XML 70 R23.htm IDEA: XBRL DOCUMENT
v2.4.0.6

Guarantor Financial Statements | 3 Months Ended
--- | ---
Mar. 31, 2013
Guarantor Financial Statements [Abstract] |
GUARANTOR FINANCIAL STATEMENTS |
17. | GUARANTOR FINANCIAL STATEMENTS
Our 5.375% Notes are fully and unconditionally guaranteed, on a joint and several basis, by certain of our 100%-owned domestic subsidiaries, PHG Tea Leaves, Inc., Mollanvick, Inc., The Glatfelter Pulp Wood Company, and Glatfelter Holdings, LLC. The guarantees are subject to certain customary release provisions including i) the designation of such subsidiary as an unrestricted or excluded subsidiary; (ii) in connection with any sale or disposition of the capital stock of the subsidiary guarantor; and (iii) upon our exercise of our legal defeasance option or our covenant defeasance option, all of which are more fully described in the Indenture dated as of October 3, 2012 among us, the Guarantors and US Bank National Association, as Trustee, relating to the 5.375% Notes. The following presents our condensed consolidating statements of income, including comprehensive income, and cash flows for the three months ended March 31, 2013 and 2012 and our condensed consolidating balance sheets as of March 31, 2013 and December 31, 2012. These financial statements reflect P. H. Glatfelter Company (the parent), the guarantor subsidiaries (on a combined basis), the non-guarantor subsidiaries (on a combined basis) and elimination entries necessary to combine such entities on a consolidated basis. Condensed Consolidating Statements of Income and Comprehensive Income for the three months ended March 31, 2013
In thousands |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |
Net sales |  | $ | 227,116 |  |  | $ | 15,016 |  |  | $ | 178,072 |  |  | $ | (15,015 | ) |  | $ | 405,189 |
Energy and related sales, net |  |  | 1,101 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 1,101 |
Total revenues |  |  | 228,217 |  |  |  | 15,016 |  |  |  | 178,072 |  |  |  | (15,015 | ) |  |  | 406,290 |
Costs of products sold |  |  | 200,469 |  |  |  | 13,407 |  |  |  | 149,968 |  |  |  | (14,929 | ) |  |  | 348,915 |
Gross profit |  |  | 27,748 |  |  |  | 1,609 |  |  |  | 28,104 |  |  |  | (86 | ) |  |  | 57,375 |
Selling, general and administrative expenses |  |  | 20,602 |  |  |  | 540 |  |  |  | 12,345 |  |  |  | — |  |  |  | 33,487 |
Gains on dispositions of plant, equipment and timberlands, net |  |  | — |  |  |  | (73 | ) |  |  | — |  |  |  | — |  |  |  | (73 | )
Operating income |  |  | 7,146 |  |  |  | 1,142 |  |  |  | 15,759 |  |  |  | (86 | ) |  |  | 23,961 |
Other non-operating income (expense) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  |  | (3,841 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (3,841 | )
Interest income |  |  | (760 | ) |  |  | 1,658 |  |  |  | (796 | ) |  |  | — |  |  |  | 102 |
Other, net |  |  | 12,934 |  |  |  | 60 |  |  |  | 740 |  |  |  | (13,487 | ) |  |  | 247 |
Total other non-operating income (expense) |  |  | 8,333 |  |  |  | 1,718 |  |  |  | (56 | ) |  |  | (13,487 | ) |  |  | (3,492 | )
Income (loss) before income taxes |  |  | 15,479 |  |  |  | 2,860 |  |  |  | 15,703 |  |  |  | (13,573 | ) |  |  | 20,469 |
Income tax provision (benefit) |  |  | (150 | ) |  |  | 772 |  |  |  | 4,255 |  |  |  | (37 | ) |  |  | 4,840 |
Net income (loss) |  |  | 15,629 |  |  |  | 2,088 |  |  |  | 11,448 |  |  |  | (13,536 | ) |  |  | 15,629 |
Other comprehensive income |  |  | (7,689 | ) |  |  | (4,608 | ) |  |  | (7,978 | ) |  |  | 12,586 |  |  |  | (7,689 | )
Comprehensive income |  | $ | 7,940 |  |  | $ | (2,520 | ) |  | $ | 3,470 |  |  | $ | (950 | ) |  | $ | 7,940 |
Condensed Consolidating Statements of Income and Comprehensive Income for the three months ended March 31, 2012
In thousands |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |
Net sales |  | $ | 223,802 |  |  | $ | 15,370 |  |  | $ | 173,561 |  |  | $ | (15,381 | ) |  | $ | 397,352 |
Energy and related sales, net |  |  | 1,861 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 1,861 |
Total revenues |  |  | 225,663 |  |  |  | 15,370 |  |  |  | 173,561 |  |  |  | (15,381 | ) |  |  | 399,213 |
Costs of products sold |  |  | 192,876 |  |  |  | 13,948 |  |  |  | 146,742 |  |  |  | (15,323 | ) |  |  | 338,243 |
Gross profit |  |  | 32,787 |  |  |  | 1,422 |  |  |  | 26,819 |  |  |  | (58 | ) |  |  | 60,970 |
Selling, general and administrative expenses |  |  | 17,036 |  |  |  | 739 |  |  |  | 12,192 |  |  |  | — |  |  |  | 29,967 |
Gains on dispositions of plant, equipment and timberlands, net |  |  | (26 | ) |  |  | — |  |  |  | (11 | ) |  |  | — |  |  |  | (37 | )
Operating income |  |  | 15,777 |  |  |  | 683 |  |  |  | 14,638 |  |  |  | (58 | ) |  |  | 31,040 |
Other non-operating income (expense) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  |  | (4,305 | ) |  |  | — |  |  |  | 36 |  |  |  | — |  |  |  | (4,269 | )
Interest income |  |  | (650 | ) |  |  | 1,642 |  |  |  | (869 | ) |  |  | — |  |  |  | 123 |
Other, net |  |  | 11,189 |  |  |  | 89 |  |  |  | 473 |  |  |  | (11,555 | ) |  |  | 196 |
Total other non-operating income (expense) |  |  | 6,234 |  |  |  | 1,731 |  |  |  | (360 | ) |  |  | (11,555 | ) |  |  | (3,950 | )
Income (loss) before income taxes |  |  | 22,011 |  |  |  | 2,414 |  |  |  | 14,278 |  |  |  | (11,613 | ) |  |  | 27,090 |
Income tax provision (benefit) |  |  | 3,133 |  |  |  | 1,093 |  |  |  | 4,011 |  |  |  | (25 | ) |  |  | 8,212 |
Net income (loss) |  |  | 18,878 |  |  |  | 1,321 |  |  |  | 10,267 |  |  |  | (11,588 | ) |  |  | 18,878 |
Other comprehensive income |  |  | 11,651 |  |  |  | — |  |  |  | 8,634 |  |  |  | (8,634 | ) |  |  | 11,651 |
Comprehensive income |  | $ | 30,529 |  |  | $ | 1,321 |  |  | $ | 18,901 |  |  | $ | (20,222 | ) |  | $ | 30,529 |
Condensed Consolidating Balance Sheet as of March 31, 2013
In thousands |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  | $ | 40,149 |  |  | $ | 5,786 |  |  | $ | 30,505 |  |  | $ | — |  |  | $ | 76,440 |
Other current assets |  |  | 237,981 |  |  |  | 401,248 |  |  |  | 227,565 |  |  |  | (442,455 | ) |  |  | 424,339 |
Plant, equipment and timberlands, net |  |  | 240,695 |  |  |  | 6,089 |  |  |  | 370,871 |  |  |  | — |  |  |  | 617,655 |
Other assets |  |  | 793,462 |  |  |  | 158,225 |  |  |  | 44,005 |  |  |  | (889,505 | ) |  |  | 106,187 |
Total assets |  | $ | 1,312,287 |  |  | $ | 571,348 |  |  | $ | 672,946 |  |  | $ | (1,331,960 | ) |  | $ | 1,224,621 |
Liabilities and Shareholders’ Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  | $ | 359,376 |  |  | $ | 27,364 |  |  | $ | 279,633 |  |  | $ | (437,252 | ) |  | $ | 229,121 |
Long-term debt |  |  | 250,000 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 250,000 |
Deferred income taxes |  |  | 36,734 |  |  |  | 2,207 |  |  |  | 39,976 |  |  |  | (19,664 | ) |  |  | 59,253 |
Other long-term liabilities |  |  | 121,554 |  |  |  | 6,442 |  |  |  | 10,105 |  |  |  | 3,523 |  |  |  | 141,624 |
Total liabilities |  |  | 767,664 |  |  |  | 36,013 |  |  |  | 329,714 |  |  |  | (453,393 | ) |  |  | 679,998 |
Shareholders’ equity |  |  | 544,623 |  |  |  | 535,335 |  |  |  | 343,232 |  |  |  | (878,567 | ) |  |  | 544,623 |
Total liabilities and shareholders’ equity |  | $ | 1,312,287 |  |  | $ | 571,348 |  |  | $ | 672,946 |  |  | $ | (1,331,960 | ) |  | $ | 1,224,621 |
Condensed Consolidating Balance Sheet as of December 31, 2012
In thousands |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  | $ | 43,748 |  |  | $ | 4,311 |  |  | $ | 49,620 |  |  | $ | — |  |  | $ | 97,679 |
Other current assets |  |  | 204,961 |  |  |  | 387,627 |  |  |  | 214,568 |  |  |  | (385,977 | ) |  |  | 421,179 |
Plant, equipment and timberlands, net |  |  | 241,969 |  |  |  | 6,204 |  |  |  | 373,013 |  |  |  | — |  |  |  | 621,186 |
Other assets |  |  | 787,348 |  |  |  | 160,741 |  |  |  | 45,133 |  |  |  | (890,281 | ) |  |  | 102,941 |
Total assets |  | $ | 1,278,026 |  |  | $ | 558,883 |  |  | $ | 682,334 |  |  | $ | (1,276,258 | ) |  | $ | 1,242,985 |
Liabilities and Shareholders’ Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  | $ | 337,761 |  |  | $ | 6,041 |  |  | $ | 291,547 |  |  | $ | (384,441 | ) |  | $ | 250,908 |
Long-term debt |  |  | 250,000 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 250,000 |
Deferred income taxes |  |  | 34,604 |  |  |  | 3,691 |  |  |  | 40,972 |  |  |  | (17,221 | ) |  |  | 62,046 |
Other long-term liabilities |  |  | 115,982 |  |  |  | 10,602 |  |  |  | 11,093 |  |  |  | 2,675 |  |  |  | 140,352 |
Total liabilities |  |  | 738,347 |  |  |  | 20,334 |  |  |  | 343,612 |  |  |  | (398,987 | ) |  |  | 703,306 |
Shareholders’ equity |  |  | 539,679 |  |  |  | 538,549 |  |  |  | 338,722 |  |  |  | (877,271 | ) |  |  | 539,679 |
Total liabilities and shareholders’ equity |  | $ | 1,278,026 |  |  | $ | 558,883 |  |  | $ | 682,334 |  |  | $ | (1,276,258 | ) |  | $ | 1,242,985 |
Condensed Consolidating Statement of Cash Flows for the three months ended March 31, 2013
In thousands |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |
Net cash provided (used) by |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Operating activities |  | $ | 7,688 |  |  | $ | 1,713 |  |  | $ | 6,394 |  |  | $ | — |  |  | $ | 15,795 |
Investing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Expenditures for plant, equipment and timberlands |  |  | (11,763 | ) |  |  | (57 | ) |  |  | (19,571 | ) |  |  | — |  |  |  | (31,391 | )
Proceeds from disposal plant, equipment and timberlands, net |  |  | — |  |  |  | 73 |  |  |  | — |  |  |  | — |  |  |  | 73 |
Repayments from (advances of) intercompany loans, net and other |  |  | (1,100 | ) |  |  | (1,264 | ) |  |  | — |  |  |  | 2,364 |  |  |  | — |
Intercompany capital contributed |  |  | — |  |  |  | (90 | ) |  |  | — |  |  |  | 90 |  |  |  | — |
Other |  |  | (175 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (175 | )
Total investing activities |  |  | (13,038 | ) |  |  | (1,338 | ) |  |  | (19,571 | ) |  |  | 2,454 |  |  |  | (31,493 | )
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Payments of note offering costs |  |  | (108 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (108 | )
Payment of dividends to shareholders |  |  | (3,905 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (3,905 | )
(Repayments) borrowings of intercompany loans, net |  |  | 6,350 |  |  |  | 1,100 |  |  |  | (5,086 | ) |  |  | (2,364 | ) |  |  | — |
Intercompany capital received |  |  | — |  |  |  | — |  |  |  | 90 |  |  |  | (90 | ) |  |  | — |
Payments for share based compensation awards and other |  |  | (586 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (586 | )
Total financing activities |  |  | 1,751 |  |  |  | 1,100 |  |  |  | (4,996 | ) |  |  | (2,454 | ) |  |  | (4,599 | )
Effect of exchange rate on cash |  |  | — |  |  |  | — |  |  |  | (942 | ) |  |  | — |  |  |  | (942 | )
Net increase (decrease) in cash |  |  | (3,599 | ) |  |  | 1,475 |  |  |  | (19,115 | ) |  |  | — |  |  |  | (21,239 | )
Cash at the beginning of period |  |  | 43,748 |  |  |  | 4,311 |  |  |  | 49,620 |  |  |  | — |  |  |  | 97,679 |
Cash at the end of period |  | $ | 40,149 |  |  | $ | 5,786 |  |  | $ | 30,505 |  |  | $ | — |  |  | $ | 76,440 |
Condensed Consolidating Statement of Cash Flows for the three months ended March 31, 2012
In thousands |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |
Net cash provided (used) by |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Operating activities |  | $ | (2,148 | ) |  | $ | 1,797 |  |  | $ | 10,094 |  |  | $ | — |  |  | $ | 9,743 |
Investing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Expenditures for plant, equipment and timberlands |  |  | (4,597 | ) |  |  | — |  |  |  | (9,555 | ) |  |  | — |  |  |  | (14,152 | )
Proceeds from disposal plant, equipment and timberlands, net |  |  | 26 |  |  |  | — |  |  |  | 23 |  |  |  | — |  |  |  | 49 |
Repayments from (advances of) intercompany loans, net |  |  | 3,373 |  |  |  | (1,383 | ) |  |  | — |  |  |  | (1,990 | ) |  |  | — |
Total investing activities |  |  | (1,198 | ) |  |  | (1,383 | ) |  |  | (9,532 | ) |  |  | (1,990 | ) |  |  | (14,103 | )
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net (repayments of) proceeds from indebtedness |  |  | (5,000 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (5,000 | )
Payment of dividends to shareholders |  |  | (3,898 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (3,898 | )
Repurchases of common stock |  |  | (1,204 | ) |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (1,204 | )
(Repayments) borrowings of intercompany loans, net |  |  | 10,400 |  |  |  | — |  |  |  | (12,390 | ) |  |  | 1,990 |  |  |  | — |
Proceeds from stock options exercised and other |  |  | 602 |  |  |  | — |  |  |  | 27 |  |  |  | — |  |  |  | 629 |
Total financing activities |  |  | 900 |  |  |  | — |  |  |  | (12,363 | ) |  |  | 1,990 |  |  |  | (9,473 | )
Effect of exchange rate on cash |  |  | — |  |  |  | — |  |  |  | 455 |  |  |  | — |  |  |  | 455 |
Net increase (decrease) in cash |  |  | (2,446 | ) |  |  | 414 |  |  |  | (11,346 | ) |  |  | — |  |  |  | (13,378 | )
Cash at the beginning of period |  |  | 3,007 |  |  |  | 2,894 |  |  |  | 32,376 |  |  |  | — |  |  |  | 38,277 |
Cash at the end of period |  | $ | 561 |  |  | $ | 3,308 |  |  | $ | 21,030 |  |  |  | — |  |  | $ | 24,899 |

X
- Details
Name: | glt_GuarantorFinancialStatementsAbstract
Namespace Prefix: | glt_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition Complete disclosure of financial statements of guarantors and issuers of guaranteed securities pursuant to SEC Regulation 210.3-10. + References No definition available. + Details
Name: | glt_GuarantorFinancialStatementsTextBlock
Namespace Prefix: | glt_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration