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Condensed Consolidating Financial Statements | 12 Months Ended
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Dec. 31, 2014
Condensed Financial Information of Parent Company Only Disclosure [Abstract] |
Condensed Consolidating Financial Statements |
25. | CONDENSED CONSOLIDATING 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., 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 (“statements of income”), and cash flows for the years ended December 31, 2014, 2013 and 2012 and our condensed consolidating balance sheets (“balance sheets”) as of December 31, 2014 and 2013. Our presentation of the Guarantors’ statements of income for the years ended December 31, 2013 and 2012 and balance sheet as of December 31, 2013, has been restated to correctly apply the equity method of accounting to reflect the Guarantors’ equity interests in certain Non Guarantors. Such changes are reflected under the captions “Equity in earnings of subsidiaries” and “Investments in subsidiaries” in the accompanying condensed consolidating statements of income and condensed consolidating balance sheets, respectively. The correction had no impact on any financial information of the Parent Company or the Non Guarantors nor on the statement of cash flows. Condensed Consolidating Statement of Income for the year ended December 31, 2014
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Net sales |  |  |  | $ | 902,892 |  |  | $ | 35 |  |  | $ | 899,523 |  |  | $ | (35 | ) |  | $ | 1,802,415 |  |  |
Energy and related sales, net |  |  |  |  | 7,927 |  |  |  | – |  |  |  | – |  |  |  | – |  |  |  | 7,927 |  |  |
Total revenues |  |  |  |  | 910,819 |  |  |  | 35 |  |  |  | 899,523 |  |  |  | (35 | ) |  |  | 1,810,342 |  |  |
Costs of products sold |  |  |  |  | 829,336 |  |  |  | 34 |  |  |  | 745,853 |  |  |  | (35 | ) |  |  | 1,575,188 |  |  |
Gross profit |  |  |  |  | 81,483 |  |  |  | 1 |  |  |  | 153,670 |  |  |  | – |  |  |  | 235,154 |  |  |
Selling, general and administrative expenses |  |  |  |  | 67,086 |  |  |  | 492 |  |  |  | 65,657 |  |  |  | – |  |  |  | 133,235 |  |  |
Gains on dispositions of plant, equipment and timberlands, net |  |  |  |  | (3,545 | ) |  |  | (1,316 | ) |  |  | – |  |  |  | – |  |  |  | (4,861 | ) |  |
Operating income |  |  |  |  | 17,942 |  |  |  | 825 |  |  |  | 88,013 |  |  |  | – |  |  |  | 106,780 |  |  |
Other non-operating income (expense) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  |  |  |  | (19,105 | ) |  |  | – |  |  |  | (102,571 | ) |  |  | 102,755 |  |  |  | (18,921 | ) |  |
Interest income |  |  |  |  | 638 |  |  |  | 102,241 |  |  |  | 36 |  |  |  | (102,756 | ) |  |  | 159 |  |  |
Equity in earnings of subsidiaries |  |  |  |  | 66,628 |  |  |  | (35,226 | ) |  |  | – |  |  |  | (31,402 | ) |  |  | – |  |  |
Other, net |  |  |  |  | (1,366 | ) |  |  | 314 |  |  |  | 417 |  |  |  | – |  |  |  | (635 | ) |  |
Total other non-operating income (expense) |  |  |  |  | 46,795 |  |  |  | 67,329 |  |  |  | (102,118 | ) |  |  | (31,403 | ) |  |  | (19,397 | ) |  |
Income (loss) before income taxes |  |  |  |  | 64,737 |  |  |  | 68,154 |  |  |  | (14,105 | ) |  |  | (31,403 | ) |  |  | 87,383 |  |  |
Income tax (benefit) provision |  |  |  |  | (4,509 | ) |  |  | 3,060 |  |  |  | 19,586 |  |  |  | – |  |  |  | 18,137 |  |  |
Net income (loss) |  |  |  |  | 69,246 |  |  |  | 65,094 |  |  |  | (33,691 | ) |  |  | (31,403 | ) |  |  | 69,246 |  |  |
Other comprehensive (loss) income |  |  |  |  | (79,513 | ) |  |  | (40,704 | ) |  |  | 28,840 |  |  |  | 11,864 |  |  |  | (79,513 | ) |  |
Comprehensive (loss) income |  |  |  | $ | (10,267 | ) |  | $ | 24,390 |  |  | $ | (4,851 | ) |  | $ | (19,539 | ) |  | $ | (10,267 | ) |  |
Condensed Consolidating Statement of Income for the year ended December 31, 2013
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Net sales |  |  |  | $ | 887,859 |  |  | $ | 16 |  |  | $ | 834,756 |  |  | $ | (16 | ) |  | $ | 1,722,615 |  |  |
Energy and related sales, net |  |  |  |  | 3,153 |  |  |  | – |  |  |  | – |  |  |  | – |  |  |  | 3,153 |  |  |
Total revenues |  |  |  |  | 891,012 |  |  |  | 16 |  |  |  | 834,756 |  |  |  | (16 | ) |  |  | 1,725,768 |  |  |
Costs of products sold |  |  |  |  | 812,298 |  |  |  | 15 |  |  |  | 694,819 |  |  |  | (24 | ) |  |  | 1,507,108 |  |  |
Gross profit |  |  |  |  | 78,714 |  |  |  | 1 |  |  |  | 139,937 |  |  |  | 8 |  |  |  | 218,660 |  |  |
Selling, general and administrative expenses |  |  |  |  | 69,614 |  |  |  | 718 |  |  |  | 63,535 |  |  |  | – |  |  |  | 133,867 |  |  |
Gains on dispositions of plant, equipment and timberlands, net |  |  |  |  | (1,390 | ) |  |  | (319 | ) |  |  | (17 | ) |  |  | – |  |  |  | (1,726 | ) |  |
Operating income (loss) |  |  |  |  | 10,490 |  |  |  | (398 | ) |  |  | 76,419 |  |  |  | 8 |  |  |  | 86,519 |  |  |
Other non-operating income (expense) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  |  |  |  | (18,891 | ) |  |  | – |  |  |  | (8,064 | ) |  |  | 8,990 |  |  |  | (17,965 | ) |  |
Interest income |  |  |  |  | 627 |  |  |  | 8,662 |  |  |  | 12 |  |  |  | (8,991 | ) |  |  | 310 |  |  |
Equity in earnings of subsidiaries |  |  |  |  | 58,412 |  |  |  | 48,538 |  |  |  | – |  |  |  | (106,950 | ) |  |  | – |  |  |
Other, net |  |  |  |  | (1,569 | ) |  |  | 104 |  |  |  | 1,802 |  |  |  | – |  |  |  | 337 |  |  |
Total other non-operating income (expense) |  |  |  |  | 38,579 |  |  |  | 57,304 |  |  |  | (6,250 | ) |  |  | (106,951 | ) |  |  | (17,318 | ) |  |
Income before income taxes |  |  |  |  | 49,069 |  |  |  | 56,906 |  |  |  | 70,169 |  |  |  | (106,943 | ) |  |  | 69,201 |  |  |
Income tax (benefit) provision |  |  |  |  | (18,089 | ) |  |  | 453 |  |  |  | 19,675 |  |  |  | 4 |  |  |  | 2,043 |  |  |
Net income |  |  |  |  | 67,158 |  |  |  | 56,453 |  |  |  | 50,494 |  |  |  | (106,947 | ) |  |  | 67,158 |  |  |
Other comprehensive income |  |  |  |  | 88,609 |  |  |  | 6,883 |  |  |  | 4,223 |  |  |  | (11,106 | ) |  |  | 88,609 |  |  |
Comprehensive income |  |  |  | $ | 155,767 |  |  | $ | 63,336 |  |  | $ | 54,717 |  |  | $ | (118,053 | ) |  | $ | 155,767 |  |  |
Condensed Consolidating Statement of Income for the year ended December 31, 2012
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Net sales |  |  |  | $ | 894,777 |  |  | $ | 14 |  |  | $ | 683,022 |  |  | $ | (25 | ) |  | $ | 1,577,788 |  |  |
Energy and related sales, net |  |  |  |  | 7,000 |  |  |  | – |  |  |  | – |  |  |  | – |  |  |  | 7,000 |  |  |
Total revenues |  |  |  |  | 901,777 |  |  |  | 14 |  |  |  | 683,022 |  |  |  | (25 | ) |  |  | 1,584,788 |  |  |
Costs of products sold |  |  |  |  | 789,589 |  |  |  | 13 |  |  |  | 581,544 |  |  |  | (7 | ) |  |  | 1,371,139 |  |  |
Gross profit |  |  |  |  | 112,188 |  |  |  | 1 |  |  |  | 101,478 |  |  |  | (18 | ) |  |  | 213,649 |  |  |
Selling, general and administrative expenses |  |  |  |  | 73,877 |  |  |  | 169 |  |  |  | 47,544 |  |  |  | – |  |  |  | 121,590 |  |  |
Gains on dispositions of plant, equipment and timberlands, net |  |  |  |  | (9,790 | ) |  |  | – |  |  |  | (25 | ) |  |  | – |  |  |  | (9,815 | ) |  |
Operating income (loss) |  |  |  |  | 48,101 |  |  |  | (168 | ) |  |  | 53,959 |  |  |  | (18 | ) |  |  | 101,874 |  |  |
Other non-operating income (expense) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  |  |  |  | (22,311 | ) |  |  | (57 | ) |  |  | (3,891 | ) |  |  | 7,565 |  |  |  | (18,694 | ) |  |
Interest income |  |  |  |  | 452 |  |  |  | 7,191 |  |  |  | 382 |  |  |  | (7,565 | ) |  |  | 460 |  |  |
Equity in earnings of subsidiaries |  |  |  |  | 40,682 |  |  |  | 33,954 |  |  |  | – |  |  |  | (74,636 | ) |  |  | – |  |  |
Other, net |  |  |  |  | (6,459 | ) |  |  | 477 |  |  |  | 1,283 |  |  |  | – |  |  |  | (4,699 | ) |  |
Total other non-operating income (expense) |  |  |  |  | 12,364 |  |  |  | 41,565 |  |  |  | (2,226 | ) |  |  | (74,636 | ) |  |  | (22,933 | ) |  |
Income before income taxes |  |  |  |  | 60,465 |  |  |  | 41,397 |  |  |  | 51,733 |  |  |  | (74,654 | ) |  |  | 78,941 |  |  |
Income tax provision |  |  |  |  | 1,086 |  |  |  | 1,587 |  |  |  | 16,889 |  |  |  | – |  |  |  | 19,562 |  |  |
Net income |  |  |  |  | 59,379 |  |  |  | 39,810 |  |  |  | 34,844 |  |  |  | (74,654 | ) |  |  | 59,379 |  |  |
Other comprehensive income |  |  |  |  | 2,775 |  |  |  | 3,243 |  |  |  | 3,920 |  |  |  | (7,163 | ) |  |  | 2,775 |  |  |
Comprehensive income |  |  |  | $ | 62,154 |  |  | $ | 43,053 |  |  | $ | 38,764 |  |  | $ | (81,817 | ) |  | $ | 62,154 |  |  |
Condensed Consolidating Balance Sheet as of December 31, 2014
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  |  |  | $ | 42,208 |  |  | $ | 514 |  |  | $ | 57,115 |  |  | $ | — |  |  | $ | 99,837 |  |  |
Other current assets |  |  |  |  | 218,544 |  |  |  | 420,451 |  |  |  | 263,567 |  |  |  | (427,777 | ) |  |  | 474,785 |  |  |
Plant, equipment and timberlands, net |  |  |  |  | 255,255 |  |  |  | 991 |  |  |  | 441,362 |  |  |  | — |  |  |  | 697,608 |  |  |
Investments in subsidiaries |  |  |  |  | 824,480 |  |  |  | 399,931 |  |  |  | — |  |  |  | (1,224,411 | ) |  |  | — |  |  |
Other assets |  |  |  |  | 121,125 |  |  |  | — |  |  |  | 186,129 |  |  |  | (17,980 | ) |  |  | 289,274 |  |  |
Total assets |  |  |  | $ | 1,461,612 |  |  | $ | 821,887 |  |  | $ | 948,173 |  |  | $ | (1,670,168 | ) |  | $ | 1,561,504 |  |  |
Liabilities and Shareholders’ Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  |  |  | $ | 403,662 |  |  | $ | 3,394 |  |  | $ | 307,737 |  |  | $ | (435,062 | ) |  | $ | 279,731 |  |  |
Long-term debt |  |  |  |  | 250,000 |  |  |  | — |  |  |  | 721,457 |  |  |  | (572,579 | ) |  |  | 398,878 |  |  |
Deferred income taxes |  |  |  |  | 46,483 |  |  |  | (453 | ) |  |  | 70,275 |  |  |  | (12,289 | ) |  |  | 104,016 |  |  |
Other long-term liabilities |  |  |  |  | 112,358 |  |  |  | — |  |  |  | 11,633 |  |  |  | 5,779 |  |  |  | 129,770 |  |  |
Total liabilities |  |  |  |  | 812,503 |  |  |  | 2,941 |  |  |  | 1,111,102 |  |  |  | (1,014,151 | ) |  |  | 912,395 |  |  |
Shareholders’ equity |  |  |  |  | 649,109 |  |  |  | 818,946 |  |  |  | (162,929 | ) |  |  | (656,017 | ) |  |  | 649,109 |  |  |
Total liabilities and shareholders’ equity |  |  |  | $ | 1,461,612 |  |  | $ | 821,887 |  |  | $ | 948,173 |  |  | $ | (1,670,168 | ) |  | $ | 1,561,504 |  |  |
Condensed Consolidating Balance Sheet as of December 31, 2013
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  |  |  | $ | 56,216 |  |  | $ | 501 |  |  | $ | 66,165 |  |  | $ | — |  |  | $ | 122,882 |  |  |
Other current assets |  |  |  |  | 208,814 |  |  |  | 327,152 |  |  |  | 253,779 |  |  |  | (326,045 | ) |  |  | 463,700 |  |  |
Plant, equipment and timberlands, net |  |  |  |  | 247,243 |  |  |  | 1,054 |  |  |  | 475,043 |  |  |  | — |  |  |  | 723,340 |  |  |
Investments in subsidiaries |  |  |  |  | 803,688 |  |  |  | 468,533 |  |  |  | — |  |  |  | (1,272,221 | ) |  |  | — |  |  |
Other assets |  |  |  |  | 170,060 |  |  |  | — |  |  |  | 214,301 |  |  |  | (15,873 | ) |  |  | 368,488 |  |  |
Total assets |  |  |  | $ | 1,486,021 |  |  | $ | 797,240 |  |  | $ | 1,009,288 |  |  | $ | (1,614,139 | ) |  | $ | 1,678,410 |  |  |
Liabilities and Shareholders’ Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  |  |  | $ | 375,535 |  |  | $ | 2,855 |  |  | $ | 247,855 |  |  | $ | (337,878 | ) |  | $ | 288,367 |  |  |
Long-term debt |  |  |  |  | 250,000 |  |  |  | — |  |  |  | 513,120 |  |  |  | (320,795 | ) |  |  | 442,325 |  |  |
Deferred income taxes |  |  |  |  | 70,989 |  |  |  | (283 | ) |  |  | 78,633 |  |  |  | (8,319 | ) |  |  | 141,020 |  |  |
Other long-term liabilities |  |  |  |  | 105,021 |  |  |  | — |  |  |  | 13,792 |  |  |  | 3,409 |  |  |  | 122,222 |  |  |
Total liabilities |  |  |  |  | 801,545 |  |  |  | 2,572 |  |  |  | 853,400 |  |  |  | (663,583 | ) |  |  | 993,934 |  |  |
Shareholders’ equity |  |  |  |  | 684,476 |  |  |  | 794,668 |  |  |  | 155,888 |  |  |  | (950,556 | ) |  |  | 684,476 |  |  |
Total liabilities and shareholders’ equity |  |  |  | $ | 1,486,021 |  |  | $ | 797,240 |  |  | $ | 1,009,288 |  |  | $ | (1,614,139 | ) |  | $ | 1,678,410 |  |  |
The amounts of the Guarantors’ Investments in subsidiaries set forth above include investments in equity of the Non Guarantors as well as amounts due from the Non Guarantors arising from the conversion of certain equity interests into debt instruments. Such debt instruments are reported in the Non Guarantors column under the caption “Long-term debt.” Condensed Consolidating Statement of Cash Flows for the year ended December 31, 2014
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Net cash provided (used) by |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Operating activities |  |  |  | $ | 36,240 |  |  | $ | 4,158 |  |  | $ | 59,179 |  |  | $ | – |  |  | $ | 99,577 |  |  |
Investing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Expenditures for purchases of plant, equipment and timberlands |  |  |  |  | (34,518 | ) |  |  | – |  |  |  | (31,528 | ) |  |  | – |  |  |  | (66,046 | ) |  |
Proceeds from disposal plant, equipment and timberlands, net |  |  |  |  | 3,707 |  |  |  | 1,355 |  |  |  | 10 |  |  |  | – |  |  |  | 5,072 |  |  |
Repayments from intercompany loans |  |  |  |  | – |  |  |  | 20,840 |  |  |  | – |  |  |  | (20,840 | ) |  |  | – |  |  |
Advances of intercompany loans |  |  |  |  | (12,671 | ) |  |  | (26,340 | ) |  |  | – |  |  |  | 39,011 |  |  |  | – |  |  |
Acquisitions, net of cash acquired |  |  |  |  | – |  |  |  | – |  |  |  | (8,015 | ) |  |  | – |  |  |  | (8,015 | ) |  |
Other |  |  |  |  | (600 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (600 | ) |  |
Total investing activities |  |  |  |  | (44,082 | ) |  |  | (4,145 | ) |  |  | (39,533 | ) |  |  | 18,171 |  |  |  | (69,589 | ) |  |
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net repayments of indebtedness |  |  |  |  | – |  |  |  | – |  |  |  | (18,128 | ) |  |  | – |  |  |  | (18,128 | ) |  |
Payment of dividends to shareholders |  |  |  |  | (18,696 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (18,696 | ) |  |
Repurchases of common stock |  |  |  |  | (12,180 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (12,180 | ) |  |
Repayments of intercompany loans |  |  |  |  | – |  |  |  | – |  |  |  | (20,840 | ) |  |  | 20,840 |  |  |  | – |  |  |
Borrowings of intercompany loans |  |  |  |  | 26,340 |  |  |  | – |  |  |  | 12,671 |  |  |  | (39,011 | ) |  |  | – |  |  |
Payments related to share-based compensation awards and other |  |  |  |  | (1,630 | ) |  |  | – |  |  |  | (247 | ) |  |  | – |  |  |  | (1,877 | ) |  |
Total financing activities |  |  |  |  | (6,166 | ) |  |  | – |  |  |  | (26,544 | ) |  |  | (18,171 | ) |  |  | (50,881 | ) |  |
Effect of exchange rate on cash |  |  |  |  | – |  |  |  | – |  |  |  | (2,152 | ) |  |  | – |  |  |  | (2,152 | ) |  |
Net (decrease) increase in cash |  |  |  |  | (14,008 | ) |  |  | 13 |  |  |  | (9,050 | ) |  |  | – |  |  |  | (23,045 | ) |  |
Cash at the beginning of period |  |  |  |  | 56,216 |  |  |  | 501 |  |  |  | 66,165 |  |  |  | – |  |  |  | 122,882 |  |  |
Cash at the end of period |  |  |  | $ | 42,208 |  |  | $ | 514 |  |  | $ | 57,115 |  |  | $ | – |  |  | $ | 99,837 |  |  |
Condensed Consolidating Statement of Cash Flows for the year ended December 31, 2013
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Net cash provided (used) by |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Operating activities |  |  |  | $ | 55,507 |  |  | $ | 4,974 |  |  | $ | 113,154 |  |  | $ | – |  |  | $ | 173,635 |  |  |
Investing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Expenditures for plant, equipment and timberlands |  |  |  |  | (39,496 | ) |  |  | – |  |  |  | (63,551 | ) |  |  | – |  |  |  | (103,047 | ) |  |
Proceeds from disposals of plant, equipment and timberlands, net |  |  |  |  | 1,435 |  |  |  | 333 |  |  |  | 179 |  |  |  | – |  |  |  | 1,947 |  |  |
Repayments from intercompany loans |  |  |  |  | – |  |  |  | 18,223 |  |  |  | – |  |  |  | (18,223 | ) |  |  | – |  |  |
Advances of intercompany loans |  |  |  |  | – |  |  |  | (27,216 | ) |  |  | – |  |  |  | 27,216 |  |  |  | – |  |  |
Intercompany capital contributed |  |  |  |  | – |  |  |  | (91 | ) |  |  | – |  |  |  | 91 |  |  |  | – |  |  |
Acquisitions, net of cash acquired |  |  |  |  | – |  |  |  | – |  |  |  | (210,911 | ) |  |  | – |  |  |  | (210,911 | ) |  |
Other |  |  |  |  | (425 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (425 | ) |  |
Total investing activities |  |  |  |  | (38,486 | ) |  |  | (8,751 | ) |  |  | (274,283 | ) |  |  | 9,084 |  |  |  | (312,436 | ) |  |
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net proceeds from indebtedness |  |  |  |  | – |  |  |  | – |  |  |  | 182,230 |  |  |  | – |  |  |  | 182,230 |  |  |
Payments of note offering costs |  |  |  |  | (160 | ) |  |  | – |  |  |  | (259 | ) |  |  | – |  |  |  | (419 | ) |  |
Payment of dividends to shareholders |  |  |  |  | (16,965 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (16,965 | ) |  |
Repayments of intercompany loans |  |  |  |  | (1,100 | ) |  |  |  |  |  |  | (17,123 | ) |  |  | 18,223 |  |  |  | – |  |  |
Borrowings of intercompany loans |  |  |  |  | 15,310 |  |  |  |  |  |  |  | 11,906 |  |  |  | (27,216 | ) |  |  | – |  |  |
Intercompany capital received |  |  |  |  | – |  |  |  | – |  |  |  | 91 |  |  |  | (91 | ) |  |  | – |  |  |
Payments for share-based compensation awards and other |  |  |  |  | (1,671 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (1,671 | ) |  |
Total financing activities |  |  |  |  | (4,586 | ) |  |  | – |  |  |  | 176,845 |  |  |  | (9,084 | ) |  |  | 163,175 |  |  |
Effect of exchange rate on cash |  |  |  |  | – |  |  |  | – |  |  |  | 829 |  |  |  | – |  |  |  | 829 |  |  |
Net increase (decrease) in cash |  |  |  |  | 12,435 |  |  |  | (3,777 | ) |  |  | 16,545 |  |  |  | – |  |  |  | 25,203 |  |  |
Cash at the beginning of period |  |  |  |  | 43,781 |  |  |  | 4,278 |  |  |  | 49,620 |  |  |  | – |  |  |  | 97,679 |  |  |
Cash at the end of period |  |  |  | $ | 56,216 |  |  | $ | 501 |  |  | $ | 66,165 |  |  | $ | – |  |  | $ | 122,882 |  |  |
Condensed Consolidating Statement of Cash Flows for the year ended December 31, 2012
In thousands |  |  |  | Parent Company |  |  | Guarantors |  |  | Non Guarantors |  |  | Adjustments/ Eliminations |  |  | Consolidated |  |  |
Net cash provided (used) by |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Operating activities |  |  |  | $ | 25,787 |  |  | $ | 5,958 |  |  | $ | 81,101 |  |  | $ | – |  |  | $ | 112,846 |  |  |
Investing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Expenditures for plant, equipment and timberlands |  |  |  |  | (23,463 | ) |  |  | – |  |  |  | (35,289 | ) |  |  | – |  |  |  | (58,752 | ) |  |
Proceeds from disposals of plant, equipment and timberlands, net |  |  |  |  | 10,236 |  |  |  | – |  |  |  | 36 |  |  |  | – |  |  |  | 10,272 |  |  |
Repayments from intercompany loans |  |  |  |  | 6,088 |  |  |  | 29,343 |  |  |  | – |  |  |  | (35,431 | ) |  |  | – |  |  |
Advances of intercompany loans |  |  |  |  | (91 | ) |  |  | (34,375 | ) |  |  | (514 | ) |  |  | 34,980 |  |  |  | – |  |  |
Other |  |  |  |  | (225 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (225 | ) |  |
Total investing activities |  |  |  |  | (7,455 | ) |  |  | (5,032 | ) |  |  | (35,767 | ) |  |  | (451 | ) |  |  | (48,705 | ) |  |
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net proceeds from indebtedness |  |  |  |  | 17,869 |  |  |  | – |  |  |  | – |  |  |  | – |  |  |  | 17,869 |  |  |
Payments of note offering costs |  |  |  |  | (4,748 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (4,748 | ) |  |
Payment of dividends to shareholders |  |  |  |  | (15,608 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (15,608 | ) |  |
Repurchases of common stock |  |  |  |  | (5,675 | ) |  |  | – |  |  |  | – |  |  |  | – |  |  |  | (5,675 | ) |  |
Repayments of intercompany loans |  |  |  |  | – |  |  |  | – |  |  |  | (35,431 | ) |  |  | 35,431 |  |  |  | – |  |  |
Borrowings of intercompany loans |  |  |  |  | 27,875 |  |  |  | 514 |  |  |  | 6,591 |  |  |  | (34,980 | ) |  |  | – |  |  |
Proceeds from stock options exercised and other |  |  |  |  | 2,673 |  |  |  | – |  |  |  | – |  |  |  | – |  |  |  | 2,673 |  |  |
Total financing activities |  |  |  |  | 22,386 |  |  |  | 514 |  |  |  | (28,840 | ) |  |  | 451 |  |  |  | (5,489 | ) |  |
Effect of exchange rate on cash |  |  |  |  | – |  |  |  | – |  |  |  | 750 |  |  |  | – |  |  |  | 750 |  |  |
Net increase in cash |  |  |  |  | 40,718 |  |  |  | 1,440 |  |  |  | 17,244 |  |  |  | – |  |  |  | 59,402 |  |  |
Cash at the beginning of period |  |  |  |  | 3,063 |  |  |  | 2,838 |  |  |  | 32,376 |  |  |  | – |  |  |  | 38,277 |  |  |
Cash at the end of period |  |  |  | $ | 43,781 |  |  | $ | 4,278 |  |  | $ | 49,620 |  |  | $ | – |  |  | $ | 97,679 |  |  |

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