INTERFOR CORPORATION ("Interfor" or the "Company") (TSX:IFP) reported second
quarter net earnings of $21.6 million or $0.32 per share and EBITDA(1) of $47.3
million, excluding the impact of one-time items including the restructuring and
impairment charges related to the permanent closure of its Beaver-Forks
operation announced today. Inclusive of these charges, net earnings in the
quarter were $7.4 million or $0.11 per share.
Lumber production in the second quarter was a record 582 million board feet, up
18% from the prior quarter. This growth reflects the addition of the Perry and
Preston sawmills in March 2014, and higher operating rates at the Company's BC
Interior and US Southeast operations.
Record lumber sales of 628 million board feet, including wholesale and agency
volumes, were driven primarily by the increase in sales from the Company's US
Southeast operations and by the draw-down of lumber inventories from the first
quarter.
On June 27, 2014, the Company announced a curtailment of its Beaver-Forks
operation on the Olympic Peninsula in Washington State. Following a
comprehensive strategic review, the Company has decided to consolidate
production at its Port Angeles facility and to close the Beaver-Forks operation.
By consolidating operations on the Peninsula, the Company believes it can
enhance operations in the area and improve its overall financial results.
Interfor recorded asset impairment and restructuring charges in the second
quarter totalling $14.2 million relating to the Beaver-Forks operation, net of
an $8.5 million deferred tax recovery. For the quarter, Beaver-Forks contributed
$9.7 million of sales and negative EBITDA(1) of $0.4 million on production and
sales of 21 million and 20 million board feet, respectively.
Average commodity lumber prices were mixed in the second quarter. Western SPF
2x4 and HF Stud 2x4 prices dropped to US$335 and US$409, down US$32 and US$23,
respectively, in part due to the impact of lumber inventories from the first
quarter working their way through the distribution channel. The SYP Eastside 2x4
#2Btr benchmark price strengthened US$2 quarter-over-quarter to US$405 as
transportation issues impacted the ability to move product to market. Demand for
lumber in China was relatively stable with some tightening of credit apparent.
Activity in Japan continued to reflect post-VAT impacts.
A long-term incentive compensation recovery of $0.4 million, or less than $0.01
per share, was recorded in the quarter.
In the second quarter, Interfor generated $45.7 million in cash from operations
before working capital changes and $41.7 million after working capital changes.
Capital spending amounted to $15.9 million during the quarter.
In April, the Company's Gilchrist mill completed the installation of a
high-speed European moulder as part of its strategy to convert the mill into a
producer of high quality boards. Although the mill's financial results were
impacted by the start-up of the new equipment, the quality of product is
excellent and has been positively received by the market. The mill is expected
to make a positive contribution to the Company's results in the third quarter.
The Company reduced its net debt during the quarter to $237.3 million or 28.1%
of invested capital, leaving $145.4 million of available credit.
Commodity lumber prices have stabilized since mid-June although some ongoing
volatility is expected as the U.S. housing recovery seeks traction throughout
the remainder of this year. Business activity in China is expected to be
reasonably stable in the near term as the market adjusts to tightening credit
policies and recent changes in currency values. The Japanese economy has
indicated signs of recovery, aided by government stimulus packages including a
tax rebate program for new home buyers to counter the VAT increase.
Interfor will continue its disciplined approach to production, cost control,
inventory management, and capital spending to help position the Company to
deliver above average returns on invested capital as conditions improve. At the
same time, Interfor will remain alert to opportunities to position the Company
for long-term success.
(1) Adjusted to exclude long-term incentive compensation, foreign exchange gains
(losses), other income (expense) and restructuring costs (refer to our MD&A
prepared as of July 31, 2014, for the full definition)
FORWARD-LOOKING STATEMENTS
This release contains information and statements that are forward-looking in
nature, including, but not limited to, statements containing the words "will"
and "is expected" and similar expressions. Such statements involve known and
unknown risks and uncertainties that may cause Interfor's actual results to be
materially different from those expressed or implied by those forward-looking
statements. Such risks and uncertainties include, among others: general economic
and business conditions, product selling prices, raw material and operating
costs, changes in foreign-currency exchange rates, and other factors referenced
herein and in Interfor's Annual Report and Management Information Circular
available on www.sedar.com. The forward-looking information and statements
contained in this report are based on Interfor's current expectations and
beliefs. Readers are cautioned not to place undue reliance on forward-looking
information or statements. Interfor undertakes no obligation to update such
forward-looking information or statements, except where required by law.
ABOUT INTERFOR
Interfor is a growth-oriented lumber company with operations in Canada and the
United States. Our Company has annual production capacity of more than 2.6
billion board feet and offers one of the most diverse lines of lumber products
to customers around the world. For more information about Interfor, visit our
website at www.interfor.com.
There will be a conference call on Friday, August 01, 2014 at 8:00 a.m. (Pacific
Time) hosted by INTERFOR CORPORATION for the purpose of reviewing the Company's
release of its second quarter 2014 financial results.
The dial-in number is 1-866-233-4795. The conference call will also be recorded
for those unable to join in for the live discussion, and will be available until
August 14, 2014. The number to call is 1-866-245-6755, Passcode 32478.
Financial and Operating Highlights (1)
For the 3 months For the 6 months
ended June 30, ended June 30,
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Unit 2014 2013 2014 2013
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Financial Highlights(2)
Total sales $mm 390.2 274.7 685.1 517.2
Lumber $mm 325.2 219.5 555.6 410.9
Logs $mm 35.4 32.6 73.0 58.8
Wood chips and other $mm
residual products 25.8 17.4 48.2 34.0
Ocean freight and other $mm 3.8 5.2 8.3 13.5
Operating earnings $mm 3.8 19.3 17.1 36.6
Net earnings $mm 7.4 15.8 34.9 30.9
Net earnings per share, $/share
basic and diluted 0.11 0.28 0.53 0.55
EBITDA(3) $mm 47.8 35.3 80.1 65.9
Adjusted EBITDA(3) $mm 47.3 36.1 86.5 73.2
Adjusted EBITDA margin(3) % 12.1% 13.1% 12.6% 14.2%
Total assets $mm 1,036.0 794.3 1,036.0 794.3
Total long-term debt $mm 244.5 238.5 244.5 238.5
Pre-tax return on total %
assets(3) 9.3% 8.6% 7.0% 8.2%
Net debt to invested %
capital(3) 28.1% 36.0% 28.1% 36.0%
Operating Highlights
Lumber production million
fbm 582 418 1,077 808
Lumber sales million
fbm 628 433 1,067 816
Lumber - average selling $/thousand
price(4) fbm 518 507 521 504
Log sales(5) thousand
cubic
metres 305 301 703 590
Logs - average selling $/cubic
price(5) metre 103 90 91 83
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Notes:
(1) Figures in this table may not add due to rounding.
(2) Financial information presented for quarterly periods in this MD&A is
prepared in accordance with IFRS but is unaudited.
(3) Refer to the Non-GAAP Measures section of this MD&A for definitions and
reconciliations of these measures to figures reported in the Company's
consolidated financial statements.
(4) Gross sales before export taxes.
(5) For B.C. operations only.
Summary of Second Quarter 2014 Financial Performance
Sales
Interfor realized $390.2 million of total sales, up 42.0% from $274.7 million in
the second quarter of 2013, driven by the sale of 628 million board feet of
lumber at an average price of $518 per mfbm. Lumber sales volume and average
selling price increased 195 million board feet and 2.2%, respectively, over the
same quarter of 2013.
The growth in lumber sales volume was primarily in the U.S. market, where sales
increased by 156 million board feet or 59.7% over the second quarter of 2013.
This growth is mostly attributable to three sawmills acquired in the U.S.
Southeast since July 1, 2013, higher operating rates and the draw-down of lumber
inventories.
The increase in the average selling price of lumber is primarily related to the
strengthening of the U.S. dollar against the Canadian dollar by 6.6% and higher
prices realized in non-U.S. markets as compared to the first quarter of 2013,
partially offset by an increased proportion of Southern Yellow Pine sales.
Log sales of $35.4 million represent an increase of $2.8 million or 8.6%
compared to the same quarter of 2013. This sales growth is mostly related to a
14.3% increase in the average selling price on B.C. log sales, which accounted
for 88.6% of log sales revenue in the quarter.
Sales of wood chips and other residual products increased to $25.8 million, up
$8.4 million over the comparable quarter of 2013. This increase mainly reflects
the 39.2% increase in lumber production from Q2'13.
Operations
Production costs increased by $102.5 million or 44.3% over the second quarter of
2013, explained primarily by the 45.0% increase in lumber sales volume.
Depreciation of plant and equipment was $14.0 million, up 49.0% from the second
quarter of 2013. The majority of this increase is explained by the inclusion of
depreciation on the three sawmills in the U.S. Southeast acquired since July 1,
2013, and higher operating rates.
Depletion and amortization of timber, roads and other was $7.0 million, up 11.7%
from the comparable quarter of 2013. This increase is mostly related to
amortization of a non-competition agreement associated with the acquisition of
Tolleson Ilim Lumber Company ("Tolleson").
Corporate and Other
Selling and administration expenses were $9.0 million, up $1.8 million from the
second quarter of 2013. This increase reflects the growth of our operations into
the U.S. Southeast and includes $0.2 million of non -recurring expenses related
to the Tolleson acquisition.
The recovery of $0.4 million on long term incentive compensation reflects the
impact of a lower market price for Interfor Common Shares during the quarter on
the Company's share-based incentive compensation plans.
The increase of finance costs by $0.1 million over the comparable quarter of
2013 to $2.5 million is consistent with a slightly higher average level of debt
outstanding during the period.
Income Taxes
The Company recorded an income tax recovery of $5.7 million, comprised of $0.5
million of current tax expense net of a $6.3 million deferred tax recovery. The
deferred tax recovery includes $8.5 million related to the Beaver-Forks
restructuring and impairment charges recorded in Q2'14.
Net Earnings
The Company recorded net earnings of $7.4 million or $0.11 per share, lower
compared to net earnings of $15.8 million or $0.28 per share in the second
quarter of 2013. Excluding the impact of the restructuring and impairment
charges associated with curtailment of the Beaver-Forks operation, net earnings
in Q2'14 would have been $21.6 million, or $5.8 million higher than Q2'13 on
improved profit from operations.
Summary of First Half 2014 Financial Performance
Sales
Interfor realized $685.1 million of total sales, up 32.5% from $517.2 million in
the first half of 2014, driven by the sale of 1.1 billion board feet of lumber
at an average price of $521 per mfbm. Lumber sales volume and average selling
price increased 251 million board feet and 3.4%, respectively, over the same
period of 2013.
The growth in lumber sales volume was primarily in the U.S. market, where sales
increased by 220 million board feet or 44.2% over the first half of 2013. This
growth is mostly attributable to our six sawmills in Georgia acquired since
March of 2013.
The increase in the average selling price of lumber is primarily related to the
strengthening of the U.S. dollar against the Canadian dollar by 8.0% and higher
prices realized in Canada, China and Japan as compared to the first half of
2013, partially offset by a change in species sales mix with a higher proportion
of Southern Yellow Pine.
Log sales of $73.0 million represent an increase of $14.2 million or 24.2%
compared to the same period of 2013. Increases of 19.1% and 9.2% in B.C. log
sales volume and average selling price, respectively, contributed to this sales
growth.
Sales of wood chips and other residual products increased to $48.2 million, up
$14.2 million over the comparable period of 2013. This increase mainly reflects
the 33.3% increase in lumber production from H1'13.
Operations
Production costs increased by $151.0 million or 35.1% over the first half of
2013, explained primarily by the 30.8% and 19.1% increases in lumber and B.C.
log sales volumes, respectively.
Depreciation of plant and equipment was $26.3 million, up 46.6% from the first
half of 2013. The majority of this increase is explained by the inclusion of
depreciation on the six mills in the U.S. Southeast acquired since March 2013,
and higher operating rates at our Canadian mills.
Depletion and amortization of timber, roads and other was $13.3 million, up
22.5% from the similar period of 2013. This increase is mostly related to the
non-competition agreement associated with the Tolleson acquisition.
Corporate and Other
Selling and administration expenses were $17.9 million, up $3.6 million from the
first half of 2013. This increase reflects the growth of our operations into the
U.S. Southeast and includes $1.3 million of non-recurring expenses related to
the Tolleson acquisition.
Long term incentive compensation expense was $6.5 million, down $1.0 million
from the comparable 2013 period, reflecting changes in the fair value of the
Company's share-based incentive compensation plans.
The increase of finance costs by $0.1 million over the comparable period of 2013
to $4.3 million is consistent with an increased average level of debt
outstanding during the period.
Income Taxes
The Company recorded an income tax recovery of $21.9 million, comprised of $0.9
million of current tax expense net of a $22.9 million deferred tax recovery. The
deferred tax recovery includes two notable items: i) recognition of $19.3
million of previously unrecognized deferred tax assets related to its U.S.
operations and associated with accounting for the acquisition of Tolleson; and
ii) an $8.5 million recovery related to the Beaver-Forks restructuring and
impairment charges.
Net Earnings
The Company recorded net earnings of $34.9 million or $0.53 per share, higher
compared to net earnings of $30.9 million or $0.55 per share in the first half
of 2013. Excluding the impact of the restructuring and impairment charges
associated with curtailment of the Beaver-Forks operation in Q2'14 and
recognition of $19.3 million of previously unrecognized deferred tax assets
related to U.S. operations in Q1'14, net earnings in H1'14 would have been $29.8
million and relatively in-line with H1'13.
Summary of Quarterly Results (1)
2014 2013
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Unit Q2 Q1 Q4 Q3
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Financial Performance
(Unaudited)
Total sales $mm 390.2 294.8 315.3 272.7
Lumber $mm 325.2 230.4 249.2 212.2
Logs $mm 35.4 37.6 41.3 36.6
Wood chips and other $mm
residual products 25.8 22.4 20.0 18.4
Ocean freight and $mm
other 3.8 4.4 4.9 5.4
Operating earnings $mm
(loss) 3.8 13.3 13.7 2.3
Net earnings (loss) $mm 7.4 27.5 11.4 (0.1)
Net earnings (loss) per $/share
share, basic and
diluted 0.11 0.43 0.18 0.00
EBITDA(2) $mm 47.8 32.3 31.4 18.4
Adjusted EBITDA(2) $mm 47.3 39.2 36.2 24.6
Shares outstanding - end million
of period 66.7 66.7 63.1 63.1
Shares outstanding - million
weighted average 66.7 63.8 63.1 55.9
Operating Performance
Lumber production million
fbm 582 495 470 447
Lumber sales million
fbm 628 439 500 446
Lumber - average selling $/thousand
price(3) fbm 518 525 498 476
Log sales(4) thousand
cubic
metres 305 398 397 353
Logs - average selling $/cubic
price(4) metre 103 82 92 93
Average US$/CAD$ 1 US$ in
exchange rate(5) CAD$ 1.0905 1.1033 1.0491 1.0385
Closing US$/CAD$ 1 US$ in
exchange rate(5) CAD$ 1.0676 1.1053 1.0636 1.0303
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2013 2012
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Unit Q2 Q1 Q4 Q3
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Financial Performance
(Unaudited)
Total sales $mm 274.7 242.5 222.4 214.7
Lumber $mm 219.5 191.4 173.3 161.9
Logs $mm 32.6 26.1 24.5 26.8
Wood chips and other $mm
residual products 17.4 16.6 15.9 17.5
Ocean freight and $mm
other 5.2 8.4 8.7 8.5
Operating earnings $mm
(loss) 19.3 17.2 (2.4) 2.3
Net earnings (loss) $mm 15.8 15.2 (3.8) 0.9
Net earnings (loss) per $/share
share, basic and
diluted 0.28 0.27 (0.07) 0.02
EBITDA(2) $mm 35.3 30.6 13.0 15.0
Adjusted EBITDA(2) $mm 36.1 37.1 19.3 17.1
Shares outstanding - end million
of period 55.9 55.9 55.9 55.9
Shares outstanding - million
weighted average 55.9 55.9 55.9 55.9
Operating Performance
Lumber production million
fbm 418 390 347 350
Lumber sales million
fbm 433 383 384 366
Lumber - average selling $/thousand
price(3) fbm 507 500 452 442
Log sales(4) thousand
cubic
metres 301 289 267 345
Logs - average selling $/cubic
price(4) metre 90 76 76 75
Average US$/CAD$ 1 US$ in
exchange rate(5) CAD$ 1.0233 1.0080 0.9914 0.9954
Closing US$/CAD$ 1 US$ in
exchange rate(5) CAD$ 1.0518 1.0160 0.9949 0.9832
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Notes:
(1) Figures in this table may not add due to rounding.
(2) Refer to the Non-GAAP Measures section of this MD&A.
(3) Gross sales before export taxes.
(4) For B.C. operations.
(5) Based on Bank of Canada foreign exchange rates.
The Company's quarterly financial trends are most impacted by seasonality,
levels of lumber production, log costs, market prices for lumber and the
US$/CAD$ foreign currency exchange rate.
Logging operations are seasonal due to a number of factors including weather,
ground conditions and fire season closures. Generally, the Company's B.C. Coast
logging division experiences higher production levels in the latter half of the
first quarter, throughout the second and third quarters and in the first half of
the fourth quarter. Logging activity in the B.C. Interior is generally higher in
the first half of the first quarter, slows during spring break-up and increases
in the third and fourth quarters. Sawmill operations are dependent on the
availability of logs from our logging operations and our suppliers. In addition,
the market demand for lumber and related products is generally lower in the
winter due to reduced construction activity, which increases during the spring,
summer and fall.
Steady recoveries in the U.S. housing market helped drive up domestic demand and
pricing through the end of 2012. Building on the positive momentum of 2012, U.S.
housing starts surged, supporting higher lumber prices and positive net earnings
in the first quarter of 2013. Mid-way through the second quarter of 2013, supply
outstripped demand, and lumber prices dropped, ending the quarter at levels
close to those of early 2012. Late in the third quarter of 2013, lumber prices
started to rise in response to demand from China and improving U.S. housing
starts. The North American lumber market was affected by both supply and demand
factors in the first half of 2014, with commodity lumber prices remaining at
relatively strong levels. Three sawmills acquired on March 1, 2013, and one
sawmill acquired on July 1, 2013, contributed to growth in production, sales and
earnings from 2012. Production, sales and earnings have also benefited since the
acquisition of two sawmills on March 14, 2014.
The volatility of the Canadian dollar against the U.S. dollar also impacted
results, given that historically over 75% of the Canadian operation's lumber
sales are to the U.S. and export markets priced in U.S. dollars. A weaker
Canadian dollar increases the lumber sales realizations in Canada, and increases
net earnings of U.S. operations when converted to Canadian dollars.
Liquidity
Balance Sheet
Interfor completed the second quarter of 2014 in a strong financial position,
with $237.3 million of net debt representing 28.1% of invested capital. Net debt
increased $96.5 million from December 31, 2013, primarily due to borrowings for
the acquisition of Tolleson.
As at June 30, 2014, the Company had net working capital of $134.9 million and
available capacity on operating and term facilities of $145.4 million. These
resources, in addition to cash generated from operations, will be used to
support our working capital requirements, debt servicing commitments and capital
expenditures. We believe that Interfor will have sufficient liquidity to fund
operating and capital requirements for the foreseeable future.
Cash Flow from Operating Activities
In the first six months of 2014, the Company generated $77.9 million of cash
flow from operations before changes in working capital, up $9.4 million from the
comparable period of 2013. Higher sales were partially offset by small reduction
in profit margin on production and a $3.6 million increase in selling and
administration costs. The increase in selling and administration costs includes
$1.3 million of a non-recurring nature related to the Tolleson acquisition.
Total cash generated from operations after changes in working capital was $57.7
million, with $20.2 million of cash used in operating working capital. In the
comparable period of 2013, $19.6 million of cash was used in operating working
capital, resulting in $48.9 million of total cash generated from operations.
Cash Flow from Investing Activities
Investing activities totaled $153.7 million in H1'14, including $124.4 million
related to the Tolleson acquisition, $17.7 million for mill improvements and
$11.6 million for development of logging roads. Discretionary mill improvements
of $8.7 million during the period included work on a new kiln and crane at the
Thomaston sawmill and a Weinig moulder at the Gilchrist sawmill.
Investing activities totaled $153.9 million in H1'13, including $86.6 million
related to the acquisition of Rayonier's Wood Products Business, $33.2 million
held in escrow for the acquisition of the Thomaston mill, and $34.0 million on
capital expenditures. Capital expenditures included $6.9 million on upgrades at
the Grand Forks and Castlegar sawmills, $3.2 million on other high-return
discretionary projects, $4.7 million on business maintenance expenditures and
$19.2 million on road construction and timber tenures.
Cash Flow from Financing Activities
Net drawings on the Company's long-term debt facilities were $102.5 million over
the first six months of 2014, leading to total cash used in financing activities
of $102.9 million. This includes US$112.5 million drawn from the Company's
Revolving Term Line and Operating Line to fund the acquisition of Tolleson.
In the comparable period of 2013, net drawings on the Company's long-term debt
facilities were $98.8 million resulting in total cash used in financing
activities of $94.1 million. This includes $79.4 million drawn from the
Company's Revolving Term Line and Operating Line to fund the acquisition of
Rayonier's Wood Products Business.
Capital Resources
The following table summarizes Interfor's credit facilities and availability as
of June 30, 2014:
Revolving Senior U.S.
Thousands of Canadian Operating Term Secured Operating
dollars Line Line Notes Line Total
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Available line of credit
and maximum borrowing
available 65,000 250,000 53,380 32,028 400,408
Less:
Drawings 4,657 186,492 53,380 - 244,529
Outstanding letters of
credit included in line
utilization 9,896 - - 597 10,493
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Unused portion of facility 50,447 63,508 0 31,431 145,386
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Interfor continues to maintain its disciplined focus on monitoring discretionary
capital expenditures, optimizing inventory levels and matching production with
offshore and domestic demand. Based on projections and existing credit lines,
current pricing, cash flow the Company believes it has sufficient liquidity to
meet all of its financial obligations.
Transactions Between Related Parties
The Company did not have any transactions between related parties in the six
months ended June 30, 2014.
Off-Balance Sheet Arrangements
The Company has off-balance sheet arrangements which include letters of credit
and surety performance bonds, primarily for timber sales. At June 30, 2014, such
instruments aggregated $29.7 million (December 31, 2013 - $26.7 million).
Off-balance sheet arrangements have not had, and are not reasonably likely to
have, any material impact on the Company's current or future financial
condition, results of operations or cash flows.
Financial Instruments and Other Instruments
From time to time, the Company employs financial instruments, such as interest
rate swaps and foreign currency forward and option contracts, to manage exposure
to fluctuations in interest rates and foreign exchange rates. The Company also
trades lumber futures to manage price risk. The Company's policy is not to use
derivatives for trading or speculative purposes. Risk management strategies and
relationships are formally documented and assessed on a regular, ongoing basis
to ensure derivatives are effective in offsetting changes in fair values or cash
flows of hedged items. The counter-parties for all derivative contracts, except
lumber futures, are the Company's Canadian bankers who are highly-rated and,
hence, the risk of credit loss on such instruments is mitigated.
On April 14, 2014, the Company entered into two additional interest rate swaps,
each with a notional value of US$25 million and maturing on April 14, 2016.
Under the terms of these swaps, the Company pays an amount based on a fixed
annual interest rate of 0.58% and receives a 90 day LIBOR which is recalculated
at set interval dates.
Outstanding Shares
As of July 31, 2014, Interfor had 66,730,455 Common Shares issued and
outstanding. These shares are listed on the Toronto Stock Exchange under the
symbol IFP.
Controls and Procedures
There have been no changes in the Company's internal controls over financial
reporting ("ICFR") during the three months ended June 30, 2014, that have
materially affected, or are reasonably likely to materially affect, its ICFR.
Critical Accounting Estimates
There were no significant changes to the Company's critical accounting estimates
during the quarter ended June 30, 2014. Interfor's critical accounting estimates
are described in its MD&A for the year ended December 31, 2013, filed under the
Company's profile on www.sedar.com.
Accounting Policy Changes
A number of new standards, and amendments to existing standards and
interpretations, were not yet effective for the quarter ended June 30, 2014, and
have not been applied in preparing the Company's unaudited interim condensed
consolidated financial statements. The following pronouncement is considered by
the Company to be the most significant of several pronouncements that may affect
the financial statements.
IFRS 9, Financial Instruments, replaces the multiple classification and
measurement models in IAS 39, Financial Instruments: Recognition and
Measurement, with a single model that has only two classification categories:
amortized cost and fair value. This standard will be in effect for accounting
periods beginning on or after January 1, 2015, with earlier adoption permitted.
The Company does not expect this standard to have a significant effect on its
financial statements.
Non-GAAP Measures
This MD&A makes reference to the following non-GAAP measures: EBITDA, Adjusted
EBITDA, Pre-tax return on total assets and Net debt to invested capital, which
are used by the Company and certain investors to evaluate operating performance
and financial position. These non-GAAP measures do not have any standardized
meaning prescribed by IFRS and are therefore unlikely to be comparable to
similar measures presented by other issuers. The following table provides a
reconciliation of these non-GAAP measures to figures as reported in the
Company's unaudited interim condensed consolidated financial statements prepared
in accordance with IFRS:
For the 3 months For the 6 months
ended June 30, ended June 30,
----------------------------------------
Thousands of Canadian dollars 2014 2013 2014 2013
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Adjusted EBITDA
Net earnings 7,395 15,759 34,883 30,938
Add:
Depreciation of plant and
equipment 13,978 9,382 26,309 17,946
Depletion and amortization of
timber, roads and other 7,016 6,279 13,325 10,878
Restructuring costs, capital asset
and timber write-downs 22,917 219 23,246 322
Finance costs 2,537 2,422 4,300 4,210
Other foreign exchange loss (gain) (284) 848 (10) 1,563
Income tax expense (recovery) (5,717) 406 (21,914) 51
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EBITDA 47,842 35,315 80,139 65,908
Add:
Long term incentive compensation (427) 878 6,490 7,496
Other income (117) (119) (173) (208)
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Adjusted EBITDA 47,298 36,074 86,456 73,196
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Pre-tax return on total assets
Earnings before income taxes 1,678 16,165 12,969 30,989
Add:
Restructuring costs 22,917 219 23,246 322
Other foreign exchange loss (gain) (284) 848 (10) 1,563
Other income (117) (119) (173) (208)
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24,194 17,113 36,032 32,666
Total assets, period end 1,036,343 794,316 1,036,343 794,316
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Pre-tax return on total assets(1) 9.3% 8.6% 7.0% 8.2%
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Net debt to invested capital
Net debt
Long term debt 244,529 238,507 244,529 238,507
Cash and cash equivalents (11,639) (4,526) (11,639) (4,526)
Current bank indebtedness 4,400 - 4,400 -
----------------------------------------------------------------------------
Total net debt 237,290 233,981 237,290 233,981
----------------------------------------------------------------------------
Invested capital
Net debt 237,290 233,981 237,290 233,981
Shareholders' equity 607,713 416,697 607,713 416,697
----------------------------------------------------------------------------
Total invested capital 845,003 650,678 845,003 650,678
----------------------------------------------------------------------------
Net debt to invested capital 28.1% 36.0% 28.1% 36.0%
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Note: (1) Annualized rate.
Risks and Uncertainties
The Company is exposed to many risks and uncertainties in conducting its
business including, but not limited to: price volatility; availability of log
supply; competition; government regulation; foreign currency exchange
fluctuations; environmental matters; and labour disruption. These risks and
uncertainties are described in the Company's MD&A for the year ended December
31, 2013, filed under the Company's profile on www.sedar.com. Except as noted
below, there have been no significant changes to the Company's risks and
uncertainties during the six month period ended June 30, 2014.
On June 26, 2014 the Supreme Court of Canada ("SCC") released its ruling on the
Tsilhqot'in vs. British Columbia. To the extent that this defines for the first
time the criteria upon which Aboriginal title rests is a positive development.
It is also an important motivation for the federal and provincial governments to
move forward on the treaty process in British Columbia.
The SCC ruling applies to two percent of the Tsilhqot'in traditional territory
in a remote area of Central B.C. - far removed from Interfor's operations. To
date, Aboriginal title has not been established in any of Interfor's tenures;
and doing so will likely be a lengthy and complex process. The Company will
continue to manage its operations within the existing legal framework while
paying close attention to the direction provided by the Province and First
Nations regarding the application of this ruling. Therefore, risks and
uncertainties remain consistent with those referenced above.
The Company's operations in B.C. account for approximately 40% of its total
lumber production. Interfor has a number of agreements and initiatives with
First Nations in B.C., and as such, remains committed to working with First
Nations to develop economic opportunities of mutual benefit.
Additional Information
Additional information relating to the Company and its operations can be found
on its website at www.interfor.com, in the Annual Information Form and on SEDAR
at www.sedar.com.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
For the three and six months ended June 30, 2014 and 2013 (unaudited)
----------------------------------------------------------------------------
(thousands of Canadian dollars
except earnings per share) 3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
----------------------------------------------------------------------------
Sales $390,219 $274,698 $685,059 $517,197
Costs and expenses:
Production 333,885 231,368 580,685 429,670
Selling and administration 9,036 7,256 17,918 14,331
Long term incentive compensation
expense (recovery) (427) 878 6,490 7,496
Depreciation of plant and
equipment (note 9) 13,978 9,382 26,309 17,946
Depletion and amortization of
timber, roads and other (note 9) 7,016 6,279 13,325 10,878
--------------------------------------------------------------------------
363,488 255,163 644,727 480,321
----------------------------------------------------------------------------
Operating earnings before
restructuring costs 26,731 19,535 40,332 36,876
Restructuring costs (note 10) (22,917) (219) (23,246) (322)
----------------------------------------------------------------------------
Operating earnings 3,814 19,316 17,086 36,554
Finance costs (note 11) (2,537) (2,422) (4,300) (4,210)
Other foreign exchange gain (loss) 284 (848) 10 (1,563)
Other income 117 119 173 208
----------------------------------------------------------------------------
(2,136) (3,151) (4,117) (5,565)
----------------------------------------------------------------------------
Earnings before income taxes 1,678 16,165 12,969 30,989
Income tax expense (recovery):
Current 542 148 936 (121)
Deferred (note 4) (6,259) 258 (22,850) 172
--------------------------------------------------------------------------
(5,717) 406 (21,914) 51
----------------------------------------------------------------------------
Net earnings $ 7,395 $ 15,759 $ 34,883 $ 30,938
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Net earnings per share, basic and
diluted (note 12) $ 0.11 $ 0.28 $ 0.53 $ 0.55
----------------------------------------------------------------------------
----------------------------------------------------------------------------
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
For the three and six months ended June 30, 2014 and 2013 (unaudited)
----------------------------------------------------------------------------
3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
----------------------------------------------------------------------------
Net earnings $ 7,395 $ 15,759 $ 34,883 $ 30,938
Other comprehensive income (loss):
Items that will not be reclassified
subsequently to Net earnings:
Defined benefit plan actuarial
gains (losses) (168) 2,901 (309) 2,507
--------------------------------------------------------------------------
Items that are or may be
reclassified subsequently to Net
earnings:
Foreign currency translation
differences - foreign operations (8,662) 3,678 (3,421) 6,430
Gain (loss) in fair value of
interest rate swaps (note 14) (249) 955 (217) 580
Income tax recovery on other
comprehensive income - 267 - 212
--------------------------------------------------------------------------
Total items that are or may be
reclassified subsequently to Net
earnings (8,911) 4,900 (3,638) 7,222
----------------------------------------------------------------------------
Total other comprehensive income,
net of tax (9,079) 7,801 (3,947) 9,729
----------------------------------------------------------------------------
Total comprehensive income (loss) $ (1,684) $ 23,560 $ 30,936 $ 40,667
----------------------------------------------------------------------------
----------------------------------------------------------------------------
See accompanying notes to consolidated financial statements
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended June 30, 2014 and 2013 (unaudited)
----------------------------------------------------------------------------
(thousands of Canadian dollars) 6 Months 6 Months
June 30, 2014 June 30, 2013
----------------------------------------------------------------------------
Cash provided by (used in):
Operating activities:
Net earnings $ 34,883 $ 30,938
Items not involving cash:
Depreciation of plant and equipment 26,309 17,946
Depletion and amortization of timber,
roads and other 13,325 10,878
Income tax expense (recovery) (21,914) 51
Finance costs (note 11) 4,300 4,210
Reforestation liability 1,854 2,778
Other assets 465 45
Provisions and other liabilities (1,628) 710
Write-down of plant and equipment (note
10) 20,468 -
Unrealized foreign exchange (gains) losses (34) 977
Other (163) (117)
--------------------------------------------------------------------------
77,865 68,416
Cash generated from (used in) operating
working capital:
Trade accounts receivable and other (7,315) (6,927)
Inventories (2,797) (27,817)
Prepayments (3,477) (2,404)
Trade accounts payable and provisions (3,862) 18,004
Income taxes paid (2,708) (419)
--------------------------------------------------------------------------
57,706 48,853
Investing activities:
Additions to property, plant and equipment (17,692) (14,194)
Additions to logging roads (11,603) (7,175)
Additions to timber and other intangible
assets (1,966) (12,643)
Proceeds on disposal of property, plant, and
equipment 2,087 152
Acquisition (note 4) (124,421) (86,641)
Deposit held in escrow for acquisition - (33,150)
Investments and other assets (56) (244)
--------------------------------------------------------------------------
(153,651) (153,895)
Financing activities:
Bank indebtedness 4,400 -
Interest payments (3,264) (3,237)
Financing transaction costs (736) (1,394)
Additions to long-term debt (notes 4 and 7) 299,931 199,104
Repayments of long-term debt (note 7) (197,467) (100,334)
--------------------------------------------------------------------------
102,864 94,139
Foreign exchange gain on cash and cash
equivalents
held in a foreign currency 3 435
----------------------------------------------------------------------------
Increase (decrease) in cash 6,922 (10,468)
Cash and cash equivalents, beginning of period 4,717 14,994
----------------------------------------------------------------------------
Cash and cash equivalents, end of period $ 11,639 $ 4,526
----------------------------------------------------------------------------
----------------------------------------------------------------------------
See accompanying notes to consolidated financial statements
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
June 30, 2014 and December 31, 2013 (unaudited)
----------------------------------------------------------------------------
(thousands of Canadian dollars) June 30, Dec. 31,
2014 2013
----------------------------------------------------------------------------
Assets
Current assets:
Cash and cash equivalents $ 11,639 $ 4,717
Trade accounts receivable and other 75,647 62,735
Inventories (note 6) 161,652 149,509
Prepayments 16,134 11,374
--------------------------------------------------------------------------
265,072 228,335
Employee future benefits 3,812 3,980
Other investments and assets 3,872 3,960
Property, plant and equipment (note 4, 10) 513,318 460,930
Logging roads and bridges 17,047 16,224
Timber licences 81,705 84,344
Other intangible assets (note 4) 24,400 2,420
Goodwill (note 4) 127,117 23,715
Deferred income taxes - 218
----------------------------------------------------------------------------
$1,036,343 $ 824,126
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Liabilities and Equity
Current liabilities:
Bank indebtedness $ 4,400 $ -
Trade accounts payable and provisions 113,096 98,017
Reforestation liability 12,108 11,754
Income taxes payable 554 395
--------------------------------------------------------------------------
130,158 110,166
Reforestation liability 22,803 20,662
Long-term debt (note 7) 244,529 145,479
Employee future benefits 7,303 7,006
Provisions and other liabilities 22,917 25,676
Deferred income taxes (note 4, 10) 920 -
Equity:
Share capital (note 8) 490,363 428,723
Contributed surplus 7,476 7,476
Translation reserve (2,860) 561
Hedge reserve (50) 167
Retained earnings 112,784 78,210
--------------------------------------------------------------------------
607,713 515,137
----------------------------------------------------------------------------
$1,036,343 $ 824,126
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Commitment (note 15)
See accompanying notes to consolidated financial statements
On behalf of the Board:
L. Sauder D. Whitehead
Director Director
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the six months ended June 30, 2014 and 2013 (unaudited)
----------------------------------------------------------------------------
Class B
Common Share Contributed Translation
(thousands of Canadian dollars) Shares Capital Surplus Reserve
----------------------------------------------------------------------------
Balance at December 31, 2013 $428,723 $ - $ 7,476 $ 561
Net earnings for the period: - - - -
Other comprehensive loss:
Foreign currency translation
differences, net of tax - - - (3,421)
Defined benefit plan actuarial
losses - - - -
Loss in fair value of interest
rate swaps - - - -
Contributions:
Shares issued in business
combination (notes 4 and 8) 61,640 - - -
----------------------------------------------------------------------------
Balance at June 30, 2014 $490,363 $ - $ 7,476 $ (2,860)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Balance at December 31, 2012 $342,285 $ 4,080 $ 7,476 $ (7,818)
Net earnings for the period: - - - -
Other comprehensive earnings:
Foreign currency translation
differences, net of tax - - - 6,642
Defined benefit plan actuarial
gain - - - -
Gain in fair value of interest
rate swaps - - - -
----------------------------------------------------------------------------
Balance at June 30, 2013 $342,285 $ 4,080 $ 7,476 $ (1,176)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Hedging Retained
(thousands of Canadian dollars) Reserve Earnings Total
----------------------------------------------------------------------------
Balance at December 31, 2013 $ 167 $ 78,210 $515,137
Net earnings for the period: - 34,883 34,883
Other comprehensive loss:
Foreign currency translation
differences, net of tax - - (3,421)
Defined benefit plan actuarial
losses - (309) (309)
Loss in fair value of interest
rate swaps (217) - (217)
Contributions:
Shares issued in business
combination (notes 4 and 8) - - 61,640
----------------------------------------------------------------------------
Balance at June 30, 2014 $ (50) $112,784 $607,713
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Balance at December 31, 2012 $ (132) $ 30,139 $376,030
Net earnings for the period: - 30,938 30,938
Other comprehensive earnings:
Foreign currency translation
differences, net of tax - - 6,642
Defined benefit plan actuarial
gain - 2,507 2,507
Gain in fair value of interest
rate swaps 580 - 580
----------------------------------------------------------------------------
Balance at June 30, 2013 $ 448 $ 63,584 $416,697
----------------------------------------------------------------------------
----------------------------------------------------------------------------
See accompanying notes to consolidated financial statements
INTERFOR CORPORATION
Notes to Unaudited Condensed Consolidated Interim Financial Statements
(Tabular amounts expressed in thousands except number of shares and per share
amounts)
Three and six months ended June 30, 2014 and 2013 (unaudited)
1. Nature of operations:
Interfor Corporation and its subsidiaries (the "Company" or "Interfor") produce
wood products in British Columbia, the U.S. Pacific Northwest and the U.S.
Southeast for sale to markets around the world.
Interfor Corporation is incorporated under the Business Corporations Act
(British Columbia) with shares listed on the Toronto Stock Exchange. Its head
office, principal address and records office are located at Suite 3500, 1055
Dunsmuir Street, Vancouver, British Columbia, Canada, V7X 1H7.
These condensed consolidated interim financial statements as at and for the
three and six months ended June 30, 2014, comprise the Company and its
subsidiaries.
2. Basis of Preparation:
(a) Statement of compliance:
These condensed consolidated interim financial statements, including
comparatives, have been prepared in accordance with IAS 34 Interim Financial
Reporting using accounting policies consistent with the International Financial
Reporting Standards ("IFRS") issued by the International Accounting Standards
Board ("IASB") and Interpretations of the International Financial Reporting
Interpretations Committee ("IFRIC"). These condensed consolidated interim
financial statements were approved by the Board of Directors on July 31, 2014.
(b) Basis of measurement:
These condensed consolidated interim financial statements have been prepared on
the historical cost basis except for the following material items in the
Statement of Financial Position:
i. Derivative financial instruments are measured at fair value;
ii. Liabilities for cash-settled share-based payment arrangements are
measured at fair value; and
iii. Employee benefit plan assets and liabilities are recognized as the net
of the fair value of the plan assets and the present value of the
benefit obligations on a plan by plan basis.
The functional and presentation currency of the parent company is Canadian dollars.
3. Significant accounting policies:
These condensed consolidated interim financial statements have been prepared
using the significant accounting policies and methods of computation consistent
with those applied in the Company's December 31, 2013, annual consolidated
financial statements, which are available on www.sedar.com.
4. Acquisition:
On March 14, 2014, a wholly-owned subsidiary of Interfor acquired all of the
outstanding common shares of Tolleson Ilim Lumber Company ("Tolleson") from Ilim
Timber Continental, S.A. ("Ilim"), pursuant to a Share Purchase Agreement for
total consideration estimated to value $188,545,000. Tolleson, through its
wholly-owned subsidiary, owns and operates two sawmills in Perry and Preston,
Georgia, and a remanufacturing facility in Perry, Georgia. This acquisition is
consistent with Interfor's strategy of adding capacity in attractive regional
markets.
The acquisition has been accounted for as a business combination and the
estimated value of consideration transferred is allocated on a preliminary basis
as follows:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Assets acquired:
Cash and cash equivalents $ 2,484
Other current assets 16,790
Property, plant and equipment 86,561
Other intangible assets 22,190
Goodwill 107,419
----------------------------------------------------------------------------
235,444
Liabilities assumed:
Current liabilities (15,929)
Long term provisions and other liabilities (6,697)
Deferred income taxes (24,273)
----------------------------------------------------------------------------
$ 188,545
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Consideration funded by:
Current liabilities $ 2,086
Operating Line 24,964
Revolving Term Line 99,855
Share capital (3,680,000 Class A Subordinate Shares) 61,640
----------------------------------------------------------------------------
$ 188,545
----------------------------------------------------------------------------
----------------------------------------------------------------------------
As part of the acquisition, the Company entered into a non-competition agreement
with Ilim under which Ilim and its associates are prohibited from carrying on
various activities within Canada and the U.S. that would be in competition with
the Company's operating activities for a period of five years from the
acquisition date. An intangible asset of $22,190,000 was recognized in respect
of this non-competition agreement, which will be amortized to expense over its
five year term.
The goodwill of $107,419,000 recognized in the transaction is calculated as the
excess of the estimated purchase consideration transferred over the preliminary
fair values of the identifiable assets acquired and liabilities assumed. The
factors that contribute to the recognition of goodwill include Tolleson's
historical cash flows and income levels, reputation in its markets, management
team strength, efficiency of operations, and future cash flows and income growth
projections. None of the goodwill is expected to be tax deductible.
In conjunction with recognizing a $24,273,000 deferred tax liability in
accounting for the acquisition of Tolleson, the Company recognized $19,253,000
of previously unrecognized deferred tax assets related to its U.S. operations.
The recognition of these deferred income tax assets is included within the
$16,591,000 deferred income tax recovery in the Company's Consolidated
Statements of Earnings in the first quarter, 2014.
The Company incurred acquisition related costs of $180,000 during the second
quarter, 2014, and $1,304,000 for the first six months, 2014, which are included
in Selling and administration expenses in the Company's Consolidated Statements
of Earnings.
5. Seasonality of operating results:
Quarterly trends normally reflect the seasonality of the Company's operations.
Logging operations are seasonal due to a number of factors including weather,
ground conditions and fire season woods closures. Generally, the Company's B.C.
Coastal logging divisions experience higher production levels in the latter half
of the first quarter, throughout the second and third quarters and in the first
half of the fourth quarter. Logging activity in the B.C. Interior is generally
higher in the first half of the first quarter, slows during spring break-up and
increases in the third and fourth quarters. Sawmill operations are less seasonal
than logging operations but are dependent on the availability of logs from
logging operations, including those from suppliers. In addition, the market
demand for lumber and related products is generally lower in the winter due to
reduced construction activity, which increases during the spring, summer and
fall.
6. Inventories:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
June 30, 2014 Dec. 31, 2013
----------------------------------------------------------------------------
Logs $ 72,246 $ 89,170
Lumber 78,601 51,449
Other 10,805 8,890
----------------------------------------------------------------------------
$ 161,652 $ 149,509
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Inventory expensed in the period includes production costs, depreciation of
plant and equipment, and depletion and amortization of timber, roads and other.
The inventory write-down in order to record inventory at the lower of cost and
net realizable value at June 30, 2014 was $9,298,000 (December 31, 2013 -
$7,926,000).
7. Cash and borrowings:
Senior U.S.
Operating Revolving Secured Operating
June 30, 2014 Line Term Line Notes Line Total
----------------------------------------------------------------------------
Available line of credit $ 65,000 $ 250,000 $ 53,380 $ 32,028 $ 400,408
Drawings 4,657 186,492 53,380 - 244,529
Outstanding letters of
credit included in line
utilization 9,896 - - 597 10,493
----------------------------------------------------------------------------
Unused portion of line $ 50,447 $ 63,508 $ - $ 31,431 $ 145,386
----------------------------------------------------------------------------
----------------------------------------------------------------------------
December 31, 2013
----------------------------------------------------------------------------
Available line of credit $ 65,000 $ 200,000 $ 53,180 $ 21,272 $ 339,452
Drawings 936 90,619 53,180 744 145,479
Outstanding letters of
credit included in line
utilization 7,529 - - - 7,529
----------------------------------------------------------------------------
Unused portion of line $ 56,535 $ 109,381 $ - $ 20,528 $ 186,444
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(a) Operating Line:
The Canadian operating line of credit ("Operating Line") may be drawn in either
CAD$ or US$ advances, and bears interest at bank prime plus a margin or, at the
Company's option, at rates for Bankers' Acceptances or LIBOR based loans plus a
margin, and in all cases dependent upon a financial ratio of total debt divided
by twelve months' trailing EBITDA(1). Borrowing levels under the Operating Line
are subject to a borrowing base calculation dependent on certain accounts
receivable and inventories.
The Operating Line is secured by a general security agreement which includes a
security interest in all accounts receivable and inventories, charges against
timber tenures, and mortgage security on sawmills. The Operating Line is subject
to certain financial covenants including a minimum working capital requirement,
a maximum ratio of total debt to total capitalization and a minimum net worth
calculation. The Operating Line matures on February 27, 2017.
As at June 30, 2014, the Operating Line was drawn by $14,553,000, including
outstanding letters of credit (December 31, 2013 - drawings of $8,465,000).
During the first quarter, 2014, the Company drew US$22,500,000 under its
Operating Line to fund its acquisition in the U.S. (see note 4), which it
designated as a hedge against the Company's investment in its U.S. operations
and recognized unrealized foreign exchange gains of $72,000 in Other
comprehensive income for the first quarter, 2014 (2013 - $nil), after which this
borrowing was transferred to the Revolving Term Line facility.
(1) EBITDA represents earnings before interest, taxes, depreciation,
depletion and amortization.
(b) Revolving Term Line:
The Revolving Term Line may be drawn in either CAD$ or US$ advances, and bears
interest at bank prime plus a margin or, at the Company's option, at rates for
Bankers' Acceptances or LIBOR based loans plus a margin, and in all cases
dependent upon a financial rat io of total debt divided by twelve months'
trailing EBITDA(1). The Revolving Term Line matures on February 27, 2017.
The Revolving Term Line is secured by a general security agreement which
includes a security interest in all accounts receivable and inventories, charges
against timber tenures, and mortgage security on sawmills. The term line is
subject to certain financial covenants including a minimum working capital
requirement, a maximum ratio of total debt to total capitalization and a minimum
net worth calculation.
On March 31, 2014, the Company increased the credit available under its
Revolving Term Line from $200,000,000 to $250,000,000. All other terms and
conditions of this line remained unchanged.
As at June 30, 2014, the Revolving Term Line was drawn by CAD$5,000,000 and by
US$170,000,000 (December 31, 2013 - US$85,200,000), revalued at the quarter-end
exchange rate to $181,492,000 (December 31, 2013 - $90,619,000), for a total of
$186,492,000.
During the first quarter, 2014, the Company drew US$90,000,000 under its
Revolving Term Line to fund its acquisition in the U.S. (see note 4), which it
designated as a hedge against the Company's investment in its U.S. operations.
As at June 30, 2014, total drawings under the Revolving Term Line designated as
hedges against the Company's investment in its U.S. operations totalled
US$170,000,000. Unrealized foreign exchange gains of $3,724,000 for the six
months ended June 30, 2014, (June 30, 2013 - $4,641,000 loss) arising on
revaluation of the Revolving Term Line were recognized in Foreign currency
translation differences in Other comprehensive income. For the second quarter,
2014, unrealized exchange gains of $6,952,000 (Quarter 2, 2013 - $5,082,000
loss) were recognized in Other comprehensive income.
(c) Senior Secured Notes:
The Series A Senior Secured Notes ("Senior Secured Notes") bear interest at
4.33% and are subject to certain financial covenants including a minimum working
capital requirement, a maximum ratio of total debt to total capitalization and a
minimum net worth calculation. Payments of US$16,667,000 are required on each of
June 26, 2021 and 2022, with the balance due on June 26, 2023.
As at June 30, 2014, Senior Secured Notes of US$50,000,000 were outstanding
(December 31, 2013 - US$50,000,000) and revalued at the quarter-end exchange
rate to $53,380,000 (December 31, 2013 - $53,180,000).
The Senior Secured Notes have been designated as a hedge against the Company's
investment in its U.S. operations and unrealized foreign exchange losses of
$200,000 (June 30, 2013 - $45,000) arising on their revaluation were recognized
in Foreign currency translation differences in Other comprehensive income for
the six months ended June 30, 2014. For the second quarter, 2014, an unrealized
exchange gain of $1,885,000 (Quarter 2, 2013 - $45,000 loss) was recognized in
Other comprehensive income.
(d) U.S. Operating Line
The U.S. Operating Line is secured by accounts receivable and inventories of
wholly-owned subsidiary, Interfor U.S. Inc., and matures on April 28, 2015. The
U.S. Operating Line is subject to a minimum net worth calculation, with
borrowing levels subject to a collateral calculation dependent upon certain
accounts receivable and inventories.
On March 21, 2014, the Company increased the credit available under this
agreement from US$20,000,000 to US$30,000,000.
As at June 30, 2014, the U.S. Operating Line was drawn by US$560,000
representing outstanding letters of credit, revalued at the quarter-end exchange
rate to $597,000 (December 31, 2013 - $744,000).
Minimum principal amounts due on long-term debt within the next five years are
follows:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Twelve months ending
June 30, 2015 $ -
June 30, 2016 -
June 30, 2017 191,149
June 30, 2018 -
June 30, 2019 -
----------------------------------------------------------------------------
$ 191,149
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) EBITDA represents earnings before interest, taxes, depreciation,
depletion and amortization.
8. Share capital:
The transactions in share capital are described below:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Number
------------------------------------
Common Class B Total Amount
----------------------------------------------------------------------------
Balance, December 31, 2012 54,847,176 1,015,779 55,862,955 $ 346,365
Share exchange 1,015,779 (1,015,779) - -
Shares issued for cash, net of
share issue costs 7,187,500 - 7,187,500 82,358
----------------------------------------------------------------------------
Balance, December 31, 2013 63,050,455 - 63,050,455 428,723
Shares issued in business
combination (see Note 4) 3,680,000 - 3,680,000 61,640
----------------------------------------------------------------------------
Balance, June 30, 2014 66,730,455 - 66,730,455 $ 490,363
----------------------------------------------------------------------------
----------------------------------------------------------------------------
On August 23, 2013, the Company's controlling shareholder, Sauder Industries
Limited ("SIL") exercised its right under the Company's Articles to exchange its
Class B Common Shares for Class A Subordinate Voting Shares on a share for share
basis without any cash or non-cash consideration. As a result of the exchange by
SIL, all remaining Class B Shares were automatically converted to Class A
Shares.
On June 30, 2013, the Company closed a public offering of 7,187,500 Class A
Subordinate Voting shares at a price of $12.00 per share for net cash proceeds
of $82,358,000.
On March 14, 2014, the Company issued 3,680,000 Class A Subordinate Voting
shares as a result of the acquisition of Tolleson Lumber Company (see note 4) at
the listed share price of $16.75 per share as at March 14, 2014.
On May 6, 2014, the Company eliminated its Class B Common Shares, known as
Multiple Voting Shares, and redesignated its Class A Subordinate Voting Shares
as Common Shares.
9. Depreciation, depletion and amortization:
Depreciation, depletion and amortization can be allocated by function as follows:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
----------------------------------------------------------------------------
Production $ 19,749 $ 15,400 $ 38,024 $ 28,303
Selling and administration 1,245 261 1,610 521
----------------------------------------------------------------------------
$ 20,994 $ 15,661 $ 39,634 $ 28,824
----------------------------------------------------------------------------
----------------------------------------------------------------------------
10. Restructuring costs:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
----------------------------------------------------------------------------
Write-down of plant and equipment $ 20,468 $ - $ 20,468 $ -
Severance 776 219 1,105 322
Other 1,673 - 1,673 -
----------------------------------------------------------------------------
$ 22,917 $ 219 $ 23,246 $ 322
----------------------------------------------------------------------------
----------------------------------------------------------------------------
During the second quarter, 2014, the Company curtailed its Beaver-Forks
operation, located on the Olympic Peninsula in Washington, indefinitely. As a
result, the Company recorded provisions for severance, remediation, and an
onerous contract totaling $2,242,000, an impairment charge of $20,468,000 on the
plant and equipment to reduce the carrying value of these assets to estimated
fair values, partially offset by a deferred tax recovery of $8,487,000.
During the first six months, 2014, the Company also recorded other severance
costs of $536,000 (June 30, 2013 - $322,000), and $207,000 for the second
quarter, 2014 (Quarter 2, 2013 - $219,000).
11. Finance costs:
----------------------------------------------------------------------------
----------------------------------------------------------------------------
3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
----------------------------------------------------------------------------
Interest on borrowing $ 2,178 $ 1,903 $ 3,629 $ 3,416
Interest (income) on defined benefit
obligations (16) 48 (34) 96
Accretion expense 169 107 339 203
Amortization of prepaid finance costs 206 364 366 495
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$ 2,537 $ 2,422 $ 4,300 $ 4,210
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12. Net earnings per share:
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3 Months June 30, 2014 3 Months June 30, 2013
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Weighted Weighted
Average Average
Net Number of Per Net Number of Per
earnings Shares share earnings Shares share
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Issued shares at
April 1, 2014 66,730 55,863
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Basic and diluted
earnings per share $ 7,395 66,730 $ 0.11 $ 15,759 55,863 $ 0.28
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6 Months June 30, 2014 6 Months June 30, 2013
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Weighted Weighted
Average Average
Net Number of Per Net Number of Per
earnings Shares share earnings Shares share
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Issued shares at
January 1 63,050 55,863
Effect of shares
issued on March 14,
2014 2,217 -
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Basic and diluted
earnings per share $ 34,883 65,267 $ 0.53 $ 30,938 55,863 $ 0.55
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The Company has no dilutive securities.
13. Segmented information:
The Company manages its business as a single operating segment, solid wood. The
Company purchases and harvests logs which are then manufactured into lumber
products at the Company's sawmills, or sold. Substantially all of the Company's
operations are located in British Columbia, Canada, and the U.S. Pacific
Northwest and Southeast, U.S.A.
The Company's sales to both foreign and domestic markets are as follows:
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3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
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United States $ 220,835 $ 137,862 $ 388,412 $ 263,654
Canada 57,452 55,763 110,966 110,915
China/Taiwan 50,104 30,776 83,585 54,336
Japan 39,147 32,424 68,358 58,592
Other export 22,681 17,873 33,738 29,700
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$ 390,219 $ 274,698 $ 685,059 $ 517,197
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Sales by product line are as follows:
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3 Months 3 Months 6 Months 6 Months
June 30, June 30, June 30, June 30,
2014 2013 2014 2013
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Lumber $ 325,152 $ 219,479 $ 555,616 $ 410,885
Logs 35,407 32,625 72,995 58,753
Wood chips and other by-products 25,779 17,421 48,179 34,018
Ocean freight and other 3,881 5,173 8,269 13,541
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$ 390,219 $ 274,698 $ 685,059 $ 517,197
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14. Financial instruments:
At June 30, 2014, the fair value of the Company's long-term debt and bank
indebtedness approximated its carrying value of $244,529,000 (December 31, 2013
- $145,479,000) measured based on Level 2 of the fair value hierarchy.
As at June 30, 2014, the Company has outstanding obligations to sell a maximum
of US$9,300,000 at an average rate of CAD$1.0805 to US$1.00 during 2014 and yen
253,880,000 at an average rate of yen 101.55 to US$1.00 during 2014. All foreign
currency gains or losses to June 30, 2014, have been recognized in Other foreign
exchange gain (loss) in Net earnings and the fair value of these foreign
currency contracts, being an asset of $118,000 (measured based on Level 2 of the
fair value hierarchy), has been recorded in Trade accounts receivable and other
(December 31, 2013 - $136,000 asset).
On April 14, 2014, the Company entered into two new interest rate swaps, each
with a notional value of US$25 million and maturing on April 14, 2016. Under the
terms of these swaps, the Company pays an amount based on a fixed annual
interest rate of 0.58% and receives a 90 day LIBOR which is recalculated at set
interval dates. The intent of the interest rate swaps is to convert
floating-rate interest expense to fixed-rate interest expense.
At June 30, 2014, the fair value of the Company's four interest rate swaps,
designated as cash flow hedges, being a liability of $51,000 (measured based on
Level 2 of the fair value hierarchy), has been recorded in Trade accounts
payable and provisions (December 31, 2013 - $166,000 asset) and a loss of
$217,000 (June 30, 2013 - $580,000 gain) has been recognized in Other
comprehensive income for the first six months of 2014. For the second quarter,
2014, a loss of $249,000 (Quarter 2, 2013 - $955,000 gain) was recognized in
Other comprehensive income.
15. Commitment:
On acquisition of the Thomaston sawmill operations from Keadle Lumber
Enterprises, Inc., the Company agreed to pay an additional US$7,000,000,
contingent upon receipt of an upgrade to the air permit which will allow the
Company to operate a second shift. Receipt of this approval was received on
February, 28, 2014, with the payment to be made February 27, 2015. The
liability, revalued at the quarter-end exchange rate to $7,473,000, is included
in Trade accounts payable and provisions as at June 30, 2014.
FOR FURTHER INFORMATION PLEASE CONTACT:
Interfor Corporation
John A. Horning
Executive Vice President and Chief Financial Officer
(604) 689-6829