EX-99.1 2 a09-4326_1ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

Cellu Tissue Holdings, Inc. Announces Third Quarter 2009 Results

 

Alpharetta, GA. – January 30, 2009—Cellu Tissue Holdings, Inc. (the “Company” or “Cellu Tissue”), an established leader in the manufacturing of high-quality business-to-business and consumer tissue grades used in health care and consumer products worldwide, today announced financial results for the third quarter ended November 27, 2008.

 

Net sales for the third quarter ended November 27, 2008 totaled $143.0 million compared to $112.2 million for the comparable period in the prior year, an increase of $30.8 million, or 27.5%.  For the third quarter ended November 27, 2008, the Company sold 91,931 tons of tissue hard rolls, machine-glazed paper hard rolls and converted paper products.  This is an increase of 12,389 tons, or 15.6%, over the comparable period in the prior year.  Of these increases, $25.2 million of net sales and 14,437 tons sold related to APF.  Also contributing to the increase in net sales from the comparable period in the prior year is an increase in net selling price per ton to $1,541 for the third quarter ended November 27, 2008 from $1,411 for the comparable period in the prior year.

 

Net sales within the Tissue Segment for the third quarter ended November 27, 2008 totaled $111.1 million, an increase of 32.2%, from $84.0 million for the comparable period in the prior year.  The increase experienced by the Tissue Segment is attributable to the acquisition of APF, an increase in tonnage sold primarily in our converting business and an increase in net selling price per ton over the comparable period in the prior year. Net sales within the Machine-Glazed Paper Segment for the third quarter ended November 27, 2008 totaled $30.5 million, an increase of 8.3% from $28.2 million for the comparable period in the prior year.  The increase experienced by the Machine-Glazed Paper Segment is driven primarily by an increase in net selling price per ton over the comparable period in the prior year and an increase in tons sold over the comparable period in the prior year.   Net sales within the Foam Segment, which was part of the APF acquisition, for the third quarter ended November 27, 2008 totaled $1.4 million.

 

For the third quarter ended November 27, 2008, Cellu Tissue reported gross profit of $16.1 million, or 11.3% of net sales, compared to $11.7 million, or 10.4% of net sales, for the comparable period in the prior year.  The increase in gross profit as a percentage of net sales is the result of an increase in net selling price per ton, which more than offset increased fiber costs per ton over the comparable period in the prior year.

 

Income from operations for the third quarter ended November 27, 2008 was $9.4 million compared to $6.2 million for the comparable period in the prior year.  This increase is the result of the increase in gross profit as noted above offset partially by amortization expense in the third quarter ended November 27, 2008 related to amortization of the

 



 

intangible assets recorded in connection with the APF acquisition.  Income from operations in the Tissue Segment for the third quarter ended November 27, 2008 was $8.6 million compared to $6.1 million for the third quarter in the prior year.   Income from operations in the Machine-Glazed Paper Segment for the third quarter ended November 27, 2008 was $2.0 million compared to $.1 million for the third quarter in the prior year.  Income from operations in the Foam Segment for the third quarter ended November 27, 2008 was $.1 million.  Also, included in income from operations for the third quarter ended November 27, 2008 is $1.3 million of amortization expense related to the APF acquisition as noted above.

 

For the third quarter ended November 27, 2008, the Company reported pretax income of $2.7 million compared to $1.4 million for the comparable period in the prior year.  For the third quarter ended November 27, 2008, the Company reported net income of $1.8 million compared to $1.6 million for the comparable period in the prior year.  EBITDA for the third quarter ended November 27, 2008 totaled $17.0 million compared to $11.9 million for the comparable period in the prior year.

 

Restatement of Prior Periods

 

On January 20, 2009, management of the Company and the Audit Committee of  the Company’s Board of Directors concluded that the Company’s previously reported financial statements for the fiscal years ended February 29, 2008 and February 28, 2007 and interim financial statements for the periods ended August 28, 2008 and May 29, 2008 (and the respective comparative prior year periods) should no longer be relied upon.  Accordingly, the Company is restating its previously reported financial statements for the fiscal years 2008 and 2007 included in its Annual Report on Form 10-K for the year ended February 29, 2008 and its Quarterly Reports on Form 10-Q for the periods ended August 28, 2008 and May 29, 2008.   This restatement will correct errors in (i) accounting for deferred income taxes in connection with purchase accounting applied in fiscal 2007, (ii) classification of borrowings and repayments on the revolving credit facility in the statement of cash flows, and certain other adjustments that were initially deemed to be not material by management, including (a)  classification of shipping and handling costs in accordance with EITF 00-10, Accounting for Shipping and Handling Fees and Costs (EITF 00-10), (b) accounting for derivative instruments, (c) accounting for foreign exchange gains and losses in fiscal 2008 and 2007, and (d) certain other miscellaneous adjustments.

 

The impact of the abovementioned restatements on net income will be as follows:  increase net income by $.1 million for the period March 1, 2006 to June 12, 2006 (pre-merger), decrease net income by $.5 million for the period from June 13, 2006 to February 28, 2007 (post-merger), decrease net income by $.3 million for the fiscal year ended February 29, 2008, and decrease net income by $.2 million and $.6 million for the three months ended May 29,2008 and August 28, 2008, respectively.  These changes to net income, which is a total decrease of $1.5 million over the period restated (10 quarters), are primarily the result of increased depreciation expense.  We expect to file the restatements in the near future.

 

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The impact of the abovementioned restatements on the consolidated financial statements as of February 29, 2008 and for the three and nine months ended November 29, 2007 is reflected herein.  The impact on net income for the three and nine months ended November 29, 2007 is a $.3 million increase and a $.3 million decrease, respectively.  The impact on earnings before interest, taxes, depreciation and amortization (EBITDA) for the three and nine months ended November 29, 2007 is a $.7 million increase and a $.3 million increase, respectively.   See the table attached to this press release for further details.

 

As previously announced, in the second quarter of the fiscal year ending February 28, 2009, or fiscal year 2009, the Company completed its acquisition of the Hauppague, New York and Thomaston, Georgia tissue converting operations of Atlantic Paper & Foil (“APF”).  Accordingly, the third quarter fiscal year 2009 results are impacted by the effects of the purchase accounting related to this transaction and APF’s operating results, as highlighted below.

 

Russell C. Taylor, President and Chief Executive Officer of Cellu Tissue, commented: “The restatement does not adversely affect our current business or the long term strategic position of Cellu Tissue. We are extremely pleased with our very favorable business results and successful integration of APF into our operations.  We remain commited to the implementation of Cellu Tissue’s strategic plan”.

 

Notice Relating to the Use of Non-GAAP Measures

 

Attached to this press release are tables setting forth our unaudited consolidated statements of operations, financial position, selected consolidated financial data including information concerning our cash flow position, selected consolidated segment data, and reconciliations of consolidated net income from operations to consolidated EBITDA.   EBITDA is not a measure of performance under U.S. generally accepted accounting principles and should not be considered in isolation or used as a substitute for income from operations, net income, net cash provided by operating activities, or other operating or cash flow data prepared in accordance with generally accepted accounting principles.  We have presented EBITDA because this measure is used by investors, as well as our own management, to evaluate the operating performance of our business, including our ability to service debt.  Also, attached to this press release is a table setting forth the impact of the restatements noted above.

 

Cellu Tissue’s management will announce the date and time of our conference to discuss third quarter fiscal year 2009 financial results in the near future.

 

Cellu Tissue Holdings, Inc. is a manufacturer of a variety of specialty tissue hard rolls and machine-glazed paper used in the manufacture of various end products, including diapers, facial and bath tissue, assorted paper towels and food wraps.  In addition, the Company produces a variety of converted tissue products.  Cellu Tissue’s customers include major North American producers of branded and unbranded disposable consumer

 

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absorbent and tissue products for the personal and health care markets; consumer and away-from-home tissue products companies; national and regional tissue products distributors; and third-party converters who sell their products to food, bakery and confections companies. Cellu Tissue services a diverse group of high-quality customers, with three of its top ten customers belonging to the Fortune 150 group of companies.

 

This press release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, including, but not limited to statements regarding the results of the Company’s revisions to prior period financial statements, the Company’s estimates of the impact of such revisions on certain prior periods or the Company’s future financial performance, the Company’s expected timing of filing its amended periodic reports reflecting the restated financial statements.  All of these statements and any other forward-looking statements are subject to risks, assumptions and uncertainties that may cause the statements to be inaccurate and readers are cautioned not to place undue reliance on such statements.  All forward-looking statements included in this release are based upon information available to the Company as of the date of the release, and the Company assumes no obligation to update or revise any such forward-looking statements.

 

For more information, contact Cellu Tissue Holdings, Inc. at www. cellutissue.com.

 

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CELLU TISSUE HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(Dollars, in thousands)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

November 27

 

November 29

 

November 27

 

November 29

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

(Restated)

 

 

 

(Restated)

 

Net sales

 

$

143,042

 

$

112,194

 

$

390,582

 

$

330,447

 

Cost of goods sold

 

126,941

 

100,478

 

351,694

 

299,980

 

Gross profit

 

16,101

 

11,716

 

38,888

 

30,467

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

5,226

 

4,835

 

14,348

 

13,874

 

Terminated acquisition-related transaction costs

 

 

 

140

 

 

Stock compensation expense

 

244

 

715

 

690

 

1,098

 

Amortization expense

 

1,259

 

 

2,061

 

 

Income from operations

 

9,372

 

6,166

 

21,649

 

15,495

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

6,910

 

4,844

 

17,951

 

14,966

 

Foreign currency (gain) loss

 

(241

)

(15

)

(157

)

104

 

Other (income) expense

 

(37

)

(105

)

2

 

(187

)

Income before income tax expense (benefit)

 

2,740

 

1,442

 

3,853

 

612

 

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit)

 

902

 

(203

)

1,269

 

(432

)

Net income

 

$

1,838

 

$

1,645

 

$

2,584

 

$

1,044

 

 

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CELLU TISSUE HOLDINGS, INC,

CONSOLIDATED BALANCE SHEETS (Unaudited)

(Dollars, in thousands)

 

 

 

November 27

 

February 29

 

 

 

2008

 

2008

 

 

 

 

 

(Restated)

 

ASSETS

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

513

 

$

883

 

Receivables, net

 

61,944

 

44,543

 

Inventories

 

44,930

 

33,997

 

Prepaid expenses and other current assets

 

3,210

 

3,923

 

Deferred income taxes

 

5,681

 

7,157

 

TOTAL CURRENT ASSETS

 

116,278

 

90,503

 

PROPERTY, PLANT AND EQUIPMENT, NET

 

302,129

 

310,488

 

GOODWILL

 

35,888

 

11,335

 

OTHER INTANGIBLES, NET

 

37,505

 

9,400

 

OTHER ASSETS

 

2,240

 

1,491

 

TOTAL ASSETS

 

$

494,040

 

$

423,217

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Bank overdrafts

 

$

1,349

 

 

Revolving line of credit

 

28,500

 

$

9,800

 

Accounts payable

 

22,229

 

24,056

 

Accrued expenses

 

27,920

 

19,086

 

Accrued interest

 

4,706

 

8,254

 

Other current liabilities

 

16,281

 

15,000

 

Current portion of long-term debt

 

760

 

760

 

TOTAL CURRENT LIABILITIES

 

101,745

 

76,956

 

LONG-TERM DEBT, LESS CURRENT PORTION

 

241,738

 

198,087

 

DEFERRED INCOME TAXES

 

80,642

 

81,940

 

OTHER LIABILITIES

 

5,123

 

20,149

 

STOCKHOLDERS’ EQUITY

 

64,792

 

46,085

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

494,040

 

$

423,217

 

 

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CELLU TISSUE HOLDINGS, INC.

SUMMARY OF CONSOLIDATED CASH FLOW ACTIVITY (Unaudited)

(Dollars, in thousands)

 

 

 

Nine Months Ended

 

 

 

November 27

 

November 29

 

 

 

2008

 

2007

 

 

 

 

 

(Restated)

 

OPERATING ACTIVITIES

 

 

 

 

 

Net income

 

$

2,584

 

1,044

 

Stock-based compensation

 

690

 

595

 

Deferred income taxes

 

178

 

(3,386

)

Accretion of debt discount

 

1,211

 

459

 

Amortization of bond costs

 

189

 

 

Amortization of intangibles

 

2,061

 

 

Derivative loss

 

954

 

186

 

Depreciation

 

17,615

 

18,347

 

Changes in working capital, net of effects of acquisitons

 

(15,881

)

(2,751

)

Net cash provided by operating activities

 

9,601

 

14,494

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

Cash paid for acquisition, net of cash acquired

 

(64,148

)

(43,638

)

Capital expenditures

 

(9,734

)

(10,965

)

Net cash used in investing activities

 

(73,882

)

(54,603

)

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

Equity investment by shareholders

 

15,001

 

 

Cash portion of earnout payment

 

(7,027

)

 

Bank overdrafts

 

1,349

 

2,213

 

Borrowings on revolving line of credit

 

76,600

 

46,600

 

Repayments on revolving line of credit

 

(57,900

)

(43,100

)

Payments on long-term debt

 

(760

)

(575

)

Debt issuance costs

 

(886

)

 

Net proceeds from bond offering

 

36,900

 

20,000

 

Net cash provided by financing activities

 

63,277

 

25,138

 

Effect of foreign currency

 

634

 

391

 

Net decrease in cash and cash equivalents

 

(370

)

(14,580

)

Cash and cash equivalents at beginning of period

 

883

 

16,261

 

Cash and cash equivalents at end of period

 

$

513

 

$

1,681

 

 

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CELLU TISSUE HOLDINGS, INC.

CONSOLIDATED BUSINESS SEGMENT INFORMATION (Unaudited)

(Dollars, in thousands)

 

BUSINESS SEGMENTS

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

November 27

 

November 29

 

November 27

 

November 29

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

(Restated)

 

 

 

(Restated)

 

NET SALES:

 

 

 

 

 

 

 

 

 

Tissue

 

$

111,145

 

$

84,061

 

$

300,355

 

$

249,457

 

Machine-Glazed Paper

 

30,455

 

28,133

 

87,904

 

80,990

 

Foam

 

1,442

 

 

2,323

 

 

Consolidated

 

$

143,042

 

$

112,194

 

$

390,582

 

$

330,447

 

 

 

 

 

 

 

 

 

 

 

INCOME FROM OPERATIONS:

 

 

 

 

 

 

 

 

 

Tissue

 

$

8,590

 

$

6,046

 

$

20,759

 

$

15,334

 

Machine-Glazed Paper

 

1,969

 

120

 

2,700

 

161

 

Foam

 

72

 

 

251

 

 

Segment income from operations

 

10,631

 

6,166

 

23,710

 

15,495

 

Amortization expense

 

(1,259

)

 

(2,061

)

 

Consolidated

 

$

9,372

 

$

6,166

 

$

21,649

 

$

15,495

 

 

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CELLU TISSUE HOLDINGS, INC.

RECONCILIATION OF CONSOLIDATED NET INCOME TO EBITDA

(Unaudited) (Dollars, in thousands)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

November 27

 

November 29

 

November 27

 

November 29

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

(Restated)

 

 

 

(Restated)

 

NET INCOME

 

$

1,838

 

$

1,645

 

$

2,584

 

$

1,044

 

Add back:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

7,270

 

5,632

 

19,865

 

18,347

 

Interest expense

 

6,923

 

4,856

 

17,994

 

15,041

 

Income tax expense (benefit)

 

902

 

(203

)

1,269

 

(432

)

EBITDA

 

$

16,933

 

$

11,930

 

$

41,712

 

$

34,000

 

 

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CELLU TISSUE HOLDINGS, INC.

IMPACT OF RESTATEMENT ON CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited) (Dollars, in thousands)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

November 29, 2007

 

November 29, 2007

 

 

 

 

 

 

 

Net Income, as previously reported

 

$

1,376

 

$

1,335

 

Restatements

 

269

 

(291

)

Net Income, restated

 

$

1,645

 

$

1,044

 

 

 

 

 

 

 

EBITDA, as previously reported

 

$

11,236

 

$

33,692

 

Restatements

 

694

 

308

 

EBITDA, restated

 

$

11,930

 

$

34,000

 

 

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