Graphic Packaging Holding Company Reports Second Quarter 2011 Results

MARIETTA, Ga., July 28, 2011 /PRNewswire/ --

Financial Highlights

• Q2 Adjusted Earnings per Share were $0.09 versus $0.04 in the prior year period.
• Q2 Net Sales increased 4.3% versus the prior year period.
• Q2 Adjusted EBITDA was $150.1 million versus $145.1 million in the prior year period.

Graphic Packaging Holding Company (NYSE: GPK), a leading provider of packaging solutions to food, beverage and other consumer products companies, today reported Net Income for second quarter 2011 of $32.1 million, or $0.08 per share based upon 384.5 million weighted average diluted shares.  This compares to a second quarter 2010 Net Loss of $(32.8) million, or $(0.10) per share based on 343.7 million weighted average shares.

When adjusting for charges associated with the acquisition of Sierra Pacific Packaging, Inc., ("Sierra") and a loss on modification or extinguishment of debt, second quarter Adjusted Net Income was $34.6 million, or $0.09 per share.  This compares to second quarter 2010 Adjusted Net Income of $14.7 million, or $0.04 per share.  Second quarter 2010 Adjusted Net Income excludes $46.6 million of Charges Associated with the Combination with Altivity Packaging, LLC, ("Altivity") and a loss on modification or extinguishment of debt.

"We posted a solid quarter despite a difficult operating environment in our key end-use markets," said CEO David Scheible. "Our top line increased over 4% as we continued to recapture prior input inflation through higher pricing.  At the same time, our earnings more than doubled as higher prices, strong operating performance and improvements in our cost structure more than offset input cost inflation."

"We continued to experience soft demand in some core end-markets like beer, soft drink and cereal.  Persistent high unemployment and higher fuel prices are forcing end consumers to continue to tightly manage discretionary spending.  Many of our key customers are also pushing product price to recover input cost inflation.  This is a market where trends are difficult to predict, but demand improved as we moved into the third quarter."

Net Sales

Net sales increased 4.3% to $1,080.7 million during second quarter 2011, compared to second quarter 2010 net sales of $1,036.5 million.  The increase resulted from approximately $36 million of higher pricing and $13 million of favorable exchange rates.  This was partially offset by approximately $4 million of lower volumes/mix.

On a segment basis, Paperboard Packaging sales, which comprised approximately 84% of total second quarter net sales, increased 4.5% compared to the second quarter of 2010.  The increase reflects higher contractual pricing related to the recovery of prior input cost inflation and open market board price increases.  Net sales in the Flexible Packaging segment increased 2.8% versus the second quarter of 2010.  The increase was the result of higher pricing, partially offset by continued softness in construction end-markets.

Attached is supplemental data showing net sales and Income (Loss) from Operations by business segment for the first and second quarters of 2011 and each quarter of 2010.

EBITDA

EBITDA for second quarter 2011 was $147.6 million, compared to $97.6 million in the second quarter of 2010.  Excluding charges associated with the Sierra acquisition and a loss on modification or extinguishment of debt, second quarter 2011 Adjusted EBITDA was $150.1 million, compared to second quarter 2010 Adjusted EBITDA of $145.1 million.  Second quarter 2010 Adjusted EBITDA excludes $46.6 million of charges associated with the combination with Altivity and a loss on modification or extinguishment of debt.

Adjusted EBITDA in the second quarter of 2011 was positively impacted by approximately $36 million of higher pricing, approximately $18 million of improved net operating performance and approximately $3 million of favorable exchange rates/other.  Second quarter 2011 EBITDA was negatively impacted by approximately $44 million of cost inflation, approximately $6 million related to market downtime taken in our converting facilities and approximately $2 million of lower volumes/mix.

Other Results

Taking cash and cash equivalents into account, total Net Debt at the end of the second quarter 2011 was $2,246.6 million.  This represents a reduction of $347.5 million in net debt since June 30, 2010.  The Company's Net Leverage Ratio decreased to 3.89 times Adjusted EBITDA at the end of the second quarter 2011 from 4.56 times Adjusted EBITDA at June 30, 2010.  At the end of the second quarter 2011, the Company had available liquidity of $559.6 million including the undrawn availability under its $400 million revolving credit facility.

Net Cash Provided by Operations was $117.6 million in the six months ended June 30, 2011, which compares to $95.6 million in the six months ended June 30, 2010.

Net interest expense was $36.6 million in the second quarter 2011 compared to $45.0 million in the second quarter 2010.  The decrease was due to both lower debt balances and lower interest rates.

Second quarter 2011 Income Tax Expense was $7.4 million compared to $10.2 million in the second quarter of 2010. The reduction was primarily due to a portion of goodwill being fully amortized at the end of 2010.  The Company has a $1.2 billion net operating loss carry-forward which is currently being used and may be available to offset future taxable income in the United States.

Capital expenditures for second quarter 2011 were $34.0 million compared to $21.5 million in the second quarter of 2010.  The increase was driven by additional investments to improve process capability and reduce costs.

Under the terms of its Credit Agreement, the Company must comply with a maximum consolidated secured leverage ratio.  As of June 30, 2011, the Company's ratio was 2.49 to 1.00, in compliance with the required maximum ratio of 4.75 to 1.00.  The calculation of this ratio, along with a tabular reconciliation of EBITDA, Adjusted EBITDA, Credit Agreement EBITDA, Adjusted Net Income and Net Leverage Ratio, is attached to this release.

Earnings Call

The Company will host a conference call at 10:00 am eastern time today (July 28, 2011) to discuss the results of second quarter 2011.  To access the conference call, listeners calling from within North America should dial 800-392-9489 at least 10 minutes prior to the start of the conference call (Conference ID#80451463).  Listeners may also access the audio webcast, along with a slide presentation, at the Investor Relations section of the Graphic Packaging website: http://www.graphicpkg.com.  Replays of the call can be accessed for one week by dialing 800-642-1687.

Forward Looking Statements

Any statements of the Company's expectations in this press release constitute "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements, including but not limited to, improved demand and availability of the Company's net operating loss to offset taxable income, are based on currently available information and are subject to various risks and uncertainties that could cause actual results to differ materially from the Company's present expectations.  These risks and uncertainties include, but are not limited to, the Company's substantial amount of debt, inflation of and volatility in raw material and energy costs, cutbacks in consumer spending that could affect demand for the Company's products or actions taken by our customers in response to the difficult economic environment, continuing pressure for lower cost products, the Company's ability to implement its business strategies, including productivity initiatives and cost reduction plans, currency movements and other risks of conducting business internationally, volatility in the credit and securities markets and the impact of regulatory and litigation matters, including those that could impact the Company's ability to protect and use its intellectual property.  Undue reliance should not be placed on such forward-looking statements, as such statements speak only as of the date on which they are made and the Company undertakes no obligation to update such statements.  Additional information regarding these and other risks is contained in the Company's periodic filings with the SEC.

About Graphic Packaging Holding Company

Graphic Packaging Holding Company (NYSE: GPK), headquartered in Marietta, Georgia, is a leading provider of packaging solutions for a wide variety of products to food, beverage and other consumer products companies.  The Company is one of the largest producers of folding cartons and holds a leading market position in coated-unbleached kraft, coated-recycled boxboard and specialty packaging. The Company's customers include some of the most widely recognized companies in the world. Additional information about Graphic Packaging, its business and its products, is available on the Company's web site at www.graphicpkg.com.

The Credit Agreement dated May 16, 2007, as amended (“the Credit Agreement”) and the indentures governing the Company’s 9.5% Senior Subordinated Notes due 2013, 9.5% Senior Notes due 2017 and 7.875% Senior Notes due 2018  (“the Notes”) limit the Company’s ability to incur additional indebtedness. Additional covenants contained in the Credit Agreement, among other things, restrict the ability of the Company to dispose of assets, incur guarantee obligations, prepay other indebtedness, make dividends and other restricted payments, create liens, make equity or debt investments, make acquisitions, modify terms of the indentures under which the Notes are issued, engage in mergers or consolidations, change the business conducted by the Company and its subsidiaries, and engage in certain transactions with affiliates. Such restrictions, together with the highly leveraged nature of the Company and disruptions in the credit markets, could limit the Company’s ability to respond to changing market conditions, fund its capital spending program, provide for unexpected capital investments or take advantage of business opportunities.

Under the terms of the Credit Agreement, the Company must comply with a maximum consolidated secured leverage ratio, which is defined as the ratio of: (a) total long-term and short-term indebtedness of the Company and its consolidated subsidiaries as determined in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), plus the aggregate cash proceeds received by the Company and its subsidiaries from any receivables or other securitization but excluding therefrom (i) all unsecured indebtedness, (ii) all subordinated indebtedness permitted to be incurred under the Credit Agreement, and (iii) all secured indebtedness of foreign subsidiaries to (b) Adjusted EBITDA, which we refer to as Credit Agreement EBITDA(1). Pursuant to this financial covenant, the Company must maintain a maximum consolidated secured leverage ratio of less than the following:

Note:

(1) Credit Agreement EBITDA is defined in the Credit Agreement as consolidated net income before consolidated net interest expense, non-cash expenses and charges, total income tax expense, depreciation expense, expense associated with amortization of intangibles and other assets, non-cash provisions for reserves for discontinued operations, extraordinary, unusual or non-recurring gains or losses or charges or credits, gain or loss associated with sale or write-down of assets not in the ordinary course of business, any income or loss accounted for by the equity method of accounting, and projected run rate cost savings, prior to or within a twelve month period.

At June 30, 2011, the Company was in compliance with the financial covenant in the Credit Agreement and the ratio was as follows:

Consolidated Secured Leverage Ratio — 2.49 to 1.00

The Company’s management believes that presentation of the consolidated secured leverage ratio and Credit Agreement EBITDA herein provides useful information to investors because borrowings under the Credit Agreement are a key source of the Company’s liquidity, and the Company’s ability to borrow under the Credit Agreement is dependent on, among other things, its compliance with the financial ratio covenant. Any failure by the Company to comply with this financial covenant could result in an event of default, absent a waiver or amendment from the lenders under such agreement, in which case the lenders may be entitled to declare all amounts owed to be due and payable immediately.

Credit Agreement EBITDA is a financial measure not calculated in accordance with U.S. GAAP, and is not a measure of net income, operating income, operating performance or liquidity presented in accordance with U.S. GAAP. Credit Agreement EBITDA should be considered in addition to results prepared in accordance with U.S. GAAP, but should not be considered a substitute for or superior to U.S. GAAP results. In addition, Credit Agreement EBITDA may not be comparable to EBITDA or similarly titled measures utilized by other companies because other companies may not calculate Credit Agreement EBITDA in the same manner as the Company does.

The calculations of the components of the maximum consolidated secured leverage ratio for and as of the period ended June 30, 2011 are listed below:

Note:

(a) As defined by the Credit Agreement, this represents projected cost savings expected by the Company to be realized as a result of specific actions taken or expected to be taken prior to or within twelve months of the period in which Credit Agreement EBITDA is to be calculated, net of the amount of actual benefits realized or expected to be realized from such actions.

The terms of the Credit Agreement limit the amount of projected run rate cost savings that may be used in calculating Credit Agreement EBITDA by stipulating that such amount may not exceed the lesser of (i) ten percent of EBITDA as defined in the Credit Agreement for the last twelve-month period (before giving effect to projected run rate cost savings) or (ii) $100 million. As a result, in calculating Credit Agreement EBITDA above, the Company used projected run rate cost savings of $61.3 million, or ten percent of EBITDA, as calculated in accordance with the Credit Agreement, which amount is lower than total projected cost savings identified by the Company, net of actual benefits realized for the twelve month period ended June 30, 2011. Projected run rate cost savings were calculated by the Company solely for its use in calculating Credit Agreement EBITDA for purposes of determining compliance with the maximum consolidated secured leverage ratio contained in the Credit Agreement and should not be used for any other purpose.

(b) Represents consolidated indebtedness/securitization that is either (i) unsecured, or (ii) Permitted Subordinated Indebtedness as defined in the Credit Agreement, or secured indebtedness permitted to be incurred by the Company’s foreign subsidiaries per the Credit Agreement.

If inflationary pressures on key inputs resume, or depressed selling prices, lower sales volumes, increased operating costs or other factors have a negative impact on the Company’s ability to increase its profitability, the Company may not be able to maintain its compliance with the financial covenant in its Credit Agreement. The Company’s ability to comply in future periods with the financial covenant in the Credit Agreement will depend on its ongoing financial and operating performance, which in turn will be subject to economic conditions and to financial, business and other factors, many of which are beyond the Company’s control, and will be substantially dependent on the selling prices for the Company’s products, raw material and energy costs, and the Company’s ability to successfully implement its overall business strategies and meet its profitability objective. If a violation of the financial covenant or any of the other covenants occurred, the Company would attempt to obtain a waiver or an amendment from its lenders, although no assurance can be given that the Company would be successful in this regard. The Credit Agreement and the indentures governing the Notes have certain cross-default or cross-acceleration provisions; failure to comply with these covenants in any agreement could result in a violation of such agreement which could, in turn, lead to violations of other agreements pursuant to such cross-default or cross-acceleration provisions. If an event of default occurs, the lenders are entitled to declare all amounts owed to be due and payable immediately. The Credit Agreement is collateralized by substantially all of the Company’s domestic assets.

SOURCE Graphic Packaging Holding Company