in dollars per share) | $ / shares	$ 8.12

XML

Employee Benefit Plans (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022
Pension
Defined Benefit Plans Disclosure [Line Items]
Service cost	$ 1,217	$ 2,176
Interest cost	7,145	4,606
Expected return on plan assets	(7,922)	(8,328)
Amortization of prior service cost	37	39
Amortization of (gain) loss	(122)	2,473
Pension settlement loss	2,317	0
Net periodic benefit cost	2,672	966
Pension | Canada
Defined Benefit Plans Disclosure [Line Items]
Pension settlement loss	2,000
Postretirement
Defined Benefit Plans Disclosure [Line Items]
Service cost	287	353
Interest cost	357	216
Expected return on plan assets	0	0
Amortization of prior service cost	(24)	(31)
Amortization of (gain) loss	(54)	15
Pension settlement loss	0	0
Net periodic benefit cost	$ 566	$ 553

XML

Income Taxes (Details) - USD ($)	3 Months Ended
	Mar. 26, 2022	Apr. 01, 2023
Income Tax Contingency [Line Items]
Effective rate (percentage)	(6.00%)
Federal | Disallowed Interest Deductions
Income Tax Contingency [Line Items]
Deferred tax assets		$ 17,000,000
Deferred tax asset, valuation allowance		$ 0

XML

Segments (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2023	Mar. 26, 2022	Dec. 31, 2022
Segment Reporting Information [Line Items]
Net sales	$ 466,761	$ 351,716
Operating income (loss)	16,594	(15,792)
Total assets	2,309,969		$ 2,347,528
Operating Segments | High Purity Cellulose
Segment Reporting Information [Line Items]
Net sales	374,194	280,945
Operating income (loss)	12,934	(7,804)
Total assets	1,589,328		1,654,214
Operating Segments | High Purity Cellulose | Cellulose Specialties
Segment Reporting Information [Line Items]
Net sales	226,665	183,554
Operating Segments | High Purity Cellulose | Commodity Products
Segment Reporting Information [Line Items]
Net sales	124,040	70,755
Operating Segments | High Purity Cellulose | Other
Segment Reporting Information [Line Items]
Net sales	23,489	26,636
Operating Segments | Paperboard
Segment Reporting Information [Line Items]
Net sales	58,994	54,237
Operating income (loss)	9,734	5,839
Total assets	115,642		112,757
Operating Segments | High-Yield Pulp
Segment Reporting Information [Line Items]
Net sales	41,860	22,141
Operating income (loss)	7,256	(371)
Total assets	44,123		50,947
Eliminations
Segment Reporting Information [Line Items]
Net sales	(8,287)	(5,607)
Corporate
Segment Reporting Information [Line Items]
Operating income (loss)	(13,330)	$ (13,456)
Total assets	$ 560,876		$ 529,610

XML

Commitments and Contingencies (Details) $ in Millions	Apr. 01, 2023 USD ($) mill	Dec. 31, 2022 employee
Guarantor Obligations [Line Items]
Number of lumber mills | mill	6
Duties receivable	$ 38
Number of unionized employees, covered under expired contract | employee		575
Discontinued Operations, Disposed of by Sale | Lumber and Newsprint Facilities
Guarantor Obligations [Line Items]
Rights to duty refunds	$ 112
LignoTech Florida
Guarantor Obligations [Line Items]
Ownership percentage	45.00%
Borregaard ASA | LignoTech Florida
Guarantor Obligations [Line Items]
Ownership percentage	55.00%
Financial Standby Letter of Credit
Guarantor Obligations [Line Items]
Letters of credit	$ 36
Surety Bond
Guarantor Obligations [Line Items]
Guarantees	86
Contract Guarantee
Guarantor Obligations [Line Items]
Guarantees	$ 32