MONTRÉAL and VANCOUVER, Aug. 15,
2013 /CNW Telbec/ - EACOM Timber Corporation (TSXV: ETR)
("EACOM", or the "Company") is pleased to announce its second
quarter results for the three-month period ended June 30, 2013.
HIGHLIGHTS
- EACOM recorded a positive adjusted EBITDA of $3.0 million in the second quarter of
2013
- The second quarter saw increased production levels at
Elk Lake and Nairn Centre where substantial capital
upgrades had been completed
- 98% of EACOM common shares have been taken-up under the
Kelso offer
During the second quarter of 2013, housing
starts in the United States
averaged 872,000 units, down 9% from the previous quarter but up
18% from the corresponding quarter of 2012. In Canada, a different pattern emerged with
housing starts averaging 186,000 units, up 6% from the previous
quarter but down 19% from the corresponding quarter of 2012. Demand
for lumber has somewhat softened during the quarter, leading to a
softening of the strong pricing environment that had prevailed
during the previous quarter and contributing to lower mill
realizations. However, manufacturing costs relative to sales were
lower than those incurred in the previous quarter which had been
impacted by additional costs still being incurred as a result of
the fire at Timmins and no longer
offset through business interruption claims, and by a longer than
expected ramp-up at the Elk Lake
mill where a substantial capital upgrade had been completed in the
fourth quarter of 2012. As a result, the Company recorded a
positive adjusted EBITDA of $2,983,000 for the quarter ended June 30, 2013, against a negative adjusted EBITDA
of $855,000 in the previous quarter
and a positive adjusted EBITDA of $2,568,000 in the corresponding quarter of
2012.
On March 22, 2013,
EACOM and Kelso & Company ("Kelso") jointly announced that ET
Acquisition Corporation, a corporation indirectly owned by funds
managed by Kelso, had agreed, subject to certain conditions, to
make a take-over bid to acquire all of the common shares of EACOM
for a cash consideration of C$0.38
per common share (the "Offer"). On June 14,
2013, EACOM and Kelso announced that all the terms and
conditions of the Offer had been satisfied or waived, and that ET
Acquisition Corporation took up and accepted for payment
643,482,709 common shares deposited under the Offer, representing
approximately 95% of the issued and outstanding common shares. The
Offer was extended for an additional 10 days to allow shareholders
of EACOM a further opportunity to deposit their common shares
pursuant to the Offer and, on June 25, 2013,
ET Acquisition Corporation took up and accepted for payment
an additional 23,427,257 common shares which, together with the
643,482,709 common shares previously deposited under the Offer,
represent approximately 98% of the issued and outstanding common
shares in the capital of EACOM. ET Acquisition Corporation also
announced that it would proceed with a compulsory acquisition
procedure under the Business Corporations Act (British Columbia) to acquire the remaining
shares at a price of C$0.38 per
common share, being the same consideration as contained in the
Offer.
ET Acquisition Corporation sent a notice of
acquisition under the compulsory acquisition procedure to all
shareholders on June 26, 2013. If no
objections to the C$0.38 price are
made by August 26, 2013, ET
Acquisition Corporation is expected to acquire the remaining common
shares to hold 100% of the shares of EACOM on August 28, 2013. The TSX-V has halted the trading
of the shares of EACOM, given the lack of liquidity as a result of
the developments described above.
QUARTER ENDED JUNE 30,
2013 vs. QUARTERS ENDED MARCH 31,
2013 AND JUNE 30, 2012
For the quarter ended June 30, 2013, the net loss attributable to
shareholders amounted to $17,242,000
or $0.03 per common share, against
net earnings of $1,556,000 or
$0.00 per common share in the
previous quarter and a net loss of $933,000 or $0.00
per common share in the corresponding quarter of 2012. The current
quarter results include costs of $3,338,000 related to the take-over bid by ET
Acquisition Corporation to acquire all of the common shares of
EACOM, and a financing expense of $14,076,000 arising mainly from the early
redemption of the $40,000,000 10%
senior secured debentures. The previous quarter results included a
gain of $8,500,000 on business
interruption, partially offset by transaction-related costs of
$1,566,000. In the corresponding
quarter of 2012, there were no such items.
For the quarter ended June 30, 2013, the Company recorded sales of
$88,279,000, up 24% against sales of
$70,960,000 in the previous quarter
and 35% against sales of $65,256,000
in the corresponding quarter of 2012. During the second quarter,
the Company shipped 159 million board feet of lumber (128 million
board feet in the previous quarter and 133 million board feet in
the corresponding quarter of 2012) and 143,000 oven-dried metric
tons of by-products (120,000 oven-dried metric tons in the previous
quarter and 119,000 oven-dried metric tons in the corresponding
quarter of 2012). Compared to the previous quarter and the
corresponding quarter of 2012, shipments reflect higher production
volumes.
Pricing has softened in the second quarter of
2013 with benchmark lumber prices averaging US$438/Mfbm for studs and US$436/Mfbm for random lengths delivered Great
Lakes, up 3% but down 10% from US$426/Mfbm and US$484/Mfbm, respectively, in the previous
quarter. Mill realizations benefited from a slightly softer
Canadian dollar with the exchange rate relative to the US$
averaging 0.977 in the second quarter of 2013, down 1% against an
average of 0.991 in the previous quarter. Compared to the
corresponding quarter of 2012, studs and random lengths are trading
at prices 13% and 11% above the levels achieved last year, and the
Canadian dollar is down 1%.
Lumber production for the quarter ended
June 30, 2013 was 144 million board
feet of lumber, against 129 million board feet in the previous
quarter and 109 million board feet in the corresponding quarter of
2012. During the second quarter, the Company operated at 57% of its
capacity (51% in the previous quarter and 40% in the corresponding
quarter of 2012). The second quarter saw increased production
levels at Elk Lake and, to a
lesser extent, at Nairn Centre and
Gogama. The previous quarter was
impacted by a longer than expected ramp-up at the Elk Lake mill where a substantial capital
upgrade had been completed in the fourth quarter of 2012 whereas in
the corresponding quarter of 2012, operations in Val-d'Or and Matagami were temporarily shut down due to
weak market conditions.
FINANCIAL POSITION
At June 30, 2013,
the Company had cash and cash equivalents of $16,874,000 and restricted cash of nil
($12,448,000 and $13,248,000, respectively, at March 31, 2013). Its credit facility was undrawn
against a borrowing availability of $27,000,000 (undrawn against a borrowing
availability of $22,220,000 at
March 31, 2013).
During the second quarter, the holders of the
200,000,000 common share purchase warrants agreed to exercise their
warrants and tender the underlying common shares under the Offer.
EACOM received proceeds of $40,000,000 from the exercise of the warrants.
Under the indenture for the $40,000,000 10% senior secured debentures, the
Company was required, and has completed the re-purchase of the
$40,000,000 senior secured debentures
for an amount of $44,000,000
(including a 10% change of control premium) plus accrued interest.
Pursuant to the terms of the senior secured debentures, insurance
proceeds of $18,900,000 collected in
respect of the property damage claim that were required to be
segregated pending the reconstruction of the Timmins mill were released of all
restrictions.
On June 18, 2013,
the Company renegotiated its revolving credit facility. The amended
terms provide for greater borrowing flexibility and a lower cost of
borrowing. The new facility matures on June
18, 2018.
About EACOM
EACOM Timber Corporation is a TSX-V listed
company. The business activities of EACOM consist of the
manufacturing, marketing and distribution of lumber, wood chips and
wood-based value-added products, and the management of forest
resources. EACOM owns eight sawmills, all located in Eastern Canada, and related tenures. The mills
are Timmins, Nairn Centre, Gogama, Elk
Lake and Ear Falls in
Ontario, and Val-d'Or, Ste-Marie and Matagami in Quebec. The mills in Ear Falls, Ontario, and Ste-Marie, Quebec, are currently idled. The
mill in Timmins which was
seriously damaged by fire in January
2012 is under reconstruction. EACOM also owns a lumber
remanufacturing facility in Val-d'Or,
Quebec, and a 50% interest in an "I" joist plant in
Sault Ste-Marie, Ontario.
The TSX Venture Exchange has neither approved
nor disapproved the content of this press release. All director and
officer appointments are subject to TSX Venture Exchange
approval.
Forward-Looking Statements
All statements in this news release that are
not based on historical facts are "forward-looking statements".
While management has based any forward-looking statements contained
herein on its current expectations, the information on which such
expectations were based may change. These forward-looking
statements rely on a number of assumptions concerning future events
and are subject to a number of risks, uncertainties and other
factors, many of which are beyond our control and could cause
actual results to materially differ from such statements. Such
risks, uncertainties and other factors include, but are not
necessarily limited to, those set forth under "RISKS AND
UNCERTAINTIES" in the Company's current MD&A, and under "RISK
FACTORS" in the Company's Filing Statement dated January 8, 2010.
The financial information included in this
release also contains certain data that are not measures of
performance under IFRS. For example, "EBITDA" and "Adjusted EBITDA"
are measures used by management to assess the operating and
financial performance of the Company. We believe that EBITDA and
Adjusted EBITDA are measures often used by investors to assess a
company's operating performance. EBITDA and Adjusted EBITDA have
limitations and you should not consider these items in isolation,
or as substitutes for an analysis of our results as reported under
IFRS. Because of these limitations, EBITDA and Adjusted EBITDA
should not be used as substitutes for net loss or cash flows from
operating activities as determined in accordance with IFRS, nor are
they necessarily indicative of whether or not cash flows will be
sufficient to fund our cash requirements. In addition, our
definition of EBITDA and Adjusted EBITDA may differ from those of
other companies. A reconciliation of EBITDA and Adjusted EBITDA to
net loss attributable to shareholders is set forth under "OVERVIEW
OF FINANCIAL RESULTS - Supplemental Information on Non-GAAP
Measures" in the Company's current MD&A.
Additional information relating to EACOM is
available at www.eacom.ca and on SEDAR at www.sedar.com.
SELECTED FINANCIAL INFORMATION AND OPERATING STATISTICS
The following table provides an overview of the
Company's financial results for the quarters ended June 30, 2013, March 31,
2013 and June 30, 2012, along
with some key operating metrics.
|
|
|
|
|
|
(in thousands of dollars,
except where otherwise noted) |
Q2
2013 |
|
Q1
2013 |
|
Q2
2012 |
Sales |
88,279 |
|
70,960 |
|
65,256 |
Operating income (loss) |
(337) |
|
(3,712) |
|
4 |
Net earnings (loss) attributable to
shareholders |
(17,242) |
|
1,556 |
|
(933) |
Average lumber price in US$ - RL
2×4 #1&2(1) |
436 |
|
484 |
|
392 |
Average lumber price in US$ - Stud
2×4×8(1) |
438 |
|
426 |
|
387 |
Average exchange rate (US$ per C$1.00) |
0.977 |
|
0.991 |
|
0.990 |
Production - SPF lumber (MMfbm) |
144 |
|
129 |
|
109 |
Shipments - SPF lumber (MMfbm) |
123 |
|
106 |
|
105 |
Shipments - wholesale lumber (MMfbm) |
36 |
|
22 |
|
28 |
Cdn. housing starts (thousands of units) |
186 |
|
175 |
|
229 |
U.S. housing starts (thousands of units) |
872 |
|
957 |
|
736 |
(1) |
Eastern spruce/pine/fir, per thousand board feet delivered
Great Lakes (Source: Random Lengths Publications, Inc.) |
The following table reconciles the Company's net
earnings (loss) attributable to shareholders, as reported in
accordance with IFRS, to EBITDA and adjusted EBITDA for the
quarters ended June 30, 2013,
March 31, 2013 and June 30, 2012.
|
|
|
|
|
|
(in thousands of dollars) |
Q2 |
|
Q1 |
|
Q2 |
2013 |
|
2013 |
|
2012 |
Net income (loss) attributable to
shareholders |
(17,242) |
|
1,556 |
|
(933) |
Add (subtract): |
|
|
|
|
|
Depreciation |
2,787 |
|
2,749 |
|
2,394 |
Financing expense |
14,076 |
|
1,616 |
|
1,444 |
EBITDA |
(379) |
|
5,921 |
|
2,905 |
Share of loss (earnings) in a joint venture |
(62) |
|
161 |
|
(267) |
Transaction-related costs |
3,338 |
|
1,566 |
|
- |
Loss (gain) on business interruption |
- |
|
(8,500) |
|
(70) |
Loss (gain) on disposal of plant and
equipment |
86 |
|
(3) |
|
- |
Adjusted EBITDA |
2,983 |
|
(855) |
|
2,568 |
SOURCE EACOM