Exhibit 99.1
FOR IMMEDIATE RELEASE
February 9, 2005
| CONTACT: | Ronald J. Domanico | |
| Senior Vice President and | ||
| Chief Financial Officer | ||
| (770) 948-3101 |
CARAUSTAR INDUSTRIES, INC. REPORTS
FOURTH QUARTER AND YEAR-END 2004 RESULTS
ATLANTA, Georgia - Caraustar Industries, Inc. (NASDAQ-NMS Symbol: CSAR) today announced that sales for the fourth quarter ended December 31, 2004 were $260.9 million, an increase of 9.0 percent over sales of $239.5 million for the same quarter in 2003. Net income for the fourth quarter of 2004 was $1.6 million, or $0.06 per share, compared to the fourth quarter 2003 net loss of $8.9 million, or $0.32 per share. Negatively impacting fourth quarter 2004 results were $4.6 million pre-tax (or $0.10 per share) of unusual costs: $0.02 in restructuring and impairment costs net of the gain on sale of real estate, $0.03 per share for previously announced rightsizing initiatives, $0.04 per share in selling, general and administrative expenses (SG&A) primarily associated with SarbanesOxley compliance, and $0.01 per share for the premium paid to repurchase $10 million of the companys 9.875 percent Senior Subordinated Notes. The fourth quarter 2003 net loss included restructuring and impairment costs of approximately $5.9 million pre-tax, or $0.13 per share related to various closures.
The quarterly improvement in net income, compared to the fourth quarter of 2003, was driven by an 11.6 percent increase in mill volume, a $28/ton increase in mill pricing (partially offset by an $18/ton increase in fiber costs), lower SG&A expenses, and very strong performances by our two 50 percent-owned joint ventures, Standard Gypsum and Premier Boxboard Limited (PBL).
Michael J. Keough, president and chief executive officer of Caraustar, stated, For Caraustar, the strong quarterly volume gain of 11.6 percent was driven by growth in all product segments with gains in both mill and converted products, when compared with 2003 fourth quarter. Gypsum facings continued their rapid growth rates in the quarter, for us and the industry, while other specialty boxboard also grew at a double-digit rate. Folding boxboard and tube and core board volume showed growth for the seasonally slow quarter. The quarter was the best fourth quarter in volume for Caraustar and the industry in the last four years.
Following the volume recovery in 2003, the recycled boxboard industry recorded a respectable 2.6 percent growth in 2004. Gypsum facings grew 8 percent, tube and core board increased 5 percent,
. P. O.BOX 115 . AUSTELL, GA 30168-0115
AUSTELL THREADMILL MALL . 5000 AUSTELL-POWDER SPRINGS ROAD . SUITE 300
AUSTELL, GA 30106-3227 . PHONE 770 . 948 . 3101
www.caraustar.com
Caraustar Industries, Inc.
February 9, 2005
Page 2
the other specialty product segment gained less than 1 percent, while folding boxboard lost 1 percent of volume. Caraustars total volume grew 9 percent for the year, with gypsum facings growing 31 percent, other specialties gaining 20 percent, board for tubes and cores increasing 5 percent, and folding boxboard declining 3 percent related to the idling and eventual closure of one of our Rittman, Ohio coated boxboard machines.
Delivered fiber costs, which reached a two-year high ($111/ton) in the third quarter 2004, declined by $2/ton in the fourth quarter. This was more than offset by a $3.50/ton increase in the cost of energy for the same period. Average mill selling prices were up $28/ton in the fourth quarter 2004 compared to fourth quarter 2003.
The strongest segment of our business from a volume, operating cost and earnings standpoint remains the wallboard industry and the strength of both joint venture operations.
Year-ended December 31, 2004
For the year ended December 31, 2004, revenues were $1,060.3 million compared to $992.2 million last year despite the closure of two paperboard machines and the transition of significant gypsum facing volume from Caraustar to our 50 percent-owned joint venture, (PBL). Income from operations before restructuring and impairment costs benefited from increased volume and significantly lower SG&A expense. For the year 2004, selling price improvement of $12.4/ton was more than offset by a $19.3/ton increase in fiber costs. SG&A costs declined from 14.9 percent of sales in 2003 to 12.9 percent of sales in 2004, as restructuring and cost reduction initiatives more than offset increases in health and welfare, pension, insurance and professional services. Contributions from the companys two joint ventures increased from $8.4 million in 2003 to $25.3 million in 2004, due primarily to a strong wallboard industry and increased demand for PBLs lightweight gypsum facing paper.
Liquidity
The company ended the year with $89.8 million of cash as compared to $85.6 at the end of 2003. For the year, the company generated $33.2 million of cash from operating activities compared to $55.4 million the previous year. The decrease was primarily attributable to reduced improvement in working capital items compared to 2003, which more than offset improved operating results in 2004. Capital expenditures increased slightly year over year from $20.0 million to $20.9 million in 2004. The company also repurchased $20.0 million of its 9.875 percent Senior Subordinated Notes and $3.5 million of its 7.375 percent Senior Notes in 2004. Interest expense decreased $1.7 million due to the note repurchases. As of December 31, 2004, the company had no borrowings outstanding under its $75.0 million revolving credit facility, but does have $38.4 million of letters of credit outstanding that reduce availability.
Subsequent Event
On January 14, 2005, the company filed an S-3 shelf registration statement with the U.S. Securities and Exchange Commission. The registration statement was declared effective on February 4, 2005 and permits the company to issue from time to time up to an aggregate of $325 million in various types of securities for general corporate purposes, including debt repurchases, strategic investments or acquisitions.
Caraustar, a recycled packaging company, is one of the worlds largest integrated manufacturers of converted recycled paperboard. Caraustar has developed its leadership position in the industry through diversification and integration from raw materials to finished products. Caraustar serves the four principal recycled boxboard product end-use markets: tubes, cores and composite cans; folding cartons; gypsum facing paper; and miscellaneous other specialty products.
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Caraustar Industries, Inc.
February 9, 2005
Page 3
Caraustar will be hosting a web cast of its fourth quarter 2004 results beginning at 9:00 a.m. (EST) on February 9, 2005. In order to listen to the web cast of its conference call, participants can log on to the Caraustar website at www.caraustar.com and look for the web cast button/icon on the Investor Relations page.
This press release may contain certain forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, that represent the companys expectations, anticipations or beliefs about future events, operating results or financial condition. For this purpose, any statements that are not statements of historical fact may be deemed to be forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially depending on a variety of important factors, including, but not limited to, fluctuations in raw material prices and energy costs, increases in pension and insurance costs, downturns in industrial production, housing and construction and the consumption of durable and nondurable goods, the degree and nature of competition, demand for the companys products, the degree of success achieved by the companys new product initiatives, changes in government regulations, the companys ability to complete acquisitions and successfully integrate the operations of acquired businesses, the companys ability to service its substantial indebtedness, unforeseen difficulties with the consolidation, integration or relocation of the companys accounting and control operations, IT systems or legal function. Additional relevant risk factors that could cause actual results to differ materially are discussed in the companys registration statements and its most recent reports on Form 10-K, 10-Q and 8-K, as amended, filed with or furnished for, the Securities and Exchange Commission, which are available from the company. These documents also may be examined at public reference facilities maintained by the Securities and Exchange Commission or, to the extent filed via EDGAR, accessed through the web site of the Securities and Exchange Commission (www.sec.gov). The company does not undertake any obligation to update any forward-looking statements and is not responsible for any changes made to this press release by wire or Internet services.
###
Unaudited Supplemental Data
For the Eight Quarters Ending December 31, 2004
| Volume Sold (tons 000s): |
Q4 2004 |
Q3 2004 |
Q2 2004 |
Q1 2004 |
Q4 2003 |
Q3 2003 |
Q2 2003 |
Q1 2003 | |||||||||||||||||
| CSAR Mill Tons Sold (Market) * |
176.2 | 183.2 | 178.3 | 170.7 | 152.4 | 162.3 | 151.7 | 166.8 | |||||||||||||||||
| CSAR Mill Tons Converted |
100.9 | 110.5 | 106.6 | 103.4 | 95.8 | 103.6 | 102.5 | 104.4 | |||||||||||||||||
| Total CSAR Mill Tons * |
277.1 | 293.7 | 284.9 | 274.1 | 248.2 | 265.9 | 254.2 | 271.2 | |||||||||||||||||
| Outside Paperboard Purchased |
33.0 | 33.9 | 34.9 | 32.2 | 29.7 | 32.1 | 28.0 | 28.7 | |||||||||||||||||
| Total Paperboard Controlled * |
310.1 | 327.6 | 319.8 | 306.3 | 277.9 | 298.0 | 282.2 | 299.9 | |||||||||||||||||
| Tube & Core Tons |
81.7 | 86.9 | 85.8 | 84.5 | 80.7 | 82.1 | 81.0 | 80.3 | |||||||||||||||||
| Folding Carton Tons |
97.2 | 103.1 | 100.3 | 105.7 | 91.1 | 106.5 | 101.0 | 119.6 | |||||||||||||||||
| Gypsum Paper Tons * |
66.2 | 65.7 | 60.9 | 52.1 | 49.0 | 50.3 | 43.6 | 44.4 | |||||||||||||||||
| Other Specialty Tons * |
65.0 | 71.9 | 72.8 | 64.0 | 57.1 | 59.1 | 56.6 | 55.6 | |||||||||||||||||
| Total Paperboard Controlled * |
310.1 | 327.6 | 319.8 | 306.3 | 277.9 | 298.0 | 282.2 | 299.9 | |||||||||||||||||
| PBL gypsum facing and other specialty paper sold * |
44.4 | 42.6 | 36.6 | 28.2 | 24.5 | 22.4 | 18.8 | 15.1 | |||||||||||||||||
| Packaging reclass SG&A to COGS ($ in millions) |
$ | 4.5 | $ | 4.5 | $ | 4.4 | $ | 4.1 | $ | 3.5 | $ | 3.3 | $ | 4.6 | $ | 4.5 | |||||||||
| EBITDA ($ in millions) ** |
$ | 20.3 | $ | 17.8 | $ | 17.4 | $ | 9.0 | $ | 10.5 | $ | 17.1 | $ | 6.9 | $ | 10.9 | |||||||||
| Changes in Selling Price and Costs ($/ton): |
|||||||||||||||||||||||||
| Q4 2004 vs. Q4 2003 |
Q4 2004 vs. Q3 2004 | ||||||||||||||||||||||||
| Mill Average Net Selling Price |
$ | 28.0 | $ | 9.6 | |||||||||||||||||||||
| Mill Average Fiber Cost |
17.8 | (2.0 | ) | ||||||||||||||||||||||
| Mill Average Fuel & Energy Cost |
2.5 | 3.5 | |||||||||||||||||||||||
| Net Increase |
$ | 7.7 | $ | 8.1 | |||||||||||||||||||||
| Tubes and Cores Average Net Selling Price |
41.0 | 7.7 | |||||||||||||||||||||||
| Tubes & Cores Average Paperboard Cost |
37.3 | 9.2 | |||||||||||||||||||||||
| Net Increase (Decrease) |
$ | 3.7 | $ | (1.5 | ) | ||||||||||||||||||||
| * | Includes gypsum facing and other specialty paper sold by Caraustars 50% owned unconsolidated Premier Boxboard (PBL) joint venture. |
| **See | note regarding non-GAAP financial measures and the accompanying reconciliation table following the transcript. |
CARAUSTAR INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Data)
| For The Three Months Ended December 31, |
For The Years Ended December 31, |
|||||||||||||||
| 2004 |
2003 |
2004 |
2003 |
|||||||||||||
| SALES |
$ | 260,920 | $ | 239,462 | $ | 1,060,275 | $ | 992,220 | ||||||||
| COST OF SALES |
221,887 | 204,050 | 900,368 | 835,281 | ||||||||||||
| Gross profit |
39,033 | 35,412 | 159,907 | 156,939 | ||||||||||||
| SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
33,347 | 36,450 | 136,445 | 147,998 | ||||||||||||
| Income (loss) from operations before restructuring costs and gain on sale of real estate |
5,686 | (1,038 | ) | 23,462 | 8,941 | |||||||||||
| RESTRUCTURING AND IMPAIRMENT COSTS |
(11,458 | ) | (5,890 | ) | (22,112 | ) | (15,142 | ) | ||||||||
| GAIN ON SALE OF REAL ESTATE |
10,323 | 0 | 10,323 | 0 | ||||||||||||
| Income (loss) from operations |
4,551 | (6,928 | ) | 11,673 | (6,201 | ) | ||||||||||
| OTHER (EXPENSE) INCOME: |
||||||||||||||||
| Interest expense |
(10,563 | ) | (11,073 | ) | (42,160 | ) | (43,905 | ) | ||||||||
| Interest income |
352 | 304 | 948 | 1,026 | ||||||||||||
| Write-off of deferred debt costs |
0 | 0 | 0 | (1,812 | ) | |||||||||||
| Equity in income of unconsolidated affiliates |
8,441 | 3,673 | 25,251 | 8,354 | ||||||||||||
| Other, net |
(641 | ) | (50 | ) | (1,041 | ) | 208 | |||||||||
| (2,411 | ) | (7,146 | ) | (17,002 | ) | (36,129 | ) | |||||||||
| INCOME (LOSS) BEFORE MINORITY INTEREST AND INCOME TAXES |
2,140 | (14,074 | ) | (5,329 | ) | (42,330 | ) | |||||||||
| MINORITY INTEREST IN (INCOME) LOSSES |
(39 | ) | 104 | (184 | ) | 196 | ||||||||||
| (PROVISION) BENEFIT FOR INCOME TAXES |
(454 | ) | 5,045 | 1,534 | 15,099 | |||||||||||
| NET INCOME (LOSS) |
$ | 1,647 | $ | (8,925 | ) | $ | (3,979 | ) | $ | (27,035 | ) | |||||
| BASIC |
||||||||||||||||
| NET INCOME (LOSS) PER COMMON SHARE |
$ | 0.06 | $ | (0.32 | ) | $ | (0.14 | ) | $ | (0.97 | ) | |||||
| Weighted average number of shares outstanding |
28,569 | 28,162 | 28,479 | 27,993 | ||||||||||||
| DILUTED |
||||||||||||||||
| NET INCOME (LOSS) PER COMMON SHARE |
$ | 0.06 | $ | (0.32 | ) | $ | (0.14 | ) | $ | (0.97 | ) | |||||
| Weighted average number of shares outstanding |
28,569 | 28,162 | 28,479 | 27,993 | ||||||||||||
CARAUSTAR INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Share Data)
| December 31, 2004 |
December 31, 2003 |
|||||||
| ASSETS | ||||||||
| CURRENT ASSETS: |
||||||||
| Cash and cash equivalents |
$ | 89,756 | $ | 85,551 | ||||
| Receivables, net of allowances |
102,644 | 93,892 | ||||||
| Inventories |
89,044 | 87,608 | ||||||
| Refundable income taxes |
409 | 250 | ||||||
| Current deferred tax asset |
11,035 | 7,457 | ||||||
| Other current assets |
11,059 | 12,461 | ||||||
| Total current assets |
303,947 | 287,219 | ||||||
| PROPERTY, PLANT AND EQUIPMENT: |
||||||||
| Land |
11,856 | 12,211 | ||||||
| Buildings and improvements |
138,872 | 141,022 | ||||||
| Machinery and equipment |
616,791 | 617,688 | ||||||
| Furniture and fixtures |
15,725 | 15,225 | ||||||
| 783,244 | 786,146 | |||||||
| Less accumulated depreciation |
(395,110 | ) | (375,374 | ) | ||||
| Property, plant and equipment, net |
388,134 | 410,772 | ||||||
| GOODWILL |
183,130 | 183,130 | ||||||
| INVESTMENT IN UNCONSOLIDATED AFFILIATES |
59,676 | 54,623 | ||||||
| OTHER ASSETS |
24,818 | 24,801 | ||||||
| $ | 959,705 | $ | 960,545 | |||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
| CURRENT LIABILITIES: |
||||||||
| Current maturities of debt |
$ | 80 | $ | 106 | ||||
| Accounts payable |
84,890 | 75,013 | ||||||
| Accrued interest |
8,810 | 8,832 | ||||||
| Accrued compensation |
11,742 | 9,800 | ||||||
| Accrued pension |
0 | 0 | ||||||
| Income taxes payable |
0 | 0 | ||||||
| Other accrued liabilities |
34,959 | 31,307 | ||||||
| Total current liabilities |
140,481 | 125,058 | ||||||
| SENIOR CREDIT FACILITY |
0 | 0 | ||||||
| OTHER LONG-TERM DEBT, less current maturities |
506,141 | 531,001 | ||||||
| DEFERRED INCOME TAXES |
60,546 | 58,920 | ||||||
| PENSION LIABILITY |
24,375 | 18,632 | ||||||
| OTHER LIABILITIES |
5,614 | 7,057 | ||||||
| COMMITMENTS AND CONTINGENCIES |
||||||||
| SHAREHOLDERS' EQUITY: |
||||||||
| Common stock |
2,875 | 2,822 | ||||||
| Additional paid-in capital |
191,903 | 185,031 | ||||||
| Unearned compensation |
(4,334 | ) | (1,865 | ) | ||||
| Retained earnings |
48,552 | 52,531 | ||||||
| Accumulated other comprehensive loss |
(16,448 | ) | (18,642 | ) | ||||
| Total Shareholders' equity |
222,548 | 219,877 | ||||||
| $ | 959,705 | $ | 960,545 | |||||
CARAUSTAR INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
| For the Years Ended December 31, |
||||||||
| 2004 |
2003 |
|||||||
| Cash (used in) provided by |
||||||||
| Operating activities: |
||||||||
| Net loss |
$ | (3,979 | ) | $ | (27,035 | ) | ||
| Depreciation and amortization |
30,089 | 30,991 | ||||||
| Stock-based compensation expense |
1,610 | 0 | ||||||
| Loss on repurchases of debt |
931 | 0 | ||||||
| Write-off of deferred debt costs |
0 | 1,812 | ||||||
| Loss on disposal of property, plant and equipment, net |
0 | 3,507 | ||||||
| Gain on sale of real estate |
(10,323 | ) | 0 | |||||
| Restructuring and impairment costs |
13,079 | 11,862 | ||||||
| Deferred income taxes |
(2,256 | ) | (9,631 | ) | ||||
| Equity in income of unconsolidated affiliates, net of distributions |
(5,001 | ) | (2,204 | ) | ||||
| Changes in operating assets and liabilities |
9,075 | 46,080 | ||||||
| Net cash provided by operating activities |
33,225 | 55,382 | ||||||
| Investing activities: |
||||||||
| Purchases of property, plant and equipment |
(20,891 | ) | (20,006 | ) | ||||
| Acquisitions of businesses, net of cash acquired |
0 | (695 | ) | |||||
| Proceeds from disposal of property, plant and equipment |
2,786 | 2,321 | ||||||
| Proceeds from sale of real estate |
11,086 | 0 | ||||||
| Investment in unconsolidated affiliates |
(160 | ) | 0 | |||||
| Net cash used in investing activities |
(7,179 | ) | (18,380 | ) | ||||
| Financing activities: |
||||||||
| Repayments of short and long-term debt |
(24,951 | ) | (95 | ) | ||||
| Proceeds from swap agreement unwinds |
385 | 15,950 | ||||||
| Deferred debt costs |
0 | (2,214 | ) | |||||
| Issuances of stock, net of forfeitures |
2,725 | 594 | ||||||
| Net cash (used in) provided by financing activities |
(21,841 | ) | 14,235 | |||||
| Net change in cash and cash equivalents |
4,205 | 51,237 | ||||||
| Cash and cash equivalents at beginning of period |
85,551 | 34,314 | ||||||
| Cash and cash equivalents at end of period |
$ | 89,756 | $ | 85,551 | ||||
| Supplemental Disclosures: |
||||||||
| Cash payments for interest |
$ | 42,750 | $ | 42,990 | ||||
| Income tax payments (refunds), net |
$ | 1,293 | $ | (18,783 | ) | |||