Exhibit 99.1
FOR IMMEDIATE RELEASE
February 23, 2007
| CONTACT: | Ronald J. Domanico | |
| Senior Vice President and | ||
| Chief Financial Officer | ||
| (770) 948-3101 |
CARAUSTAR INDUSTRIES, INC. REPORTS
FOURTH QUARTER AND YEAR-END 2006 RESULTS
ATLANTA, Georgia - Caraustar Industries, Inc. (NASDAQ-NGM Symbol: CSAR) today announced that sales from continuing operations for the fourth quarter ended December 31, 2006 were $215.1 million compared to sales of $238.7 million for the same quarter in 2005. Net loss from continuing operations for the fourth quarter of 2006 was $10.8 million, or $0.38 per share, compared to a 2005 fourth quarter net loss of $94.5 million, or $3.31 per share. The fourth quarter 2006 and 2005 results from continuing operations included restructuring and impairment costs of approximately $12.3 million and $125.2 million, respectively. The fourth quarter 2005 restructuring and impairment costs were the result of the companys plan to exit its coated recycled boxboard (CRB) business. The effect of restructuring and impairment costs on earnings per share from continuing operations was $0.27 per share and $2.72 per share for the fourth quarters of 2006 and 2005, respectively. Also included in the fourth quarter of 2006 income from operations was $2.9 million, or $0.06 per share, related to accelerated depreciation for closed facilities.
As previously disclosed in the companys 8-K filed December 20, 2006, the results of the Tama, Iowa mill and the companys two other coated recycled boxboard mills, Sprague, Connecticut and Rittman, Ohio, have been reclassified from discontinued operations to continuing operations. Caraustar sold the Sprague mill and the coating equipment of the Rittman mill during the third quarter of 2006. The Tama, Iowa mill is being retained due to improved operating performance and market conditions for CRB in 2006. Results for the Sprague and Rittman mills have been reclassified as continuing operations and included in our results only for the periods they were operated by the company. In addition to the reclassification, the company
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P. O. BOX 115 AUSTELL, GA 30168-0115
AUSTELL THREADMILL COMPLEX 5000 AUSTELL-POWDER SPRINGS ROAD SUITE 300
AUSTELL, GA 30106-3227 PHONE 770 . 948 . 3101
www.caraustar.com
Caraustar Industries, Inc.
February 23, 2007
Page 2
also recorded a depreciation charge of approximately $800 thousand in the fourth quarter of 2006 to recognize depreciation expense for the period that the Tama mill was held for sale and not depreciated.
The $109.8 million increase in pre-tax operating income was primarily attributable to lower restructuring and impairment costs, lower selling, general and administrative costs and lower interest expense, partially offset by a decrease in equity in income of unconsolidated affiliates and lower volume.
Across all four grades of paperboard that the company produces (folding carton, tube and core, gypsum facing and specialty), volume in the fourth quarter declined 5.7 percent, excluding a 57.6 thousand ton decrease in coated recycled paperboard shipments attributed to the sale of Sprague Paperboard mill and cessation of production at the Rittman Mill, while the industry was down 5.1 percent overall. Including Rittman and Sprague, volume was down 24.1 percent from the fourth quarter 2006 compared to 2005. Uncoated mill volume, excluding joint venture (PBL) tonnage, decreased 14.1 thousand tons in the fourth quarter of 2006 compared to the same quarter last year. Gypsum facing paper volume decreased 30.3 percent in the fourth quarter of 2006, primarily as a result of the housing market correction, and tube and core shipments were down 1.3 percent versus the same period last year. Uncoated recycled boxboard (URB) mill utilization was 81.5 percent (85.7 percent excluding the capacity of the Lafayette Mill, which was closed in January 2007) versus industry utilization of 87.2 percent.
Year ended December 31, 2006
For the year ended December 31, 2006, sales from continuing operations were $989.9 million, an increase of 2.3 percent from sales of $967.6 million in 2005. Net income per share from continuing operations was $1.79 for the year ended December 31, 2006. Net loss from continuing operations for the year ended December 31, 2005 was $3.30 per share. The following table presents the earnings per share impact of restructuring costs and other significant transactions during 2005 and 2006:
| 2006 | 2005 | |||||||
| Goodwill Impairment |
$ | | $ | (1.07 | ) | |||
| Restructuring and Impairment Costs |
(0.82 | ) | (1.63 | ) | ||||
| Gain on Sale of Standard Gypsum |
2.93 | | ||||||
| Loss on Redemption of Debt |
(0.22 | ) | | |||||
| Accelerated Depreciation Expense |
(0.13 | ) | (0.03 | ) | ||||
The $203.9 million increase in pre-tax operating results was primarily attributable to the gain on sale of the companys 50-percent partnership interest in Standard Gypsum, L.P., lower restructuring and impairment costs and lower interest expense, partially offset by a loss on redemption of debt and a decrease in equity in income of unconsolidated affiliates.
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Caraustar Industries, Inc.
February 23, 2007
Page 3
Michael J. Keough, president and chief executive officer of Caraustar, commented, 2006 was a year of significant transformation for Caraustar. We exited three mills and eighteen converting facilities and maintained most of the business. Headcount was reduced by over 1,300 (23.9 percent) as a part of a comprehensive program to improve the overall cost structure while retaining the capability to continue to develop new products like Kolumn Form and Binder Tex 45.
A slowdown in the second half of 2006, driven primarily by the housing sector, had an adverse impact on volume for both Caraustar and the industry. More recently, increased offshore demand for fiber has driven costs significantly higher. In response, we announced paperboard and tube and core price increases, but the standard implementation lag is expected to negatively impact the first and second quarter.
We are beginning to see moderate improvement in the market and we should continue to realize the cumulative benefits of our transformation plan. While all encompassing, the plan also includes capital expenditures to promote growth in our cores businesses. Last year we added new presses at two of our folding carton plants and upgraded the laminating capabilities at our Austell Boxboard mill. For this year, weve committed capital for the installation of five high-speed winders for our tube and core operations and commenced operations at our new state-of-the art Arlington tube and core converting facility.
Joint Ventures
Caraustars 50-percent owned interest in the Premier Boxboard Limited (PBL) mill contributed $0.4 million in equity in income from unconsolidated affiliates in the fourth quarter 2006 versus $2.3 million in the fourth quarter of 2005. Cash distributions were zero compared to $3.0 million for the same period last year. Both the decline in earnings and cash distributions were attributable to a correction in the housing market.
Liquidity
The company ended the year with a cash balance of $1.0 million compared to $95.2 million at the end of 2005, (which was used to partially fund the repurchase of the companys Senior Subordinated Notes in the second quarter of 2006). During 2006, Caraustar used $3.1 million of cash in operating activities, compared to cash generated from operations of $23.9 million the previous year. This decrease was primarily attributable to $31.5 million in lower distributions from joint ventures, primarily Standard Gypsum. Capital expenditures increased year-over-year from $24.3 million to $38.2 million in 2006. The $13.9 million increase was primarily due to machinery and equipment upgrades in our mill and carton systems, an investment in ERP (Enterprise Resource Planning) software and implementation, and $1.7 million associated with the buyout of leased equipment precipitated by the sale of the partition business in the first quarter of 2006.
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Caraustar Industries, Inc.
February 23, 2007
Page 4
As of December 31, 2006, the company had $36.1 million in borrowings outstanding under its $135.0 million revolving credit facility and $15.7 million of letters of credit outstanding that reduce availability. As of December 31, 2006, the company had availability under the revolver portion of the Senior Credit Facility of $38.8 million.
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 specialty paperboard products. For additional information on Caraustar, please visit the companys website at www.caraustar.com.
Caraustar Industries, Inc. will host a conference call to review fourth quarter and full-year 2006 financial results on Friday, February 23, 2007 beginning at 9:00 a.m. (ET) that will be webcast live. In order to listen to the webcast of its conference call, participants can log on to the Caraustar website at www.caraustar.com and look for the webcast button/icon on the Investor Relations page.
This press release contains 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, financial condition, business plans and industry trends and their potential impact on the companys business and financial results. Statements that are not statements of historical fact, as well as statements including words such as expect, intend, will, believe, estimate, project, budget, forecast, anticipate, plan, may, would, could, should, predicts, potential, continue, and similar expressions are intended to identify such forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to differ materially from results expressed or implied by such statements. Such risk factors include, among others: 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, the degree of market receptiveness to price increases, changes in demand for the companys products, the degree of success achieved by the companys new product initiatives, uncertainties related to the companys ability to successfully complete its recently announced strategic transformation plan (including customer and vendor responses to the execution of those sales and/or disposition; and the cost, availability or feasibility of expansion, technology, investment or acquisition opportunities that the company may desire to pursue), changes in government regulations, the companys ability to service its substantial indebtedness, and unforeseen difficulties with the consolidation, integration of the companys IT systems and assimilation of the companys new control environment. 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 to, the Securities Commission. These documents may be 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.
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Caraustar Industries, Inc.
Unaudited Supplemental Data
| Volume Sold (tons 000s): |
Q4 2006 | Q3 2006 | Q2 2006 | Q1 2006 | Q4 2005 | ||||||||||||
| CSAR Mill Tons Sold (Market) * |
119.7 | 145.2 | 189.2 | 193.9 | 189.3 | ||||||||||||
| CSAR Mill Tons Converted |
77.0 | 90.9 | 110.4 | 108.2 | 100.5 | ||||||||||||
| Total CSAR Mill Tons * |
196.7 | 236.1 | 299.6 | 302.1 | 289.8 | ||||||||||||
| Outside Paperboard Purchased |
41.3 | 45.2 | 26.6 | 28.7 | 27.7 | ||||||||||||
| Total Paperboard Controlled * |
238.0 | 281.3 | 326.2 | 330.8 | 317.5 | ||||||||||||
| Tube & Core Tons |
76.2 | 81.0 | 83.3 | 84.3 | 77.2 | ||||||||||||
| Folding Carton Tons |
56.5 | 78.5 | 104.3 | 107.3 | 102.7 | ||||||||||||
| Gypsum Paper Tons * |
51.3 | 59.6 | 72.1 | 71.4 | 73.6 | ||||||||||||
| Other Specialty Tons * |
54.0 | 62.2 | 66.5 | 67.8 | 64.0 | ||||||||||||
| Total Paperboard Controlled * |
238.0 | 281.3 | 326.2 | 330.8 | 317.5 | ||||||||||||
| PBL gypsum facing and other specialty paper sold * |
35.1 | 42.0 | 49.1 | 49.0 | 54.4 | ||||||||||||
| Cash Provided By (Used In) Operating Activities |
($7.0 | ) | $ | 7.4 | $ | 1.8 | ($5.3 | ) | $ | 10.7 | |||||||
| EBITDA ($ in millions) ** |
$ | 2.3 | $ | 7.0 | $ | 16.0 | $ | 10.6 | $ | 14.1 | |||||||
Changes in Selling Price and Costs ($/ton):
| Q4 2006 vs. Q4 2005 |
Q4 2006 vs. Q3 2006 |
|||||||
| Mill Average Selling Price |
$ | 10.2 | ($8.8 | ) | ||||
| Mill Average Fiber Cost |
9.3 | (10.2 | ) | |||||
| Mill Average Fuel & Energy Cost |
(18.7 | ) | 4.9 | |||||
| Net Increase (Decrease) |
$ | 19.6 | ($3.5 | ) | ||||
| Tubes and Cores Average Selling Price |
$ | 45.1 | $ | 17.1 | ||||
| Tubes & Cores Average Paperboard Cost |
42.8 | 23.0 | ||||||
| Net Increase (Decrease) |
$ | 2.3 | ($5.9 | ) | ||||
| * | Includes gypsum facing and other specialty paper sold by Caraustars 50%-owned, unconsolidated Premier Boxboard (PBL) joint venture. |
| ** | This item is not a financial measure under generally accepted accounting principals in the United States. Because this item is not a GAAP financial measure, other companies may present similarly titled items determined with differing adjustments. Accordingly, this measure as presented should not be used to evaluate the Companys performance by comparison to any similarly titled measures presented by other companies. The Company has included this non-GAAP financial measure because it uses this measure, and believes this measure is useful in evaluating the Companys ongoing comparable operating results, cash position and its ability to generate cash. |
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, |
|||||||||||||||
| 2006 | 2005 | 2006 | 2005 | |||||||||||||
| Sales |
$ | 215,102 | $ | 238,726 | $ | 989,918 | $ | 967,629 | ||||||||
| Cost of goods sold |
189,844 | 210,049 | 854,382 | 835,587 | ||||||||||||
| Selling, general and administrative expense |
27,420 | 31,553 | 127,491 | 129,826 | ||||||||||||
| Income (loss) from operations before restructuring and impairment costs |
(2,162 | ) | (2,876 | ) | 8,045 | 2,216 | ||||||||||
| Goodwill impairment |
| 49,859 | | 49,859 | ||||||||||||
| Restructuring and impairment costs |
12,255 | 75,334 | 37,729 | 75,599 | ||||||||||||
| Loss from operations |
(14,417 | ) | (128,069 | ) | (29,684 | ) | (123,242 | ) | ||||||||
| Other income (expense): |
||||||||||||||||
| Interest expense |
(4,391 | ) | (10,393 | ) | (25,913 | ) | (41,961 | ) | ||||||||
| Interest income |
95 | 818 | 3,829 | 2,629 | ||||||||||||
| Equity in income of unconsolidated affiliates |
507 | 9,512 | 5,613 | 37,043 | ||||||||||||
| Loss on redemption of debt |
| | (10,272 | ) | | |||||||||||
| Gain on sale of interest in Standard Gypsum, L.P. |
| | 135,247 | | ||||||||||||
| Other, net |
(18 | ) | 101 | 82 | 482 | |||||||||||
| (3,807 | ) | 38 | 108,586 | (1,807 | ) | |||||||||||
| Income (loss) from operations before income taxes and minority interest |
(18,224 | ) | (128,031 | ) | 78,902 | (125,049 | ) | |||||||||
| Benefit (provision) for income taxes |
7,434 | 33,121 | (27,634 | ) | 29,722 | |||||||||||
| Minority interest in loss (income) |
| 411 | (102 | ) | 273 | |||||||||||
| Income (loss) from continuing operations |
(10,790 | ) | (94,499 | ) | 51,166 | (95,054 | ) | |||||||||
| Discontinued operations: |
||||||||||||||||
| Loss from discontinued operations before income taxes |
(2,337 | ) | (12,685 | ) | (5,781 | ) | (10,866 | ) | ||||||||
| Benefit for income taxes of discontinued operations |
635 | 3,185 | 1,947 | 2,534 | ||||||||||||
| Loss from discontinued operations |
(1,702 | ) | (9,500 | ) | (3,834 | ) | (8,332 | ) | ||||||||
| Net income (loss) |
$ | (12,492 | ) | $ | (103,999 | ) | $ | 47,332 | $ | (103,386 | ) | |||||
| Basic income (loss) per common share |
||||||||||||||||
| Continuing operations |
$ | (0.38 | ) | $ | (3.31 | ) | $ | 1.79 | $ | (3.30 | ) | |||||
| Discontinued operations |
$ | (0.06 | ) | $ | (0.33 | ) | $ | (0.13 | ) | $ | (0.29 | ) | ||||
| Net |
$ | (0.44 | ) | $ | (3.64 | ) | $ | 1.66 | $ | (3.59 | ) | |||||
| Weighted average number of shares outstanding |
28,595 | 28,569 | 28,575 | 28,774 | ||||||||||||
| Diluted income (loss) per common share |
||||||||||||||||
| Continuing operations |
$ | (0.38 | ) | $ | (3.31 | ) | $ | 1.79 | $ | (3.30 | ) | |||||
| Discontinued operations |
$ | (0.06 | ) | $ | (0.33 | ) | $ | (0.13 | ) | $ | (0.29 | ) | ||||
| Net |
$ | (0.44 | ) | $ | (3.64 | ) | $ | 1.66 | $ | (3.59 | ) | |||||
| Diluted weighted average number of shares outstanding |
28,595 | 28,569 | 28,607 | 28,774 | ||||||||||||
CARAUSTAR INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
| December 31 2006 |
December 31, 2005 |
|||||||
| ASSETS | ||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 1,022 | $ | 95,152 | ||||
| Receivables, net of allowances |
85,577 | 91,061 | ||||||
| Inventories |
75,041 | 70,959 | ||||||
| Refundable income taxes |
172 | 56 | ||||||
| Current deferred tax asset |
9,740 | 40,259 | ||||||
| Other current assets |
8,354 | 21,613 | ||||||
| Investment in unconsolidated affiliate |
| 13,212 | ||||||
| Assets held for sale |
| 76,665 | ||||||
| Total current assets |
179,906 | 408,977 | ||||||
| Property, plant and equipment: |
||||||||
| Land |
10,316 | 7,931 | ||||||
| Buildings and improvements |
93,275 | 97,536 | ||||||
| Machinery and equipment |
436,705 | 424,503 | ||||||
| Furniture and fixtures |
29,975 | 15,071 | ||||||
| 570,271 | 545,041 | |||||||
| Less accumulated depreciation |
(306,666 | ) | (290,004 | ) | ||||
| Property, plant and equipment, net |
263,605 | 255,037 | ||||||
| Goodwill |
127,574 | 129,275 | ||||||
| Investment in unconsolidated affiliates |
41,574 | 44,037 | ||||||
| Other assets |
12,084 | 21,806 | ||||||
| $ | 624,743 | $ | 859,132 | |||||
| LIABILITIES AND SHAREHOLDERS EQUITY | ||||||||
| Current liabilities: |
||||||||
| Current maturities of debt |
$ | 5,830 | $ | 85 | ||||
| Accounts payable |
65,033 | 78,015 | ||||||
| Accrued interest |
1,482 | 7,976 | ||||||
| Accrued compensation |
10,966 | 9,146 | ||||||
| Other accrued liabilities |
28,417 | 35,253 | ||||||
| Liabilities of assets held for sale |
| 31,373 | ||||||
| Total current liabilities |
111,728 | 161,848 | ||||||
| Long-term debt, less current maturities |
260,092 | 492,305 | ||||||
| Deferred income taxes |
43,316 | 48,699 | ||||||
| Pension liabilities |
38,854 | 41,877 | ||||||
| Other liabilities |
9,954 | 6,007 | ||||||
| Shareholders equity |
||||||||
| Common stock |
2,909 | 2,879 | ||||||
| Additional paid-in capital |
191,411 | 189,231 | ||||||
| Retained earnings (deficit) |
(8,289 | ) | (54,834 | ) | ||||
| Accumulated other comprehensive loss |
(25,232 | ) | (28,880 | ) | ||||
| Total shareholders equity |
160,799 | 108,396 | ||||||
| $ | 624,743 | $ | 859,132 | |||||
CARAUSTAR INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
| For the Years Ended | ||||||||
| December 31, 2006 |
December 31, 2005 |
|||||||
| Operating activities: |
||||||||
| Net income (loss) |
$ | 47,332 | $ | (103,386 | ) | |||
| Depreciation and amortization |
24,171 | 28,493 | ||||||
| Write-off of deferred debt costs |
155 | | ||||||
| Equity-based compensation expense |
1,795 | 811 | ||||||
| Loss (gain) on redemption of debt |
10,272 | (212 | ) | |||||
| Goodwill impairment |
0 | 49,856 | ||||||
| Restructuring and impairment costs |
28,678 | 85,594 | ||||||
| Deferred income taxes |
23,251 | (32,950 | ) | |||||
| Gain on sale of interest in Standard Gypsum, L.P. |
(135,247 | ) | | |||||
| Loss on sales of assets held for sale |
4,862 | | ||||||
| Equity in income of unconsolidated affiliates |
(5,613 | ) | (37,043 | ) | ||||
| Distributions from unconsolidated affiliates |
5,080 | 34,175 | ||||||
| Changes in operating assets and liabilities |
(7,850 | ) | (1,419 | ) | ||||
| Net cash (used in) provided by operating activities |
(3,114 | ) | 23,919 | |||||
| Investing activities: |
||||||||
| Purchases of property, plant and equipment |
(38,169 | ) | (24,272 | ) | ||||
| Proceeds from disposal of property, plant and equipment |
3,554 | 18,542 | ||||||
| Proceeds from sale of assets held for sale |
26,336 | | ||||||
| Acquisition of businesses, net of cash acquired |
(11,059 | ) | | |||||
| Changes in restricted cash |
14,841 | (11,164 | ) | |||||
| Proceeds from sale of interest in Standard Gypsum, L.P. |
148,460 | | ||||||
| Return of investment in unconsolidated affiliates |
2,920 | 5,325 | ||||||
| Investment in unconsolidated affiliates |
| (40 | ) | |||||
| Net cash provided by (used in) investing activities |
146,883 | (11,609 | ) | |||||
| Financing activities: |
||||||||
| Proceeds from senior credit facility - revolver |
74,027 | | ||||||
| Repayments of senior credit facility - revolver |
(69,027 | ) | | |||||
| Proceeds from senior credit facility - term loan |
35,000 | | ||||||
| Repayments of short and long-term debt |
(276,363 | ) | (7,468 | ) | ||||
| Deferred debt costs |
(1,139 | ) | | |||||
| Payments for capital lease obligations |
(504 | ) | (508 | ) | ||||
| Proceeds from swap agreement unwinds |
| 826 | ||||||
| Issuances of stock, net of forfeitures |
107 | 236 | ||||||
| Net cash used in financing activities |
(237,899 | ) | (6,914 | ) | ||||
| Net change in cash and cash equivalents |
(94,130 | ) | 5,396 | |||||
| Cash and cash equivalents at beginning of period |
95,152 | 89,756 | ||||||
| Cash and cash equivalents at end of period |
$ | 1,022 | $ | 95,152 | ||||