merc-8k_20211028.htm
false 0001333274 0001333274 2021-10-28 2021-10-28

 

 

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): October 28, 2021

 

MERCER INTERNATIONAL INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Washington

000-51826

47-0956945

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

Suite 1120, 700 West Pender Street, Vancouver, British Columbia, Canada, V6C 1G8

(Address of Principal Executive Offices)

Registrant’s Telephone Number, Including Area Code: (604) 684-1099

Not Applicable

(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 (see General Instructions A.2. below):

 

☐

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

☐

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

☐

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

☐

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

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $1.00 per share

 

MERC

 

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

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

 

 

 


 

 

Item 2.02. Results of Operations and Financial Condition

The information furnished under Item 2.02 of this Current Report shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On October 28, 2021, Mercer International Inc. (the “Company”) announced by press release the Company’s results for its third quarter ended September 30, 2021. A copy of such press release is furnished as Exhibit 99.1 to this Current Report.

Item 8.01. Other Events

On October 28, 2021, the Company announced by press release that its board of directors had authorized a quarterly cash dividend of $0.065 per share to be paid on December 30, 2021 to all shareholders of record on December 22, 2021. A copy of such press release is furnished as Exhibit 99.1 to this Current Report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

 

Exhibit

Number

 

Description

99.1

 

Press Release dated October 28, 2021

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

1


 

 

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 thereunto duly authorized.

 

 

 

MERCER INTERNATIONAL INC.

 

 

 

 

Date: October 28, 2021

 

By:

/s/ David K. Ure

 

 

 

 

David K. Ure

 

 

 

Chief Financial Officer

 

2

 

EXHIBIT 99.1

For Immediate Release

MERCER INTERNATIONAL INC. REPORTS THIRD QUARTER AND NINE MONTHS 2021 RESULTS AND ANNOUNCES QUARTERLY CASH DIVIDEND OF $0.065

 

Selected Highlights

 

•

Third quarter net income of $69.1 million and Record Operating EBITDA* of $148.1 million

 

•

Start-Up of recently acquired cross-laminated timber facility in Spokane, Washington

 

NEW YORK, NY, October 28, 2021 ‑ Mercer International Inc. (Nasdaq: MERC) today reported third quarter 2021 Operating EBITDA increased to a record $148.1 million from $45.6 million in the third quarter of 2020 and from $83.8 million in the second quarter of 2021.

 

In the third quarter of 2021, net income was $69.1 million (or $1.05 per basic share and $1.04 per diluted share) compared to $7.5 million (or $0.11 per share) in the third quarter of 2020 and $21.4 million (or $0.32 per share) in the second quarter of 2021.  

 

In the first nine months of 2021, Operating EBITDA increased to $313.9 million from $143.1 million in the same period of 2020. In the first nine months of 2021, net income was $96.5 million (or $1.46 per share) compared to a net loss of $4.3 million (or $0.06 per share) in the same period of 2020.   

 

Mr. David Gandossi, the Chief Executive Officer, stated: “In October, we started up our recently acquired cross-laminated timber (“CLT”) manufacturing facility in Spokane, Washington and will be ramping up its production over the coming months. Our CLT facility has an annual production capacity of approximately 140,000 cubic meters of CLT, which represents about 30% of the current CLT manufacturing capacity in North America. We are excited about the potential of this business particularly as the benefits of this product, including environmental benefits, become more well known in the North American market. This business fits well with our core competencies, expands our product mix and moves us further up the value chain.  

 

____________________

*Operating EBITDA is not a measure of financial performance under accounting principles generally accepted in the United States ("GAAP") and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. See page 6 of the financial tables included in this press release for a reconciliation of net income (loss) to Operating EBITDA.

 

 


 

Page 2

 

 

Overall, our third quarter pulp results were significantly improved over the second quarter due to much less planned maintenance downtime and higher sales volumes. Pulp pricing was generally mixed in the third quarter with modest improvements in Europe but weakening in China. Third quarter average European NBSK list prices increased by about $57 per ADMT and average net prices in China declined by about $130 per ADMT compared to the prior quarter. As of September 30, 2021, third party industry quoted NBSK list prices were approximately $1,345 ADMT in Europe and net prices were approximately $805 per ADMT in China.

 

In the third quarter, our Friesau sawmill’s production continued to benefit from our recent capital projects. Our solid wood segment generated operating income of $18.3 million in the third quarter despite a sharp decline in U.S. lumber prices in the period. In the third quarter, approximately 39% of lumber sales volumes were to the U.S.

 

While our operations have not been significantly impacted by the current global logistics bottleneck, we did have some delays in sales shipping dates and reduced availability of trucking which resulted in higher freight costs. We are currently optimistic that such logistics issues will be resolved over the coming months.

 

Looking ahead to the fourth quarter, we currently expect generally steady NBSK pulp demand in Europe but a weakening market in China. For hardwood pulp, we currently expect negative pricing pressure due to the incremental supply expected to come on-line in the later part of the fourth quarter.

 

With respect to our solid wood segment, in the fourth quarter we currently expect lumber demand to remain steady in all markets, with continued modest price improvements in the U.S. market and downward price pressure in the European market.

 

In 2021, we have continued to implement capital projects designed to deliver high returns and help us achieve our ESG objectives. These included the expansion of our Stendal mill's pulp and green energy production capacity and new woodroom projects at our Celgar and Peace River mills. Currently we expect our 2021 capital expenditures will be approximately $150 million.

 

Finally, while the global roll-out of vaccines is ongoing, COVID-19 infections and health risks, including from variants, continue especially in unvaccinated populations. Consequently, we will maintain our measures and procedures put in place to protect our people and allow us to operate our business safely and efficiently.”



 

Page 3

 

 

Consolidated Financial Results

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

 

2021

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(in thousands, except per share amounts)

 

Revenues

$

469,746

 

 

$

401,832

 

 

$

333,151

 

 

$

1,284,298

 

 

$

1,024,945

 

Operating income

$

113,755

 

 

$

51,836

 

 

$

13,736

 

 

$

216,620

 

 

$

48,113

 

Operating EBITDA

$

148,070

 

 

$

83,791

 

 

$

45,620

 

 

$

313,857

 

 

$

143,144

 

Loss on early extinguishment of debt

$

—

 

 

$

—

 

 

$

—

 

 

$

(30,368

)

(1)

$

—

 

Net income (loss)

$

69,118

 

 

$

21,415

 

 

$

7,545

 

 

$

96,466

 

 

$

(4,258

)

Net income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

1.05

 

 

$

0.32

 

 

$

0.11

 

 

$

1.46

 

 

$

(0.06

)

Diluted

$

1.04

 

 

$

0.32

 

 

$

0.11

 

 

$

1.46

 

 

$

(0.06

)

______________

(1)

Redemption of 6.50% senior notes due 2024 and 7.375% senior notes due 2025.  

 

Consolidated – Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020

Total revenues for the three months ended September 30, 2021 increased by approximately 41% to $469.7 million from $333.2 million in the same quarter of 2020 primarily due to higher pulp and lumber sales realizations partially offset by lower sales volumes.

 

Costs and expenses in the current quarter increased by approximately 11% to $356.0 million from $319.4 million in the third quarter of 2020 primarily due to higher energy, maintenance and per unit fiber costs partially offset by lower pulp and lumber sales volumes.

 

In the third quarter of 2021, Operating EBITDA increased to a record $148.1 million from $45.6 million in the same quarter of 2020 primarily due to higher pulp and lumber sales realizations partially offset by certain higher costs.

 

Segment Results

Pulp

Three Months Ended September 30,

 

 

2021

 

 

2020

 

 

(in thousands)

 

Pulp revenues

$

374,287

 

 

$

253,056

 

Energy and chemical revenues

$

22,456

 

 

$

21,860

 

Operating income

$

99,918

 

 

$

3,753

 

 

In the third quarter of 2021, pulp segment operating income increased to a record $99.9 million from $3.8 million in the same quarter of 2020 as higher pulp sales realizations were only partially offset by higher energy and maintenance costs.

 


 

Page 4

 

 

In the current quarter of 2021, prices for NBSK pulp increased from the same quarter of 2020 largely as a result of strong demand and low customer inventory levels. Average NBSK pulp sales realizations increased by approximately 51% to $847 per ADMT in the third quarter of 2021 from approximately $562 per ADMT in the same quarter of 2020.

 

Costs and expenses in the current quarter increased by approximately 9% to $296.9 million from $271.2 million in the third quarter of 2020 due to higher energy costs primarily for the Rosenthal mill and higher maintenance costs partially offset by lower pulp sales volumes. Our Rosenthal mill’s turbine was taken down in the third quarter of 2021 to complete extensive repair work which will continue into the first quarter of 2022 and has resulted in the mill purchasing replacement energy.

 

While the wildfire risk in the interior of British Columbia has passed, wood harvesting will remain below seasonal levels in the short term due to sawmill downtime. As a result we expect our fourth quarter fiber prices to increase modestly in Canada. In Germany we expect fiber costs for our pulp mills to increase due to lower wood chip availability.  

 

Total pulp production increased by approximately 4% to 500,866 ADMTs in the current quarter from 479,993 ADMTs in the same quarter of 2020. In the current quarter of 2021, our pulp mills had 44 days of maintenance downtime (approximately 42,800 ADMTs) including our 50% owned Cariboo mill. In the comparative quarter of 2020, our pulp mills had ten days of annual maintenance downtime (approximately 15,000 ADMTs) and our Celgar mill had 30 days of market related downtime.

 

Wood Products

Three Months Ended September 30,

 

 

2021

 

 

2020

 

 

(in thousands)

 

Lumber revenues

$

67,605

 

 

$

53,612

 

Energy revenues

$

1,801

 

 

$

2,226

 

Wood residual revenues

$

1,317

 

 

$

1,215

 

Operating income

$

18,299

 

 

$

11,963

 

  

In the third quarter of 2021, our wood products segment operating income increased by approximately 53% to $18.3 million from $12.0 million in the same quarter of 2020 primarily due to a higher lumber realized sales price partially offset by higher per unit fiber costs.  

 

Average lumber sales realizations increased by approximately 53% to $692 per Mfbm in the third quarter of 2021 from approximately $453 per Mfbm in the same quarter of 2020 primarily due to higher pricing in both the U.S. and European markets. U.S. lumber pricing increased due to strong housing demand early in the quarter. European lumber pricing increased due to steady demand and reduced supply as producers shifted product to the U.S. market.


 

Page 5

 

 

In the comparative quarter of 2020, per unit fiber costs were low as a result of a large supply of beetle damaged wood. As producers have been working through such wood, more green wood is being harvested. As a result of utilizing more green wood and continuing strong sawlog demand, current quarter per unit fiber costs increased by approximately 74% from the same quarter of 2020. We currently expect modestly increasing per unit fiber costs in the fourth quarter of 2021.

 

Consolidated – Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020

Total revenues for the nine months ended September 30, 2021 increased by approximately 25% to $1,284.3 million from $1,024.9 million in the nine months ended September 30, 2020 primarily due to higher pulp and lumber sales realizations partially offset by lower pulp, energy and lumber sales volumes.

 

Costs and expenses in the nine months ended September 30, 2021 increased by approximately 9% to $1,067.7 million from $976.8 million in the nine months ended September 30, 2020 primarily due to higher maintenance and energy costs and the negative impact of a weaker dollar on our Canadian dollar and euro denominated costs and expenses partially offset by lower sales volumes and per unit fiber costs.  

 

For the nine months ended September 30, 2021, our net income was $96.5 million, or $1.46 per share compared to a net loss of $4.3 million, or $0.06 per share, in the same period of 2020.

 

In the nine months ended September 30, 2021, Operating EBITDA increased to $313.9 million from $143.1 million in the same period of 2020 primarily due to higher pulp and lumber sales realizations and lower per unit fiber costs partially offset by higher maintenance and energy costs, the negative impact of a weaker dollar and lower sales volumes.

 

Liquidity

As of September 30, 2021, we had cash and cash equivalents of approximately $338.7 million and approximately $308.2 million available under our revolving credit facilities providing us with aggregate liquidity of about $646.9 million.  

 

Quarterly Dividend

A quarterly dividend of $0.065 per share will be paid on December 30, 2021 to all shareholders of record on December 22, 2021. Future dividends will be subject to Board approval and may be adjusted as business and industry conditions warrant.

 


 

Page 6

 

 

Earnings Release Call

In conjunction with this release, Mercer International Inc. will host a conference call, which will be simultaneously broadcast live over the Internet. Management will host the call, which is scheduled for October 29, 2021 at 10:00 AM (Eastern Daylight Time). Listeners can access the conference call live and archived for 30 days over the Internet at https://edge.media-server.com/mmc/p/mrh58997 or through a link on the company's home page at https://www.mercerint.com. Please allow 15 minutes prior to the call to visit the site and download and install any necessary audio software.

 

Mercer International Inc. is a global forest products company with operations in Germany, USA and Canada with consolidated annual production capacity of 2.2 million tonnes of pulp, 550 million board feet of lumber and 140 thousand cubic meters of CLT. To obtain further information on the company, please visit its web site at https://www.mercerint.com.

 

The preceding includes forward looking statements which involve known and unknown risks and uncertainties which may cause our actual results in future periods to differ materially from forecasted results. Words such as "expects", "anticipates", "are optimistic that", "projects", "intends", "designed", "will", "believes", "estimates", "may", "could" and variations of such words and similar expressions are intended to identify such forward-looking statements. Among those factors which could cause actual results to differ materially are the following: the highly cyclical nature of our business, raw material costs, our level of indebtedness, competition, foreign exchange and interest rate fluctuations, our use of derivatives, expenditures for capital projects, environmental regulation and compliance, disruptions to our production, market conditions and other risk factors listed from time to time in our SEC reports.

 

APPROVED BY:

Jimmy S.H. Lee

Executive Chairman

(604) 684-1099

 

David M. Gandossi, FCPA, FCA

Chief Executive Officer

(604) 684-1099

 

-FINANCIAL TABLES FOLLOW-

 



Summary Financial Highlights

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

 

2021

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(in thousands, except per share amounts)

 

Pulp segment revenues

$

396,743

 

 

$

310,249

 

 

$

274,916

 

 

$

1,046,748

 

 

$

876,567

 

Wood products segment revenues

 

70,723

 

 

 

90,439

 

 

 

57,053

 

 

 

232,149

 

 

 

144,558

 

Corporate and other revenues

 

2,280

 

 

 

1,144

 

 

 

1,182

 

 

 

5,401

 

 

 

3,820

 

Total revenues

$

469,746

 

 

$

401,832

 

 

$

333,151

 

 

$

1,284,298

 

 

$

1,024,945

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp segment operating income

$

99,918

 

 

$

13,338

 

 

$

3,753

 

 

$

138,552

 

 

$

33,302

 

Wood products segment operating income

 

18,299

 

 

 

42,314

 

 

 

11,963

 

 

 

88,590

 

 

 

21,845

 

Corporate and other operating loss

 

(4,462

)

 

 

(3,816

)

 

 

(1,980

)

 

 

(10,522

)

 

 

(7,034

)

Total operating income

$

113,755

 

 

$

51,836

 

 

$

13,736

 

 

$

216,620

 

 

$

48,113

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp segment depreciation and amortization

$

29,982

 

 

$

27,967

 

 

$

28,251

 

 

$

84,995

 

 

$

85,841

 

Wood products segment depreciation and amortization

 

3,675

 

 

 

3,748

 

 

 

3,446

 

 

 

11,146

 

 

 

8,627

 

Corporate and other depreciation and amortization

 

658

 

 

 

240

 

 

 

187

 

 

 

1,096

 

 

 

563

 

Total depreciation and amortization

$

34,315

 

 

$

31,955

 

 

$

31,884

 

 

$

97,237

 

 

$

95,031

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating EBITDA

$

148,070

 

 

$

83,791

 

 

$

45,620

 

 

$

313,857

 

 

$

143,144

 

Loss on early extinguishment of debt

$

—

 

 

$

—

 

 

$

—

 

 

$

(30,368

)

(1)

$

—

 

Income tax recovery (provision)

$

(32,490

)

 

$

(10,685

)

 

$

1,775

 

 

$

(45,873

)

 

$

(4,451

)

Net income (loss)

$

69,118

 

 

$

21,415

 

 

$

7,545

 

 

$

96,466

 

 

$

(4,258

)

Net income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

1.05

 

 

$

0.32

 

 

$

0.11

 

 

$

1.46

 

 

$

(0.06

)

Diluted

$

1.04

 

 

$

0.32

 

 

$

0.11

 

 

$

1.46

 

 

$

(0.06

)

Common shares outstanding at period end

 

66,037

 

 

 

66,037

 

 

 

65,868

 

 

 

66,037

 

 

 

65,868

 

______________

(1)

Redemption of 6.50% senior notes due 2024 and 7.375% senior notes due 2025.  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)


____________________

*Operating EBITDA is not a measure of financial performance under accounting principles generally accepted in the United States ("GAAP") and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. See page 6 of the financial tables included in this press release for a reconciliation of net income (loss) to Operating EBITDA.

 

 


 

 

 

Summary Operating Highlights

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

 

2021

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Pulp Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp production ('000 ADMTs)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

443.0

 

 

 

355.1

 

 

 

400.2

 

 

 

1,195.0

 

 

 

1,279.1

 

NBHK

 

57.8

 

 

 

4.5

 

 

 

79.8

 

 

 

143.9

 

 

 

247.6

 

Annual maintenance downtime ('000 ADMTs)

 

42.8

 

 

 

173.1

 

 

 

15.0

 

 

 

253.7

 

 

 

28.6

 

Annual maintenance downtime (days)

 

44

 

 

 

117

 

 

 

10

 

 

 

188

 

 

 

27

 

Pulp sales ('000 ADMTs)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

402.2

 

 

 

330.4

 

 

 

369.9

 

 

 

1,151.3

 

 

 

1,230.8

 

NBHK

 

45.7

 

 

 

30.3

 

 

 

100.1

 

 

 

145.1

 

 

 

235.4

 

Average NBSK pulp prices ($/ADMT)(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Europe

 

1,345

 

 

 

1,288

 

 

 

840

 

 

 

1,223

 

 

 

841

 

China

 

832

 

 

 

962

 

 

 

572

 

 

 

892

 

 

 

572

 

North America

 

1,542

 

 

 

1,598

 

 

 

1,133

 

 

 

1,481

 

 

 

1,139

 

Average NBHK pulp prices ($/ADMT)(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

China

 

623

 

 

 

767

 

 

 

443

 

 

 

694

 

 

 

456

 

North America

 

1,320

 

 

 

1,297

 

 

 

868

 

 

 

1,212

 

 

 

885

 

Average pulp sales realizations ($/ADMT)(2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

847

 

 

 

830

 

 

 

562

 

 

 

777

 

 

 

565

 

NBHK

 

684

 

 

 

672

 

 

 

424

 

 

 

604

 

 

 

451

 

Energy production ('000 MWh)(3)

 

464.5

 

 

 

362.0

 

 

 

529.2

 

 

 

1,345.6

 

 

 

1,670.5

 

Energy sales ('000 MWh)(3)

 

185.8

 

 

 

130.9

 

 

 

215.5

 

 

 

517.8

 

 

 

669.3

 

Average energy sales realizations ($/MWh)(3)

 

114

 

 

 

90

 

 

 

96

 

 

 

101

 

 

 

92

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wood Products Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lumber production (MMfbm)

 

102.1

 

 

 

116.7

 

 

 

96.8

 

 

 

336.6

 

 

 

326.6

 

Lumber sales (MMfbm)

 

97.7

 

 

 

109.3

 

 

 

118.5

 

 

 

315.3

 

 

 

345.2

 

Average lumber sales realizations ($/Mfbm)

 

692

 

 

789

 

 

453

 

 

702

 

 

383

 

Energy production and sales ('000 MWh)

 

14.1

 

 

 

21.0

 

 

 

17.8

 

 

 

51.4

 

 

 

63.3

 

Average energy sales realizations ($/MWh)

128

 

 

128

 

 

125

 

 

128

 

 

118

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Spot Currency Exchange Rates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ / €(4)

 

1.1784

 

 

 

1.2050

 

 

 

1.1698

 

 

 

1.1958

 

 

 

1.1248

 

$ / C$(4)

0.7937

 

 

0.8142

 

 

0.7508

 

 

0.7996

 

 

0.7388

 

______________

(1)

Source: RISI pricing report. Europe and North America are list prices. China are net prices which include discounts, allowances and rebates.   

(2)

Sales realizations after customer discounts, rebates and other selling concessions. Incorporates the effect of pulp price variations occurring between the order and shipment dates.

(3)

Does not include our 50% joint venture interest in the Cariboo mill, which is accounted for using the equity method.

(4)

Average Federal Reserve Bank of New York Noon Buying Rates over the reporting period.

 

 

 

 

 

 

 

(2)

 

 

 


 

 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Revenues

$

469,746

 

 

$

333,151

 

 

$

1,284,298

 

 

$

1,024,945

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales, excluding depreciation and amortization

 

302,221

 

 

 

272,165

 

 

 

910,244

 

 

 

832,554

 

Cost of sales depreciation and amortization

 

34,294

 

 

 

31,862

 

 

 

97,175

 

 

 

94,952

 

Selling, general and administrative expenses

 

19,476

 

 

 

15,388

 

 

 

60,259

 

 

 

49,326

 

Operating income

 

113,755

 

 

 

13,736

 

 

 

216,620

 

 

 

48,113

 

Other income (expenses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(16,882

)

 

 

(19,864

)

 

 

(53,031

)

 

 

(60,056

)

Loss on early extinguishment of debt

 

—

 

 

 

—

 

 

 

(30,368

)

 

 

—

 

Other income

 

4,735

 

 

 

11,898

 

 

 

9,118

 

 

 

12,136

 

Total other expenses, net

 

(12,147

)

 

 

(7,966

)

 

 

(74,281

)

 

 

(47,920

)

Income before income taxes

 

101,608

 

 

 

5,770

 

 

 

142,339

 

 

 

193

 

Income tax recovery (provision)

 

(32,490

)

 

 

1,775

 

 

 

(45,873

)

 

 

(4,451

)

Net income (loss)

$

69,118

 

 

$

7,545

 

 

$

96,466

 

 

$

(4,258

)

Net income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

1.05

 

 

$

0.11

 

 

$

1.46

 

 

$

(0.06

)

Diluted

$

1.04

 

 

$

0.11

 

 

$

1.46

 

 

$

(0.06

)

Dividends declared per common share

$

0.0650

 

 

$

0.0650

 

 

$

0.1950

 

 

$

0.2675

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3)


 


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except share and per share data)

 

  

 

September 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

ASSETS

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

338,730

 

 

$

361,098

 

Accounts receivable, net

 

 

253,731

 

 

 

227,055

 

Inventories

 

 

345,107

 

 

 

271,696

 

Prepaid expenses and other

 

 

14,708

 

 

 

15,003

 

Total current assets

 

 

952,276

 

 

 

874,852

 

Property, plant and equipment, net

 

 

1,141,303

 

 

 

1,109,740

 

Investment in joint ventures

 

 

43,341

 

 

 

46,429

 

Amortizable intangible assets, net

 

 

48,955

 

 

 

51,571

 

Operating lease right-of-use assets

 

 

10,474

 

 

 

13,251

 

Other long-term assets

 

 

34,243

 

 

 

31,928

 

Deferred income tax

 

 

1,161

 

 

 

1,355

 

Total assets

 

$

2,231,753

 

 

$

2,129,126

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable and other

 

$

255,571

 

 

$

210,994

 

Pension and other post-retirement benefit obligations

 

 

920

 

 

 

802

 

Total current liabilities

 

 

256,491

 

 

 

211,796

 

Debt

 

 

1,162,377

 

 

 

1,145,294

 

Pension and other post-retirement benefit obligations

 

 

29,938

 

 

 

31,810

 

Finance lease liabilities

 

 

55,201

 

 

 

41,329

 

Operating lease liabilities

 

 

7,257

 

 

 

9,933

 

Other long-term liabilities

 

 

11,192

 

 

 

10,909

 

Deferred income tax

 

 

81,461

 

 

 

77,028

 

Total liabilities

 

 

1,603,917

 

 

 

1,528,099

 

Shareholders’ equity

 

 

 

 

 

 

 

 

Common shares $1 par value; 200,000,000 authorized; 66,037,000 issued and outstanding (2020 – 65,868,000)

 

 

65,988

 

 

 

65,800

 

Additional paid-in capital

 

 

348,098

 

 

 

345,696

 

Retained earnings

 

 

300,698

 

 

 

217,106

 

Accumulated other comprehensive loss

 

 

(86,948

)

 

 

(27,575

)

Total shareholders’ equity

 

 

627,836

 

 

 

601,027

 

Total liabilities and shareholders’ equity

 

$

2,231,753

 

 

$

2,129,126

 

 

 

 

 

(4)


 


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 

  

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Cash flows from (used in) operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

69,118

 

 

$

7,545

 

 

$

96,466

 

 

$

(4,258

)

Adjustments to reconcile net income (loss) to cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

34,315

 

 

 

31,884

 

 

 

97,237

 

 

 

95,031

 

Deferred income tax provision (recovery)

 

 

5,005

 

 

 

(4,255

)

 

 

7,485

 

 

 

(10,330

)

Inventory impairment

 

 

—

 

 

 

8,000

 

 

 

—

 

 

 

25,998

 

Loss on early extinguishment of debt

 

 

—

 

 

 

—

 

 

 

30,368

 

 

 

—

 

Defined benefit pension plans and other post-retirement benefit plan expense

 

 

879

 

 

 

769

 

 

 

2,654

 

 

 

2,270

 

Stock compensation expense

 

 

1,005

 

 

 

895

 

 

 

2,590

 

 

 

815

 

Gain on sale of investments

 

 

—

 

 

 

(15,443

)

 

 

—

 

 

 

(15,443

)

Foreign exchange transaction losses (gains)

 

 

(5,721

)

 

 

3,384

 

 

 

(12,361

)

 

 

4,120

 

Other

 

 

(844

)

 

 

(1,801

)

 

 

(1,104

)

 

 

(2,993

)

Defined benefit pension plans and other post-retirement benefit plan contributions

 

 

(1,065

)

 

 

(783

)

 

 

(3,190

)

 

 

(2,495

)

Changes in working capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(31,441

)

 

 

17,226

 

 

 

(27,500

)

 

 

11,238

 

Inventories

 

 

(39,512

)

 

 

(8,031

)

 

 

(82,275

)

 

 

(20,443

)

Accounts payable and accrued expenses

 

 

12,180

 

 

 

(4,219

)

 

 

46,783

 

 

 

(54,000

)

Other

 

 

(3,775

)

 

 

(6,683

)

 

 

(5,569

)

 

 

(6,759

)

Net cash from (used in) operating activities

 

 

40,144

 

 

 

28,488

 

 

 

151,584

 

 

 

22,751

 

Cash flows from (used in) investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(38,306

)

 

 

(14,639

)

 

 

(125,692

)

 

 

(59,201

)

Acquisition of Mercer Mass Timber

 

 

(51,258

)

 

 

—

 

 

 

(51,258

)

 

 

—

 

Insurance proceeds

 

 

1,530

 

 

 

—

 

 

 

21,578

 

 

 

—

 

Purchase of amortizable intangible assets

 

 

(460

)

 

 

(30

)

 

 

(1,669

)

 

 

(557

)

Purchase of investments

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(9,370

)

Proceeds from sale of investments

 

 

—

 

 

 

21,540

 

 

 

—

 

 

 

21,540

 

Other

 

 

2,873

 

 

 

396

 

 

 

2,764

 

 

 

1,243

 

Net cash from (used in) investing activities

 

 

(85,621

)

 

 

7,267

 

 

 

(154,277

)

 

 

(46,345

)

Cash flows from (used in) financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redemption of senior notes

 

 

—

 

 

 

—

 

 

 

(824,557

)

 

 

—

 

Proceeds from issuance of senior notes

 

 

—

 

 

 

—

 

 

 

875,000

 

 

 

—

 

Proceeds from (repayment of) revolving credit facilities, net

 

 

3,967

 

 

 

8,750

 

 

 

(53,145

)

 

 

34,359

 

Dividend payments

 

 

(4,293

)

 

 

(4,282

)

 

 

(8,582

)

 

 

(13,329

)

Payment of note issuance costs

 

 

(69

)

 

 

—

 

 

 

(14,483

)

 

 

—

 

Proceeds from government grants

 

 

361

 

 

 

—

 

 

 

8,893

 

 

 

299

 

Repurchase of common shares

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(162

)

Other

 

 

(2,254

)

 

 

(302

)

 

 

(2,165

)

 

 

(2,729

)

Net cash from (used in) financing activities

 

 

(2,288

)

 

 

4,166

 

 

 

(19,039

)

 

 

18,438

 

Effect of exchange rate changes on cash and cash equivalents

 

 

1,961

 

 

 

2,325

 

 

 

(636

)

 

 

(349

)

Net increase (decrease) in cash and cash equivalents

 

 

(45,804

)

 

 

42,246

 

 

 

(22,368

)

 

 

(5,505

)

Cash and cash equivalents, beginning of period

 

 

384,534

 

 

 

303,334

 

 

 

361,098

 

 

 

351,085

 

Cash and cash equivalents, end of period

 

$

338,730

 

 

$

345,580

 

 

$

338,730

 

 

$

345,580

 

 

 

(5)

 

 


 

 

MERCER INTERNATIONAL INC.

COMPUTATION OF OPERATING EBITDA

(Unaudited)

(In thousands)

 

Operating EBITDA is defined as operating income plus depreciation and amortization and non-recurring capital asset impairment charges. Management uses Operating EBITDA as a benchmark measurement of its own operating results, and as a benchmark relative to its competitors. Management considers it to be a meaningful supplement to operating income as a performance measure primarily because depreciation expense and non-recurring capital asset impairment charges are not an actual cash cost, and depreciation expense varies widely from company to company in a manner that management considers largely independent of the underlying cost efficiency of our operating facilities. In addition, we believe Operating EBITDA is commonly used by securities analysts, investors and other interested parties to evaluate our financial performance.

 

Operating EBITDA does not reflect the impact of a number of items that affect our net income (loss), including financing costs and the effect of derivative instruments. Operating EBITDA is not a measure of financial performance under GAAP, and should not be considered as an alternative to net income (loss) or operating income as a measure of performance, nor as an alternative to net cash from (used in) operating activities as a measure of liquidity. The following tables set forth the net income (loss) to Operating EBITDA:

 

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

 

2021

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net income (loss)

$

69,118

 

 

$

21,415

 

 

$

7,545

 

 

$

96,466

 

 

$

(4,258

)

Income tax provision (recovery)

 

32,490

 

 

 

10,685

 

 

 

(1,775

)

 

 

45,873

 

 

 

4,451

 

Interest expense

 

16,882

 

 

 

17,130

 

 

 

19,864

 

 

 

53,031

 

 

 

60,056

 

Loss on early extinguishment of debt

 

—

 

 

 

—

 

 

 

—

 

 

 

30,368

 

 

 

—

 

Other expenses (income)

 

(4,735

)

 

 

2,606

 

 

 

(11,898

)

 

 

(9,118

)

 

 

(12,136

)

Operating income

 

113,755

 

 

 

51,836

 

 

 

13,736

 

 

 

216,620

 

 

 

48,113

 

Add: Depreciation and amortization

 

34,315

 

 

 

31,955

 

 

 

31,884

 

 

 

97,237

 

 

 

95,031

 

Operating EBITDA

$

148,070

 

 

$

83,791

 

 

$

45,620

 

 

$

313,857

 

 

$

143,144

 

 

 

 

 

 

 

 

 

 

 

(6)