KapStone to Acquire Longview Fibre Paper and Packaging, Inc.
KapStone Investor Conference Call at 4:15 P.M. ET, June 11, 2013
NORTHBROOK, Ill., June 10, 2013
NORTHBROOK, Ill., June 10, 2013 /PRNewswire/ -- KapStone Paper and Packaging
Corporation (NYSE: KS) and Longview Fibre Paper and Packaging, Inc. jointly
announced today that they have signed an agreement for KapStone to acquire the
stock of Longview Fibre Paper and Packaging, Inc. from Brookfield Capital
Partners II, a private equity fund managed by Brookfield Asset Management Inc.
in a cash free, debt free transaction for $1.025 billion in cash and subject
to certain post-closing adjustments. Closing of the acquisition is subject to
a number of customary conditions, including regulatory review.
Longview is a leading manufacturer of high quality containerboard, lightweight
high performance multiwall paper, specialty Kraft papers, and corrugated
containers located in the Pacific Northwest region. Longview's operations
include a mill located in Longview, WA equipped with five paper machines which
produce 1.15 million tons of containerboard and Kraft paper annually. In 2012,
Longview generated $831 million in net sales and $118 million of EBITDA. In
the first quarter of 2013, Longview's net sales were $217 million generating
$42 million of EBITDA.
Chairman and Chief Executive Officer of KapStone, Roger W. Stone, stated,
"Acquiring Longview is an outstanding opportunity for numerous reasons. The
acquisition immediately adds value for our shareholders by increasing earnings
and generating very strong free cash flow. The deal is accretive to our
bottom-line from Day 1. Our balance sheet, which was strong going into this
transaction, remains strong after the acquisition. The combined company is
expected to deliver substantial free cash flow in the first year allowing
KapStone to quickly de-lever."
"This acquisition will increase our exposure to the highly desirable
containerboard segment. It also broadens our Kraft paper line and makes
KapStone a global producer of high performance extensible multiwall paper, a
grade which is growing at about 4% per year."
Matt Kaplan, President and Chief Operating Officer of KapStone, added, "We
look forward to having the Longview team join KapStone. Their track record is
very impressive and over the past several years, Longview has increased
productivity, benefitted from increased demand for containerboard and
extensible Kraft paper, and experienced declining wood costs. We anticipate
synergies of approximately $10 million within the first 18 months."
"I would like to thank all of the people at Longview who have contributed
toward building a safe and successful business and I am confident that this
success will continue with KapStone," said Hugh Sutcliffe, Managing Partner of
Randy Nebel, President of Longview, commented, "We are excited to be part of
the KapStone family. It's a great opportunity for our customers and
employees. Our product lines complement each other and provide us with a
national presence in corrugated containers. We thank Brookfield for the
support they have given us."
Mr. Stone concluded, "Strategically, the acquisition of Longview is the
perfect fit for KapStone, and transforms KapStone into a much more profitable
and stronger company providing additional momentum for KapStone to continue
its record of excellence in increasing value to our shareholders."
KapStone has committed financing from Bank of America, Barclays Bank, and
Wells Fargo Bank.
The transaction is expected to close in the summer of 2013.
KapStone will host a conference call at 4:15 P.M. ET, Tuesday, June 11, 2013,
to discuss the acquisition. All interested parties are invited to listen and
may do so by either accessing a simultaneous broadcast webcast on KapStone's
website, http://www.kapstonepaper.com, or for those unable to access the
webcast, the following dial-in numbers are available:
Participant Passcode: 83122545
A presentation to be viewed in conjunction with the call will also be
available on our website, http://www.kapstonepaper.com, in the "Investors"
The webcast is also being distributed through the Thomson StreetEvents
Network. Individual investors can listen to the call at http://earnings.com,
Thomson's individual investor portal, powered by StreetEvents. Institutional
investors can access the call via Thomson StreetEvents
(http://www.streetevents.com/) a password-protected event management site.
Replay of the webcast will be available for 30 days on the Company's website
following the call.
Headquartered in Northbrook, IL, KapStone Paper and Packaging Corporation is a
leading North American producer of unbleached kraft paper and corrugated
products. The Company is the parent company of KapStone Kraft Paper
Corporation and KapStone Container Corporation which includes three paper
mills and 15 converting plants across the Eastern and Midwestern US. The
business employs approximately 2,700 people.
Longview is a leading integrated manufacturer of high-quality, lightweight,
multiwall and specialty kraft papers and a leading integrated manufacturer of
corrugated containers and containerboard in the Pacific Northwest region. For
more information, visit www.longviewfibre.com.
Statements in this news release that are not historical are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements can often be identified by words such as
"may," "will," "should," "would,' "expect," "project," "anticipate," "intend,"
"plan," "believe," "estimate," "potential," "outlook," or "continue," the
negative of these terms or other similar expressions. These statements
reflect management's current views and are subject to risks, uncertainties and
assumptions, many of which are beyond the Company's control that could cause
actual results to differ materially from those expressed or implied in these
statements. Factors that could cause actual results to differ materially
include, but are not limited to: (1) industry conditions, including changes
in cost, competition, changes in the Company's product mix and demand and
pricing for the Company's products; (2) market and economic factors, including
changes in raw material and healthcare costs, exchange rates and interest
rates; (3) results of legal proceedings and compliance costs, including
unanticipated expenditures related to the cost of compliance with
environmental and other governmental regulations; (4) the ability to achieve
and effectively manage growth; (5) the ability to pay the Company's debt
obligations; (6) the ability to carry out the Company's strategic initiatives
and manage associated costs, (7) the income tax impact of the federal
incentive program for alternative fuel mixtures and the ability to achieve
synergies and cost savings from the USC acquisition. Further information on
these and other risks and uncertainties is provided under Item 1A "Risk
Factors" in the Company's Annual Report on Form 10-K for the year ended
December 31, 2010 and elsewhere in reports that the Company files with the
SEC. These filings can be found on KapStone's Web site at
www.kapstonepaper.com and the SEC's Web site at www.sec.gov. Forward-looking
statements included herein speak only as of the date hereof and the Company
disclaims any obligation to revise or update such statements to reflect events
or circumstances after the date hereof or to reflect the occurrence of
unanticipated events or circumstances.
SOURCE KapStone Paper and Packaging Corporation
Contact: Andrea K. Tarbox, Vice President and Chief Financial Officer,
847.239.8812, or Rick Zimmerman, Director of Finance and Business Support,
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