EX-99.1 2 a07-11198_2ex99d1.htm EX-99.1

Exhibit 99.1

News Release

For Immediate Release

Investor Relations:    Andrea Tarbox, CFO     847.441.1805

KapStone Reports First Operating Quarter

·                  Revenues of $65.4 Million

·                  Basic and Diluted EPS of $0.28 and $0.21, Respectively

·                  Cash Flows from Operations of $14.8 Million

NORTHFIELD, IL — May 9, 2007 — KapStone Paper and Packaging Corporation (OTCBB: KPPC) today reported first quarter 2007 net income of $7.1 million ($0.28 and $0.21   per basic and diluted shares, respectively).

On January 2, 2007, KapStone Paper and Packaging Corporation (the Company) completed the acquisition of substantially all of the assets and assumed certain liabilities, of the Kraft Papers Business, or KPB, a division of International Paper Company.  The assets include an unbleached kraft paper manufacturing facility in Roanoke Rapids, North Carolina and Ride Rite® Converting, and an inflatable dunnage bag manufacturer located in Fordyce, Arkansas.  Prior to the acquisition of KPB, the Company, a special purpose acquisition corporation or “blank check company”, had no operations.   For periods prior to the acquisition, KPB is deemed to be the predecessor to the Company. Therefore, in this release, the KapStone results for the first quarter of 2007 are compared to KPB’s first quarter 2006 results.

Total net sales for the 2007 first quarter were $65.4 million, an increase of 2.2% over the same quarter last year. First quarter 2007 net income increased 52.6% to $7.1 million compared to the same period a year ago. Adjusted EBITDA for the 2007 first quarter was $15.6 million, an increase of $3.0 million, or 23.8%, over the same quarter last year.  Adjusted basic and diluted EPS were $0.32 and $0.24, respectively, for the 2007 first quarter.  Adjusted EBITDA and adjusted basic and diluted EPS exclude a $1.5 million  non-cash purchase accounting adjustment made in connection with the KPB acquisition to reflect the sale of inventory acquired at fair value.  — See “Non-GAAP Financial Measures” below for a further discussion of adjusted EBITDA and adjusted EPS.

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Operating Highlights

Operating income for the unbleached kraft paper segment approximated $13.0 million in the first quarter, a 57.2% increase over the prior year. The significant improvement reflected higher revenues from favorable pricing and improved product mix and productivity gains. The 2007 results also reflect the effects of purchase accounting, including lower depreciation charges on the reduced depreciable asset base and a $1.2 million non-cash adjustment to reflect the sale of inventory acquired at fair value.  Prior period information has been revised to reflect the retrospective application of a change in accounting for planned major maintenance activities.  The manufacturing facility typically shuts down for annual maintenance activities in the second quarter.  Current accounting guidance requires these costs to be recorded in the period incurred.  The previous period was revised to reflect this change.

Operating income for the dunnage bags segment approximated $1.5 million, in the first quarter, a decrease of $0.3 million from the prior year, reflecting primarily a non-cash purchase accounting adjustment for the sale of inventory acquired at fair value.

Roger Stone, KapStone’s chairman and chief executive officer, said, “The operations performed remarkably well as we transitioned into KapStone.  Favorable pricing, improving linerboard mix, and productivity gains coupled with great enthusiasm from our workforce contributed momentum for the operations to provide us with an outstanding inaugural quarter.”

Cash Flow and Working Capital

Net cash from operating activities for the 2007 first quarter totaled $14.8 million, compared to $7.5 million a year ago. Capital expenditures of $2.1 million in the quarter were primarily spent on equipment upgrades for the unbleached kraft facility. Working capital at March 31, 2007 was $59.9 million including cash and cash equivalents of $35.2 million.

Conference Call

KapStone has scheduled a conference call at 11 a.m. ET, Thursday, May 10, 2007, to discuss the Company’s financial results for the 2007 first quarter. The conference call will be available via the Internet by accessing the Company’s web site at http://kapstonepaper.com. A replay of the webcast will be available for 30 days following the call.

About the Company

Headquartered in Northfield, IL, KapStone Paper and Packaging Corporation is a leading North American producer of kraft paper and converter of inflatable dunnage bags.   The Company is the parent company of KapStone Kraft Paper Corporation which includes a

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paper mill in Roanoke Rapids, NC, and Ride Rite®, an inflatable dunnage bag manufacturer in Fordyce, AR.  The business employs approximately 700 people.

Non-GAAP Financial Measures

Investors are cautioned that adjusted EBITDA and adjusted EPS information contained in this press release are not financial measures under U.S. generally accepted accounting principles (GAAP). In addition, they should not be construed as alternatives to any other measures of performance determined in accordance with GAAP. These non-GAAP financial measures are provided to enhance the user’s overall understanding of the Company’s current financial performance and the Company’s prospects for the future. The Company believes that these non-GAAP measures provide useful information to investors because they improve the comparability of the financial results between periods and provide for greater transparency to key measures used to evaluate the performance and liquidity of the Company.  Management uses adjusted EBITDA for evaluating the Company’s performance against competitors and as a primary measure for employees’ incentive programs.

Adjusted EBITDA represents earnings before interest, income taxes, depreciation and amortization, and excludes a non-cash  purchase accounting adjustment made in connection with the KPB acquisition to reflect the sale of inventory acquired at fair value. Adjusted EBITDA is not a measure of financial performance under GAAP and should not be considered as an alternative to earnings before income taxes (or any other performance measure under GAAP) as a measure of performance or to cash flows from operating, investing or financing activities as an indicator of cash flows or as a measure of liquidity.  Adjusted EPS is based on net income excluding the non-cash purchase accounting adjustment made in connection with the KPB acquisition to reflect the sale of inventory acquired at fair value.

Forward-Looking Statements

Statements in this news release that are not historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can often be identified by words such as  “may,” “will,” “should,” “would,’ “expect,” “project,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “potential,” “outlook,” or “continue,” the negative of these terms or other similar expressions and include, among others, statements under the caption “Operating Highlights”.  These statements reflect management’s current views and are subject to risks, uncertainties and assumptions, many of which are beyond the Company’s control that could cause actual results to differ materially from those expressed or implied in these statements. Factors that could cause actual results to differ materially include, but are not limited to: (1) industry conditions, including changes in cost, competition, changes in the Company’s product mix and demand and pricing for the Company’s products; (ii) market and economic factors, including changes in pension and healthcare costs and natural disasters, such as hurricanes; (iii) results of legal proceedings and compliance costs, including unanticipated expenditures related to the cost of compliance with environmental and other governmental regulations; and (iv) the ability to achieve

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and effectively manage growth; (v) ability to pay the Company’s debt obligations; and (vi) ability to carry out the Company’s strategic initiatives and manage associated costs.  Further information on these and other risks and uncertainties is provided under Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which is incorporated herein by reference, and elsewhere in reports that the Company files or furnishes with the SEC. These filings can be found on KapStone’s Web site at www.kapstonepaper.com and the SEC’s Web site at www.sec.gov. Forward-looking statements included herein speak only as of the date hereof and the Company disclaims any obligation to revise or update such statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or circumstances.

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KapStone Paper and Packaging Corp
Condensed Consolidated Statement of Operations
Unaudited
(In thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

Predecessor

 

Variance

 

 

 

 

 

KPB

 

Fav. /

 

 

 

Three Months Ended March 31,

 

(Unfav.)

 

 

 

2007

 

2006 (1)

 

%

 

 

 

 

 

 

 

 

 

Net sales

 

$

65,427

 

$

64,012

 

2.2

%

 

 

 

 

 

 

 

 

Cost and expenses:

 

 

 

 

 

 

 

 Cost of sales

 

48,122

 

48,296

 

0.4

%

 Depreciation and amortization

 

2,173

 

4,731

 

54.1

%

Gross profit

 

15,132

 

10,985

 

37.8

%

Selling, general, and administrative expenses

 

3,728

 

3,094

 

(20.5

)%

Operating income

 

11,404

 

7,891

 

44.5

%

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

Other income

 

461

 

 

NA

 

Interest income

 

397

 

 

NA

 

Interest expense

 

(1,156

)

(334

)

(246.1

)%

Total other income (expense)

 

(298

)

(334

)

10.8

%

Income before provision for income taxes

 

11,106

 

7,557

 

47.0

%

Total provision for income taxes

 

4,028

 

2,920

 

37.9

%

 

 

 

 

 

 

 

 

Net income

 

$

7,078

 

$

4,637

 

52.6

%

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

Basic

 

$

0.28

 

 

 

 

Diluted

 

$

0.21

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of shares outstanding:

 

 

 

 

 

 

 

Basic

 

24,973,333

 

 

 

 

 

Diluted

 

33,868,933

 

 

 

 

 


(1)             Prior period net income has been revised to reflect the retrospective application of a change in accounting for planned major maintenance activities.

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OPERATING SEGMENT DATA

(In thousands)

 

 

 

 

Predecessor

 

Variance

 

 

 

 

 

KPB

 

Fav. /

 

 

 

Three Months Ended March 31,

 

(Unfav.)

 

 

 

2007

 

2006 (1)

 

%

 

Net sales:

 

 

 

 

 

 

 

Unbleached kraft

 

$

58,481

 

$

55,593

 

5.2

%

Dunnage bags

 

7,768

 

9,034

 

(14.0

)%

Intersegment elimination from unbleached kraft

 

(822

)

(615

)

33.7

%

Total net sales

 

$

65,427

 

$

64,012

 

2.2

%

 

 

 

 

 

 

 

 

Operating income by operating segment:

 

 

 

 

 

 

 

Unbleached kraft

 

$

13,026

 

$

8,284

 

57.2

%

Dunnage bags

 

1,522

 

1,809

 

(15.9

)%

Corporate expenses

 

(3,144

)

(2,202

)

42.8

%

Total operating income

 

$

11,404

 

$

7,891

 

44.5

%

 

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KapStone Paper and Packaging Corp
Condensed Consolidated Balance Sheet
Unaudited
(In thousands)

 

 

 

 

Predecessor

 

 

 

 

 

KPB

 

 

 

March 31,

 

December 31,

 

 

 

2007

 

2006

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

35,233

 

$

1

 

Accounts receivable, net

 

31,753

 

25,824

 

Inventories, net

 

21,953

 

24,087

 

Prepaid expenses

 

1,920

 

1,425

 

Total current assets

 

90,859

 

51,337

 

 

 

 

 

 

 

Plant, property and equipment, net

 

110,267

 

201,593

 

Deferred income taxes

 

1,491

 

 

Deferred acquisition costs

 

187

 

 

Other assets

 

3,326

 

4,452

 

Goodwill

 

936

 

 

 

 

 

 

 

 

Total assets

 

$

207,066

 

$

257,382

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

10,243

 

$

7,931

 

Accrued expenses

 

2,096

 

7,144

 

Accrued compensation expenses

 

4,893

 

 

Accrued income taxes

 

2,976

 

 

Accrued taxes other than income

 

705

 

 

Deferred income taxes

 

566

 

 

Current portion long-term debt

 

9,500

 

 

Total current liabilities

 

30,979

 

15,075

 

 

 

 

 

 

 

Long-term debt

 

50,500

 

22,357

 

Asset retirement obligations

 

268

 

265

 

Pension and post retirement benefits

 

3,397

 

 

 

Total liabilities

 

85,144

 

37,697

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Invested capital

 

112,706

 

 

Divisional control

 

 

219,685

 

Retained earnings

 

9,216

 

 

Total stockholders’ equity

 

121,922

 

 

Total liabilities and stockholders’ equity

 

$

207,066

 

$

257,382

 

 

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SUPPLEMENTAL INFORMATION

 

 

 

GAAP to Non-GAAP Reconciliations

 

 

 

 

(In thousands, except per share data)

 

 

 

Predecessor 

 

 

 

 

 

KPB

 

 

 

Three Months Ended March 31,

 

 

 

2007

 

2006 (1)

 

Net Income (GAAP) to Adjusted EBITDA (Non-GAAP):

 

 

 

 

 

Net income (GAAP)

 

$

7,078

 

$

4,637

 

Interest income

 

(397

)

 

Interest expense

 

1,156

 

334

 

Tax provision

 

4,028

 

2,920

 

Depreciation and amortization

 

2,245

 

4,731

 

Non-cash purchase accounting adjustment made to reflect the sale of inventory acquired at fair value.

 

1,526

 

 

Adjusted EBITDA (Non-GAAP)

 

$

15,636

 

$

12,622

 

 

 

 

 

 

 

Basic EPS (GAAP) to Adjusted Basic EPS (Non-GAAP):

 

 

 

 

 

Basic earnings per share (GAAP)

 

$

0.28

 

NA

 

Adjustment:

 

 

 

 

 

Non-cash purchase accounting adjustment made to reflect the sale of inventory acquired at fair value.

 

0.04

 

NA

 

Adjusted basic earnings per share (Non-GAAP)

 

$

0.32

 

NA

 

 

 

 

 

 

 

Diluted EPS (GAAP) to Adjusted Diluted EPS (Non-GAAP):

 

 

 

 

 

Diluted earnings per share (GAAP)

 

$

0.21

 

NA

 

Adjustment:

 

 

 

 

 

Non-cash purchase accounting adjustment made to reflect the sale of inventory acquired at fair value.

 

0.03

 

NA

 

Adjusted Diluted EPS (Non-GAAP)

 

$

0.24

 

NA

 


(1)             Prior period net income has been revised to reflect retrospective application of a change in accounting for planned major maintenance activities.

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