Discontinued Operations

12 Months Ended

Dec. 31, 2024

Discontinued Operations and Disposal Groups [Abstract]

4. Discontinued Operations

In August 2021, the Company completed the sale of its lumber and newsprint facilities and certain related assets located in Canada to GreenFirst for $232 million, including cash of $193 million, 28.7 million shares of GreenFirst common stock with a deemed fair value of $42 million and a credit note issued to the Company by GreenFirst for CAD $8 million (USD $5 million after present value discount), which may be offset equally over the next 5 years against future amounts owed by the Company to GreenFirst for wood chip purchases.

In connection with the sale, the parties entered into a TSA whereby the Company provided certain transitional services to GreenFirst following the sale closing and through its termination in the second quarter of 2022. GreenFirst reimbursed costs incurred by the Company in connection with the TSA.

Additionally, GreenFirst and the Company entered into a 20-year assignable wood chip and residual fiber supply agreement, securing supply for the Company’s operations at the Temiscaming plant. The Company remains subject to purchase obligations under this agreement, under which total required purchase volumes of wood chips and residual fiber are dependent on sawmill production. In connection with the indefinite suspension of operations at the Temiscaming High Purity Cellulose plant, GreenFirst and the Company have agreed that the Company will purchase the required volumes at market value and sell them to third parties at the same amount for an expected neutral impact.

As part of the sale of its lumber assets, the Company retained all refund rights and obligations, including interest, to softwood lumber duties generated or incurred through the closing date of the sale. In total, the Company paid $112 million in softwood lumber duties from 2017 through 2021, and at December 31, 2023, the Company had a $40 million long-term receivable related to USDOC administrative reviews completed to date. The Company recorded pre-tax gains of $2 million and $16 million related to these reviews during 2023 and 2022, respectively. In June 2024, the Company sold its refund rights (inclusive of the receivable), including all accrued interest, for $39 million, with the opportunity for additional sale proceeds in the future contingent upon the timing and terms of the ultimate outcome of the trade dispute between the USDOC and Canada. The Company recorded a pre-tax loss of $1 million on the sale.

During the second quarter of 2024, the Company recognized pre-tax income of $5 million related to CEWS benefit claims deferred since 2021. See Note 9—Accrued and Other Current Liabilities for further information.

In 2023, the Company incurred a $2 million loss related to the settlement of a claim pursuant to the representations and warranties in the asset purchase agreement.

In 2022, the Company sold its GreenFirst common shares for $43 million and recorded a net gain of $5 million on the securities for the year. While held, the shares were accounted for at fair value, with changes in fair value recorded in the consolidated statements of operations.

The lumber and newsprint assets sold were previously reported within the Forest Products and Pulp and Newsprint segments, respectively.

Income from discontinued operations was comprised of the following:


	Year Ended December 31,
	2024		2023		2022
Net sales	$	—	$	—	$	—
Cost of sales	—		—		155
Gross margin	—		—		155
Loss on sale of duty refund rights	(890)		—		—
Selling, general and administrative expense and other operating income, net	5,267		424		16,808
Operating income	4,377		424		16,963
Interest expense(a)	—		—		(13)

Income from discontinued operations before income tax	4,377		424		16,950
Income tax expense(b)	(1,160)		(112)		(4,492)




Income from discontinued operations, net of tax	$	3,217	$	312	$	12,458

(a)Allocated based on the total portion of debt not attributable to other operations repaid as a result of the transaction.

(b)The tax rate used differed from the U.S. statutory rate, as discontinued operations were taxed exclusively at the Canadian blended rate of 26.5 percent for all periods presented.