0001504337-11-000005.txt : 20111107 0001504337-11-000005.hdr.sgml : 20111107 20111107082316 ACCESSION NUMBER: 0001504337-11-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20111104 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20111107 DATE AS OF CHANGE: 20111107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOUISIANA-PACIFIC CORP CENTRAL INDEX KEY: 0000060519 STANDARD INDUSTRIAL CLASSIFICATION: LUMBER & WOOD PRODUCTS (NO FURNITURE) [2400] IRS NUMBER: 930609074 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07107 FILM NUMBER: 111182889 BUSINESS ADDRESS: STREET 1: 414 UNION STREET STREET 2: SUITE 2000 CITY: NASHVILLE STATE: TN ZIP: 37219-1711 BUSINESS PHONE: 6159865600 MAIL ADDRESS: STREET 1: 414 UNION STREET STREET 2: SUITE 2000 CITY: NASHVILLE STATE: TN ZIP: 37219-1711 FORMER COMPANY: FORMER CONFORMED NAME: LOUISIANA PACIFIC CORP DATE OF NAME CHANGE: 19920703 8-K 1 q3results8k.htm Q3 Results 8K


 
United States of America
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 __________________________________
FORM 8-K
__________________________________
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: November 4, 2011
Commission File Number 1-7107
 __________________________________ 
LOUISIANA-PACIFIC CORPORATION
(Exact name of registrant as specified in its charter)
 __________________________________ 
DELAWARE
 
1-7107
 
93-0609074
(State or other jurisdiction of
incorporation or organization)
 
Commission
File Number
 
(IRS Employer
Identification No.)
414 Union Street, Suite 2000, Nashville, TN 37219
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (615) 986-5600
 __________________________________ 
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 (see General Instruction A.2. below):
Â
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Â
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Â
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Â
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
The information in this item and Exhibit 99.1 and Exhibit 99.2, attached hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
On November 7, 2011 Louisiana - Pacific Corporation issued a press release announcing financial results for the quarter and nine months ended September 30, 2011, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (“GAAP”), the attached press release discloses continuing earnings before interest expense, taxes, depreciation and amortization (“EBITDA from continuing operations”) which is a non-GAAP financial measure. Additionally, it discloses Adjusted EBITDA from continuing operations which further adjusts EBITDA from continuing operations to exclude stock based compensation expense, (gain) loss on sales or impairment of long lived assets, other operating charges and credits and investment income. Both EBITDA from continuing operations and Adjusted EBITDA from continuing operations are not a substitute for the GAAP measure of net income or operating cash flows or other GAAP measures of operating performance or liquidity. A copy of the reconciliation of EBITDA from continuing operations and Adjusted EBITDA from continuing operations for the quarter and nine months ended September 30, 2011 and 2010 is attacher hereto as Exhibit 9.2 and incorporated herein by reference.
We have EBITDA from continuing operations and Adjusted EBITDA from continuing operations in the press release because we use them as important supplemental measures of our performance and believe that similarly-titled measures are frequently used by securities analysts, investors and other interested persons in the evaluation of companies in our industry, some of which present similarly-titled measures when reporting their results. We use EBITDA from continuing operations and Adjusted EBITDA from continuing operations to evaluate our performance as compared to other companies in our industry that have different financing and capital structures and/or tax rates. It should be noted that companies calculate similarly-titled measures differently and, therefore, as presented by us may not be comparable to similarly-titled measures reported by other companies. In addition, EBITDA from continuing operations has material limitations as a performance measure because it excludes interest expense, income tax (benefit) expense and depreciation and amortization which are necessary to operate our business or which we otherwise incurred or experienced in connection with the operation of our business.
We believe that income (loss) from continuing operations excluding (gain) loss on sale or impairment of long-lived assets and other operating credits and charges, net, is a useful measure for evaluating our ability to generate earnings from continuing operations and that providing this measure will allow investors to more readily compare the earnings referred to in the press release to our earnings for past and future periods. We believe that this measure is particularly useful where the amounts of the excluded items are not consistent between the periods presented. It should be noted that other companies may present similarly-titled measures differently and, therefore, as presented by us may not be comparable to similarly-titled measures reported by other companies. In addition, income (loss) from continuing operations excluding (gain) loss on sale or impairment of long-lived assets and other operating credits and charges, net, has material limitations as a performance measure because it excludes items that are actually incurred or experienced in connection with the operations of our business.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 7, 2011, Louisiana-Pacific Corporation (LP) announced that the Board of Directors approved, on November 4, 2011, the appointment of Curtis M. Stevens as Executive Vice President, Chief Operating Officer of the Company.  Mr. Stevens, age 59, is currently LP's Executive Vice President Administration and Chief Financial Officer, a position that he has held since May 2002. Mr. Stevens' appointment will be effective as of December 5, 2011.
In connection with his appointment, the Compensation Committee of the Company's Board of Directors (the "Compensation Committee") approved Mr. Stevens' compensation package which included an annual salary of $500,000 and continued participation, on a prorated basis for 2011, in the Company's Management Incentive Plan with an increased target opportunity level of 65 percent of his annual salary and with the actual payout ranging from 0 to 100 percent of target based on corporate performance and 0 to 120 percent of target based upon individual performance.    
On November 7, 2011, Louisiana-Pacific Corporation (LP) announced that the Board of Directors approved, on November 4, 2011, the appointment of Sallie B. Bailey as Executive Vice President, Chief Financial Officer of the Company.  Ms. Bailey's appointment will be effective as of December 5, 2011. Ms. Bailey was also named LP's Principal Financial Officer, succeeding Mr. Stevens in that role. Ms. Bailey, age 52, had worked at Ferro Corporation from 2007 through 2010 serving as its Vice





President and Chief Financial Officer. Previous to this position, Ms. Bailey served as the Senior Vice President, Finance & Controller of Timken Company.
In connection with her appointment, the Compensation Committee approved Ms. Bailey's annual salary of $410,000. Starting in 2012, Ms. Bailey will participate in the Company's Management Incentive Plan with a target opportunity level of 55 percent of her annual salary and with the actual payout ranging from 0 to 100 percent of target based on corporate performance and 0 to 120 percent of target based upon individual performance. Ms. Bailey will receive a one-time signing bonus of $25,000. The Compensation Committee also awarded Ms. Bailey, upon the effective date of her appointment (the “Award Date”), a time-based restricted stock unit award covering 10,000 shares of LP's common stock, and a stock settled stock appreciation award covering 20,000 shares of LP's common stock with an exercise price per share equal to the fair market value per share of LP's common stock on the Award Date. The Company expects to enter into a change in control agreement with Ms. Bailey on terms generally consistent with such agreements with the Company's other executive officers.  In addition, Ms. Bailey will be eligible to participate in all other employee benefit plans and compensation programs that the Company maintains for its salaried employees and executive officers.
 A copy of the LP's press release announcing the appointment of the Company's Chief Financial Officer and Chief Operating Officer is furnished as Exhibit 99.3.








Item 9.01 Financial Statements, Pro Forma Financial Statements and Exhibits.
Exhibit
Number
Description
 
 
99.1
Press release issued by Louisiana-Pacific Corporation on November 7, 2011 regarding quarter and nine months ended September 30, 2011 results.
99.2
Reconciliation of EBITDA from continuing operations and Adjusted EBITDA from continuing operations for the quarter and nine months ended September 30, 2011 and 2010.
99.3
Press release issued by Louisiana-Pacific Corporation on November 7, 2011 regarding appointment of Curtis M. Stevens as Chief Operating Officer and Sallie B. Bailey as Chief Financial Officer.







SIGNATURES
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 hereunto duly authorized.
 
 
LOUISIANA-PACIFIC CORPORATION
 
 
 
 
By:
/s/ CURTIS M. STEVENS
 
 
Curtis M. Stevens
 
 
Executive Vice President and Chief
 
 
Financial Officer
 
 
(Principal Financial Officer)
Date: November 7, 2011



EX-99.1 2 q32011pressrelease.htm EARNINGS PRESS RELEASE Q3 2011 press release





Exhibit 99.1 Press release issued by Louisiana-Pacific Corporation on November 7, 2011 regarding quarter and nine months ended September 30, 2011 results.



LP Reports Third Quarter 2011 Results

Louisiana-Pacific Corporation (LP) (NYSE: LPX) reported today results for the third quarter of 2011, which included the following:

Total sales for the third quarter of $351 million were higher by 9% percent versus a year ago.
Loss from continuing operations was $59 million, or $0.44 per diluted share which includes an after-tax non-cash charge of $38 million or $0.28 per diluted share associated with the impairment of our laminated strand lumber (LSL) facility.
Adjusted EBITDA from continuing operations for the third quarter was a loss of $6 million compared to income of $4 million in the third quarter of 2010.

“The building products market moved ahead at a slow place in the third quarter,” said Rick Frost, Chief Executive Officer. “Housing activity remains at low levels, consumer confidence has been negatively affected by the political situation in Washington and job recovery remains muted. LP was agile in our response to the market conditions and ended the quarter with slightly higher cash balances than at the end of June.”

THIRD QUARTER RESULTS

For the quarter ended September 30, 2011, LP reported net sales of $351 million, an increase from $323 million in the third quarter of 2010. For the third quarter, the company reported an operating loss of $73 million as compared to a $16 million in the third quarter of 2010.

For the third quarter of 2011, LP reported a loss from continuing operations of $59 million, or $0.44 per diluted share, as compared to a loss from continuing operations of $31 million, or $0.23 per diluted share for the third quarter of 2010.


YEAR TO DATE RESULTS

For the nine months ended September 30, 2011, LP reported net sales of $1.0 billion, slightly lower than the first nine months of 2010. For the first nine months of 2011, LP reported an





operating loss of $115 million as compared to income in the comparable period of 2010 of $10 million. Adjusted EBITDA from continuing operations for the first nine months of 2011 was a loss of $3 million compared to income of $81 million in the first nine months of 2010.

For the first nine months of 2011, LP reported a loss from continuing operations of $115 million, or $0.87 per diluted share, as compared to a loss from continuing operations of $30 million, or $0.23 per diluted share, for the first nine months of 2010.

ORIENTED STRAND BOARD (OSB) SEGMENT

LP's OSB segment manufactures and distributes OSB structural panel products. LP is currently operating seven facilities and has indefinitely curtailed three other facilities due to market conditions. The OSB segment reported net sales for the third quarter of 2011 of $139 million, flat with $140 million of net sales in the third quarter of 2010. For the third quarter of 2011, the OSB segment reported an operating loss of $16 million compared with a loss of $5 million in the third quarter of 2010. For the third quarter, LP realized a decline of $11 million in adjusted EBITDA from continuing operations for this segment as compared to the third quarter of 2010. For the third quarter of 2011 as compared to the third quarter of 2010, sales volumes were up 5 percent with sales price decreasing by 7 percent. The decrease in sales price accounted for approximately a $9 million dollar decrease in both operating results and adjusted EBITDA from continuing operations.

SIDING SEGMENT

LP's Siding segment consists of SmartSide siding as well as LP's prefinished Canexel siding line. These products are used in new construction as well as in the repair and remodeling markets. The Siding segment reported net sales of $112 million in the third quarter of 2011, an increase of 7 percent from $105 million in the year-ago third quarter. For the third quarter of 2011, the Siding segment reported an operating income of $12 million compared to $9 million in the year-ago quarter. For the third quarter, LP reported $16 million in adjusted EBITDA from continuing operations, an increase of $3 million as compared to the third quarter of 2010.

In the third quarter of 2011, sales increased due to improving retail performance and slightly higher housing starts.


ENGINEERED WOOD PRODUCTS SEGMENT (EWP)

The EWP segment is comprised of I-Joist (IJ), Laminated Veneer Lumber and Laminated Strand Lumber (LVL and LSL). These products are principally used in new construction. EWP sales in the third quarter of 2011 totaled $55 million, a increase of 44 percent from $38 million in the





year-ago quarter. Operating losses decreased to $3 million for the third quarter of 2011 from $5 million for the third quarter of 2010. For the third quarter, LP realized an increase in adjusted EBITDA from continuing operations of $2 million for this segment as compared to the third quarter of 2010.

"During the third quarter, LP was required, due to accounting rules, to record a $62.0 million impairment on our Houlton LSL facility", said Frost. "I want to be very clear that this was an accounting driven decision as we continue to be very committed to this product line and see significant opportunities in the future," he concluded.

The improved operating results in the third quarter were driven by increased sales volumes, primarily on export sales, and improved operations at our LSL facility.

COMPANY OUTLOOK

"LP will continue to act cautiously for the rest of 2011 and into 2012,” Frost continued. “While there has been some recent good news in housing starts and remodeling activity, the base economy seems to be fairly flat. Longer term, the estimated 23.2 million adults now living with their parents should eventually become homeowners,” Frost concluded.

LP is a premier supplier of building materials, delivering innovative, high-quality commodity and specialty products to its retail, wholesale, homebuilding and industrial customers. Visit LP's web site at www.lpcorp.com for additional information on the company as well as reconciliation of non-GAAP results.
###
FORWARD LOOKING STATEMENTS
This news release contains statements concerning Louisiana-Pacific Corporation's (LP) future results and performance that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The matters addressed in these statements are subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, but not limited to, the effect of general economic conditions, including the level of interest rates and housing starts, market demand for the company's products, and prices for structural products; the availability, cost and other terms of capital; the efficiency and consequences of operations improvement initiatives and cash conservation measures; the effect of forestry, land use, environmental and other governmental regulations; the ability to obtain regulatory approvals; and the risk of losses from fires, floods and other natural disasters. These and other factors that could cause or contribute to actual results differing materially from those contemplated by such forward-looking statements are discussed in greater detail in the company's Securities and Exchange Commission filings.







LOUISIANA-PACIFIC CORPORATION AND SUBSIDIARIES
FINANCIAL AND QUARTERLY DATA
(Dollar amounts in millions, except per share amounts) (Unaudited)

 
Quarter Ended September 30,
 
Nine Months Ended September 30,
 
2011
 
2010
 
2011
 
2010
Net sales
$
350.6

 
$
322.8

 
$
1,044.7

 
$
1,067.3

 
 
 
 
 
 
 
 
Income (loss) from operations
$
(72.7
)
 
$
(15.9
)
 
$
(114.5
)
 
$
10.3

 
 
 
 
 
 
 
 
Loss from continuing operations before taxes and equity in losses of unconsolidated affiliates
$
(74.2
)
 
$
(43.6
)
 
$
(134.5
)
 
$
(40.3
)
 
 
 
 
 
 
 
 
Loss from continuing operations excluding (gain) loss on sale or impairment of long-lived assets and other operating charges and credits, net
$
(25.5
)
 
$
(12.2
)
 
$
(77.2
)
 
$
(10.1
)
 
 
 
 
 
 
 
 
Loss from continuing operations
$
(59.3
)
 
$
(30.9
)
 
$
(115.1
)
 
$
(29.8
)
 
 
 
 
 
 
 
 
Net loss attributed to LP
$
(65.6
)
 
$
(32.0
)
 
$
(124.1
)
 
$
(32.2
)
 
 
 
 
 
 
 
 
Net loss per share - basic
$
(0.49
)
 
$
(0.24
)
 
$
(0.94
)
 
$
(0.25
)
Net loss per share - diluted
$
(0.49
)
 
$
(0.24
)
 
$
(0.94
)
 
$
(0.25
)
 
 
 
 
 
 
 
 
Average shares of stock outstanding - basic
134.5

 
131.1

 
132.4

 
128.5

Average shares of stock outstanding - diluted
134.5

 
131.1

 
132.4

 
128.5


Calculation of income (loss) from continuing operations excluding (gain) loss on sale or impairment of long-lived assets, other than temporary investment impairments and other operating credits and charges, net :
 
Quarter Ended September 30,
 
Nine Months Ended September 30,
 
2011
 
2010
 
2011
 
2010
Loss from continuing operations
$
(59.3
)
 
$
(30.9
)
 
$
(115.1
)
 
$
(29.8
)
 
 
 
 
 
 
 
 
(Gain) loss on sale or impairment of long-lived assets, net
65.0

 
0.9

 
73.0

 
2.1

Other operating credits and charges, net
(9.8
)
 
2.3

 
(11.2
)
 
2.8

Other than temporary investment impairment

 
16.9

 

 
16.9

 
55.2

 
20.1

 
61.8

 
21.8

Benefit for income taxes on above items
(21.4
)
 
(1.4
)
 
(23.9
)
 
(2.1
)
 
33.8

 
18.7

 
37.9

 
19.7

 
 
 
 
 
 
 
 
 
$
(25.5
)
 
$
(12.2
)
 
$
(77.2
)
 
$
(10.1
)
 
 
 
 
 
 
 
 
Per share - basic
$
(0.19
)
 
$
(0.09
)
 
$
(0.58
)
 
$
(0.08
)
Per share - diluted
$
(0.19
)
 
$
(0.09
)
 
$
(0.58
)
 
$
(0.08
)





CONSOLIDATED STATEMENTS OF INCOME
LOUISIANA-PACIFIC CORPORATION AND SUBSIDIARIES
(Dollar amounts in millions, except per share amounts) (Unaudited)
 
Quarter Ended September 30,
 
Nine Months Ended September 30,
 
2011
 
2010
 
2011
 
2010
Net sales
$
350.6

 
$
322.8

 
$
1,044.7

 
$
1,067.3

Operating costs and expenses:
 
 
 
 
 
 
 
Cost of sales
322.0

 
289.1

 
953.3

 
903.4

Depreciation and amortization
19.6

 
18.7

 
61.2

 
61.5

Selling and administrative
26.5

 
27.7

 
82.9

 
87.2

(Gain) loss on sale or impairment of long-lived assets, net
65.0

 
0.9

 
73.0

 
2.1

Other operating credits and charges, net
(9.8
)
 
2.3

 
(11.2
)
 
2.8

Total operating costs and expenses
423.3

 
338.7

 
1,159.2

 
1,057.0

Income (loss) from operations
(72.7
)
 
(15.9
)
 
(114.5
)
 
10.3

 
 
 
 
 
 
 
 
Non-operating income (expense):
 
 
 
 
 
 
 
Other than temporary investment impairment

 
(16.9
)
 

 
(16.9
)
Interest expense, net of capitalized interest
(14.2
)
 
(15.3
)
 
(42.6
)
 
(49.8
)
Investment income
16.7

 
4.9

 
24.2

 
15.1

Other non-operating items
(4.0
)
 
(0.4
)
 
(1.6
)
 
1.0

Total non-operating expense
(1.5
)
 
(27.7
)
 
(20.0
)
 
(50.6
)
 
 
 
 
 
 
 
 
Loss from continuing operations before taxes and equity in losses of unconsolidated affiliates
(74.2
)
 
(43.6
)
 
(134.5
)
 
(40.3
)
Benefit for income taxes
(20.9
)
 
(16.4
)
 
(36.1
)
 
(14.0
)
Equity in loss of unconsolidated affiliates
6.0

 
3.7

 
16.7

 
3.5

Loss from continuing operations
(59.3
)
 
(30.9
)
 
(115.1
)
 
(29.8
)
 
 
 
 
 
 
 
 
Loss from discontinued operations before taxes
(10.3
)
 
(1.3
)
 
(14.4
)
 
(3.6
)
Benefit for income taxes
(4.0
)
 
(0.5
)
 
(5.6
)
 
(1.4
)
Loss from discontinued operations
(6.3
)
 
(0.8
)
 
(8.8
)
 
(2.2
)
 
 
 
 
 
 
 
 
Net loss
(65.6
)
 
(31.7
)
 
(123.9
)
 
(32.0
)
Less: Net income attributed to non-controlling interest

 
0.3

 
0.2

 
0.2

Loss attributed to Louisiana-Pacific Corporation
$
(65.6
)
 
$
(32.0
)
 
$
(124.1
)
 
$
(32.2
)
 
 
 
 
 
 
 
 
Loss per share of common stock (basic):
 
 
 
 
 
 
 
Loss from continuing operations
$
(0.44
)
 
$
(0.23
)
 
$
(0.87
)
 
$
(0.23
)
Loss from discontinued operations
(0.05
)
 
(0.01
)
 
(0.07
)
 
(0.02
)
Net loss per share
$
(0.49
)
 
$
(0.24
)
 
$
(0.94
)
 
$
(0.25
)
 
 
 
 
 
 
 
 
Net loss per share of common stock (diluted):
 
 
 
 
 
 
 
Loss from continuing operations
$
(0.44
)
 
$
(0.23
)
 
$
(0.87
)
 
$
(0.23
)
Loss from discontinued operations
(0.05
)
 
(0.01
)
 
(0.07
)
 
(0.02
)
Net loss per share
$
(0.49
)
 
$
(0.24
)
 
$
(0.94
)
 
$
(0.25
)
 
 
 
 
 
 
 
 
Average shares of stock outstanding - basic
134.5

 
131.1

 
132.4

 
128.5

Average shares of stock outstanding - diluted
134.5

 
131.1

 
132.4

 
128.5

 
 
 
 
 
 
 
 
Amounts attributed to LP Corporation common shareholders
 
 
 
 
 
 
 
Loss from continuing operations, net of tax
$
(59.3
)
 
$
(31.2
)
 
$
(115.3
)
 
$
(30.0
)
Loss from discontinued operations, net of tax
(6.3
)
 
(0.8
)
 
(8.8
)
 
(2.2
)
 
$
(65.6
)
 
$
(32.0
)
 
$
(124.1
)
 
$
(32.2
)








CONDENSED CONSOLIDATED BALANCE SHEETS
LOUISIANA-PACIFIC CORPORATION AND SUBSIDIARIES
(Dollar amounts in millions) (Unaudited)
 
September 30, 2011
 
December 31, 2010
ASSETS
 
 
 
Cash and cash equivalents
$
360.1

 
$
389.3

Receivables
86.2

 
66.8

Income tax receivable
4.4

 
18.7

Inventories
156.0

 
151.9

Prepaid expenses and other current assets
8.6

 
5.6

Deferred income taxes
12.8

 
23.4

Current portion of notes receivable from asset sales
10.0

 

Assets held for sale
52.7

 
57.9

Total current assets
690.8

 
713.6

 
 
 
 
Timber and timberlands
44.8

 
46.8

 
 
 
 
Property, plant and equipment, at cost
2,039.2

 
2,112.5

Accumulated depreciation
(1,246.8
)
 
(1,195.4
)
Net property, plant and equipment
792.4

 
917.1

 
 
 
 
Notes receivable from asset sales
523.5

 
533.5

Long-term investments
0.5

 
15.4

Restricted cash
14.5

 
31.1

Investments in and advances to affiliates
98.8

 
110.0

Deferred debt costs
8.7

 
10.1

Other assets
25.2

 
27.1

Long-term deferred tax asset
3.9

 
5.9

Total assets
$
2,203.1

 
$
2,410.6

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current portion of long-term debt
$
10.6

 
$
0.2

Accounts payable and accrued liabilities
129.1

 
127.8

Current portion of contingency reserves
4.0

 
7.0

Total current liabilities
143.7

 
135.0

 
 
 
 
Long-term debt, excluding current portion
716.2

 
714.5

Contingency reserves, excluding current portion
17.8

 
25.9

Other long-term liabilities
121.1

 
129.8

Deferred income taxes
119.9

 
164.8

Redeemable non-controlling interest

 
22.8

 
 
 
 
Stockholders’ equity:
 
 
 
Common stock
149.8

 
144.8

Additional paid-in capital
554.6

 
559.4

Retained earnings
739.0

 
863.1

Treasury stock
(279.8
)
 
(279.9
)
Accumulated comprehensive loss
(79.2
)
 
(69.6
)
Total stockholders’ equity
1,084.4

 
1,217.8

Total liabilities and stockholders’ equity
$
2,203.1

 
$
2,410.6








CONDENSED CONSOLIDATED CASH FLOW STATEMENT
LOUISIANA-PACIFIC CORPORATION AND SUBSIDIARIES
(Dollar amounts in millions) (Unaudited)

 
Quarter Ended September 30,

Nine Months Ended September 30,
 
2011

2010

2011

2010
CASH FLOWS FROM OPERATING ACTIVITIES:







Net loss
$
(65.6
)

$
(31.7
)

$
(123.9
)

$
(32.0
)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:







Depreciation and amortization
19.6


18.7


61.2


61.5

(Gain) loss from unconsolidated affiliates
6.0


3.7


16.7


3.5

(Gain) loss on sale or impairment of long-lived assets
65.0


0.9


73.0


2.1

Other operating credits and charges, net
(9.8
)

(0.8
)

(11.2
)

1.9

Other-than-temporary investment impairment

 
16.9

 

 
16.9

Realized gain on sale of long-term-investment
(15.2
)
 

 
(15.2
)
 

Exchange (gain) loss on remeasurement
(3.8
)

0.2


(1.1
)

0.4

Cash settlement of contingencies
(0.4
)
 
(5.0
)
 
(1.3
)
 
(8.4
)
Pension (payments) expense, net
(10.4
)

(8.7
)

(10.0
)

(5.3
)
Stock-based compensation expense
1.6


1.7


6.4


7.0

Other adjustments, net
9.1


(2.3
)

16.7


1.3

Decrease (increase) in receivables
2.5


31.2


(22.2
)

(19.5
)
Decrease (increase) in income tax receivable
9.6


(2.7
)

14.3


34.7

Decrease (increase) in inventories
14.6


17.5


(6.0
)

(6.7
)
Decrease (increase) in prepaid expenses
(0.3
)

0.7


(3.2
)

(0.9
)
Increase (decrease) in accounts payable and accrued liabilities
3.6


(12.6
)

1.3


(4.0
)
Decrease in deferred income taxes
(21.0
)

(18.3
)

(29.3
)

(7.5
)
Net cash provided by (used in) operating activities
5.1


9.4


(33.8
)

45.0

CASH FLOWS FROM INVESTING ACTIVITIES:







Property, plant and equipment additions
(5.4
)

(6.1
)

(13.4
)

(11.5
)
Investments and advances to joint ventures
(1.5
)



(4.6
)

6.1

Proceeds from sales of assets
0.9


0.3


1.2


1.5

Receipt of proceeds from notes receivable






115.1

Proceeds from sale of investments
19.1

 

 
19.1

 

Decrease (increase) in restricted cash under letters of credit/credit facility
0.2


(0.1
)

16.6


5.1

Net cash provided by (used in) investing activities
13.3


(5.9
)

18.9


116.3

CASH FLOWS FROM FINANCING ACTIVITIES:







Borrowings of long term debt
10.0

 

 
10.0

 

Repayment of long term debt
(0.1
)

(60.3
)

(0.2
)

(174.1
)
Short term borrowings, net of repayments
(4.5
)






Redemption of non-controlling interest




(24.0
)


Payment of debt issuance fees




(1.0
)


Net cash provided by (used in) financing activities
5.4


(60.3
)

(15.2
)

(174.1
)
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS
$
2.3


$
1.8


$
0.9


$
0.8

Net increase (decrease) in cash and cash equivalents
26.1


(55.0
)

(29.2
)

(12.0
)
Cash and cash equivalents at beginning of period
334.0


437.1


389.3


394.1

Cash and cash equivalents at end of period
$
360.1


$
382.1


$
360.1


$
382.1








LOUISIANA-PACIFIC CORPORATION AND SUBSIDIARIES
SELECTED SEGMENT INFORMATION
(Dollar amounts in millions) (Unaudited)


 
Quarter Ended September 30,
 
Nine Months Ended September 30,
Dollar amounts in millions
2011
 
2010
 
2011
 
2010
Net sales:
 
 
 
 
 
 
 
OSB
$
138.8

 
$
140.1

 
$
411.4

 
$
475.5

Siding
112.0

 
104.6

 
336.6

 
325.0

Engineered Wood Products
54.9

 
38.0

 
156.9

 
142.7

Other
45.8

 
41.2

 
141.6

 
130.1

Intersegment sales
(0.9
)
 
(1.1
)
 
(1.8
)
 
(6.0
)
 
$
350.6

 
$
322.8

 
$
1,044.7

 
$
1,067.3

Operating profit (loss):
 
 
 
 
 
 
 
OSB
$
(16.0
)
 
$
(5.0
)
 
$
(48.0
)
 
$
38.4

Siding
11.8

 
9.3

 
35.9

 
39.6

Engineered Wood Products
(3.2
)
 
(4.9
)
 
(11.9
)
 
(15.9
)
Other
(0.9
)
 
0.7

 
4.2

 
4.6

Less intersegment profits

 
0.5

 

 

Other operating credits and charges, net
9.8

 
(2.3
)
 
11.2

 
(2.8
)
Loss on sale or impairment of long-lived assets
(65.0
)
 
(0.9
)
 
(73.0
)
 
(2.1
)
General corporate and other expenses, net
(15.2
)
 
(17.0
)
 
(49.6
)
 
(55.0
)
Foreign currency gains (losses)
(4.0
)
 
(0.4
)
 
(1.6
)
 
1.0

Other-than-temporary investment impairment

 
(16.9
)
 

 
(16.9
)
Investment income
16.7

 
4.9

 
24.2

 
15.1

Interest expense, net of capitalized interest
(14.2
)
 
(15.3
)
 
(42.6
)
 
(49.8
)
Loss from continuing operations before taxes
(80.2
)
 
(47.3
)
 
(151.2
)
 
(43.8
)
Benefit for income taxes
(20.9
)
 
(16.4
)
 
(36.1
)
 
(14.0
)
Loss from continuing operations
$
(59.3
)
 
$
(30.9
)
 
$
(115.1
)
 
$
(29.8
)









LOUISIANA-PACIFIC CORPORATION AND SUBSIDIARIES
SUMMARY OF PRODUCTION VOLUMES (1) 
The following table sets forth production volumes for the quarter and nine months ended September 30, 2011 and 2010.

 
Quarter Ended
 
Nine Months Ended 
 
September 30,
 
 September 30,
 
2011
 
2010
 
2011
 
2010
Oriented strand board, million square feet 3/8" basis(1)
804

 
762

 
2,375

 
2,271

Oriented strand board, million square feet 3/8" basis
(produced by wood-based siding mills)
53

 
52

 
140

 
154

Wood-based siding, million square feet 3/8" basis
192

 
146

 
613

 
575

Engineered I-Joist, million lineal feet(1)
15

 
12

 
43

 
55

Laminated veneer lumber (LVL), thousand cubic feet(1)
and laminated strand lumber (LSL), thousand cubic feet
1,640

 
1,120

 
4,995

 
4,509


(1) Includes volumes produced by joint venture operations or under sales arrangements and sold to LP.



EX-99.2 3 reconciliationofebitda.htm RECONCILIATION OF ADJUSTED EBITDA Reconciliation of EBITDA




Exhibit 99.2 Reconciliation of EBITDA from continuing operations and Adjusted EBITDA from continuing operations for the quarter and nine months ended September 30, 2011 and 2010.
 
Three Months Ended September 30, 2011 (Dollar amounts in millions)
OSB
 
Siding
 
EWP
 
Other
 
Corporate
 
Total
Sales
$
138.8

 
$
112.0

 
$
54.9

 
$
45.8

 
$
(0.9
)
 
$
350.6

Depreciation and amortization
9.1

 
3.9

 
2.9

 
3.1

 
0.6

 
19.6

Cost of sales and selling and administrative
141.7

 
96.3

 
55.5

 
41.3

 
13.7

 
348.5

Loss on sale or impairment of long lived assets

 

 

 

 
65.0

 
65.0

Other operating credits and charges, net

 

 

 

 
(9.8
)
 
(9.8
)
Total operating costs
150.8

 
100.2

 
58.4

 
44.4

 
69.5

 
423.3

Loss from operations
(12.0
)
 
11.8

 
(3.5
)
 
1.4

 
(70.4
)
 
(72.7
)
Total non-operating income (expense)
 
 
 
 
 
 
 
 
(1.5
)
 
(1.5
)
Income (loss) before income taxes and equity in earnings of unconsolidated affiliates
(12.0
)
 
11.8

 
(3.5
)
 
1.4

 
(71.9
)
 
(74.2
)
Benefit for income taxes
 
 
 
 
 
 
 
 
(20.9
)
 
(20.9
)
Equity in loss of unconsolidated affiliates
4.0

 

 
(0.3
)
 
2.3

 

 
6.0

Loss from continuing operations
(16.0
)
 
11.8

 
(3.2
)
 
(0.9
)
 
(51.0
)
 
(59.3
)
Reconciliation of income (loss) from continuing operations to adjusted EBITDA from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Loss from continuing operations
(16.0
)
 
11.8

 
(3.2
)
 
(0.9
)
 
(51.0
)
 
(59.3
)
Benefit for income taxes

 

 

 

 
(20.9
)
 
(20.9
)
Interest expense, net of capitalized interest

 

 

 

 
14.2

 
14.2

Depreciation and amortization
9.1

 
3.9

 
2.9

 
3.1

 
0.6

 
19.6

EBITDA from continuing operations
(6.9
)
 
15.7

 
(0.3
)
 
2.2

 
(57.1
)
 
(46.4
)
Stock based compensation expense
0.2

 
0.1

 
0.1

 

 
1.1

 
1.5

Loss on sale or impairment of long lived assets
 
 
 
 
 
 
 
 
65.0

 
65.0

Investment income
 
 
 
 
 
 
 
 
(16.7
)
 
(16.7
)
Other operating credits and charges, net
 
 
 
 
 
 
 
 
(9.8
)
 
(9.8
)
Adjusted EBITDA from continuing operations
$
(6.7
)
 
$
15.8

 
$
(0.2
)
 
$
2.2

 
$
(17.5
)
 
$
(6.4
)





Three Months Ended September 30, 2010
(Dollar amounts in millions)
OSB
 
Siding
 
EWP
 
Other
 
Corporate
 
Total
Sales
$
140.1

 
$
104.6

 
$
38.0

 
$
41.2

 
$
(1.1
)
 
$
322.8

Depreciation and amortization
9.4

 
3.6

 
2.3

 
2.8

 
0.6

 
18.7

Cost of sales and selling and administrative
133.3

 
91.7

 
40.3

 
36.7

 
14.8

 
316.8

Gain on sale or impairment of long lived assets

 

 

 

 
0.9

 
0.9

Other operating credits and charges, net

 

 

 

 
2.3

 
2.3

Total operating costs
142.7

 
95.3

 
42.6

 
39.5

 
18.6

 
338.7

Loss from operations
(2.6
)
 
9.3

 
(4.6
)
 
1.7

 
(19.7
)
 
(15.9
)
Total non-operating income (expense)
 
 
 
 
 
 
 
 
(27.7
)
 
(27.7
)
Income (loss) before income taxes and equity in earnings of unconsolidated affiliates
(2.6
)
 
9.3

 
(4.6
)
 
1.7

 
(47.4
)
 
(43.6
)
Benefit for income taxes
 
 
 
 
 
 
 
 
(16.4
)
 
(16.4
)
Equity in (income) loss of unconsolidated affiliates
2.4

 

 
0.3

 
1.0

 

 
3.7

Loss from continuing operations
(5.0
)
 
9.3

 
(4.9
)
 
0.7

 
(31.0
)
 
(30.9
)
Reconciliation of income (loss) from continuing operations to adjusted EBITDA from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Loss from continuing operations
(5.0
)
 
9.3

 
(4.9
)
 
0.7

 
(31.0
)
 
(30.9
)
Benefit for income taxes

 

 

 

 
(16.4
)
 
(16.4
)
Interest expense, net of capitalized interest

 

 

 

 
15.3

 
15.3

Depreciation and amortization
9.4

 
3.6

 
2.3

 
2.8

 
0.6

 
18.7

EBITDA from continuing operations
4.4

 
12.9

 
(2.6
)
 
3.5

 
(31.5
)
 
(13.3
)
Stock based compensation expense
0.2

 
0.2

 
0.1

 

 
1.2

 
1.7

Gain on sale or impairment of long lived assets
 
 
 
 
 
 
 
 
0.9

 
0.9

Investment income
 
 
 
 
 
 
 
 
(4.9
)
 
(4.9
)
Other-than-temporary impairment
 
 
 
 
 
 
 
 
16.9

 
16.9

Other operating credits and charges, net
 
 
 
 
 
 
 
 
2.3

 
2.3

Adjusted EBITDA from continuing operations
$
4.6

 
$
13.1

 
$
(2.5
)
 
$
3.5

 
$
(15.1
)
 
$
3.6

 





Nine Months Ended September 30, 2011
(Dollar amounts in millions)
OSB
 
Siding
 
EWP
 
Other
 
Corporate
 
Total
Sales
$
411.4

 
$
336.6

 
$
156.9

 
$
141.6

 
$
(1.8
)
 
$
1,044.7

Depreciation and amortization
27.8

 
12.2

 
10.2

 
9.5

 
1.5

 
61.2

Cost of sales and selling and administrative
420.3

 
288.5

 
158.6

 
122.5

 
46.3

 
1,036.2

Loss on sale or impairment of long lived assets

 

 

 

 
73.0

 
73.0

Other operating credits and charges, net

 

 

 

 
(11.2
)
 
(11.2
)
Total operating costs
448.1

 
300.7

 
168.8

 
132.0

 
109.6

 
1,159.2

Loss from operations
(36.7
)
 
35.9

 
(11.9
)
 
9.6

 
(111.4
)
 
(114.5
)
Total non-operating income (expense)
 
 
 
 
 
 
 
 
(20.0
)
 
(20.0
)
Loss before income taxes and equity in earnings of unconsolidated affiliates
(36.7
)
 
35.9

 
(11.9
)
 
9.6

 
(131.4
)
 
(134.5
)
Benefit for income taxes
 
 
 
 
 
 
 
 
(36.1
)
 
(36.1
)
Equity in (income) loss of unconsolidated affiliates
11.3

 

 

 
5.4

 

 
16.7

Loss from continuing operations
(48.0
)
 
35.9

 
(11.9
)
 
4.2

 
(95.3
)
 
(115.1
)
Reconciliation of income (loss) from continuing operations to adjusted EBITDA from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Loss from continuing operations
(48.0
)
 
35.9

 
(11.9
)
 
4.2

 
(95.3
)
 
(115.1
)
Benefit for income taxes

 

 

 

 
(36.1
)
 
(36.1
)
Interest expense, net of capitalized interest

 

 

 

 
42.6

 
42.6

Depreciation and amortization
27.8

 
12.2

 
10.2

 
9.5

 
1.5

 
61.2

EBITDA from continuing operations
(20.2
)
 
48.1

 
(1.7
)
 
13.7

 
(87.3
)
 
(47.4
)
Stock based compensation expense
0.6

 
0.4

 
0.3

 

 
5.1

 
6.4

Loss on sale or impairment of long lived assets
 
 
 
 
 
 
 
 
73.0

 
73.0

Investment income
 
 
 
 
 
 
 
 
(24.2
)
 
(24.2
)
Other operating credits and charges, net
 
 
 
 
 
 
 
 
(11.2
)
 
(11.2
)
Adjusted EBITDA from continuing operations
$
(19.6
)
 
$
48.5

 
$
(1.4
)
 
$
13.7

 
$
(44.6
)
 
$
(3.4
)






Nine Months Ended September 30, 2010
(Dollar amounts in millions)
OSB
 
Siding
 
EWP
 
Other
 
Corporate
 
Total
Sales
$
475.5

 
$
325.0

 
$
142.7

 
$
130.1

 
$
(6.0
)
 
$
1,067.3

Depreciation and amortization
28.0

 
14.1

 
9.4

 
8.4

 
1.6

 
61.5

Cost of sales and selling and administrative
409.9

 
271.3

 
148.6

 
113.4

 
47.4

 
990.6

Loss on sale or impairment of long lived assets

 

 

 

 
2.1

 
2.1

Other operating credits and charges, net

 

 

 

 
2.8

 
2.8

Total operating costs
437.9

 
285.4

 
158.0

 
121.8

 
53.9

 
1,057.0

Loss from operations
37.6

 
39.6

 
(15.3
)
 
8.3

 
(59.9
)
 
10.3

Total non-operating income (expense)
 
 
 
 
 
 
 
 
(50.6
)
 
(50.6
)
Loss before income taxes and equity in earnings of unconsolidated affiliates
37.6

 
39.6

 
(15.3
)
 
8.3

 
(110.5
)
 
(40.3
)
Benefit for income taxes
 
 
 
 
 
 
 
 
(14.0
)
 
(14.0
)
Equity in (income) loss of unconsolidated affiliates
(0.8
)
 

 
0.6

 
3.7

 

 
3.5

Loss from continuing operations
38.4

 
39.6

 
(15.9
)
 
4.6

 
(96.5
)
 
(29.8
)
Reconciliation of income (loss) from continuing operations to adjusted EBITDA from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Loss from continuing operations
38.4

 
39.6

 
(15.9
)
 
4.6

 
(96.5
)
 
(29.8
)
Benefit for income taxes

 

 

 

 
(14.0
)
 
(14.0
)
Interest expense, net of capitalized interest

 

 

 

 
49.8

 
49.8

Depreciation and amortization
28.0

 
14.1

 
9.4

 
8.4

 
1.6

 
61.5

EBITDA from continuing operations
66.4

 
53.7

 
(6.5
)
 
13.0

 
(59.1
)
 
67.5

Stock based compensation expense
0.7

 
0.5

 
0.4

 

 
5.5

 
7.1

Loss on sale or impairment of long lived assets
 
 
 
 
 
 
 
 
2.1

 
2.1

Investment income
 
 
 
 
 
 
 
 
(15.1
)
 
(15.1
)
Other-than-temporary investment impairment
 
 
 
 
 
 
 
 
16.9

 
16.9

Other operating credits and charges, net
 
 
 
 
 
 
 
 
2.8

 
2.8

Adjusted EBITDA from continuing operations
$
67.1

 
$
54.2

 
$
(6.1
)
 
$
13.0

 
$
(46.9
)
 
$
81.3




EX-99.3 4 exhibit993.htm PRESS RELEASE ANNOUNCING CEO AND CFO Exhibit 99.3






Exhibit 99.3 Press release issued by Louisiana Pacific Corporation on November 7, 2011 regarding appointment of Curtis M Stevens as Chief Operating Officer and Sallie B. Bailey as Chief Financial Officer.


LP Names Stevens COO, Appoints Sallie Bailey CFO

LP Board Approves Changes Effective December 5, 2011

NASHVILLE, Tenn. (Nov. 7, 2011) - Louisiana-Pacific Corporation (LP) (NYSE: LPX) today announced that Executive Vice President Curt Stevens, LP's chief financial officer (CFO) since 1997, will move into the interim position of executive vice president and chief operating officer (COO), newly created by the LP board of directors for the purpose of implementing its orderly management succession plan. Sallie B. Bailey will join LP as executive vice president and chief financial officer.

On Dec. 5, Stevens will become responsible for the company's sales and marketing, operating units and support functions while Bailey will oversee financial matters. Both will report to Chief Executive Officer Rick Frost.

“LP will continue to benefit from Curt's experience and deep knowledge of LP in his role as chief operating officer,” Frost said. “We are also very fortunate that someone of Sallie's caliber and experience has chosen to join the LP team as CFO.”

Stevens is a Certified Public Accountant and holds a bachelor of science in economics and an MBA with a concentration in finance from the University of California at Los Angeles. He is also a member of the board of directors for Quanex Building Products Corp (NYSE: NX).

Bailey has held a variety of senior finance roles including CFO at Ferro Corporation (NYSE: FOE) from 2007 -2010, and senior vice president, finance and controller, with Timken Corporation (NYSE: TKR).

Bailey is a Certified Public Accountant and holds a bachelor of arts in economics and German from Wellesley College and an MBA in accounting and finance from the University of Chicago.

About LP
Louisiana-Pacific Corporation is a leading manufacturer of quality engineered wood building materials including OSB, structural framing products, and exterior siding for use in residential, industrial and light commercial construction. From manufacturing facilities in the U.S., Canada, Chile and Brazil, LP products are sold to builders and homeowners through building materials distributors and dealers and retail home centers. Founded in 1973, LP is headquartered in Nashville, Tennessee and traded on the New York Stock Exchange under LPX. For more information, visit www.lpcorp.com.