-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vfeun/BhwtOTeSop1Mb5GqJhmxl9B9sSoo05qOltCMo+4nJDlYzieR8pbjKS+hZ7 DFqH0gXdaSiWNZXFG6mtjQ== 0001104659-06-033723.txt : 20060511 0001104659-06-033723.hdr.sgml : 20060511 20060511140714 ACCESSION NUMBER: 0001104659-06-033723 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060511 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060511 DATE AS OF CHANGE: 20060511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLUE RIDGE PAPER PRODUCTS INC CENTRAL INDEX KEY: 0001284293 STANDARD INDUSTRIAL CLASSIFICATION: PAPERS & ALLIED PRODUCTS [2600] IRS NUMBER: 562136509 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-114032 FILM NUMBER: 06829365 MAIL ADDRESS: STREET 1: 41 MAIN STREET STREET 2: P.O. BOX 1429 CITY: CANTON STATE: NC ZIP: 28716 8-K 1 a06-11467_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): May 11, 2006

 

BLUE RIDGE PAPER PRODUCTS INC.

(Exact name of registrant as specified in its charter)

 

Delaware

333-114032

56-2136509

(State or other jurisdiction of
 incorporation)

(Registration Number)

(IRS Employer Identification No.)

 

41 Main Street, Canton, North Carolina

28716

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code:  (828) 454-0676

 

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




 

ITEM 2.02   RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On May 11, 2006, Blue Ridge Paper Products Inc. announced its earnings for the quarter ended March 31, 2006. Attached hereto and incorporated herein by reference as Exhibit 99.1 is the Press Release announcing such results.

The information in this Report, including the exhibit attached hereto, is furnished solely pursuant to Item 2.02 of this Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. Furthermore, the information in this Report, including the exhibit, shall not be deemed to be incorporated by reference into the filings of the Registrant under the Securities Act of 1933.

ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibit 99.1 — Press Release dated May 11, 2006.

     This exhibit is furnished pursuant to Item 2.02 and shall not be deemed to be “filed.”

 




 

SIGNATURES

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

BLUE RIDGE PAPER PRODUCTS INC.

Date: May 11, 2006

By:

/s/ JOHN B. WADSWORTH

 

Name:

John B. Wadsworth

 

Title:

Chief Financial Officer

 




EXHIBIT INDEX

Exhibit No.

 

Description

 

 

99.1

 

Press release dated May 11, 2006 announcing results for the quarter ended March 31, 2006

 



EX-99.1 2 a06-11467_1ex99d1.htm EX-99

Exhibit 99.1

Contact:

Dana Wardwell

 

(828-454-0676)

 

Blue Ridge Paper Products Inc. Reports First Quarter 2006 Results:

CANTON, North Carolina (Bloomberg: bluerd) — Blue Ridge Paper Products Inc. today reported a net loss of $2.9 million for the first quarter ended March 31, 2006. This compared to a net loss of $11.6 million for the fourth quarter ended December 31, 2005 and a net profit of $0.7 million for the first quarter ended March 31, 2005. Total net sales for the first quarter ended March 31, 2006 were $140.1 million, up 10.8% and 9.0% when compared to net sales for the fourth quarter ended December 31, 2005 of $126.4 million and net sales of $128.5 million for the first quarter ended March 31, 2005, respectively.

Commenting on the quarter, Richard Lozyniak, Chief Executive Officer, stated, “While we are disappointed that we did not return to profitability in the first quarter, we are very encouraged by the significant improvement in our operating cash flow, which resulted from improved pricing for our products, exceptionally strong productivity and some moderation in input costs. High energy costs, however, continue to be an area of concern.”

Key Business Highlights

·                 The uncoated paper market strengthened in the first quarter ended March 31, 2006. Shipments in the first quarter ended March 31, 2006 exceeded fourth quarter ended December 31, 2005 by 2,733 tons or 4.0%. First quarter ended March 31, 2006 average pricing for uncoated paper grades increased 4.7% when compared to pricing for the fourth quarter ended December 31, 2005. Pricing in the second quarter ending June 30, 2006 is projected to increase over the average pricing for the first quarter ended March 31, 2006 due to price increases implemented on March 27, 2006. This increase included $60 per ton for white wove envelope, offset, reply card, multipurpose and tablet grades and $40 per ton for envelope kraft.

·                  Shipments in the packaging segment for the first quarter ended March 31, 2006 totaled 68,596 tons, which was 10.5% above the fourth quarter ended December 31, 2005. This increase reflected strong shipments of the Company’s non-converted coated board grades from 27,585 tons to 35,781 tons. Pricing in the first quarter ended March 31, 2006 for the Company’s non-converted coated board grades was 7.1% higher than pricing recorded in the fourth quarter ended December 31, 2005. The Company’s carton pricing was up 1.6% in the first quarter ended March 31, 2006 when compared to pricing in the fourth quarter ended December 31, 2005.

·                  In the first quarter ended March 31, 2006, raw material costs compared to fourth quarter ended December 31, 2005 were flat. However, the Company received moderate cost decreases toward the end of the first quarter for low density polyethylene, wood chips and caustic soda. Energy costs were up in the first quarter ended March 31, 2006 due primarily to contractual increases for coal that were effective January 1, 2006. Transportation costs were down approximately $1.2 million in the first quarter ended March 31, 2006 compared to the fourth quarter ended December 31, 2005. This was primarily due to a reduction in accessorial charges that were at all time highs immediately following the Gulf Coast hurricanes in the third quarter ended September 30, 2005.

·                  The Canton mill conducted a planned hardwood pulp mill outage in the fourth quarter ended December 31, 2005. The planned outage had a negative impact on fourth quarter earnings of approximately $3.1 million. There was not a corresponding outage in the first quarter ended March 31, 2006. The Canton mill is scheduled to have a pine pulp mill outage in the second quarter ending June 30, 2006.

The Company defines EBITDA as net income before interest, taxes and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted for certain unusual and non-cash items. EBITDA and Adjusted EBITDA are non-GAAP measures. The Company believes that EBITDA and Adjusted EBITDA can assist investors in analyzing and assessing its ability to service debt. In addition, management focuses on EBITDA and Adjusted EBITDA, as defined, as measures of the Company’s operating performance and as measures of the ability of the business to generate cash. These measures should not be considered in isolation or as an alternative to net income in measuring operating performance or as an alternative to cash flows from operations in measuring its liquidity. EBITDA and Adjusted EBITDA as the Company defines these terms may not be comparable to similarly titled financial performance measures presented by other companies.

The Adjusted EBITDA for the three-month period ended March 31, 2006 was $6.5 million compared to Adjusted EBITDA of a negative $4.3 million for the three-month period ended December 31, 2005.




 

ADJUSTED EBITDA — RECONCILIATION OF NON-GAAP MEASURES ($000)

 

 

 

 

Three-Months Ended

 

 

 

 

 

March 31, 2006

 

December 31, 2005

 

Net Loss

 

 

 

$

(2,896

)

$

(11,596

)

 

 

 

 

 

 

 

 

Income taxes

 

 

 

 

 

Interest expense

 

 

 

4,475

 

4,431

 

Depreciation expense

 

 

 

3,662

 

3,967

 

Amortization expense

 

 

 

370

 

360

 

 

 

 

 

 

 

 

 

EBITDA

 

 

 

5,611

 

(2,838

)

 

 

 

 

 

 

 

 

ESOP expense

 

(A)

 

1,116

 

(428

)

Flood impact

 

(B)

 

(189

)

(692

)

Bad debt expense

 

(C)

 

 

36

 

Gain on asset sales

 

(D)

 

 

(380

)

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

$

6,538

 

$

(4,302

)

 

(A)                  ESOP expense is a non-cash labor expense the Company incurs each year in connection with the Employee Stock Ownership Plan of the Company’s parent. The adjustment for the three-month period ended December 31, 2005 reflects an adjustment to account for a decrease in the valuation of the 2005 share price.

(B)                    Flood impact from Hurricanes Frances and Ivan reflects the losses associated with property damage, repairs and maintenance plus business interruption, offset by insurance recoveries booked and funds received from the state and federal government.

(C)                    Reflects bad debt expenses.

(D)                   Reflects a gain on the sale of equipment or other operating assets sold during the period.

For additional information, please refer to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2005.

Certain statements in this presentation constitute forward-looking statements or statements that may be deemed or construed to be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words “forecast,” “estimate,” “project,” “intend,” “expect,” “should,” “would,” “believe” and similar expressions and all statements that are not historical facts are intended to identify forward-looking statements. These forward-looking statements involve and are subject to known and unknown risks, uncertainties and other factors, which could cause our actual results, performance (financial or operation), or achievements to differ from the future results, performance (financial or operating), or achievements expressed or implied by such forward-looking statements. These factors include but are not limited to the following:  changes in underlying paper and packaging prices, raw material prices and demand for our products, and the success of various cost-savings initiatives. These and other risks are more fully discussed in our annual report on Form 10-K for the fiscal year ended December 31, 2005.

 

2




 

Condensed Consolidated Balance Sheets
March 31, 2006 and December 31, 2005
(Dollars in thousands)
(unaudited)

 

 

 

 

March 31,

 

December 31,

 

 

 

2006

 

2005

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash

 

$

1,396

 

$

2,110

 

Accounts receivable, net of allowance for doubtful accounts and discounts of $1,213 and $2,298 in 2006 and 2005, respectively

 

58,174

 

56,002

 

Inventories

 

51,353

 

53,988

 

Prepaid expenses

 

1,290

 

1,029

 

Insurance proceeds receivable

 

291

 

291

 

Income tax receivable

 

50

 

50

 

Deferred tax asset

 

4,190

 

4,448

 

Total current assets

 

116,744

 

117,918

 

Property, plant, and equipment, net of accumulated depreciation of $108,915 and $105,253 in 2006 and 2005, respectively

 

188,935

 

190,463

 

Deferred financing costs, net

 

4,738

 

5,108

 

Other assets

 

200

 

193

 

Total assets

 

$

310,617

 

$

313,682

 

 

 

 

 

 

 

Liabilities and Stockholder’s Equity (Deficit)

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of senior debt

 

$

42

 

$

41

 

Current portion of capital lease obligation

 

566

 

595

 

Accounts payable

 

45,858

 

48,917

 

Accrued expenses and other current liabilities

 

28,614

 

33,987

 

Interest payable

 

5,579

 

1,875

 

Total current liabilities

 

80,659

 

85,415

 

Senior debt, net of current portion

 

162,513

 

159,749

 

Parent Pay-In-Kind (PIK) Senior Subordinated Note

 

44,425

 

44,425

 

Capital lease obligations

 

847

 

979

 

Pension and postretirement benefits

 

23,379

 

22,678

 

Deferred tax liability

 

4,190

 

4,448

 

Other liabilities

 

1,118

 

730

 

Total liabilities

 

317,131

 

318,424

 

Obligation to redeem ESOP shares

 

28,829

 

27,716

 

Obligation to redeem restricted stock units of Parent

 

1,643

 

1,631

 

Commitments and contingencies (See notes)

 

 

 

 

 

Stockholder’s equity:

 

 

 

 

 

Common stock (par value $0.01, 1000 shares authorized and outstanding in
2006 and 2005, respectively)

 

 

 

Additional paid-in capital

 

64,111

 

64,121

 

Accumulated deficit

 

(88,950

)

(86,054

)

Unearned compensation

 

(13

)

(25

)

Accumulated other comprehensive loss

 

(4,183

)

(4,183

)

 

 

(29,035

)

(26,141

)

Receivable from Parent

 

(7,951

)

(7,948

)

Total stockholder’s equity (deficit)

 

(36,986

)

(34,089

)

Total liabilities and stockholder’s equity (deficit)

 

$

310,617

 

$

313,682

 

 

3




 

BLUE RIDGE PAPER PRODUCTS INC.
Condensed Consolidated Statements of Operations
Three Months Ended March 31, 2006 and 2005
(Dollars in thousands)
(unaudited)

 

 

 

2006

 

2005

 

Net sales

 

$

140,107

 

$

128,547

 

Cost of goods sold:

 

 

 

 

 

Cost of goods sold, excluding depreciation and amortization, flood-related loss and repairs and insurance recoveries

 

127,801

 

113,195

 

Depreciation and amortization

 

3,604

 

3,904

 

Flood-related loss and repairs

 

 

848

 

Insurance recoveries

 

 

(100

)

Gross profit

 

8,702

 

10,700

 

Selling, general and administrative expenses

 

5,789

 

5,147

 

Depreciation and amortization

 

58

 

436

 

Insurance recoveries

 

 

(23

)

ESOP expense

 

1,116

 

1,631

 

Profit-sharing expense

 

 

80

 

Operating profit

 

1,739

 

3,429

 

Other income (expense):

 

 

 

 

 

Interest expense, excluding amortization

 

 

 

 

 

of deferred financing costs

 

(4,475

)

(4,258

)

Amortization of deferred financing costs

 

(370

)

(332

)

Government grant income

 

206

 

1,878

 

Gain on equity method investment

 

4

 

 

 

 

(4,635

)

(2,712

)

Profit (loss) before income taxes

 

(2,896

)

717

 

Income tax

 

 

 

Net income (loss)

 

$

(2,896

)

$

717

 

 

4




 

BLUE RIDGE PAPER PRODUCTS INC.
Condensed Consolidated Statements of Cash Flows
Three Months Ended March 31, 2006 and 2005
(Dollars in thousands)
(unaudited)

 

 

 

2006

 

2005

 

Cash flows from operating activities:

 

 

 

 

 

Net income (loss)

 

$

(2,896

)

$

717

 

Adjustment to reconcile net income (loss) to net cash used in operating activities:

 

 

 

 

 

Depreciation and amortization

 

3,662

 

4,340

 

Compensation expense for Parent restricted stock

 

13

 

76

 

Amortization of deferred financing costs

 

370

 

332

 

ESOP expense

 

1,116

 

1,631

 

Parent PIK Senior Subordinated Note for interest

 

1,000

 

915

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable, net

 

(2,172

)

(10,558

)

Inventories

 

2,635

 

(3,201

)

Prepaid expenses

 

(261

)

459

 

Insurance proceeds receivable

 

 

4,439

 

Income tax receivable

 

 

21

 

Accounts payable

 

(4,247

)

(10,664

)

Accrued expenses and other current liabilities

 

(5,373

)

(2,668

)

Interest payable

 

2,704

 

2,820

 

Pension and postretirement benefits

 

701

 

643

 

Other assets and liabilities

 

379

 

(126

)

Net cash used in operating activities

 

(2,369

)

(10,824

)

Cash flows used in investing activities:

 

 

 

 

 

Additions to property, plant, and equipment

 

(2,134

)

(2,020

)

Net cash used in investing activities

 

(2,134

)

(2,020

)

Cash flows from financing activities:

 

 

 

 

 

Repurchase of Parent common and preferred stock

 

(3

)

(3

)

Proceeds from borrowings under line of credit

 

39,701

 

54,050

 

Repayment of borrowings under line of credit

 

(36,926

)

(41,175

)

Repayments of long-term debt and capital lease obligations

 

(171

)

(147

)

Other financing activities

 

1,188

 

 

Net cash provided by financing activities

 

3,789

 

12,725

 

Net decrease in cash

 

(714

)

(119

)

Cash, beginning of period

 

2,110

 

2,466

 

Cash, end of period

 

$

1,396

 

$

2,347

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

Cash paid for interest, including capitalized interest of $217 and $79 in 2006 and 2005, respectively

 

$

896

 

$

614

 

Noncash investing and financing activities:

 

 

 

 

 

Issuance of restricted stock units

 

 

339

 

 

5



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