|
For the fiscal year ended
|
|
Commission File Number
|
December 31, 2016
|
|
1-7107
|
Delaware
|
|
93-0609074
|
(State of Incorporation)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
414 Union Street, Suite 2000
Nashville, TN 37219
|
|
615-986-5600
|
(Address of principal executive offices)
|
|
Registrant’s telephone number
(including area code)
|
Title of Each Class
|
|
Name of Each Exchange on Which Registered
|
Common Stock, $1 par value
|
|
New York Stock Exchange
|
Preferred Stock Purchase Rights
|
|
New York Stock Exchange
|
|
•
|
changes in governmental fiscal and monetary policies and levels of employment;
|
•
|
changes in general economic conditions;
|
•
|
changes in the cost and availability of capital;
|
•
|
changes in the level of home construction and repair activity;
|
•
|
changes in competitive conditions and prices for our products;
|
•
|
changes in the relationship between supply of and demand for building products;
|
•
|
changes in the relationship between supply of and demand for raw materials, including wood fiber and resins, used in manufacturing our products;
|
•
|
changes in the cost of and availability of energy, primarily natural gas, electricity and diesel fuel;
|
•
|
changes in the cost of and availability of transportation;
|
•
|
changes in other significant operating expenses;
|
•
|
changes in exchange rates between the U.S. dollar and other currencies, particularly the Canadian dollar, Brazilian
real
and the Chilean
peso
;
|
•
|
changes in general and industry-specific environmental laws and regulations;
|
•
|
changes in tax laws, and interpretations thereof;
|
•
|
changes in circumstances giving rise to environmental liabilities or expenditures;
|
•
|
the resolution of existing and future product-related litigation and other legal proceedings;
|
•
|
governmental gridlock and curtailment of government services and spending; and
|
•
|
acts of public authorities, war, civil unrest, natural disasters, fire, floods, earthquakes, inclement weather and other matters beyond our control.
|
•
|
Wholesale distribution companies, which supply building materials to retailers on a regional, state or local basis;
|
•
|
Two-step distributors, who provide building materials to smaller retailers, contractors and others;
|
•
|
Building materials professional dealers, that specialize in sales to professional builders, remodeling firms and trade contractors that are involved in residential home construction and light commercial building;
|
•
|
Retail home centers, that provide access to consumer markets with a broad selection of home improvement materials and increasingly serve professional builders, remodelers DIY, and trade contractors; and
|
•
|
Shed producers, who design, construct and distribute prefabricated residential and light commercial structures, including fully manufactured, modular and panelized structures, for consumer and professional markets.
|
|
2016
|
|
2015
|
|
2014
|
||||||
PRODUCTION VOLUMES
|
|
|
|
|
|
||||||
OSB,
3
/
8
” basis, million square feet
(1)
|
4,542
|
|
|
4,170
|
|
|
4,294
|
|
|||
South America OSB, million cubic meters
|
484
|
|
|
458
|
|
|
485
|
|
|||
Wood-based siding,
3
/
8
” basis, million square feet
|
1,282
|
|
|
1,111
|
|
|
1,103
|
|
|||
Engineered I-joists, million lineal feet
(2)
|
78
|
|
|
77
|
|
|
76
|
|
|||
LVL and LSL, thousand cubic feet
(2) (3)
|
9,552
|
|
|
9,502
|
|
|
9,015
|
|
|||
COMMODITY PRODUCT PRICE TRENDS
(4)
|
|
|
|
|
|
||||||
OSB, MSF,
7
/
16
” span rating (North Central price)
|
$
|
269
|
|
|
$
|
208
|
|
|
$
|
218
|
|
OSB, MSF,
7
/
16
” span rating (Western Canada price)
|
$
|
234
|
|
|
$
|
168
|
|
|
$
|
197
|
|
OSB, MSF,
7
/
16
” span rating (Southwest price)
|
$
|
258
|
|
|
$
|
199
|
|
|
$
|
208
|
|
(1)
|
Includes production at both our commodity and specialty mills in North America.
|
(2)
|
Includes purchases of products from joint ventures or purchased under contract manufacturing arrangements.
|
(3)
|
Includes LVL and LSL production which is used in the production of I-Joist as well as sold as end products.
|
(4)
|
Prices represent yearly averages stated in dollars per thousand square feet (MSF). Source:
Random Lengths
.
|
ITEM 1A.
|
Risk Factors
|
ITEM 1B.
|
Unresolved Staff Comments
|
OSB
|
|
|
Siding
|
|
||
OSB - 3/8" basis, million square feet
|
|
|
Siding - 3/8" basis, million square feet
|
|
||
Carthage, TX
|
500
|
|
|
Newberry, MI
|
150
|
|
Dawson Creek, British Columbia, Canada
|
380
|
|
|
Hayward, WI
1
|
475
|
|
Ft. St. John, British Columbia, Canada
|
820
|
|
|
Tomahawk, WI
|
230
|
|
Hanceville, AL
|
410
|
|
|
Two Harbors, MN
|
190
|
|
Jasper, TX
|
475
|
|
|
Roaring River, NC
|
300
|
|
Maniwaki, Quebec, Canada
|
650
|
|
|
East River, Nova Scotia, Canada
|
100
|
|
Roxboro, NC
|
500
|
|
|
Swan Valley, Manitoba, Canada
|
350
|
|
Sagola, MI
|
410
|
|
|
7 facilities
|
1,795
|
|
Thomasville, AL
|
750
|
|
|
|
|
|
9 facilities
|
4,895
|
|
|
|
|
|
|
|
|
|
|
||
EWP
|
|
|
SOUTH AMERICAN OPERATIONS
|
|||
|
|
|
|
|
||
I-Joist. million lineal feet
2
|
|
|
OSB / Siding — 3/8” basis, million square feet
|
|
||
Red Bluff, CA
|
80
|
|
|
Panguipulli, Chile
|
130
|
|
|
|
|
Lautaro, Chile
|
160
|
|
|
LVL / LSL, million cubic feet
|
|
|
Ponta Grossa, Brazil
|
390
|
|
|
Golden, BC, Canada
|
4,800
|
|
|
3 facilities
|
680
|
|
Wilmington, NC
|
4,600
|
|
|
|
|
|
Houlton, ME
1
|
7,000
|
|
|
|
|
|
3 facilities
|
16,400
|
|
|
|
|
ITEM 5.
|
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
1ST QTR
|
|
2ND QTR
|
|
3RD QTR
|
|
4TH QTR
|
||||||||
HIGH AND LOW STOCK PRICES
|
|
|
|
|
|
|
|
||||||||
2016 High
|
$
|
18.09
|
|
|
$
|
18.77
|
|
|
$
|
20.97
|
|
|
$
|
21.16
|
|
Low
|
$
|
13.31
|
|
|
$
|
15.74
|
|
|
$
|
17.19
|
|
|
$
|
17.08
|
|
2015 High
|
$
|
17.76
|
|
|
$
|
18.64
|
|
|
$
|
17.54
|
|
|
$
|
18.97
|
|
Low
|
$
|
15.22
|
|
|
$
|
14.88
|
|
|
$
|
13.94
|
|
|
$
|
14.04
|
|
Dollar amounts in millions, except per share
|
2016
|
|
2015
(1)
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Year ended December 31
|
|
|
|
|
|||||||||||||||
SUMMARY INCOME STATEMENT DATA
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
2,233.4
|
|
|
$
|
1,892.5
|
|
|
$
|
1,934.8
|
|
|
$
|
2,085.2
|
|
|
$
|
1,691.2
|
|
Net income (loss)
|
149.8
|
|
|
(88.1
|
)
|
|
(75.4
|
)
|
|
177.1
|
|
|
28.8
|
|
|||||
Net income (loss) per share—basic
|
$
|
1.04
|
|
|
$
|
(0.62
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
1.27
|
|
|
$
|
0.21
|
|
Net income (loss) per share—diluted
|
$
|
1.03
|
|
|
$
|
(0.62
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
1.23
|
|
|
$
|
0.20
|
|
Average shares of common stock outstanding
|
|
|
|
|
|
|
|
|
|||||||||||
Basic
|
143.4
|
|
|
142.4
|
|
|
141.1
|
|
|
139.6
|
|
|
137.1
|
|
|||||
Diluted
|
145.3
|
|
|
142.4
|
|
|
141.1
|
|
|
144.3
|
|
|
142.6
|
|
|||||
Adjusted EBITDA from continuing operations
|
$
|
346.1
|
|
|
$
|
67.0
|
|
|
$
|
44.1
|
|
|
$
|
330.2
|
|
|
$
|
199.6
|
|
Cash dividends declared per common share
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
SUMMARY BALANCE SHEET INFORMATION
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
659.3
|
|
|
$
|
434.7
|
|
|
$
|
532.7
|
|
|
$
|
560.9
|
|
|
$
|
340.0
|
|
Working capital (excluding cash and cash equivalents)
|
$
|
128.4
|
|
|
$
|
191.4
|
|
|
$
|
244.9
|
|
|
$
|
180.5
|
|
|
$
|
177.3
|
|
Total assets
|
$
|
2,031.2
|
|
|
$
|
2,176.3
|
|
|
$
|
2,348.8
|
|
|
$
|
2,487.6
|
|
|
$
|
2,323.7
|
|
Long-term debt, excluding current portion
|
$
|
374.4
|
|
|
$
|
751.8
|
|
|
$
|
754.8
|
|
|
$
|
757.0
|
|
|
$
|
775.4
|
|
Year Ended December 31, 2016 (Dollar amounts in millions)
|
OSB
|
|
Siding
|
|
EWP
|
|
South America
|
|
Other
|
|
Corporate
|
|
Total
|
||||||||||||||
Net sales
|
$
|
1,027.7
|
|
|
$
|
752.3
|
|
|
$
|
296.9
|
|
|
$
|
136.9
|
|
|
$
|
26.9
|
|
|
$
|
(7.3
|
)
|
|
$
|
2,233.4
|
|
Depreciation and amortization
|
58.6
|
|
|
27.4
|
|
|
12.7
|
|
|
8.6
|
|
|
2.3
|
|
|
3.2
|
|
|
112.8
|
|
|||||||
Cost of sales and selling and administrative
|
782.9
|
|
|
598.8
|
|
|
295.2
|
|
|
111.3
|
|
|
26.2
|
|
|
93.2
|
|
|
1,907.6
|
|
|||||||
Gain on sales of and impairments of long-lived assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.4
|
)
|
|
(8.4
|
)
|
|||||||
Other operating credits and charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.4
|
|
|
17.4
|
|
|||||||
Total operating costs
|
841.5
|
|
|
626.2
|
|
|
307.9
|
|
|
119.9
|
|
|
28.5
|
|
|
105.4
|
|
|
2,029.4
|
|
|||||||
Income (loss) from operations
|
186.2
|
|
|
126.1
|
|
|
(11.0
|
)
|
|
17.0
|
|
|
(1.6
|
)
|
|
(112.7
|
)
|
|
204.0
|
|
|||||||
Total non-operating expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39.1
|
)
|
|
(39.1
|
)
|
|||||||
Income (loss) from continuing operations before income taxes and equity in income of unconsolidated affiliates
|
186.2
|
|
|
126.1
|
|
|
(11.0
|
)
|
|
17.0
|
|
|
(1.6
|
)
|
|
(151.8
|
)
|
|
164.9
|
|
|||||||
Provision for income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19.8
|
|
|
19.8
|
|
|||||||
Equity in income of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
(5.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.2
|
)
|
|||||||
Income (loss) from continuing operations
|
$
|
186.2
|
|
|
$
|
126.1
|
|
|
$
|
(5.8
|
)
|
|
$
|
17.0
|
|
|
$
|
(1.6
|
)
|
|
$
|
(171.6
|
)
|
|
$
|
150.3
|
|
Reconciliation of income (loss) from continuing operations to Adjusted EBITDA from continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Income (loss) from continuing operations
|
$
|
186.2
|
|
|
$
|
126.1
|
|
|
$
|
(5.8
|
)
|
|
$
|
17.0
|
|
|
$
|
(1.6
|
)
|
|
$
|
(171.6
|
)
|
|
$
|
150.3
|
|
Provision for income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19.8
|
|
|
19.8
|
|
|||||||
Interest expense, net of capitalized interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32.1
|
|
|
32.1
|
|
|||||||
Depreciation and amortization
|
58.6
|
|
|
27.4
|
|
|
12.7
|
|
|
8.6
|
|
|
2.3
|
|
|
3.2
|
|
|
112.8
|
|
|||||||
EBITDA from continuing operations
|
244.8
|
|
|
153.5
|
|
|
6.9
|
|
|
25.6
|
|
|
0.7
|
|
|
(116.5
|
)
|
|
315.0
|
|
|||||||
Stock-based compensation expense
|
1.0
|
|
|
0.9
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
10.5
|
|
|
13.0
|
|
|||||||
Gain on sale or impairments of long-lived assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.4
|
)
|
|
(8.4
|
)
|
|||||||
Other operating credits and charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.4
|
|
|
17.4
|
|
|||||||
Loss on early debt extinguishment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.3
|
|
|
17.3
|
|
|||||||
Investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.2
|
)
|
|
(8.2
|
)
|
|||||||
Adjusted EBITDA from continuing operations
|
$
|
245.8
|
|
|
$
|
154.4
|
|
|
$
|
7.5
|
|
|
$
|
25.6
|
|
|
$
|
0.7
|
|
|
$
|
(87.9
|
)
|
|
$
|
346.1
|
|
Year Ended December 31, 2015 (Dollar amounts in millions)
|
OSB
|
|
Siding
|
|
EWP
|
|
South America
|
|
Other
|
|
Corporate
|
|
Total
|
||||||||||||||
Net sales
|
$
|
807.5
|
|
|
$
|
636.4
|
|
|
$
|
286.1
|
|
|
$
|
134.9
|
|
|
$
|
29.0
|
|
|
$
|
(1.4
|
)
|
|
$
|
1,892.5
|
|
Depreciation and amortization
|
57.0
|
|
|
19.7
|
|
|
12.6
|
|
|
7.9
|
|
|
1.8
|
|
|
2.9
|
|
|
101.9
|
|
|||||||
Cost of sales and selling and administrative
|
796.8
|
|
|
523.5
|
|
|
286.8
|
|
|
117.2
|
|
|
30.0
|
|
|
81.2
|
|
|
1,835.5
|
|
|||||||
Loss on sales of and impairments of long-lived assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
|
2.1
|
|
|||||||
Other operating credits and charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.3
|
|
|
16.3
|
|
|||||||
Total operating costs
|
853.8
|
|
|
543.2
|
|
|
299.4
|
|
|
125.1
|
|
|
31.8
|
|
|
102.5
|
|
|
1,955.8
|
|
|||||||
Income (loss) from operations
|
(46.3
|
)
|
|
93.2
|
|
|
(13.3
|
)
|
|
9.8
|
|
|
(2.8
|
)
|
|
(103.9
|
)
|
|
(63.3
|
)
|
|||||||
Total non-operating expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32.1
|
)
|
|
(32.1
|
)
|
|||||||
Income (loss) from continuing operations before taxes and equity in income of unconsolidated affiliates
|
(46.3
|
)
|
|
93.2
|
|
|
(13.3
|
)
|
|
9.8
|
|
|
(2.8
|
)
|
|
(136.0
|
)
|
|
(95.4
|
)
|
|||||||
Benefit for income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.7
|
)
|
|
(2.7
|
)
|
|||||||
Equity in income of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
(6.0
|
)
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|
(6.7
|
)
|
|||||||
Income (loss) from continuing operations
|
$
|
(46.3
|
)
|
|
$
|
93.2
|
|
|
$
|
(7.3
|
)
|
|
$
|
9.8
|
|
|
$
|
(2.8
|
)
|
|
$
|
(132.6
|
)
|
|
$
|
(86.0
|
)
|
Reconciliation of income (loss) from continuing operations to Adjusted EBITDA from continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Income (loss) from continuing operations
|
$
|
(46.3
|
)
|
|
$
|
93.2
|
|
|
$
|
(7.3
|
)
|
|
$
|
9.8
|
|
|
$
|
(2.8
|
)
|
|
$
|
(132.6
|
)
|
|
$
|
(86.0
|
)
|
Benefit for income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.7
|
)
|
|
(2.7
|
)
|
|||||||
Interest expense, net of capitalized interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31.2
|
|
|
31.2
|
|
|||||||
Depreciation and amortization
|
57.0
|
|
|
19.7
|
|
|
12.6
|
|
|
7.9
|
|
|
1.8
|
|
|
2.9
|
|
|
101.9
|
|
|||||||
EBITDA from continuing operations
|
10.7
|
|
|
112.9
|
|
|
5.3
|
|
|
17.7
|
|
|
(1.0
|
)
|
|
(101.2
|
)
|
|
44.4
|
|
|||||||
Stock-based compensation expense
|
1.0
|
|
|
0.8
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
7.0
|
|
|
9.3
|
|
|||||||
Loss on sale or impairments of long-lived assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
|
2.1
|
|
|||||||
Other operating credits and charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.3
|
|
|
16.3
|
|
|||||||
Other operating credit and charges, associated with JVs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|
(0.7
|
)
|
|||||||
Investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.4
|
)
|
|
(4.4
|
)
|
|||||||
Adjusted EBITDA from continuing operations
|
$
|
11.7
|
|
|
$
|
113.7
|
|
|
$
|
5.8
|
|
|
$
|
17.7
|
|
|
$
|
(1.0
|
)
|
|
$
|
(80.9
|
)
|
|
$
|
67.0
|
|
Year Ended December 31, 2014 (Dollar amounts in millions)
|
OSB
|
|
Siding
|
|
EWP
|
|
South America
|
|
Other
|
|
Corporate
|
|
Total
|
||||||||||||||
Net sales
|
$
|
855.2
|
|
|
$
|
617.3
|
|
|
$
|
281.0
|
|
|
$
|
150.4
|
|
|
$
|
32.8
|
|
|
$
|
(1.9
|
)
|
|
$
|
1,934.8
|
|
Depreciation and amortization
|
56.1
|
|
|
17.4
|
|
|
13.7
|
|
|
9.1
|
|
|
1.1
|
|
|
3.3
|
|
|
100.7
|
|
|||||||
Cost of sales and selling and administrative
|
851.7
|
|
|
520.1
|
|
|
284.7
|
|
|
130.0
|
|
|
35.2
|
|
|
85.6
|
|
|
1,907.3
|
|
|||||||
Gain on sales of and impairments of long-lived assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.1
|
)
|
|
(3.1
|
)
|
|||||||
Other operating credits and charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.5
|
|
|
7.5
|
|
|||||||
Total operating costs
|
907.8
|
|
|
537.5
|
|
|
298.4
|
|
|
139.1
|
|
|
36.3
|
|
|
93.3
|
|
|
2,012.4
|
|
|||||||
Income (loss) from operations
|
(52.6
|
)
|
|
79.8
|
|
|
(17.4
|
)
|
|
11.3
|
|
|
(3.5
|
)
|
|
(95.2
|
)
|
|
(77.6
|
)
|
|||||||
Total non-operating expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27.4
|
)
|
|
(27.4
|
)
|
|||||||
Income (loss) from continuing operations before taxes and equity in earnings of unconsolidated affiliates
|
(52.6
|
)
|
|
79.8
|
|
|
(17.4
|
)
|
|
11.3
|
|
|
(3.5
|
)
|
|
(122.6
|
)
|
|
(105.0
|
)
|
|||||||
Benefit for income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27.2
|
)
|
|
(27.2
|
)
|
|||||||
Equity in income of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
(4.4
|
)
|
|||||||
Income (loss) from continuing operations
|
$
|
(52.6
|
)
|
|
$
|
79.8
|
|
|
$
|
(14.0
|
)
|
|
$
|
11.3
|
|
|
$
|
(3.5
|
)
|
|
$
|
(94.4
|
)
|
|
$
|
(73.4
|
)
|
Reconciliation of income (loss) from continuing operations to Adjusted EBITDA from continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Income (loss) from continuing operations
|
$
|
(52.6
|
)
|
|
$
|
79.8
|
|
|
$
|
(14.0
|
)
|
|
$
|
11.3
|
|
|
$
|
(3.5
|
)
|
|
$
|
(94.4
|
)
|
|
$
|
(73.4
|
)
|
Benefit for income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27.2
|
)
|
|
(27.2
|
)
|
|||||||
Interest expense, net of capitalized interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29.8
|
|
|
29.8
|
|
|||||||
Depreciation and amortization
|
56.1
|
|
|
17.4
|
|
|
13.7
|
|
|
9.1
|
|
|
1.1
|
|
|
3.3
|
|
|
100.7
|
|
|||||||
EBITDA from continuing operations
|
3.5
|
|
|
97.2
|
|
|
(0.3
|
)
|
|
20.4
|
|
|
(2.4
|
)
|
|
(88.5
|
)
|
|
29.9
|
|
|||||||
Stock-based compensation expense
|
0.9
|
|
|
0.7
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
7.3
|
|
|
9.4
|
|
|||||||
Gain on sales of and impairments of long-lived assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.1
|
)
|
|
(3.1
|
)
|
|||||||
Other operating credits and charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.5
|
|
|
7.5
|
|
|||||||
Other operating credit and charges, associated with JVs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
(1.0
|
)
|
|||||||
Expense associated with proposed acquisition of Ainsworth Lumber Co. Ltd.
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.8
|
|
|
6.8
|
|
|||||||
Investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.5
|
)
|
|
(5.5
|
)
|
|||||||
Depreciation included in equity in loss of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|||||||
Adjusted EBITDA from continuing operations
|
$
|
4.4
|
|
|
$
|
97.9
|
|
|
$
|
0.3
|
|
|
$
|
20.4
|
|
|
$
|
(2.4
|
)
|
|
$
|
(76.5
|
)
|
|
$
|
44.1
|
|
Dollar amounts in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
Sales
|
$
|
1,027.7
|
|
|
$
|
807.5
|
|
|
$
|
855.2
|
|
|
27
|
%
|
|
(6
|
)%
|
Operating profits (losses)
|
$
|
186.2
|
|
|
$
|
(46.3
|
)
|
|
$
|
(52.6
|
)
|
|
NM
|
|
|
(12
|
)%
|
Adjusted EBITDA from continuing operations
|
$
|
245.8
|
|
|
$
|
11.7
|
|
|
$
|
4.4
|
|
|
NM
|
|
|
166
|
%
|
|
2016 versus 2015
|
|
2015 versus 2014
|
||||||||
|
Average Net
Selling Price
|
|
Unit
Shipments
|
|
Average Net
Selling Price
|
|
Unit
Shipments
|
||||
OSB
|
25
|
%
|
|
3
|
%
|
|
(7
|
)%
|
|
2
|
%
|
Dollar amounts in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
Sales
|
$
|
752.3
|
|
|
$
|
636.4
|
|
|
$
|
617.3
|
|
|
18
|
%
|
|
3
|
%
|
Operating profits
|
$
|
126.1
|
|
|
$
|
93.2
|
|
|
$
|
79.8
|
|
|
35
|
%
|
|
17
|
%
|
Adjusted EBITDA from continuing operations
|
$
|
154.4
|
|
|
$
|
113.7
|
|
|
$
|
97.9
|
|
|
36
|
%
|
|
16
|
%
|
Dollar amount in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
SmartSide
®
siding
|
$
|
657.7
|
|
|
$
|
572.6
|
|
|
$
|
549.0
|
|
|
15
|
%
|
|
4
|
%
|
CanExel siding and other hardboard related products
|
43.1
|
|
|
39.6
|
|
|
48.5
|
|
|
9
|
%
|
|
(18
|
)%
|
|||
Commodity OSB
|
42.6
|
|
|
13.5
|
|
|
10.7
|
|
|
216
|
%
|
|
26
|
%
|
|||
Other
|
8.9
|
|
|
10.7
|
|
|
9.1
|
|
|
(17
|
)%
|
|
18
|
%
|
|||
Total
|
$
|
752.3
|
|
|
$
|
636.4
|
|
|
$
|
617.3
|
|
|
|
|
|
|
2016 versus 2015
|
|
2015 versus 2014
|
||||||||
|
Average Net
Selling Price
|
|
Unit
Shipments
|
|
Average Net
Selling Price
|
|
Unit
Shipments
|
||||
SmartSide
®
siding
|
—
|
%
|
|
16
|
%
|
|
5
|
%
|
|
(2
|
)%
|
CanExel siding
|
(6
|
)%
|
|
17
|
%
|
|
(7
|
)%
|
|
(13
|
)%
|
Commodity OSB
|
32
|
%
|
|
135
|
%
|
|
(11
|
)%
|
|
72
|
%
|
Dollar amount in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
Sales
|
$
|
296.9
|
|
|
$
|
286.1
|
|
|
$
|
281.0
|
|
|
4
|
%
|
|
2
|
%
|
Operating losses
|
$
|
(5.8
|
)
|
|
$
|
(7.3
|
)
|
|
$
|
(14.0
|
)
|
|
21
|
%
|
|
48
|
%
|
Adjusted EBITDA from continuing operations
|
$
|
7.5
|
|
|
$
|
5.8
|
|
|
$
|
0.3
|
|
|
29
|
%
|
|
NM
|
|
Dollar amount in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
LVL / LSL
|
$
|
159.7
|
|
|
$
|
152.8
|
|
|
$
|
139.2
|
|
|
5
|
%
|
|
10
|
%
|
I-joist
|
99.4
|
|
|
100.8
|
|
|
97.2
|
|
|
(1
|
)%
|
|
4
|
%
|
|||
OSB
|
10.8
|
|
|
9.7
|
|
|
6.9
|
|
|
11
|
%
|
|
41
|
%
|
|||
Related products
|
27.0
|
|
|
22.8
|
|
|
37.7
|
|
|
18
|
%
|
|
(40
|
)%
|
|||
Total
|
$
|
296.9
|
|
|
$
|
286.1
|
|
|
$
|
281.0
|
|
|
|
|
|
|
2016 versus 2015
|
|
2015 versus 2014
|
||||||||
|
Average Net
Selling Price
|
|
Unit
Shipments
|
|
Average Net
Selling Price
|
|
Unit
Shipments
|
||||
LVL/LSL
|
2
|
%
|
|
6
|
%
|
|
4
|
%
|
|
9
|
%
|
I-joist
|
1
|
%
|
|
1
|
%
|
|
6
|
%
|
|
1
|
%
|
OSB
|
9
|
%
|
|
1
|
%
|
|
55
|
%
|
|
(8
|
)%
|
Dollar amount in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
Sales
|
$
|
136.9
|
|
|
$
|
134.9
|
|
|
$
|
150.4
|
|
|
1
|
%
|
|
(10
|
)%
|
Operating profits
|
$
|
17.0
|
|
|
$
|
9.8
|
|
|
$
|
11.3
|
|
|
73
|
%
|
|
(13
|
)%
|
Adjusted EBITDA from continuing operations
|
$
|
25.6
|
|
|
$
|
17.7
|
|
|
$
|
20.4
|
|
|
45
|
%
|
|
(13
|
)%
|
Dollar amount in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
Chile
|
$
|
96.7
|
|
|
$
|
91.5
|
|
|
$
|
88.6
|
|
|
6
|
%
|
|
3
|
%
|
Brazil
|
40.2
|
|
|
43.4
|
|
|
61.8
|
|
|
(7
|
)%
|
|
(30
|
)%
|
|||
Total
|
$
|
136.9
|
|
|
$
|
134.9
|
|
|
$
|
150.4
|
|
|
|
|
|
|
2016 versus 2015
|
|
2015 versus 2014
|
||||||||
|
Average Net
Selling Price
|
|
Unit
Shipments
|
|
Average Net
Selling Price
|
|
Unit
Shipments
|
||||
Chile
|
5
|
%
|
|
(1
|
)%
|
|
(11
|
)%
|
|
17
|
%
|
Brazil
|
1
|
%
|
|
(5
|
)%
|
|
(22
|
)%
|
|
(8
|
)%
|
Dollar amount in millions
|
|
|
|
|
|
|
Increase (decrease)
|
||||||||||
Year ended December 31,
|
2016
|
|
2015
|
|
2014
|
|
2016 - 2015
|
|
2015 - 2014
|
||||||||
Sales
|
$
|
26.9
|
|
|
$
|
29.0
|
|
|
$
|
32.8
|
|
|
(7
|
)%
|
|
(12
|
)%
|
Operating losses
|
$
|
(1.6
|
)
|
|
$
|
(2.8
|
)
|
|
$
|
(3.5
|
)
|
|
43
|
%
|
|
20
|
%
|
Adjusted EBITDA from continuing operations
|
$
|
0.7
|
|
|
$
|
(1.0
|
)
|
|
$
|
(2.4
|
)
|
|
170
|
%
|
|
58
|
%
|
Dollars in millions
|
|
||
Increase in annual costs for 2017:
|
|
||
Discount rate
|
$
|
0.2
|
|
Expected long-term rate of return
|
$
|
1.2
|
|
Increase in projected benefit obligation:
|
|
||
Discount rate
|
$
|
17.8
|
|
Dollars amounts in millions
|
Payments due by period
|
||||||||||||||
Contractual obligations
|
Less than 1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than 5 years
|
||||||||
Long-term debt
|
$
|
2.6
|
|
|
$
|
29.7
|
|
|
$
|
—
|
|
|
$
|
350.0
|
|
Interest payments on long-term debt
1
|
19
|
|
|
35.3
|
|
|
34.2
|
|
|
51.2
|
|
||||
Operating leases
|
5.0
|
|
|
7.8
|
|
|
4.0
|
|
|
1.9
|
|
||||
Other long-term obligations
2
|
8.7
|
|
|
7
|
|
|
1.9
|
|
|
—
|
|
||||
Total contractual cash obligations
3,4
|
$
|
35.3
|
|
|
$
|
79.8
|
|
|
$
|
40.1
|
|
|
$
|
403.1
|
|
1
|
The estimate of interest payments assumes interest is paid through the date of maturity or expiration of the related debt based upon stated rates in the respective debt instruments.
|
2
|
Other long term obligations primarily consist of obligations related to information technology infrastructure.
|
3
|
Uncertain tax positions have been excluded from the above table as it is not reasonably possible to estimate when these may need to be paid. As of
December 31, 2016
, the amount of uncertain tax positions excluded from the above table is
$39.8 million
.
|
4
|
As of
December 31, 2016
, LP had warranty reserves of
$24.1 million
. These have been excluded from the above table as it is not reasonably possible to determine when these may need to be paid.
|
|
|||||||
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
659.3
|
|
|
$
|
434.7
|
|
Receivables, net of allowance for doubtful accounts of $1.0 million and $1.1 million at December 31, 2016 and 2015
|
108.3
|
|
|
96.4
|
|
||
Inventories
|
234.6
|
|
|
222.0
|
|
||
Prepaid expenses and other current assets
|
6.1
|
|
|
7.0
|
|
||
Assets held for sale
|
8.2
|
|
|
9.0
|
|
||
Total current assets
|
1,016.5
|
|
|
769.1
|
|
||
Timber and timberlands
|
53.5
|
|
|
53.1
|
|
||
Property, plant and equipment, net
|
883.2
|
|
|
862.4
|
|
||
Goodwill
|
9.7
|
|
|
9.7
|
|
||
Notes receivable from asset sales
|
22.2
|
|
|
432.2
|
|
||
Investments in and advances to affiliates
|
6.2
|
|
|
7.7
|
|
||
Restricted cash
|
13.2
|
|
|
14.3
|
|
||
Other assets
|
22.4
|
|
|
23.0
|
|
||
Deferred tax asset
|
4.3
|
|
|
4.8
|
|
||
Total assets
|
$
|
2,031.2
|
|
|
$
|
2,176.3
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Current portion of long-term debt
|
$
|
2.6
|
|
|
$
|
2.1
|
|
Accounts payable and accrued liabilities
|
222.8
|
|
|
139.6
|
|
||
Current portion of contingency reserves
|
3.4
|
|
|
1.3
|
|
||
Total current liabilities
|
228.8
|
|
|
143.0
|
|
||
|
|
|
|
||||
Long-term debt, excluding current portion
|
374.4
|
|
|
751.8
|
|
||
Deferred income taxes
|
27.7
|
|
|
99.5
|
|
||
Contingency reserves, excluding current portion
|
12.7
|
|
|
15.5
|
|
||
Other long-term liabilities
|
191.9
|
|
|
149.5
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $1 par value, 15,000,000 shares authorized, no shares issued
|
—
|
|
|
—
|
|
||
Common stock, $1 par value, 200,000,000 shares authorized, 153,358,542 and 152,979,708 shares issued
|
153.4
|
|
|
153.0
|
|
||
Additional paid-in capital
|
478.2
|
|
|
496.5
|
|
||
Retained earnings
|
890.3
|
|
|
724.2
|
|
||
Treasury stock, 9,041,733 shares and 9,995,456 shares, at cost
|
(189.0
|
)
|
|
(210.6
|
)
|
||
Accumulated comprehensive loss
|
(137.2
|
)
|
|
(146.1
|
)
|
||
Total stockholders’ equity
|
1,195.7
|
|
|
1,017.0
|
|
||
Total liabilities and stockholders’ equity
|
$
|
2,031.2
|
|
|
$
|
2,176.3
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net sales
|
$
|
2,233.4
|
|
|
$
|
1,892.5
|
|
|
$
|
1,934.8
|
|
Operating costs and expenses:
|
|
|
|
|
|
||||||
Cost of sales
|
1,724.0
|
|
|
1,682.7
|
|
|
1,757.8
|
|
|||
Depreciation and amortization
|
112.8
|
|
|
101.9
|
|
|
100.7
|
|
|||
Selling and administrative
|
183.6
|
|
|
152.8
|
|
|
149.5
|
|
|||
(Gain) loss on sale or impairment of long lived assets, net
|
(8.4
|
)
|
|
2.1
|
|
|
(3.1
|
)
|
|||
Other operating credits and charges, net
|
17.4
|
|
|
16.3
|
|
|
7.5
|
|
|||
Total operating costs and expenses
|
2,029.4
|
|
|
1,955.8
|
|
|
2,012.4
|
|
|||
Income (loss) from operations
|
204.0
|
|
|
(63.3
|
)
|
|
(77.6
|
)
|
|||
Non-operating income (expense):
|
|
|
|
|
|
||||||
Interest expense, net of capitalized interest
|
(32.1
|
)
|
|
(31.2
|
)
|
|
(29.8
|
)
|
|||
Investment income
|
8.2
|
|
|
4.4
|
|
|
5.5
|
|
|||
Other non-operating items
|
(15.2
|
)
|
|
(5.3
|
)
|
|
(3.1
|
)
|
|||
Total non-operating income (expense)
|
(39.1
|
)
|
|
(32.1
|
)
|
|
(27.4
|
)
|
|||
Income (loss) from continuing operations before income taxes and equity in income of unconsolidated affiliates
|
164.9
|
|
|
(95.4
|
)
|
|
(105.0
|
)
|
|||
Provision (benefit) for income taxes
|
19.8
|
|
|
(2.7
|
)
|
|
(27.2
|
)
|
|||
Equity in income of unconsolidated affiliates
|
(5.2
|
)
|
|
(6.7
|
)
|
|
(4.4
|
)
|
|||
Income (loss) from continuing operations
|
150.3
|
|
|
(86.0
|
)
|
|
(73.4
|
)
|
|||
|
|
|
|
|
|
||||||
Loss from discontinued operations before taxes
|
(0.8
|
)
|
|
(3.2
|
)
|
|
(3.0
|
)
|
|||
Benefit for income taxes
|
(0.3
|
)
|
|
(1.1
|
)
|
|
(1.0
|
)
|
|||
Loss from discontinued operations
|
(0.5
|
)
|
|
(2.1
|
)
|
|
(2.0
|
)
|
|||
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
149.8
|
|
|
$
|
(88.1
|
)
|
|
$
|
(75.4
|
)
|
|
|
|
|
|
|
||||||
Basic net income (loss) per share:
|
|
|
|
|
|
||||||
Income (loss) per share from continuing operations
|
$
|
1.05
|
|
|
$
|
(0.60
|
)
|
|
$
|
(0.52
|
)
|
Loss per share from discontinued operations
|
(0.01
|
)
|
|
(0.02
|
)
|
|
(0.01
|
)
|
|||
Net income (loss) per share
|
$
|
1.04
|
|
|
$
|
(0.62
|
)
|
|
$
|
(0.53
|
)
|
Diluted net income (loss) per share:
|
|
|
|
|
|
||||||
Income (loss) per share from continuing operations
|
$
|
1.03
|
|
|
$
|
(0.60
|
)
|
|
$
|
(0.52
|
)
|
Loss per share from discontinued operations
|
—
|
|
|
(0.02
|
)
|
|
(0.01
|
)
|
|||
Net income (loss) per share
|
$
|
1.03
|
|
|
$
|
(0.62
|
)
|
|
$
|
(0.53
|
)
|
Average shares of common stock used to compute net income (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
143.4
|
|
|
142.4
|
|
|
141.1
|
|
|||
Diluted
|
145.3
|
|
|
142.4
|
|
|
141.1
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net income (loss)
|
$
|
149.8
|
|
|
$
|
(88.1
|
)
|
|
$
|
(75.4
|
)
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
8.8
|
|
|
(21.4
|
)
|
|
(14.5
|
)
|
|||
Unrealized gains (losses) on securities, net of reversals
|
(0.6
|
)
|
|
0.7
|
|
|
0.6
|
|
|||
Defined benefit pension plans:
|
|
|
|
|
|
||||||
Change benefit obligations, translation adjustment
|
(0.5
|
)
|
|
1.2
|
|
|
0.7
|
|
|||
Prior service cost
|
—
|
|
|
—
|
|
|
(6.1
|
)
|
|||
Net gain (loss)
|
(2.9
|
)
|
|
(0.4
|
)
|
|
(26.7
|
)
|
|||
Amortization of amounts included in net periodic benefit cost:
|
|
|
|
|
|
||||||
Actuarial loss, net of tax
|
3.5
|
|
|
4.6
|
|
|
3.4
|
|
|||
Prior service cost, net of tax
|
0.3
|
|
|
0.3
|
|
|
—
|
|
|||
Other
|
0.3
|
|
|
0.2
|
|
|
0.5
|
|
|||
Other comprehensive income (loss), net of tax
|
8.9
|
|
|
(14.8
|
)
|
|
(42.1
|
)
|
|||
Comprehensive income (loss)
|
$
|
158.7
|
|
|
$
|
(102.9
|
)
|
|
$
|
(117.5
|
)
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
149.8
|
|
|
$
|
(88.1
|
)
|
|
$
|
(75.4
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
112.8
|
|
|
101.9
|
|
|
100.7
|
|
|||
Equity in income (loss) of unconsolidated affiliates, including dividends
|
1.5
|
|
|
(3.7
|
)
|
|
(4.4
|
)
|
|||
Other operating credits and charges, net
|
17.4
|
|
|
16.3
|
|
|
9.0
|
|
|||
(Gain) loss on sale or impairment of long-lived assets, net
|
(8.4
|
)
|
|
2.1
|
|
|
(3.1
|
)
|
|||
Loss on early debt extinguishment
|
17.3
|
|
|
—
|
|
|
—
|
|
|||
Stock-based compensation related to stock plans
|
13.0
|
|
|
9.3
|
|
|
9.4
|
|
|||
Exchange (gain) loss on remeasurement
|
(2.0
|
)
|
|
2.8
|
|
|
(2.5
|
)
|
|||
Cash settlements of warranty, net of accruals
|
(13.6
|
)
|
|
(8.5
|
)
|
|
(7.9
|
)
|
|||
Pension expense (payments), net of contributions
|
3.7
|
|
|
6.0
|
|
|
(3.2
|
)
|
|||
Non-cash interest expense, net
|
3.8
|
|
|
0.8
|
|
|
1.7
|
|
|||
Other adjustments, net
|
(1.1
|
)
|
|
1.2
|
|
|
(1.2
|
)
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
||||||
(Increase) decrease in receivables
|
(8.9
|
)
|
|
10.6
|
|
|
(34.1
|
)
|
|||
(Increase) decrease in inventories
|
(11.0
|
)
|
|
3.5
|
|
|
(9.2
|
)
|
|||
(Increase) decrease in prepaid expenses
|
1.0
|
|
|
2.2
|
|
|
(0.4
|
)
|
|||
Increase (decrease) in accounts payable and accrued liabilities
|
53.8
|
|
|
(20.3
|
)
|
|
(7.8
|
)
|
|||
Increase (decrease) in deferred income taxes
|
13.2
|
|
|
(6.9
|
)
|
|
(24.5
|
)
|
|||
Net cash provided by (used in) operating activities
|
342.3
|
|
|
29.2
|
|
|
(52.9
|
)
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
||||||
Property, plant, and equipment additions
|
(124.8
|
)
|
|
(113.8
|
)
|
|
(80.1
|
)
|
|||
Proceeds from asset sales
|
0.3
|
|
|
0.5
|
|
|
13.2
|
|
|||
Investment in and refunds from joint ventures
|
—
|
|
|
1.1
|
|
|
2.6
|
|
|||
Receipt of proceeds from notes receivable from asset sales
|
410.0
|
|
|
—
|
|
|
—
|
|
|||
(Increase) decrease in restricted cash under letters of credit
|
1.2
|
|
|
(3.9
|
)
|
|
0.8
|
|
|||
Other investing activities, net
|
(0.4
|
)
|
|
0.2
|
|
|
—
|
|
|||
Net cash provided by (used in) investing activities
|
286.3
|
|
|
(115.9
|
)
|
|
(63.5
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
||||||
Borrowings of long-term debt
|
350.0
|
|
|
—
|
|
|
—
|
|
|||
Repayment of long-term debt
|
(742.5
|
)
|
|
(2.3
|
)
|
|
(2.3
|
)
|
|||
Payment of debt issuance fees
|
(5.2
|
)
|
|
—
|
|
|
—
|
|
|||
Taxes paid related to net share settlement of equity awards
|
(9.2
|
)
|
|
(6.1
|
)
|
|
(1.5
|
)
|
|||
Sale of common stock, net of cash payments under equity plans
|
(0.1
|
)
|
|
0.7
|
|
|
—
|
|
|||
Other financing activities, net
|
—
|
|
|
3.3
|
|
|
(0.1
|
)
|
|||
Net cash used in financing activities
|
(407.0
|
)
|
|
(4.4
|
)
|
|
(3.9
|
)
|
|||
Effect of exchange rate on cash and cash equivalents
|
3.0
|
|
|
(6.9
|
)
|
|
(3.8
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
224.6
|
|
|
(98.0
|
)
|
|
(124.1
|
)
|
|||
Cash and cash equivalents at beginning of year
|
434.7
|
|
|
532.7
|
|
|
656.8
|
|
|||
Cash and cash equivalents at end of year
|
$
|
659.3
|
|
|
$
|
434.7
|
|
|
$
|
532.7
|
|
|
Common Stock
|
|
Treasury Stock
|
|
Additional
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated
Comprehensive
Loss
|
|
Total
Stockholders’
Equity
|
||||||||||||||||
|
Shares
|
Amount
|
|
Shares
|
Amount
|
|
|||||||||||||||||||||
Balance as of December 31, 2013
|
152.0
|
|
$
|
152.0
|
|
|
10.9
|
|
$
|
(232.2
|
)
|
|
$
|
508.0
|
|
|
$
|
887.7
|
|
|
$
|
(89.2
|
)
|
|
$
|
1,226.3
|
|
Net loss
|
|
|
|
|
|
|
|
|
(75.4
|
)
|
|
|
|
(75.4
|
)
|
||||||||||||
Issuance of shares for employee stock plans and stock-based compensation
|
|
|
|
|
|
(0.4
|
)
|
8.8
|
|
(9.5
|
)
|
|
|
|
|
|
(0.7
|
)
|
|||||||||
Amortization of restricted stock grants
|
|
|
|
|
|
|
|
|
2.1
|
|
|
|
|
|
|
2.1
|
|
||||||||||
Exercise of stock warrants
|
0.8
|
|
0.8
|
|
|
|
|
|
(0.8
|
)
|
|
|
|
|
|
—
|
|
||||||||||
Compensation expense associated with stock awards
|
|
|
|
|
|
|
7.2
|
|
|
|
|
|
|
7.2
|
|
||||||||||||
Tax benefit of employee stock plan transactions
|
|
|
|
|
|
0.1
|
|
(1.6
|
)
|
|
|
|
|
|
|
|
|
(1.6
|
)
|
||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
(42.1
|
)
|
|
(42.1
|
)
|
||||||||||||
Balance as of December 31, 2014
|
152.8
|
|
152.8
|
|
|
10.6
|
|
(225.0
|
)
|
|
507.0
|
|
|
812.3
|
|
|
(131.3
|
)
|
|
1,115.8
|
|
||||||
Net loss
|
|
|
|
|
|
|
|
|
(88.1
|
)
|
|
|
|
(88.1
|
)
|
||||||||||||
Issuance of shares for employee stock plans and stock-based compensation
|
|
|
|
(1.0
|
)
|
20.5
|
|
|
(19.6
|
)
|
|
|
|
|
|
0.9
|
|
||||||||||
Amortization of restricted stock grants
|
|
|
|
|
|
|
1.8
|
|
|
|
|
|
|
1.8
|
|
||||||||||||
Exercise of stock warrants
|
0.2
|
|
0.2
|
|
|
|
|
|
(0.2
|
)
|
|
|
|
|
|
—
|
|
||||||||||
Compensation expense associated with stock awards
|
|
|
|
|
|
|
7.5
|
|
|
|
|
|
|
7.5
|
|
||||||||||||
Taxes paid related to net settlements
|
|
|
|
0.4
|
|
(6.1
|
)
|
|
|
|
|
|
|
|
|
(6.1
|
)
|
||||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
(14.8
|
)
|
|
(14.8
|
)
|
||||||||||||
Balance as of December 31, 2015
|
153.0
|
|
153.0
|
|
|
10.0
|
|
(210.6
|
)
|
|
496.5
|
|
|
724.2
|
|
|
(146.1
|
)
|
|
1,017.0
|
|
||||||
Cumulative effect of adoption of accounting principle
|
|
|
|
|
|
|
(0.4
|
)
|
|
16.3
|
|
|
|
|
15.9
|
|
|||||||||||
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
149.8
|
|
|
|
|
|
149.8
|
|
||||||
Issuance of shares for employee stock plans and stock-based compensation
|
|
|
|
|
|
(1.5
|
)
|
30.8
|
|
|
(30.4
|
)
|
|
|
|
|
|
|
|
0.4
|
|
||||||
Amortization of restricted stock grants
|
|
|
|
|
|
|
|
|
|
|
2.4
|
|
|
|
|
|
|
|
|
2.4
|
|
||||||
Exercise of stock warrants
|
0.4
|
|
0.4
|
|
|
|
|
|
|
|
(0.4
|
)
|
|
|
|
|
|
|
|
—
|
|
||||||
Compensation expense associated with stock awards
|
|
|
|
|
|
|
10.5
|
|
|
|
|
|
|
10.5
|
|
||||||||||||
Taxes paid related to net share settlement of equity awards
|
|
|
|
|
|
0.5
|
|
(9.2
|
)
|
|
|
|
|
|
|
|
|
|
|
(9.2
|
)
|
||||||
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.9
|
|
|
8.9
|
|
||||||
Balance as of December 31, 2016
|
153.4
|
|
$
|
153.4
|
|
|
9.0
|
|
$
|
(189.0
|
)
|
|
$
|
478.2
|
|
|
$
|
890.3
|
|
|
$
|
(137.2
|
)
|
|
$
|
1,195.7
|
|
1.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
|
December 31,
|
||||||
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Logs
|
$
|
54.6
|
|
|
$
|
58.6
|
|
Other raw materials
|
23.0
|
|
|
21.6
|
|
||
Semi finished inventory
|
16.8
|
|
|
18.5
|
|
||
Finished products
|
140.2
|
|
|
123.3
|
|
||
Total
|
$
|
234.6
|
|
|
$
|
222.0
|
|
Dollar amounts in millions
|
December 31,
|
||||||
2016
|
|
2015
|
|||||
Property, plant and equipment, at cost:
|
|
|
|
||||
Land, land improvements and logging roads, net of road amortization
|
$
|
1.3
|
|
|
$
|
1.8
|
|
Buildings
|
0.3
|
|
|
0.5
|
|
||
Machinery and equipment
|
6.6
|
|
|
6.7
|
|
||
Net property, plant and equipment
|
$
|
8.2
|
|
|
$
|
9.0
|
|
Dollar amounts in millions
|
December 31,
|
||||||
2016
|
|
2015
|
|||||
Property, plant and equipment, at cost:
|
|
|
|
||||
Land, land improvements and logging roads, net of road amortization
|
$
|
151.5
|
|
|
$
|
137.0
|
|
Buildings
|
328.8
|
|
|
324.6
|
|
||
Machinery and equipment
|
1,881.8
|
|
|
1,897.4
|
|
||
Construction in progress
|
48.7
|
|
|
33.5
|
|
||
|
2,410.8
|
|
|
2,392.5
|
|
||
Accumulated depreciation
|
(1,527.6
|
)
|
|
(1,530.1
|
)
|
||
Property, plant and equipment, net
|
$
|
883.2
|
|
|
$
|
862.4
|
|
2.
|
INVESTMENTS
|
Dollar amounts in millions
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
||||||||
December 31, 2016
|
$
|
0.4
|
|
|
$
|
4.4
|
|
|
$
|
—
|
|
|
$
|
4.8
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2015
|
$
|
0.4
|
|
|
$
|
5.4
|
|
|
$
|
—
|
|
|
$
|
5.8
|
|
3.
|
FAIR VALUE MEASUREMENTS
|
Level 1
|
Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
|
Level 2
|
Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; or valuations based on models where the significant inputs are observable or can be corroborated by observable market data.
|
Level 3
|
Valuations based on models where significant inputs are not observable. Unobservable inputs are used when little or no market data is available and reflect the Company’s own assumptions about the assumptions market participants would use.
|
Dollar amounts in millions
|
December 31,
2016
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Available for sale securities
|
$
|
4.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4.8
|
|
Trading securities
|
2.6
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
Dollar amounts in millions
|
December 31,
2015
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Available for sale securities
|
$
|
5.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.8
|
|
Trading securities
|
2.3
|
|
|
2.3
|
|
|
—
|
|
|
—
|
|
Dollar amounts in millions
|
Available for
sale securities
|
Contingent consideration
|
||||
Balance at December 31, 2014
|
$
|
4.6
|
|
$
|
0.2
|
|
Adjustment to contingent consideration fair value
|
—
|
|
(0.2
|
)
|
||
Total realized/unrealized gains (losses) included in other comprehensive income
|
1.2
|
|
—
|
|
||
Balance at December 31, 2015
|
$
|
5.8
|
|
$
|
—
|
|
Total realized/unrealized gains (losses) included in other comprehensive income
|
(1.0
|
)
|
—
|
|
||
Balance at December 31, 2016
|
$
|
4.8
|
|
$
|
—
|
|
|
Year ended December 31,
|
||||||||||
Dollar and share amounts in millions, except per share amounts
|
2016
|
|
2015
|
|
2014
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net income (loss):
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
150.3
|
|
|
$
|
(86.0
|
)
|
|
$
|
(73.4
|
)
|
Loss from discontinued operations
|
(0.5
|
)
|
|
(2.1
|
)
|
|
(2.0
|
)
|
|||
Net income (loss)
|
$
|
149.8
|
|
|
$
|
(88.1
|
)
|
|
$
|
(75.4
|
)
|
Denominator:
|
|
|
|
|
|
||||||
Denominator for basic earnings per share:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
143.4
|
|
|
142.4
|
|
|
141.1
|
|
|||
Effect of dilutive securities:
|
|
|
|
|
|
||||||
Dilutive effect of employee stock plans
|
1.7
|
|
|
—
|
|
|
—
|
|
|||
Dilutive effect of stock warrants
|
0.2
|
|
|
—
|
|
|
—
|
|
|||
Dilutive potential common shares
|
1.9
|
|
|
—
|
|
|
—
|
|
|||
Denominator for diluted earnings per share:
|
|
|
|
|
|
||||||
Adjusted weighted average shares
|
145.3
|
|
|
142.4
|
|
|
141.1
|
|
|||
Basic earnings per share:
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
1.05
|
|
|
$
|
(0.60
|
)
|
|
$
|
(0.52
|
)
|
Loss from discontinued operations
|
(0.01
|
)
|
|
(0.02
|
)
|
|
(0.01
|
)
|
|||
Net income (loss) per share
|
$
|
1.04
|
|
|
$
|
(0.62
|
)
|
|
$
|
(0.53
|
)
|
Diluted earnings per share:
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
1.03
|
|
|
$
|
(0.60
|
)
|
|
$
|
(0.52
|
)
|
Loss from discontinued operations
|
—
|
|
|
(0.02
|
)
|
|
(0.01
|
)
|
|||
Net income (loss) per share
|
$
|
1.03
|
|
|
$
|
(0.62
|
)
|
|
$
|
(0.53
|
)
|
5.
|
RECEIVABLES
|
|
December 31,
|
||||||
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Trade receivables
|
$
|
96.1
|
|
|
$
|
82.6
|
|
Income tax receivable
|
1.7
|
|
|
2.0
|
|
||
Other receivables
|
11.5
|
|
|
12.8
|
|
||
Allowance for doubtful accounts
|
(1.0
|
)
|
|
(1.0
|
)
|
||
|
$
|
108.3
|
|
|
$
|
96.4
|
|
6.
|
NOTES RECEIVABLE FROM ASSET SALES
|
Dollar amounts in millions
|
Interest Rate
2016
|
December 31,
|
|||||||
2016
|
|
2015
|
|||||||
Notes receivable (secured), maturing 2018, interest rates fixed
|
7.3
|
%
|
$
|
22.2
|
|
|
$
|
22.2
|
|
Notes receivable (secured), maturing 2018 (collected in 2016), interest rate variable
|
|
—
|
|
|
410.0
|
|
|||
Total
|
|
22.2
|
|
|
432.2
|
|
|||
Current portion
|
|
—
|
|
|
—
|
|
|||
Long-term portion
|
|
$
|
22.2
|
|
|
$
|
432.2
|
|
7.
|
GOODWILL AND OTHER INTANGIBLE ASSETS
|
Dollar amounts in millions
|
2016
|
|
2015
|
||||||||||||||||
|
Timber and timberlands
|
Goodwill
|
Total
|
|
Timber and timberlands
|
Goodwill
|
Total
|
||||||||||||
Beginning balance December 31,
|
$
|
50.4
|
|
$
|
9.7
|
|
$
|
60.1
|
|
|
$
|
64.9
|
|
$
|
9.7
|
|
$
|
74.6
|
|
Amortization
|
(3.3
|
)
|
—
|
|
(3.3
|
)
|
|
(2.9
|
)
|
—
|
|
(2.9
|
)
|
||||||
Impairments
|
—
|
|
—
|
|
—
|
|
|
(11.6
|
)
|
—
|
|
(11.6
|
)
|
||||||
Total goodwill and other intangibles
|
$
|
47.1
|
|
$
|
9.7
|
|
$
|
56.8
|
|
|
$
|
50.4
|
|
$
|
9.7
|
|
$
|
60.1
|
|
8.
|
INVESTMENTS IN AND ADVANCES TO AFFILIATES
|
9.
|
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
|
|
December 31,
|
||||||
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Accounts payable
|
$
|
89.9
|
|
|
$
|
73.0
|
|
Salaries and wages payable
|
58.7
|
|
|
34.3
|
|
||
Taxes other than income taxes
|
3.6
|
|
|
4.5
|
|
||
Current portion of warranty reserves
|
9.0
|
|
|
6.0
|
|
||
Accrued interest
|
5.4
|
|
|
2.5
|
|
||
Accrued rebates
|
19.3
|
|
|
13.7
|
|
||
Other accrued liabilities
|
5.6
|
|
|
5.6
|
|
||
Income taxes payable
|
31.3
|
|
|
—
|
|
||
Total Accounts payable and accrued liabilities
|
$
|
222.8
|
|
|
$
|
139.6
|
|
10.
|
INCOME TAXES
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Domestic
|
$
|
98.4
|
|
|
$
|
(8.7
|
)
|
|
$
|
(66.4
|
)
|
Foreign
|
71.7
|
|
|
(80.0
|
)
|
|
(34.2
|
)
|
|||
Total
|
$
|
170.1
|
|
|
$
|
(88.7
|
)
|
|
$
|
(100.6
|
)
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Current tax provision (benefit):
|
|
|
|
|
|
||||||
U.S. federal
|
$
|
60.4
|
|
|
$
|
(2.4
|
)
|
|
$
|
(5.0
|
)
|
State and local
|
4.4
|
|
|
(0.5
|
)
|
|
0.3
|
|
|||
Foreign
|
10.4
|
|
|
2.6
|
|
|
1.6
|
|
|||
Net current tax provision (benefit)
|
75.2
|
|
|
(0.3
|
)
|
|
(3.1
|
)
|
|||
Deferred tax provision (benefit):
|
|
|
|
|
|
||||||
U.S. federal
|
(48.1
|
)
|
|
(1.1
|
)
|
|
(19.5
|
)
|
|||
State and local
|
1.2
|
|
|
(1.8
|
)
|
|
(1.2
|
)
|
|||
Foreign
|
11.7
|
|
|
(26.6
|
)
|
|
(13.3
|
)
|
|||
Net valuation allowance increase (decrease)
|
(20.2
|
)
|
|
27.1
|
|
|
9.9
|
|
|||
Net deferred tax benefit
|
(55.4
|
)
|
|
(2.4
|
)
|
|
(24.1
|
)
|
|||
Total income tax provision (benefit)
|
$
|
19.8
|
|
|
$
|
(2.7
|
)
|
|
$
|
(27.2
|
)
|
|
December 31,
|
||||||
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Property, plant and equipment
|
$
|
164.2
|
|
|
$
|
165.2
|
|
Timber and timberlands
|
11.6
|
|
|
12.0
|
|
||
Inventories
|
(6.9
|
)
|
|
(7.7
|
)
|
||
Accrued liabilities
|
(83.9
|
)
|
|
(79.7
|
)
|
||
Benefit of capital loss and NOL carryovers
|
(83.4
|
)
|
|
(137.3
|
)
|
||
Benefit of tax credit carryovers
|
(3.7
|
)
|
|
(21.0
|
)
|
||
Installment sale gain deferral
|
8.0
|
|
|
128.5
|
|
||
Market value write down of ARS
|
(8.8
|
)
|
|
(8.8
|
)
|
||
Other
|
(11.6
|
)
|
|
(12.6
|
)
|
||
Valuation allowance
|
37.9
|
|
|
56.1
|
|
||
Net deferred tax liabilities
|
$
|
23.4
|
|
|
$
|
94.7
|
|
Balance sheet classification
|
|
|
|
||||
Long-term deferred tax asset
|
(4.3
|
)
|
|
(4.8
|
)
|
||
Long-term deferred tax liability
|
27.7
|
|
|
99.5
|
|
||
|
$
|
23.4
|
|
|
$
|
94.7
|
|
Dollar amounts in millions
|
Expiration Beginning in
|
Benefit Amount
|
Valuation Allowance
|
||||
State NOL carryovers
|
2017
|
22.8
|
|
(8.4
|
)
|
||
State capital loss carryover
|
2017
|
0.1
|
|
(0.1
|
)
|
||
State credit carryovers
|
2017
|
0.7
|
|
(0.5
|
)
|
||
Canadian NOL carryovers
|
2029
|
52.9
|
|
(12.5
|
)
|
||
Canadian capital loss carryovers
|
Indefinitely
|
7.1
|
|
(7.1
|
)
|
||
Canadian credit carryovers
|
2017
|
3.0
|
|
(3.0
|
)
|
||
Brazilian NOL carryovers
|
Indefinitely
|
0.5
|
|
(0.5
|
)
|
||
|
|
$
|
87.1
|
|
$
|
(32.1
|
)
|
|
Year ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
U.S. federal tax rate
|
35
|
%
|
|
(35
|
)%
|
|
(35
|
)%
|
State and local income taxes
|
2
|
|
|
(2
|
)
|
|
(2
|
)
|
Effect of foreign tax rates
|
(5
|
)
|
|
13
|
|
|
5
|
|
Effect of foreign exchange on functional currencies
|
2
|
|
|
(8
|
)
|
|
(6
|
)
|
Tax credits
|
(12
|
)
|
|
—
|
|
|
—
|
|
Capital gain - timber
|
(15
|
)
|
|
—
|
|
|
—
|
|
Stock-based compensation
|
(2
|
)
|
|
—
|
|
|
—
|
|
Domestic manufacturing deduction
|
(2
|
)
|
|
—
|
|
|
—
|
|
Valuation allowance
|
(12
|
)
|
|
31
|
|
|
10
|
|
Uncertain tax positions
|
21
|
|
|
(4
|
)
|
|
1
|
|
Other, net
|
—
|
|
|
2
|
|
|
—
|
|
Effective tax rate (%)
|
12
|
%
|
|
(3
|
)%
|
|
(27
|
)%
|
|
December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Beginning balance
|
$
|
4.1
|
|
|
$
|
42.2
|
|
|
$
|
48.9
|
|
Increases:
|
|
|
|
|
|
||||||
Tax positions taken in current year
|
26.9
|
|
|
—
|
|
|
0.1
|
|
|||
Tax positions taken in prior years
|
10.4
|
|
|
0.9
|
|
|
1.3
|
|
|||
Decreases:
|
|
|
|
|
|
||||||
Tax positions taken in current year
|
—
|
|
|
—
|
|
|
—
|
|
|||
Tax positions taken in prior years
|
—
|
|
|
(0.5
|
)
|
|
(8.1
|
)
|
|||
Settlements during the year
|
—
|
|
|
(34.7
|
)
|
|
—
|
|
|||
Lapse of statute in current year
|
(1.6
|
)
|
|
(3.8
|
)
|
|
—
|
|
|||
Ending balance
|
$
|
39.8
|
|
|
$
|
4.1
|
|
|
$
|
42.2
|
|
11.
|
NON-OPERATING INCOME (EXPENSE)
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Interest expense
|
$
|
(32.9
|
)
|
|
$
|
(32.0
|
)
|
|
$
|
(29.9
|
)
|
Amortization of debt charges
|
(1.1
|
)
|
|
(1.1
|
)
|
|
(1.2
|
)
|
|||
Capitalized interest
|
1.9
|
|
|
1.9
|
|
|
1.3
|
|
|||
Interest expense, net of capitalized interest
|
(32.1
|
)
|
|
(31.2
|
)
|
|
(29.8
|
)
|
|||
Investment income
|
8.0
|
|
|
4.9
|
|
|
5.5
|
|
|||
SERP market adjustments
|
0.2
|
|
|
(0.5
|
)
|
|
—
|
|
|||
Investment income
|
8.2
|
|
|
4.4
|
|
|
5.5
|
|
|||
Foreign currency losses
|
2.1
|
|
|
(5.3
|
)
|
|
(3.1
|
)
|
|||
Early debt extinguishment
|
(17.3
|
)
|
|
—
|
|
|
—
|
|
|||
Other non-operating income (expense)
|
(15.2
|
)
|
|
(5.3
|
)
|
|
(3.1
|
)
|
|||
Total non-operating income (expense)
|
$
|
(39.1
|
)
|
|
$
|
(32.1
|
)
|
|
$
|
(27.4
|
)
|
12.
|
LONG-TERM DEBT
|
|
December 31,
|
|||||||||||||||||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|||||||||||||||||||||||
|
Interest Rate
|
|
Principal
|
|
Unamortized Debt Costs
|
|
Total
|
|
Principal
|
|
Unamortized Debt Costs
|
|
Total
|
|||||||||||||
Debentures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Senior unsecured notes, maturing 2024, interest rates fixed
|
4.875
|
%
|
|
$
|
350.0
|
|
|
$
|
(5.0
|
)
|
|
$
|
345.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Senior unsecured notes, maturing 2020 (redeemed 2016), interest rates fixed
|
7.5
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
350.0
|
|
|
(3.7
|
)
|
|
346.3
|
|
||||||
Bank credit facilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Chilean term credit facility, maturing 2019, interest rates fixed
|
UF+3.9%
|
|
|
7.0
|
|
|
(0.3
|
)
|
|
6.7
|
|
|
12.8
|
|
|
—
|
|
|
12.8
|
|
||||||
Brazilian export financing facility, maturing 2017, interest rates fixed
|
6.65
|
%
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
|
4.0
|
|
|
—
|
|
|
4.0
|
|
||||||
Limited recourse notes payable:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Senior notes, payable 2018, interest rates fixed
|
7.3
|
%
|
|
22.0
|
|
|
—
|
|
|
22.0
|
|
|
22.0
|
|
|
—
|
|
|
22.0
|
|
||||||
Other financing:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Non-recourse notes payable 2018, (repaid 2016) interest rates variable
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
368.7
|
|
|
(0.2
|
)
|
|
368.5
|
|
||||||
Other
|
|
|
1.3
|
|
|
|
|
1.3
|
|
|
0.3
|
|
|
|
|
0.3
|
|
|||||||||
Total
|
|
|
382.3
|
|
|
(5.3
|
)
|
|
377.0
|
|
|
757.8
|
|
|
(3.9
|
)
|
|
753.9
|
|
|||||||
Less: current portion
|
|
|
(2.6
|
)
|
|
|
|
(2.6
|
)
|
|
(2.1
|
)
|
|
|
|
(2.1
|
)
|
|||||||||
Net long-term portion
|
|
|
$
|
379.7
|
|
|
$
|
(5.3
|
)
|
|
$
|
374.4
|
|
|
$
|
755.7
|
|
|
$
|
(3.9
|
)
|
|
$
|
751.8
|
|
13.
|
RETIREMENT PLANS AND POSTRETIREMENT BENEFITS
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Service cost
|
$
|
4.3
|
|
|
$
|
3.8
|
|
|
$
|
3.5
|
|
Interest cost
|
13.1
|
|
|
13.1
|
|
|
14.1
|
|
|||
Expected return on plan assets
|
(13.1
|
)
|
|
(15.0
|
)
|
|
(16.9
|
)
|
|||
Amortization of prior service cost and net transition asset
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|||
Amortization of net actuarial loss
|
5.4
|
|
|
6.8
|
|
|
5.5
|
|
|||
Net periodic pension cost
|
$
|
10.2
|
|
|
$
|
9.2
|
|
|
$
|
6.2
|
|
Loss (gain) due to settlement
|
$
|
—
|
|
|
$
|
0.8
|
|
|
$
|
—
|
|
|
|
|
|
|
|
||||||
Discount rate
|
4.1
|
%
|
|
3.8
|
%
|
|
4.6
|
%
|
|||
Weighted rate of compensation increase
|
0.7
|
%
|
|
0.7
|
%
|
|
0.8
|
%
|
|||
Weighted expected return on plan assets
|
5.4
|
%
|
|
6.0
|
%
|
|
6.7
|
%
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Net actuarial (gain) loss
|
$
|
4.8
|
|
|
$
|
0.8
|
|
|
$
|
44.2
|
|
Amortization of net actuarial loss
|
(5.4
|
)
|
|
(7.6
|
)
|
|
(5.5
|
)
|
|||
Amortization of prior service cost
|
(0.5
|
)
|
|
(0.5
|
)
|
|
9.4
|
|
|||
Foreign exchange rate changes
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|||
Total recognized in OCI
|
$
|
(1.1
|
)
|
|
$
|
(7.4
|
)
|
|
$
|
48.1
|
|
|
December 31,
|
||||||
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Change in benefit obligation:
|
|
|
|
||||
Beginning of year balance
|
$
|
330.8
|
|
|
$
|
364.1
|
|
Service cost
|
4.3
|
|
|
3.8
|
|
||
Interest cost
|
13.1
|
|
|
13.1
|
|
||
Actuarial (gain)/loss
|
3.5
|
|
|
(19.4
|
)
|
||
Foreign exchange rate changes
|
1.6
|
|
|
(9.7
|
)
|
||
Benefits paid
|
(21.4
|
)
|
|
(21.1
|
)
|
||
End of year balance
|
$
|
331.9
|
|
|
$
|
330.8
|
|
Change in assets (fair value):
|
|
|
|
||||
Beginning of year balance
|
$
|
237.4
|
|
|
$
|
268.0
|
|
Actual return on plan assets
|
11.8
|
|
|
(5.2
|
)
|
||
Employer contribution
|
10.5
|
|
|
4.9
|
|
||
Foreign exchange rate changes
|
1.6
|
|
|
(9.2
|
)
|
||
Benefits paid
|
(21.4
|
)
|
|
(21.1
|
)
|
||
End of year balance
|
$
|
239.9
|
|
|
$
|
237.4
|
|
Funded status
|
$
|
(92.0
|
)
|
|
$
|
(93.4
|
)
|
Weighted average assumptions for obligations as of measurement date
|
|
|
|
||||
Discount rate for obligations
|
3.9
|
%
|
|
3.8
|
%
|
||
Rate of compensation increase
|
0.7
|
%
|
|
0.6
|
%
|
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Noncurrent pension assets, included in “Other assets”
|
$
|
0.9
|
|
|
$
|
0.5
|
|
Current pension liabilities, included in “Accounts payable and accrued liabilities”
|
(0.2
|
)
|
|
(3.7
|
)
|
||
Noncurrent pension liabilities, included in “Other long-term liabilities”
|
(92.7
|
)
|
|
(90.2
|
)
|
||
Total
|
$
|
(92.0
|
)
|
|
$
|
(93.4
|
)
|
Amounts recognized in other comprehensive income—pre-tax
|
|
|
|
||||
Net actuarial loss
|
$
|
140.6
|
|
|
$
|
140.8
|
|
Prior service cost
|
8.4
|
|
|
9.0
|
|
||
Total
|
$
|
149.0
|
|
|
$
|
149.8
|
|
|
Target
Allocation
2016
|
|
Actual
Allocation
|
|||||
2016
|
|
2015
|
||||||
Asset category
|
|
|
|
|
|
|||
US Plans
|
|
|
|
|
|
|||
Equity securities
|
40
|
%
|
|
40
|
%
|
|
38
|
%
|
Debt securities
|
20
|
%
|
|
20
|
%
|
|
17
|
%
|
Multi-Strategy Funds
|
40
|
%
|
|
40
|
%
|
|
45
|
%
|
Other, including cash and cash equivalents
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Total Allocation for US Plans
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
|
|
|
|
|||
Non-US Plans
|
|
|
|
|
|
|||
Equity securities
|
27
|
%
|
|
29
|
%
|
|
28
|
%
|
Debt securities
|
71
|
%
|
|
70
|
%
|
|
71
|
%
|
Other, including cash and cash equivalents
|
2
|
%
|
|
1
|
%
|
|
1
|
%
|
Total Allocation for Non-US Plans
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Dollar amounts in millions
Asset Category
|
December 31, 2016
|
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Equity investment funds:
(a)
|
|
|
|
|
|
|
|
||||||||
Domestic stock funds
|
$
|
51.3
|
|
|
$
|
38.0
|
|
|
$
|
13.3
|
|
|
$
|
—
|
|
International stock funds
|
38.5
|
|
|
13.5
|
|
|
25.0
|
|
|
—
|
|
||||
Fixed income investment funds:
(b)
|
|
|
|
|
|
|
|
||||||||
Domestic bond funds
|
36.8
|
|
|
36.8
|
|
|
—
|
|
|
—
|
|
||||
International bond funds
|
36.0
|
|
|
—
|
|
|
36.0
|
|
|
—
|
|
||||
Multi-strategy funds
(c)
|
75.1
|
|
|
62.9
|
|
|
—
|
|
|
12.2
|
|
||||
Cash & cash equivalents
|
2.2
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
||||
Total
|
$
|
239.9
|
|
|
$
|
151.2
|
|
|
$
|
76.5
|
|
|
$
|
12.2
|
|
(a)
|
Equity investments include investments in funds that are primarily invested in large capitalization U.S. and international equity securities and a mutual fund.
|
(b)
|
Fixed income investments include investments in funds that are primarily invested in a diversified portfolio of investment grade U.S. and international debt securities.
|
(c)
|
The multi-strategy funds invest in various hedge funds that employ a fund of funds strategy.
|
Dollar amounts in millions
Asset Category
|
December 31, 2015
|
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Equity investment funds:
(a)
|
|
|
|
|
|
|
|
||||||||
Domestic stock funds
|
$
|
50.7
|
|
|
$
|
39.0
|
|
|
$
|
11.7
|
|
|
$
|
—
|
|
International stock funds
|
34.0
|
|
|
11.7
|
|
|
22.3
|
|
|
—
|
|
||||
Fixed income investment funds:
(b)
|
|
|
|
|
|
|
|
|
|||||||
Domestic bond funds
|
32.1
|
|
|
32.1
|
|
|
—
|
|
|
—
|
|
||||
International bond funds
|
34.5
|
|
|
—
|
|
|
34.5
|
|
|
—
|
|
||||
Multi-strategy funds
(c)
|
84.2
|
|
|
70.9
|
|
|
—
|
|
|
13.3
|
|
||||
Cash & cash equivalents
|
1.9
|
|
|
—
|
|
|
1.9
|
|
|
—
|
|
||||
Total
|
$
|
237.4
|
|
|
$
|
153.7
|
|
|
$
|
70.4
|
|
|
$
|
13.3
|
|
(a)
|
Equity investments include investments in funds that are primarily invested in large capitalization U.S. and international equity securities and a mutual fund.
|
(b)
|
Fixed income investments include investments in funds that are primarily invested in a diversified portfolio of investment grade U.S. and international debt securities.
|
(c)
|
The multi-strategy funds invest in various hedge funds that employ a fund of funds strategy.
|
Dollar amounts in millions
|
Multi-Strategy
Funds
|
||
Balance at January 1, 2015
|
$
|
26.1
|
|
Total unrealized gains (losses)
|
—
|
|
|
Contribution (redemption)
|
(13.0
|
)
|
|
Management fees
|
0.2
|
|
|
Balance at December 31, 2015
|
$
|
13.3
|
|
Total unrealized gains (losses)
|
$
|
0.3
|
|
Contribution (redemption)
|
(1.5
|
)
|
|
Management fees
|
0.1
|
|
|
Balance at December 31, 2016
|
$
|
12.2
|
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Total stock-based compensation expense (costs of sales and general and administrative)
|
$
|
13.0
|
|
|
$
|
9.3
|
|
|
$
|
9.4
|
|
Income tax benefit related to stock-based compensation
|
$
|
3.4
|
|
|
|
|
|
||||
Impact on cash flow due to taxes paid related to net share settlement of equity awards
|
$
|
9.2
|
|
|
$
|
6.1
|
|
|
$
|
1.5
|
|
Share amounts in thousands
|
Options/
SSARs
|
|
Weighted
Average
Exercise Price
|
|
Weighted
Average
Contractual
Term (in years)
|
|
Aggregate
Intrinsic
Value
(in millions)
|
|||||
Outstanding at January 1, 2014
|
6,937
|
|
|
$
|
14.26
|
|
|
|
|
|
||
Granted
|
494
|
|
|
$
|
18.09
|
|
|
|
|
|
||
Exercised
|
(43
|
)
|
|
$
|
9.92
|
|
|
|
|
|
||
Canceled
|
(384
|
)
|
|
$
|
21.14
|
|
|
|
|
|
||
Outstanding at December 31, 2014
|
7,004
|
|
|
$
|
14.19
|
|
|
|
|
|
||
Granted
|
378
|
|
|
$
|
17.04
|
|
|
|
|
|
||
Exercised
|
(1,334
|
)
|
|
$
|
10.76
|
|
|
|
|
|
||
Canceled
|
(309
|
)
|
|
$
|
25.83
|
|
|
|
|
|
||
Outstanding at December 31, 2015
|
5,739
|
|
|
$
|
14.54
|
|
|
|
|
|
||
Granted
|
509
|
|
|
$
|
15.74
|
|
|
|
|
|
||
Exercised
|
(1,593
|
)
|
|
$
|
7.84
|
|
|
|
|
|
||
Canceled
|
(426
|
)
|
|
$
|
28.18
|
|
|
|
|
|
||
Outstanding at December 31, 2016
|
4,229
|
|
|
$
|
15.84
|
|
|
4.3
|
|
$
|
17.4
|
|
Vested and expected to vest at December 31, 2016
(1)
|
4,181
|
|
|
$
|
15.84
|
|
|
4.3
|
|
$
|
17.3
|
|
Exercisable at December 31, 2016
|
3,352
|
|
|
$
|
15.68
|
|
|
3.3
|
|
$
|
15.3
|
|
(1)
|
Expected to vest based upon historical forfeiture rate
|
|
Shares
|
|
Weighted
Average
Contractual
Term (in years)
|
|
Aggregate
Intrinsic
Value
(in millions)
|
|||
Outstanding at January 1, 2014
|
752,595
|
|
|
|
|
|
||
Granted
|
123,982
|
|
|
|
|
|
||
Vested
|
(253,834
|
)
|
|
|
|
|
||
Canceled
|
(29,130
|
)
|
|
|
|
|
||
Outstanding at December 31, 2014
|
593,613
|
|
|
|
|
|
||
Granted
|
252,629
|
|
|
|
|
|
||
Vested
|
(285,495
|
)
|
|
|
|
|
||
Canceled
|
(24,765
|
)
|
|
|
|
|
||
Outstanding at December 31, 2015
|
535,982
|
|
|
|
|
|
||
Granted
|
297,173
|
|
|
|
|
|
||
Vested
|
(147,676
|
)
|
|
|
|
|
||
Canceled
|
(9,212
|
)
|
|
|
|
|
||
Outstanding at December 31, 2016
|
676,267
|
|
|
1.1
|
|
$
|
12.8
|
|
|
Number
of Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|||
Outstanding at January 1, 2014
|
512,085
|
|
|
$
|
11.48
|
|
Granted
|
122,649
|
|
|
17.93
|
|
|
Restrictions lapsing
|
(170,567
|
)
|
|
9.54
|
|
|
Canceled
|
(11,021
|
)
|
|
12.35
|
|
|
Outstanding at December 31, 2014
|
453,146
|
|
|
13.93
|
|
|
Granted
|
69,744
|
|
|
17.04
|
|
|
Restrictions lapsing
|
(225,645
|
)
|
|
8.71
|
|
|
Canceled
|
(14,544
|
)
|
|
19.29
|
|
|
Outstanding at December 31, 2015
|
282,701
|
|
|
18.59
|
|
|
Granted
|
160,441
|
|
|
15.74
|
|
|
Restrictions lapsing
|
(97,605
|
)
|
|
20.49
|
|
|
Canceled
|
—
|
|
|
—
|
|
|
Outstanding at December 31, 2016
|
345,537
|
|
|
$
|
16.73
|
|
Dollar amounts in millions
|
Year ended December 31,
|
||||||
2016
|
|
2015
|
|||||
Beginning balance
|
$
|
10.0
|
|
|
$
|
8.6
|
|
Accretion expense
|
0.8
|
|
|
0.7
|
|
||
Adjusted to expense during the year
|
(0.3
|
)
|
|
—
|
|
||
Adjusted to expense through other operating credits and charges, net
|
—
|
|
|
1.4
|
|
||
Payments made
|
(0.4
|
)
|
|
(0.3
|
)
|
||
Translation
|
0.1
|
|
|
(0.4
|
)
|
||
Ending balance
|
$
|
10.2
|
|
|
$
|
10.0
|
|
Dollar amounts in millions
|
Year ended December 31,
|
||||||||||
2016
|
|
2015
|
|
2014
|
|||||||
Insurance recovery
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.5
|
|
Contingent consideration fair value adjustment
|
—
|
|
|
0.2
|
|
|
3.2
|
|
|||
Addition to workers' compensation reserves
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|||
Adjustments to retirement accounts
|
—
|
|
|
(0.8
|
)
|
|
—
|
|
|||
Gain due to forfeiture of deposit
|
—
|
|
|
—
|
|
|
1.0
|
|
|||
Loss related to intangible forest license
|
—
|
|
|
(11.6
|
)
|
|
—
|
|
|||
Loss due to marketing settlement
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|||
Adjustment to product related warranty reserves
|
(16.9
|
)
|
|
1.4
|
|
|
(11.3
|
)
|
|||
Additions to environmental related contingency reserves and asset retirement obligations
|
—
|
|
|
(4.6
|
)
|
|
(0.5
|
)
|
|||
Other
|
(0.5
|
)
|
|
0.1
|
|
|
—
|
|
|||
|
$
|
(17.4
|
)
|
|
$
|
(16.3
|
)
|
|
$
|
(7.5
|
)
|
Other operating charges and credits associated with unconsolidated affiliates:
|
|
|
|
|
|
||||||
Valuation allowance associated with deferred taxes
|
—
|
|
|
0.7
|
|
|
1.0
|
|
|||
|
$
|
—
|
|
|
$
|
0.7
|
|
|
$
|
1.0
|
|
•
|
a loss of
$16.9 million
related to an increase in product related warranty reserves and a related adjustment of $
0.5 million
to value added taxes associated with CanExel products sold in specific geographic locations and for a specific time period.
|
•
|
a gain of $
0.2 million
related to fair market value adjustments to the contingent consideration payable in connection with a business combination (see Note 3 for additional discussions on fair value measurements);
|
•
|
a loss of $
0.8 million
related to a pension settlement (see Note 14 for additional discussion);
|
•
|
a write-off of
$11.6 million
related to the cancellation of an intangible forest license by the Ministry of Forestry in Quebec associated with an indefinitely curtailed OSB mill;
|
•
|
a loss of $
1.0 million
due to a marketing settlement with a customer;
|
•
|
a gain of
$1.4 million
related to an decrease in product related warranty reserves associated with SmartSide siding products due to reduced claims activity; and
|
•
|
a loss of
$4.6 million
related to an increase in environmental reserves and related asset retirement obligations associated with a site where LP previously operated a vinyl siding manufacturing facility.
|
•
|
a gain of
$0.5 million
related to to proceeds received from an insurance claim;
|
•
|
a gain of
$3.2 million
in relation to the fair market value adjustment of the contingent consideration payable in connection with a business combination. (see Note 3for additional discussions on fair value measurements);
|
•
|
a loss of
$0.4 million
associated with a workers' compensation reserve adjustment at an OSB mill;
|
•
|
a gain of $
1.0 million
due to the forfeiture of a deposited posted with LP in relation to assets held for sale;
|
•
|
a loss of
$11.3 million
related to an increase in product related warranty reserves associated with CanExel products sold in specific geographic locations and for a specific time period; and
|
•
|
a loss of
$0.5 million
related to an increase in environmental reserves associated with a previously owned plywood mill.
|
Dollar amounts in millions
|
Year ended December 31,
|
||||||||||
2016
|
|
2015
|
|
2014
|
|||||||
Impairment charges on long-lived assets
|
$
|
(0.8
|
)
|
|
$
|
(1.5
|
)
|
|
$
|
—
|
|
Gain (loss) on sale or other disposition of other long-lived assets
|
9.2
|
|
|
(0.6
|
)
|
|
3.1
|
|
|||
|
$
|
8.4
|
|
|
$
|
(2.1
|
)
|
|
$
|
3.1
|
|
•
|
a loss of
$0.8 million
related to the impairment on certain manufacturing assets associated with various OSB mills;
|
•
|
a gain of
$10.6 million
related to the exchange of an idled OSB mill; and
|
•
|
a loss of
$1.4 million
related to the disposal of various assets no longer used.
|
•
|
a loss of
$1.2 million
related to the impairment on certain manufacturing assets associated with various OSB mills;
|
•
|
a loss of
$0.3 million
related to the write-off of certain logging roads associated to the Chambord timber license (see Note 16 for further discussion); and
|
•
|
a loss of
$0.6 million
related to the disposal of various assets no longer used.
|
•
|
a gain of
$3.7 million
related to the sale of the Athens Georgia facility; and
|
•
|
a loss of
$0.6 million
associated with the retirement of environmental equipment.
|
|
December 31,
|
||||||
Dollar amounts in millions
|
2016
|
|
2015
|
||||
Environmental reserves
|
$
|
15.9
|
|
|
$
|
16.6
|
|
Other reserves
|
0.2
|
|
|
0.2
|
|
||
Total contingencies
|
16.1
|
|
|
16.8
|
|
||
Current portion
|
(3.4
|
)
|
|
(1.3
|
)
|
||
Long-term portion
|
$
|
12.7
|
|
|
$
|
15.5
|
|
•
|
Approximately
$2.0 million
of costs, relating to two sites, pursuant to formal cost-sharing arrangements between LP and one or more third parties.
|
•
|
Approximately
$2.0 million
of costs, related to two transactions each covering multiple sites, pursuant to agreements contained in purchase and sale documents where LP has sold an asset to a third party and that third party has assumed responsibility for all or a portion of any remediation costs required for the sold asset.
|
•
|
Approximately
$0.3 million
of costs, related to one site undergoing cleanup pursuant to federal or state environmental laws, where multiple parties are involved.
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Beginning balance
|
$
|
16.6
|
|
|
$
|
13.6
|
|
|
$
|
14.9
|
|
Adjusted to expense (income) during the year
|
0.7
|
|
|
0.5
|
|
|
1.3
|
|
|||
Adjusted to expense (income) through other operating credits and charges, net
|
—
|
|
|
3.2
|
|
|
0.5
|
|
|||
Payments made
|
(1.4
|
)
|
|
(0.7
|
)
|
|
(3.1
|
)
|
|||
Ending balance
|
$
|
15.9
|
|
|
$
|
16.6
|
|
|
$
|
13.6
|
|
•
|
In connection with various sales of LP’s timberlands, LP has agreed to indemnify various buyers with respect to losses resulting from breaches of limited representations and warranties contained in these agreements. These indemnities generally are capped at a maximum potential liability and have an unspecified duration.
|
•
|
In connection with the sale by LP Canada Pulp Ltd (LPCP) of its pulp mill in Chetwynd, BC, Canada to Tembec, Ltd in October 2002, LP provided an indemnity of unspecified duration provided by LPCP for liabilities arising out of pre-closing operations. These indemnities, which do not extend to environmental liabilities, are capped at
C$15.0 million
in the aggregate.
|
•
|
In connection with the mill exchange by LP Canada of its non-operating OSB mill in Chambord, Quebec to Norbord in November 2016, LP provided an indemnity for liabilities arising out of pre-closing operations. These indemnities are capped at
C$5.0 million
in aggregate.
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
Beginning balance
|
$
|
21.0
|
|
|
$
|
31.4
|
|
|
$
|
29.3
|
|
Accrued to expense during the year
|
0.8
|
|
|
0.7
|
|
|
0.6
|
|
|||
Accrued/ (credited) to other operating credits and charges
|
16.9
|
|
|
(1.4
|
)
|
|
11.3
|
|
|||
Accrued to discontinued operations
|
0.5
|
|
|
2.5
|
|
|
3.0
|
|
|||
Foreign currency translation
|
(0.2
|
)
|
|
(0.5
|
)
|
|
(1.2
|
)
|
|||
Payments made
|
(14.9
|
)
|
|
(11.7
|
)
|
|
(11.6
|
)
|
|||
Total warranty reserves
|
24.1
|
|
|
21.0
|
|
|
31.4
|
|
|||
Current portion of warranty reserves
|
(9.0
|
)
|
|
(6.0
|
)
|
|
(12.0
|
)
|
|||
Long term portion of warranty reserves
|
$
|
15.1
|
|
|
$
|
15.0
|
|
|
$
|
19.4
|
|
Dollar amounts in millions
|
|
2016
|
|
2015
|
|
2014
|
||||||
Operating loss
|
|
$
|
(0.8
|
)
|
|
$
|
(3.2
|
)
|
|
$
|
(3.0
|
)
|
Cash provided by (used in) operations from discontinued operations
|
|
(2.6
|
)
|
|
(4.3
|
)
|
|
(4.2
|
)
|
|
|
|
Pension adjustments
|
|
|
|
|
|
|
||||||||||||||
Dollar amounts in millions
|
Foreign
currency
translation
adjustments
|
|
Actuarial losses
|
|
Prior service costs
|
|
Unrealized
gain (loss)
on investments
|
|
Other
|
|
Total
|
||||||||||||
Balance at January 1, 2014
|
$
|
(19.2
|
)
|
|
$
|
(64.4
|
)
|
|
$
|
(5.9
|
)
|
|
$
|
2.0
|
|
|
$
|
(1.7
|
)
|
|
$
|
(89.2
|
)
|
Other comprehensive income (loss) before reclassifications
|
(14.5
|
)
|
|
(25.5
|
)
|
|
—
|
|
|
0.9
|
|
|
0.5
|
|
|
(38.6
|
)
|
||||||
Income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
|
|
|
(0.3
|
)
|
||||||
Net other comprehensive income (loss) before reclassifications
|
(14.5
|
)
|
|
(25.5
|
)
|
|
—
|
|
|
0.6
|
|
|
0.5
|
|
|
(38.9
|
)
|
||||||
Amounts reclassified from accumulated comprehensive income (loss)
|
—
|
|
|
(5.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.5
|
)
|
||||||
Income taxes
|
—
|
|
|
2.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.3
|
|
||||||
Net amounts reclassified from cumulative other comprehensive income (loss)
|
—
|
|
|
(3.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.2
|
)
|
||||||
Total other comprehensive income (loss)
|
(14.5
|
)
|
|
(28.7
|
)
|
|
—
|
|
|
0.6
|
|
|
0.5
|
|
|
(42.1
|
)
|
||||||
Balance at December 31, 2014
|
(33.7
|
)
|
|
(93.1
|
)
|
|
(5.9
|
)
|
|
2.6
|
|
|
(1.2
|
)
|
|
(131.3
|
)
|
||||||
Other comprehensive income (loss) before reclassifications
|
(21.4
|
)
|
|
9.5
|
|
|
0.7
|
|
|
1.4
|
|
|
0.2
|
|
|
(9.6
|
)
|
||||||
Income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|
—
|
|
|
(0.7
|
)
|
||||||
Net other comprehensive income (loss) before reclassifications
|
(21.4
|
)
|
|
9.5
|
|
|
0.7
|
|
|
0.7
|
|
|
0.2
|
|
|
(10.3
|
)
|
||||||
Amounts reclassified from accumulated comprehensive income (loss)
|
—
|
|
|
(6.8
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
(7.3
|
)
|
||||||
Income taxes
|
|
|
|
2.6
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
2.8
|
|
||||||
Net amounts reclassified from cumulative other comprehensive income (loss)
|
—
|
|
|
(4.2
|
)
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
(4.5
|
)
|
||||||
Total other comprehensive income (loss)
|
(21.4
|
)
|
|
5.3
|
|
|
0.4
|
|
|
0.7
|
|
|
0.2
|
|
|
(14.8
|
)
|
||||||
Balance at December 31, 2015
|
(55.1
|
)
|
|
(87.8
|
)
|
|
(5.5
|
)
|
|
3.3
|
|
|
(1.0
|
)
|
|
(146.1
|
)
|
||||||
Other comprehensive income (loss) before reclassifications
|
8.8
|
|
|
(5.3
|
)
|
|
—
|
|
|
(1.0
|
)
|
|
0.4
|
|
|
2.9
|
|
||||||
Income taxes
|
—
|
|
|
1.9
|
|
|
—
|
|
|
0.4
|
|
|
(0.1
|
)
|
|
2.2
|
|
||||||
Net other comprehensive income (loss) before reclassifications
|
8.8
|
|
|
(3.4
|
)
|
|
—
|
|
|
(0.6
|
)
|
|
0.3
|
|
|
5.1
|
|
||||||
Amounts reclassified from accumulated comprehensive income (loss)
|
—
|
|
|
5.5
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
6.0
|
|
||||||
Income taxes
|
—
|
|
|
(2.0
|
)
|
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
(2.2
|
)
|
||||||
Net amounts reclassified from cumulative other comprehensive income (loss)
|
—
|
|
|
3.5
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
3.8
|
|
||||||
Total other comprehensive income (loss)
|
8.8
|
|
|
0.1
|
|
|
0.3
|
|
|
(0.6
|
)
|
|
0.3
|
|
|
8.9
|
|
||||||
Balance at December 31, 2016
|
$
|
(46.3
|
)
|
|
$
|
(87.7
|
)
|
|
$
|
(5.2
|
)
|
|
$
|
2.7
|
|
|
$
|
(0.7
|
)
|
|
$
|
(137.2
|
)
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
SALES BY BUSINESS SEGMENT
|
|
|
|
|
|
||||||
OSB
|
$
|
1,027.7
|
|
|
$
|
807.5
|
|
|
$
|
855.2
|
|
Siding
|
752.3
|
|
|
636.4
|
|
|
617.3
|
|
|||
Engineered Wood Products
|
296.9
|
|
|
286.1
|
|
|
281.0
|
|
|||
South America
|
136.9
|
|
|
134.9
|
|
|
150.4
|
|
|||
Other products
|
26.9
|
|
|
29.0
|
|
|
32.8
|
|
|||
Intersegment Sales
|
(7.3
|
)
|
|
(1.4
|
)
|
|
(1.9
|
)
|
|||
Total sales
|
$
|
2,233.4
|
|
|
$
|
1,892.5
|
|
|
$
|
1,934.8
|
|
PROFIT (LOSS) BY BUSINESS SEGMENT
|
|
|
|
|
|
||||||
OSB
|
$
|
186.2
|
|
|
$
|
(46.3
|
)
|
|
$
|
(52.6
|
)
|
Siding
|
126.1
|
|
|
93.2
|
|
|
79.8
|
|
|||
Engineered Wood Products
|
(5.8
|
)
|
|
(7.3
|
)
|
|
(14.0
|
)
|
|||
South America
|
17.0
|
|
|
9.8
|
|
|
11.3
|
|
|||
Other products
|
(1.6
|
)
|
|
(2.8
|
)
|
|
(3.5
|
)
|
|||
Other operating credits and charges, net
|
(17.4
|
)
|
|
(16.3
|
)
|
|
(7.5
|
)
|
|||
Gain (loss) on sales of and impairments of long-lived assets
|
8.4
|
|
|
(2.1
|
)
|
|
3.1
|
|
|||
General corporate and other expense, net
|
(103.7
|
)
|
|
(84.8
|
)
|
|
(89.8
|
)
|
|||
Interest expense, net of capitalized interest
|
(32.1
|
)
|
|
(31.2
|
)
|
|
(29.8
|
)
|
|||
Investment income
|
8.2
|
|
|
4.4
|
|
|
5.5
|
|
|||
Other non-operating income (expense)
|
(15.2
|
)
|
|
(5.3
|
)
|
|
(3.1
|
)
|
|||
Income (loss) from continuing operations before taxes
|
170.1
|
|
|
(88.7
|
)
|
|
(100.6
|
)
|
|||
Provision (benefit) for income taxes
|
19.8
|
|
|
(2.7
|
)
|
|
(27.2
|
)
|
|||
Income (loss) from continuing operations
|
$
|
150.3
|
|
|
$
|
(86.0
|
)
|
|
$
|
(73.4
|
)
|
|
|
|
|
|
|
|
Year ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
DEPRECIATION AND AMORTIZATION
|
|
|
|
|
|
||||||
OSB
|
$
|
58.6
|
|
|
$
|
57.0
|
|
|
$
|
56.1
|
|
Siding
|
27.4
|
|
|
19.7
|
|
|
17.4
|
|
|||
Engineered Wood Products
|
12.7
|
|
|
12.6
|
|
|
13.7
|
|
|||
South America
|
8.6
|
|
|
7.9
|
|
|
9.1
|
|
|||
Other products
|
2.3
|
|
|
1.8
|
|
|
1.1
|
|
|||
Non-segment related
|
3.2
|
|
|
2.9
|
|
|
3.3
|
|
|||
Total depreciation and amortization
|
$
|
112.8
|
|
|
$
|
101.9
|
|
|
$
|
100.7
|
|
|
|
|
|
|
|
||||||
CAPITAL EXPENDITURES
|
|
|
|
|
|
||||||
OSB
|
$
|
49.3
|
|
|
$
|
26.5
|
|
|
$
|
26.3
|
|
Siding
|
49.9
|
|
|
75.7
|
|
|
33.0
|
|
|||
Engineered Wood Products
|
5.3
|
|
|
4.1
|
|
|
5.3
|
|
|||
South America
|
8.7
|
|
|
6.0
|
|
|
7.4
|
|
|||
Other products
|
8.1
|
|
|
1.1
|
|
|
—
|
|
|||
Non-segment related
|
3.5
|
|
|
0.4
|
|
|
8.1
|
|
|||
Total capital expenditures
|
$
|
124.8
|
|
|
$
|
113.8
|
|
|
$
|
80.1
|
|
Dollar amounts in millions
|
December 31,
|
||||||
2016
|
|
2015
|
|||||
IDENTIFIABLE ASSETS
|
|
|
|
||||
OSB
|
$
|
555.0
|
|
|
$
|
596.9
|
|
Siding
|
344.1
|
|
|
316.3
|
|
||
Engineered Wood Products
|
115.6
|
|
|
119.6
|
|
||
South America
|
85.5
|
|
|
92.7
|
|
||
Other products
|
75.9
|
|
|
40.4
|
|
||
Non-segment related
|
855.1
|
|
|
1,010.4
|
|
||
Total assets
|
$
|
2,031.2
|
|
|
$
|
2,176.3
|
|
|
Year ended December 31,
|
||||||||||
Dollar amounts in millions
|
2016
|
|
2015
|
|
2014
|
||||||
GEOGRAPHIC LOCATIONS
|
|
|
|
|
|
||||||
Total Sales—Point of origin
|
|
|
|
|
|
||||||
U.S.
|
$
|
1,882
|
|
|
$
|
1,551
|
|
|
$
|
1,514
|
|
Canada
|
682
|
|
|
491
|
|
|
580
|
|
|||
South America
|
137
|
|
|
135
|
|
|
150
|
|
|||
Intersegment sales
|
(468
|
)
|
|
(285
|
)
|
|
(309
|
)
|
|||
Total Sales
|
$
|
2,233
|
|
|
$
|
1,892
|
|
|
$
|
1,935
|
|
Operating profit (loss)
|
|
|
|
|
|
||||||
U.S.
|
$
|
235
|
|
|
$
|
84
|
|
|
$
|
27
|
|
Canada
|
70
|
|
|
(47
|
)
|
|
(17
|
)
|
|||
South America
|
17
|
|
|
10
|
|
|
11
|
|
|||
Other operating credits and charges, net and gain (loss) on sales of and impairments of long-lived assets
|
(9
|
)
|
|
(18
|
)
|
|
(4
|
)
|
|||
General corporate expense, loss on early debt extinguishment, other income(expense) and interest, net
|
(143
|
)
|
|
(118
|
)
|
|
(118
|
)
|
|||
|
170
|
|
|
(89
|
)
|
|
(101
|
)
|
|||
Provision (benefit) for income taxes
|
20
|
|
|
(3
|
)
|
|
(27
|
)
|
|||
Income (loss) from continuing operations
|
$
|
150
|
|
|
$
|
(86
|
)
|
|
$
|
(73
|
)
|
|
|
|
|
|
|
||||||
IDENTIFIABLE TANGIBLE LONG LIVED ASSETS
|
|
|
|
|
|
||||||
U.S.
|
$
|
516
|
|
|
$
|
506
|
|
|
$
|
523
|
|
Canada
|
365
|
|
|
360
|
|
|
329
|
|
|||
South America
|
57
|
|
|
50
|
|
|
66
|
|
|||
Total assets
|
$
|
938
|
|
|
$
|
916
|
|
|
$
|
918
|
|
|
1ST QTR
|
|
2ND QTR
|
|
3RD QTR
|
|
4TH QTR
|
||||||||||||||||||||||||
(Dollars in millions, except per share)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||
QUARTERLY DATA
|
|||||||||||||||||||||||||||||||
Net sales
|
$
|
504.6
|
|
|
$
|
471.7
|
|
|
$
|
582.4
|
|
|
$
|
493.0
|
|
|
$
|
596.4
|
|
|
$
|
464.9
|
|
|
$
|
550.0
|
|
|
$
|
462.9
|
|
Income (loss) from continuing operations before taxes, equity in (income) loss of unconsolidated affiliates
|
13.2
|
|
|
(41.5
|
)
|
|
46.4
|
|
|
(19.9
|
)
|
|
56.7
|
|
|
(29.0
|
)
|
|
48.6
|
|
|
(5.0
|
)
|
||||||||
Income (loss) from continuing operations
|
10.3
|
|
|
(34.5
|
)
|
|
31.7
|
|
|
(19.5
|
)
|
|
65.6
|
|
|
(24.6
|
)
|
|
42.7
|
|
|
(7.4
|
)
|
||||||||
Net income (loss)
|
$
|
10.3
|
|
|
$
|
(34.5
|
)
|
|
$
|
31.7
|
|
|
$
|
(19.5
|
)
|
|
$
|
65.6
|
|
|
$
|
(26.5
|
)
|
|
$
|
42.2
|
|
|
$
|
(7.6
|
)
|
Income (loss) from continuing operations per share—basic
|
$
|
0.07
|
|
|
$
|
(0.24
|
)
|
|
$
|
0.22
|
|
|
$
|
(0.14
|
)
|
|
$
|
0.46
|
|
|
$
|
(0.17
|
)
|
|
$
|
0.30
|
|
|
$
|
(0.05
|
)
|
Income (loss) from continuing operations per share—diluted
|
$
|
0.07
|
|
|
$
|
(0.24
|
)
|
|
$
|
0.22
|
|
|
$
|
(0.14
|
)
|
|
$
|
0.45
|
|
|
$
|
(0.19
|
)
|
|
$
|
0.29
|
|
|
$
|
(0.05
|
)
|
Net income (loss) per share—basic
|
$
|
0.07
|
|
|
$
|
(0.24
|
)
|
|
$
|
0.22
|
|
|
$
|
(0.14
|
)
|
|
$
|
0.46
|
|
|
$
|
(0.17
|
)
|
|
$
|
0.29
|
|
|
$
|
(0.05
|
)
|
Net income (loss) per share—diluted
|
$
|
0.07
|
|
|
$
|
(0.24
|
)
|
|
$
|
0.22
|
|
|
$
|
(0.14
|
)
|
|
$
|
0.45
|
|
|
$
|
(0.19
|
)
|
|
$
|
0.29
|
|
|
$
|
(0.05
|
)
|
SALES BY SEGMENT:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
OSB
|
$
|
217.0
|
|
|
$
|
190.2
|
|
|
$
|
252.8
|
|
|
$
|
211.0
|
|
|
$
|
282.1
|
|
|
$
|
200.0
|
|
|
$
|
275.8
|
|
|
$
|
206.3
|
|
Siding
|
181.3
|
|
|
173.5
|
|
|
207.2
|
|
|
163.9
|
|
|
194.8
|
|
|
157.8
|
|
|
169.0
|
|
|
141.2
|
|
||||||||
Engineered wood products
|
71.8
|
|
|
64.8
|
|
|
78.0
|
|
|
72.0
|
|
|
80.7
|
|
|
74.4
|
|
|
66.4
|
|
|
74.9
|
|
||||||||
South America
|
30.5
|
|
|
35.9
|
|
|
41.0
|
|
|
38.7
|
|
|
31.7
|
|
|
26.8
|
|
|
33.7
|
|
|
33.5
|
|
||||||||
Other
|
6.1
|
|
|
7.3
|
|
|
6.6
|
|
|
7.4
|
|
|
7.6
|
|
|
6.8
|
|
|
6.6
|
|
|
7.5
|
|
||||||||
Intersegment sales
|
(2.1
|
)
|
|
—
|
|
|
(3.2
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
(0.9
|
)
|
|
(1.5
|
)
|
|
(0.5
|
)
|
||||||||
Total net sales
|
$
|
504.6
|
|
|
$
|
471.7
|
|
|
$
|
582.4
|
|
|
$
|
493.0
|
|
|
$
|
596.4
|
|
|
$
|
464.9
|
|
|
$
|
550.0
|
|
|
$
|
462.9
|
|
PROFIT (LOSS) BY BUSINESS SEGMENT
|
|||||||||||||||||||||||||||||||
OSB
|
$
|
15.3
|
|
|
$
|
(28.4
|
)
|
|
$
|
44.0
|
|
|
$
|
(18.1
|
)
|
|
$
|
67.4
|
|
|
$
|
(11.1
|
)
|
|
$
|
59.5
|
|
|
$
|
11.3
|
|
Siding
|
26.9
|
|
|
32.9
|
|
|
41.8
|
|
|
29.2
|
|
|
35.2
|
|
|
17.2
|
|
|
22.2
|
|
|
13.9
|
|
||||||||
Engineered wood products
|
(2.5
|
)
|
|
(4.1
|
)
|
|
0.5
|
|
|
(2.3
|
)
|
|
—
|
|
|
(0.9
|
)
|
|
(3.8
|
)
|
|
—
|
|
||||||||
South America
|
5.1
|
|
|
2.4
|
|
|
6.9
|
|
|
2.0
|
|
|
3.3
|
|
|
2.4
|
|
|
1.7
|
|
|
3.0
|
|
||||||||
Other
|
(0.4
|
)
|
|
(0.9
|
)
|
|
(0.2
|
)
|
|
(1.0
|
)
|
|
(0.4
|
)
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|
(0.3
|
)
|
||||||||
Other operating credits and charges, net
|
—
|
|
|
(11.6
|
)
|
|
(11.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
(6.0
|
)
|
|
(3.7
|
)
|
||||||||
(Gain) Loss on sale of and impairment of long-lived assets
|
—
|
|
|
(0.1
|
)
|
|
(0.7
|
)
|
|
(0.5
|
)
|
|
(0.3
|
)
|
|
(0.9
|
)
|
|
9.4
|
|
|
(0.6
|
)
|
||||||||
General corporate and other expenses, net
|
(24.0
|
)
|
|
(22.7
|
)
|
|
(27.2
|
)
|
|
(22.0
|
)
|
|
(26.9
|
)
|
|
(20.5
|
)
|
|
(25.6
|
)
|
|
(19.6
|
)
|
||||||||
Non-operating income (expense)
|
0.5
|
|
|
(2.2
|
)
|
|
1.4
|
|
|
0.4
|
|
|
(13.7
|
)
|
|
(3.7
|
)
|
|
(3.4
|
)
|
|
0.2
|
|
||||||||
Investment income
|
1.8
|
|
|
1.4
|
|
|
2.1
|
|
|
1.0
|
|
|
2.5
|
|
|
0.5
|
|
|
1.8
|
|
|
1.5
|
|
||||||||
Interest expense, net of capitalized interest
|
(8.0
|
)
|
|
(7.5
|
)
|
|
(9.3
|
)
|
|
(7.2
|
)
|
|
(9.0
|
)
|
|
(8.4
|
)
|
|
(5.8
|
)
|
|
(8.1
|
)
|
||||||||
Income (loss) from operations before taxes
|
14.7
|
|
|
(40.8
|
)
|
|
47.9
|
|
|
(18.5
|
)
|
|
58.1
|
|
|
(27.0
|
)
|
|
49.4
|
|
|
(2.4
|
)
|
||||||||
Provision (benefit) for income taxes
|
4.4
|
|
|
(6.3
|
)
|
|
16.2
|
|
|
1.0
|
|
|
(7.5
|
)
|
|
(2.4
|
)
|
|
6.7
|
|
|
5.0
|
|
||||||||
Income (loss) from continuing operations
|
$
|
10.3
|
|
|
$
|
(34.5
|
)
|
|
$
|
31.7
|
|
|
$
|
(19.5
|
)
|
|
$
|
65.6
|
|
|
$
|
(24.6
|
)
|
|
$
|
42.7
|
|
|
$
|
(7.4
|
)
|
ADJUSTED EBITDA FROM CONTINUING OPERATIONS
|
|||||||||||||||||||||||||||||||
OSB
|
$
|
30.0
|
|
|
$
|
(13.4
|
)
|
|
$
|
59.0
|
|
|
$
|
(3.7
|
)
|
|
$
|
83.0
|
|
|
$
|
3.9
|
|
|
$
|
73.8
|
|
|
$
|
24.9
|
|
Siding
|
34.4
|
|
|
38.1
|
|
|
49.2
|
|
|
34.6
|
|
|
41.7
|
|
|
22.3
|
|
|
29.1
|
|
|
18.7
|
|
||||||||
Engineered wood products
|
0.8
|
|
|
(0.4
|
)
|
|
3.9
|
|
|
0.6
|
|
|
4.0
|
|
|
2.5
|
|
|
(1.2
|
)
|
|
3.1
|
|
||||||||
South America
|
7.0
|
|
|
4.5
|
|
|
9.1
|
|
|
4.1
|
|
|
5.8
|
|
|
4.4
|
|
|
3.7
|
|
|
4.7
|
|
||||||||
Other
|
—
|
|
|
(0.5
|
)
|
|
0.2
|
|
|
(0.5
|
)
|
|
0.5
|
|
|
(0.2
|
)
|
|
—
|
|
|
0.2
|
|
||||||||
Corporate
|
(20.4
|
)
|
|
(22.2
|
)
|
|
(22.5
|
)
|
|
(18.9
|
)
|
|
(24.1
|
)
|
|
(21.9
|
)
|
|
(20.9
|
)
|
|
(17.9
|
)
|
||||||||
Total Adjusted EBITDA from continuing operations
|
$
|
51.8
|
|
|
$
|
6.1
|
|
|
$
|
98.9
|
|
|
$
|
16.2
|
|
|
$
|
110.9
|
|
|
$
|
11.0
|
|
|
$
|
84.5
|
|
|
$
|
33.7
|
|
Name
|
Age
|
|
Title
|
Curtis M. Stevens
|
64
|
|
Chief Executive Officer
|
Sallie B. Bailey
|
57
|
|
Executive Vice President, CFO
|
W. Bradley Southern
|
57
|
|
Executive Vice President, COO
|
Jason Ringblom
|
34
|
|
Executive Vice President, OSB
|
Neil Sherman
|
54
|
|
Executive Vice President, Siding
|
Michael Sims
|
59
|
|
Senior Vice President, Sales and Marketing
|
Date:
|
February 14, 2017
|
LOUISIANA-PACIFIC CORPORATION
(Registrant)
|
|
|
|
|
|
/s/ SALLIE B. BAILEY
|
|
|
Sallie B. Bailey
Executive Vice President and
Chief Financial Officer
|
Date
|
|
Signature and Title
|
|
|
|
February 14, 2017
|
|
/s/ CURTIS M. STEVENS
|
|
|
Curtis M. Stevens
Chief Executive Officer, Director
(Principal Executive Officer)
|
|
|
|
February 14, 2017
|
|
/s/ SALLIE B. BAILEY
|
|
|
Sallie B Bailey
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
|
|
|
|
February 14, 2017
|
|
/s/ R
EBECCA
A. B
ARCKLEY
|
|
|
Rebecca A. Barckley
Controller, Financial Reporting
(Principal Accounting Officer)
|
|
|
|
February 14, 2017
|
|
/s/ E. G
ARY
C
OOK
|
|
|
E. Gary Cook
Chairman of the Board
|
|
|
|
February 14, 2017
|
|
/s/ C
OLIN
D.W
ATSON
|
|
|
Colin D.Watson
Director
|
|
|
|
February 14, 2017
|
|
/s/ TRACY EMBREE
|
|
|
Tracy Embree
Director
|
|
|
|
February 14, 2017
|
|
/s/ L
IZANNE
C. G
OTTUNG
|
|
|
Lizanne C. Gottung
Director
|
|
|
|
February 14, 2017
|
|
/s/ Ozey K. Horton, Jr.
|
|
|
Ozey K. Horton
Director
|
|
|
|
February 14, 2017
|
|
/s/ D
USTAN
E. M
C
C
OY
|
|
|
Dustan E. McCoy
Director
|
|
|
|
February 14, 2017
|
|
/s/ D
ANIEL
K. F
RIERSON
|
|
|
Daniel K. Frierson
Director
|
|
|
|
February 14, 2017
|
|
/s/ K
URT
M. L
ANDGRAF
|
|
|
Kurt M. Landgraf
Director
|
|
|
|
February 14, 2017
|
|
/s/ J
OHN
W. W
EAVER
|
|
|
John W. Weaver
Director
|
3.1
|
|
Restated Certificate of Incorporation of LP. Incorporated herein by reference to Exhibit 3.1 to LP’s Annual Report on Form 10-K for the year ended December 31, 2007.
|
|
|
|
3.1 (a)
|
|
Amended Certificate of Designation of Series A Junior Participating Cumulative Preferred Stock. Incorporated herein by reference to Exhibit 3.3 to LP’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.
|
|
|
|
3.2
|
|
Bylaws of LP, as amended and restated effective July 31, 2015. Incorporated herein by reference to Exhibit 3.1 to LP’s Current Report on Form 8-K dated August 4, 2015.
|
|
|
|
4.1
|
|
Rights Agreement, dated as of May 23, 2008, between LP and Computershare Trust Company, N.A., as Rights Agent, including the form of Right Certificate as Exhibit A and the Summary of Rights to Purchase Preferred Shares as Exhibit B. Incorporated herein by reference to Exhibit 4.1 to LP’s Registration Statement on Form 8-A filed June 17, 2008.
|
|
|
|
10.1(a)
|
|
Credit Agreement, dated as of December 6, 2013, among LP, as borrower, certain subsidiaries of LP from time to time party thereto, the lenders party thereto, American AgCredit, PCA, as administrative agent for the lenders (as successor to American AgCredit FLCA), and CoBank, ACB, as letter of credit issuer. Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K dated December 12, 2013.
|
|
|
|
10.1(b)
|
|
Letter Agreement re: Louisiana-Pacific Credit Agreement; Resignation of American AgCredit FLCA (“FLCA”), as Administrative Agent, and appointment of its Affiliate, American AgCredit, PCA (“PCA”), as new Administrative Agent, dated as of December 6, 2013, among PCA, FLCA, the lenders party to the Credit Agreement and LP.
|
|
|
|
10.1(c)
|
|
Joinder Agreement, dated as of December 31, 2013, between LPS Corporation and American AgCredit, PCA, in its capacity as administrative agent under the credit agreement.
|
|
|
|
10.1 (d)
|
|
First Amendment to Credit Agreement, dated as of February 25, 2014, among LP, as borrower, certain subsidiaries of LP from time to time party thereto, the lenders party thereto, American AgCredit, PCA, as administrative agent for the lenders (as successor to American AgCredit FLCA), and CoBank, ACB, as letter of credit issuer. Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K dated February 27, 2014.
|
|
|
|
10.1 (e)
|
|
Second Amendment to Credit Agreement, dated as of July 25, 2014, among LP, as borrower, certain subsidiaries of LP from time to time party thereto, the lenders party thereto, American AgCredit, PCA, as administrative agent for the lenders (as successor to American AgCredit FLCA), and CoBank, ACB, as letter of credit issuer. Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K dated July 28, 2014.
|
|
|
|
10.2
|
|
Security Agreement, dated December 6, 2013, among LP, certain subsidiaries of LP from time to time party thereto and American AgCredit, PCA, as administrative agent under the credit agreement (as successor to America AgCredit, FLCA). Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K dated December 12, 2013.
|
|
|
|
10.3
|
|
Indenture, dated as of September 14, 2016, between Louisiana-Pacific Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee incorporated herein by reference to Exhibit 4.1 to L-P's Current Report on Form 8-K dated September 14, 2016.
|
|
|
|
10.4
|
|
Note Purchase Agreement, dated June 30, 1998, among LP, LP SPV2, LLC and the Purchasers named therein. Incorporated herein by reference to Exhibit 4 to LP’s Quarterly Report on Form 10-Q for the quarter ended June 30, 1998.
|
|
|
|
10.5
|
|
Registration Rights Agreement, dated as of September 14, 2016, between Louisiana-Pacific Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative incorporated herein by reference to exhibit 10.1 to L-P's Current Report on Form 8-K dated September 14, 2016.
|
|
|
|
10.7
|
|
1992 Non-Employee Director Stock Option Plan (as amended and restated as of May 8, 2009). Incorporated herein by reference to Exhibit 10.10 to LP’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2009. *
|
|
|
|
10.8
|
|
2000 Non-Employee Director Restricted Stock Plan Effective May 1, 2000 (as amended and restated as of May 8, 2009). Incorporated herein by reference to Exhibit 10.15 to LP’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2009. *
|
|
|
|
10.9
|
|
1997 Incentive Stock Award Plan, as amended and restated effective May 7, 2009. Incorporated herein by reference to Appendix A B to LP’s Proxy Statement dated March 23, 2009. *
|
|
|
|
10.9(a)
|
|
Form of Award Agreement under the 1997 Incentive Stock Award Plan for Non-Qualified Stock Options. Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K dated February 4, 2005. *
|
|
|
|
10.9(b)
|
|
General Form of Award Agreement under the 1997 Incentive Stock Award Plan for Incentive Shares. Incorporated herein by reference to Exhibit 10.3 to LP Current Report on Form 8-K dated February 4, 2005. *
|
|
|
|
10.9 (c)
|
|
Form of Award Agreement under the 1997 Incentive Stock Award Plan for Restricted Stock. Incorporated herein by reference to Exhibit 10.11(c) to LP’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007.*
|
|
|
|
10.9(d)
|
|
Form of Award Agreement under the 1997 Incentive Stock Award Plan for Stock Settled Stock Appreciation Rights. Incorporated herein by reference to Exhibit 10.11(d) to LP’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007.*
|
|
|
|
10.10
|
|
Annual Cash Incentive Award Plan, as amended and restated as of February 12, 2009. Incorporated herein by reference to Appendix B to LP’s Proxy Statement dated March 23, 2009. *
|
|
|
|
10.12
|
|
Form of Change of Control Employment Agreement between LP and each of Curtis M. Stevens, Richard S. Olszeski and Mr. Jeffrey M. Wagner. Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K. *
|
|
|
|
10.13
|
|
Change of Control Employment Agreement between LP and Sallie B. Bailey. Incorporated herein by reference to Exhibit 10.3 to LP’s Form 10-K dated December 31, 2011. *
|
|
|
|
10.14
|
|
2004 Executive Deferred Compensation Plan, amended and restated effective January 1, 2009. Incorporated herein by reference to Exhibit 10.13 to LP's Quarterly Report on Form 10-Q dated July 29, 2011. *
|
|
|
|
10.15
|
|
2008 Supplemental Executive Retirement Plan, amended and restated effective January 1, 2008. Incorporated herein by reference to Exhibit 10.14 to LP's Quarterly Report on Form 10-Q dated July 29, 2011. *
|
|
|
|
10.16
|
|
2011 Non-Employee Director Phantom Share Plan effective May 15, 2011. Incorporated herein by reference to Exhibit 10.15 to LP's Quarterly Report on Form 10-Q dated July 29, 2011.
|
|
|
|
10.17
|
|
2013 Omnibus Stock Plan effective May 3, 2013. Incorporated herein by reference to Annex A to LP’s Proxy Statement dated March 20, 2013. *
|
|
|
|
10.19
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Stock Settled Stock Appreciation Rights. Incorporated by reference to Exhibit 10.19 of LP's Annual Report on Form 10-K for the year ended December 31, 2015.*
|
|
|
|
10.20
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Restricted Stock Awards. Incorporated by reference to Exhibit 10.20 of LP's Annual Report on Form 10-K for the year ended December 31, 2015.*
|
|
|
|
10.21
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Restricted Stock Unit Awards. Incorporated by reference to Exhibit 10.21 of LP's Annual Report on Form 10-K for the year ended December 31, 2015.*
|
|
|
|
10.22
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Restricted Stock Unit Awards with certain retirement provisions.*
|
|
|
|
10.23
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Performance Awards *
|
|
|
|
10.24
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Performance Awards with certain retirement provisions. *
|
|
|
|
10.25
|
|
Form of Award Agreement under the 2013 Omnibus Stock Plan for Stock Settled Stock Appreciation Rights with certain retirement provisions. *
|
|
|
|
10.26
|
|
Separation Agreement with Mr. Brian Luoma.*
|
|
|
|
10.27
|
|
Form of Award of Change in Control. Incorporated herein by reference to Exhibit 10 to LP’s Current Report on Form 8-K dated March 4, 2015.
|
|
|
|
10.28
|
|
Form of Note Prepayment Agreement. incorporated herein by reference to Exhibit 10.1 to L-P's Current Report on Form 8-K dated August 26, 2016.
|
|
|
|
21
|
|
List of LP’s subsidiaries. Incorporated by reference to Exhibit 21 to LP’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004.
|
|
|
|
23
|
|
Consent of Deloitte & Touche LLP.
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a).
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a).
|
|
|
|
32
|
|
Certifications pursuant to §906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
Corporation
:
|
Louisiana-Pacific Corporation, a Delaware corporation (“
Corporation
”)
|
|
|
Awardee:
|
[Employee name]
(“
Participant
”)
|
Plan:
|
Louisiana-Pacific Corporation 2013 Omnibus Stock Award Plan (the “
Plan
”)
|
Award:
|
[XXX]
Share units having a value equal to such number of Shares (“
Restricted Stock Units
”)
|
Grant Date:
|
______ ___, 20___ (“
Grant Date
”)
|
|
|
|
|
|
|
|
|
Corporation:
|
LOUISIANA-PACIFIC CORPORATION
_____________________________________
By:
[officer name]
Its:
[officer title]
|
Participant:
|
|
Corporation:
|
Louisiana-Pacific Corporation, a Delaware corporation (“
Corporation
”)
|
Awardee:
|
[Employee name]
(“
Participant
”)
|
Plan:
|
Louisiana-Pacific Corporation 2013 Omnibus Stock Award Plan (the “
Plan
”)
|
Target Award:
|
Target number of
[XXX]
Share units, each unit representing a right to receive one Share subject to the terms and conditions of this Agreement (“
Performance Shares
”)
|
Grant Date:
|
__________ ___, 20___ (“
Grant Date
”)
|
|
|
Corporation:
|
LOUISIANA-PACIFIC CORPORATION
_____________________________________
By:
[officer name]
Its:
[officer title]
|
|
|
Participant:
|
_________________________________
|
|
[Participant name]
|
|
|
|
|
Corporation:
|
Louisiana-Pacific Corporation, a Delaware corporation (“
Corporation
”)
|
|
|
Awardee:
|
[Employee name]
(“
Participant
”)
|
Plan:
|
Louisiana-Pacific Corporation 2013 Omnibus Stock Award Plan (the “
Plan
”)
|
Target Award:
|
Target number of
[XXX]
Share units, each unit representing a right to receive one Share subject to the terms and conditions of this Agreement (“
Performance Shares
”)
|
Grant Date:
|
__________ ___, 20___ (“
Grant Date
”)
|
|
|
|
|
Corporation:
|
LOUISIANA-PACIFIC CORPORATION
_____________________________________
By:
[officer name]
Its:
[officer title]
|
|
|
Participant:
|
_________________________________
|
|
[Participant name]
|
|
|
Corporation
:
|
Louisiana-Pacific Corporation, a Delaware corporation (“
Corporation
”)
|
Awardee
:
|
[Employee name]
(“
Participant
”)
|
|
Plan
:
|
Louisiana-Pacific Corporation 2013 Omnibus Stock Award Plan (the “Plan”)
|
Award
:
|
[XXX] freestanding stock-settled stock appreciation rights (“SARs”)
|
Grant Date:
|
__________ ___, 20___ (“
Grant Date
”)
|
a.
|
Regular salary and benefits through the last day worked, to be paid as soon as practicable on or after the Separation Date but in no event later than the date required by Tennessee law.
|
b.
|
Earned and accrued vacation pay representing 200 unused vacation hours, less any additional vacation hours used prior to the Separation Date, to be paid as soon as practicable on or after the Separation Date but in no event later than the date required by Tennessee law.
|
c.
|
Severance Pay in the amount of $342,000.00 representing payment of any amounts owed under the terms of the current applicable LP severance policy, to be paid in biweekly installments beginning with the payroll period following the Separation Date, pursuant to LP’s standard payroll processing cycle, until paid in full to Mr. Luoma or until March 15, 2018, whichever comes first. If after March 15, 2018, there remains any balance, the remaining amount will be paid in lump sum as soon as practicable. All Severance Pay is subject to all required withholdings and payment may be accelerated at LP’s sole discretion.
|
a.
|
Additional Severance Pay.
Mr. Luoma shall be entitled to receive the sum of $171,000.00 less any regular salary earned and paid to him by LP in 2017, as Additional Severance Pay. The additional severance paid will be paid as a lump sum at the same time and in accordance with the payments in Section 3a. of this agreement, and will be subject to all required withholdings.
|
b.
|
Health Insurance Make Whole Payment.
Mr. Luoma shall receive $4,766 representing the eighteen (18) months cash value to pay for health insurance under LP’s Retiree Medical Plan. A lump sum payment shall be made as soon as practicable following the Separation Date, less required withholdings.
|
c.
|
Outplacement Services.
LP agrees to pay the cost of outplacement services for Mr. Luoma rendered by a company of LP’s choice for up to twelve (12) months from January 1, 2017.
|
d.
|
Financial Planning and Tax Preparation.
LP agrees to continue to pay, through the end of 2017, the same financial planning services from The Ayco Company. LP agrees to pay the cost of tax preparation services from The Ayco Company through April 15, 2018, for the 2017 taxable year. These services will be at a level consistent with prior years.
|
e.
|
Continued Equity Vesting.
Mr. Luoma’s Restricted Stock equity grants of 7,042 and 26,684, from 2015 and 2016, respectively, would normally be forfeited upon his termination of employment. As further consideration for this agreement, LP, pursuant to the Compensation Committee authority, amends the Restricted Stock Form of Awards for 2015 and 2016 to remove any requirement of continued employment at the Company. The amendment is effective on the Separation Date. Mr. Luoma, by executing this agreement, acknowledges that the removal of the continued employment requirement will cause a taxable event to him, and he agrees to pay the Company the statutory tax withholding amount on or about the Severance Date, if the statutory tax withholding is not withheld by the Company.
|
▪
|
This Agreement has been written in a manner that is calculated to be understood, and is understood, by Mr. Luoma;
|
▪
|
The release provisions apply to any rights Mr. Luoma may have under the Age Discrimination in Employment Act;
|
▪
|
The release provisions do not apply to any rights Mr. Luoma may have under the Age Discrimination in Employment Act that arise after he executes this Agreement;
|
▪
|
LP hereby advises Mr. Luoma to consult with an attorney prior to executing this Agreement;
|
▪
|
LP is giving Mr. Luoma a period of twenty-one (21) days to consider this Agreement. Mr. Luoma may accept and sign this Agreement before the expiration of that period, but is not required to do so by LP;
|
▪
|
For a period of seven (7) days following the signing of this Agreement, Mr. Luoma may revoke this Agreement. Mr. Luoma will provide written notice of any such revocation to LP. This Agreement shall become "effective" on the eighth day after Mr. Luoma signs it, if it has not been revoked during the revocation period; and
|
▪
|
LP has provided all data and information required (including an exhibit reflecting the titles and age of the effected group and their disposition, if applicable) and necessary to permit Mr. Luoma to make an informed choice as to whether or not to sign this Agreement.
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 14, 2017
|
|
/
S
/ CURTIS M. STEVENS
|
|
|
|
Curtis M. Stevens
Chief Executive Officer
|
1.
|
I have reviewed this report on Form 10-K of Louisiana-Pacific Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 14, 2017
|
/
S
/ SALLIE B.BAILEY
|
|
|
Sallie B. Bailey
|
|
|
Chief Financial Officer
|
Re:
|
Certification Pursuant to § 906 of the Sarbanes-Oxley Act of 2002
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.
|
/
S
/ CURTIS M. STEVENS
|
Name: Curtis M. Stevens
Title: Chief Executive Officer
|
/
S
/ SALLIE B. BAILEY
|
Name: Sallie B. Bailey
Title: Chief Financial Officer
|