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`UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
ýANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2020
or
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from             to            

Commission File Number: 001-34146
clw-20201231_g1.jpg
CLEARWATER PAPER CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 20-3594554
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification No.)
601 West Riverside,Suite 1100 99201
Spokane,WA
(Address of principal executive offices) (Zip Code)
(509) 344-5900
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock ($0.0001 par value per share)CLWNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   ¨ Yes    ý No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.   ¨ Yes    ý No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    ý Yes    ¨ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    ý Yes    ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ¨
    Accelerated filer 
ý
Non-accelerated filer  ¨    Smaller reporting company ¨
Emerging growth company¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.   ý 



Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    ¨ Yes    ý No
As of June 30, 2020, the aggregate market value of the common stock held by non-affiliates was $596.7 million.
As of February 23, 2021, 16,604,718 shares of common stock were outstanding.
__________________________
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive proxy statement for the 2021 Annual Meeting of Stockholders to be held on May 17, 2021 are incorporated by reference in Part III of this Form 10-K.



CLEARWATER PAPER CORPORATION
Index to Form 10-K
 
  
  
PAGE
NUMBER
 PART I 
ITEM 1.Business
ITEM 1A.Risk Factors
ITEM 1B.Unresolved Staff Comments
ITEM 2.Properties
ITEM 3.Legal Proceedings
ITEM 4.Mine Safety Disclosures
 PART II 
ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
ITEM 6.Selected Financial Data
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of
Operations
ITEM 7A.Quantitative and Qualitative Disclosures About Market Risks
ITEM 8.Financial Statements and Supplementary Data
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure
ITEM 9A.Controls and Procedures
ITEM 9B.Other Information
 PART III 
ITEM 10.Directors, Executive Officers and Corporate Governance
ITEM 11.Executive Compensation
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
ITEM 13.Certain Relationships and Related Transactions, and Director Independence
ITEM 14.Principal Accounting Fees and Services
 PART IV 
ITEM 15.Exhibits, Financial Statement Schedules
ITEM 16.Form 10-K Summary
SIGNATURES
 



Part I
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
Our disclosure and analysis in this report contains, in addition to historical information, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the impact of COVID-19 on our operations; production quality and quantity, our strengths and related benefits; our strategy; competitive market conditions; raw materials and input usage and costs, including energy costs and usage; selling, general and administrative cost reduction benefits; strategic projects and related costs and benefits; energy conservation; cash flows; capital expenditures; return on investment from capital projects; compliance with our loan and financing agreements; tax rates; operating costs; selling, general and administrative expenses; timing of and costs related to major maintenance, construction, and repairs; liquidity; benefit plan funding levels; stockholder equity; capitalized interest; and interest expenses. Words such as “anticipate,” “expect,” “intend,” “plan,” “target,” “project,” “believe,” “schedule,” “estimate,” “may,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are based on management’s current expectations, estimates, assumptions and projections that are subject to change. Our actual results of operations may differ materially from those expressed or implied by the forward-looking statements contained in this report. Important factors that could cause or contribute to such differences in operating results include those risks discussed in Item 1A of this report, as well as the following:
impact of the COVID-19 pandemic on our operations, our suppliers' operations and our customer demand;
competitive pricing pressures for our products, including as a result of increased capacity as additional manufacturing facilities are operated by our competitors and the impact of foreign currency fluctuations on the pricing of products globally;
the loss of, changes in prices in regard to, or reduction in, orders from a significant customer;
changes in the cost and availability of wood fiber and wood pulp;
changes in transportation costs and disruptions in transportation services;
changes in customer product preferences and competitors' product offerings;
larger competitors having operational, financial and other advantages;
customer acceptance and timing and quantity of purchases of our tissue products, including the existence of sufficient demand for and the quality of tissue produced by our expanded Shelby, North Carolina operations;
consolidation and vertical integration of converting operations in the paperboard industry;
our ability to successfully implement our operational efficiencies and cost savings strategies, along with related capital projects;
changes in the U.S. and international economies and in general economic conditions in the regions and industries in which we operate;
manufacturing or operating disruptions, including IT system and IT system implementation failures, equipment malfunctions and damage to our manufacturing facilities;
cyber-security risks;
changes in costs for and availability of packaging supplies, chemicals, energy and maintenance and repairs;
labor disruptions;
cyclical industry conditions;
changes in expenses, required contributions and potential withdrawal costs associated with our pension plans;
environmental liabilities or expenditures;
reliance on a limited number of third-party suppliers for raw materials;
our ability to attract, motivate, train and retain qualified and key personnel;
our substantial indebtedness and ability to service our debt obligations and restrictions on our business from debt covenants and terms;
negative changes in our credit agency ratings; and
changes in laws, regulations or industry standards affecting our business.
Forward-looking statements contained in this report present management’s views only as of the date of this report. Except as required under applicable law, we do not intend to issue updates concerning any future revisions of management’s views to reflect events or circumstances occurring after the date of this report. You are advised, however, to consult any further disclosures we make on related subjects in our quarterly reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission, or SEC.
ABOUT THIRD PARTY INFORMATION
In this annual report on Form 10-K, we rely on and refer to information regarding industry data obtained from market
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research, publicly available information, industry publications, U.S. government sources, and other third parties. Although we believe the information is reliable, we cannot guarantee the accuracy or completeness of the information and have not independently verified.
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ITEM 1.Business
GENERAL
We are a manufacturer and premier supplier of quality consumer tissue, parent roll tissue and bleached paperboard. We supply private label tissue to major retailers, including grocery, drug, mass merchants and discount stores. In addition, we produce and supply bleached paperboard to quality-conscious printers and packaging converters, and offer services that include custom sheeting, slitting and cutting.
STRATEGY
Our long-term strategy is to expand our business to meet the needs of our customers and optimize the profitability of both our Consumer Products and our Pulp and Paperboard businesses. In the near-term, our focus is on reducing debt, optimizing our installed capital projects and improving the operating and cost effectiveness of both segments of our company.
ORGANIZATION
Our business is organized into two operating segments: Consumer Products and Pulp and Paperboard. Sales for these businesses for the last three years are included in the table below:
Year Ended December 31,Increase (decrease)
(In millions)2020201920182020 - 20192019 - 2018
Consumer Products$1,032.7 $906.8 $884.8 13.9 %2.5 %
Pulp and Paperboard835.9 854.7 839.4 (2.2)%1.8 %
$1,868.6 $1,761.5 $1,724.2 6.1 %2.2 %
Consumer Products Segment
Our Consumer Products segment sells and produces a complete line of at-home tissue products. Our integrated manufacturing and converting operations and geographic footprint enable us to deliver a broad range of cost-competitive products with brand equivalent quality to our customers. We also sell minor amounts of non-retail products including away from home (AFH) products, parent rolls and contract manufacturing and minor amounts of pulp.
Our Consumer Products Business
We believe that we are the only U.S. consumer tissue manufacturer that solely produces a full line of quality private label tissue products for large retail trade channels with a national footprint. We believe we are able to offer products that match the quality of leading national brands, but generally at lower prices. We utilize independent companies to routinely test our product quality.
In bath tissue, the majority of our sales are high quality two-ply ultra and premium products. In paper towels, we produce and sell ultra quality towels as well as premium and value towels. In the facial category, we sell ultra-lotion three-ply and a complete line of two-ply premium products, as well as value facial tissue. In napkins, we manufacture ultra two- and three-ply dinner napkins, as well as premium and value one-ply luncheon napkins. Value grade products utilizing recycled fiber are also produced for customers who wish to further diversify their product portfolio. We compete primarily in the at-home portion of the U.S. tissue market, which made up approximately 94% of our Consumer Products segment sales in 2020.
We sell private label tissue products through our own sales force and compete based on product quality, customer service and price. We deliver customer-focused business solutions by assisting in managing product assortment, category management and pricing and promotion optimization.
Pulp and Paperboard Segment
Our Pulp and Paperboard segment markets and manufactures bleached paperboard for the high-end segment of the packaging industry and is a leading producer of Solid Bleached Sulfate (SBS) paperboard. This segment produces hardwood and softwood pulp, which is primarily used as the basis for our paperboard products or transferred to our Consumer Products business.
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Our Pulp and Paperboard Business
We believe we are one of the four largest producers of bleached paperboard in North America with approximately 15% of the available production capacity in 2020. We also provide custom sheeting, slitting and cutting of paperboard products.
Our paperboard production consists of folding carton, liquid packaging, cup and plate products, blister and carded packaging, top sheet and commercial printing grades and softwood pulp.
Folding carton board used in pharmaceuticals, cosmetics and other premium packaging, such as those that incorporate foil and holographic lamination, accounts for the largest portion of our total paperboard sales. We focus on high-end folding carton applications where the heightened product quality requirements provide for differentiation among suppliers, generally resulting in margins that are more attractive than less demanding packaging applications.
Our liquid packaging paperboard is known for its cleanliness and print ability, and is engineered for long-lived performance due to its three-ply, softwood construction. Our reputation for producing liquid packaging meets the most demanding standards for paperboard quality and cleanliness, where consumers have a particular tendency to associate blemish-free, vibrant packaging with the cleanliness, quality and freshness of the liquids contained inside.
With the exception of our capability to supply just-in-time sheeting and narrow rolls, we do not produce converted paperboard end-products, so we are not simultaneously a supplier of and a competitor to our customers in key market segments, notably folding carton and cup. Of the five largest SBS paperboard producers in the United States, we are the only producer that does not convert SBS paperboard into folding cartons, cups, plates or liquid packaging end-use products. We position our independent status to attract a diverse group of loyal customers because when there is increased market demand for paperboard, we do not divert our production to internal uses.
We can convert paperboard parent rolls to flat sheets and narrow rolls, which expands our in-market service capabilities and allows us to support small and mid-sized folding carton converters that buy sheeted paperboard to convert into packaging end-products. Providing a service platform in this way expands the key folding carton segment of our business and does not compete with our customers in other key market segments.
We utilize various methods for the sale and distribution of our paperboard. The majority of our paperboard is sold to packaging converters in North America through sales managers located throughout the United States, with a smaller percentage channeled through distribution to commercial printers. We directly sell sheeted paperboard products to folding carton converters, merchants and commercial printers. Our principal methods of competing are product quality, customer service and price.
INPUT COSTS
Raw Materials
Wood fiber is our principal raw material, which consists of chips, sawdust and logs. We own and operate a wood chipping facility which we believe bolsters our wood fiber position and provides short-term and long-term cost savings.
Additionally, we procure a portion of our pulp requirements. Annually, we purchase approximately 330,000 short tons of pulp, the majority of which is bleached hardwood pulp, on the open market through long-term contracts or market transactions.  The Pulp and Paperboard segment purchases approximately 55,000 short tons and the Consumer Products segment purchases approximately 275,000 short tons.  The remaining pulp needs for our Consumer Products segment are supplied internally by the Pulp and Paperboard segment.
In addition to wood fiber, we utilize a significant amount of chemicals in the production of pulp and paper, including caustic, polyethylene, starch, sodium chlorate, latex and specialty process paper chemicals. A portion of the chemicals used in our manufacturing processes, particularly in the pulp-making process, are petroleum-based or are impacted by petroleum prices.
Transportation
Transportation is a significant cost input for our business. Fuel prices, mileage driven and line-haul rates impact our transportation costs for delivery of raw materials to our manufacturing facilities, internal inventory transfers and delivery of our finished products to customers.
Energy
We consume substantial amounts of energy, such as electricity, hog fuel, steam and natural gas. We purchase a significant portion of our natural gas and electricity under supply contracts, most of which are between a specific facility
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and a specific local provider. Under most of these contracts, the providers have agreed to provide us with our requirements for a particular type of energy at a specific facility. Most of these contracts have pricing mechanisms that adjust or set prices based on current market conditions.
SEASONALITY
Our Consumer Products segment can experience a decrease in shipments during the fourth quarter as a result of retail brand holiday promotions. In addition, customer buying patterns for our paperboard generally result in lower sales for certain grades of our Pulp and Paperboard segment during the first and fourth quarters, compared to the second and third quarters of a given year.
GOVERNMENTAL
For a discussion of the uncertainties and business risks associated with the environmental regulations, see Part I, Item 1A, "Risk Factors—Risks Related to Our Business Operations and the Markets in Which We Operate — We are subject to significant environmental regulations and environmental compliance expenditures, which could increase our costs and subject us to liabilities" including information regarding environmental matters under Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this report, and which is incorporated herein by reference.
WEBSITE
Interested parties may access our periodic and current reports filed with the SEC, at no charge, by visiting our website, www.clearwaterpaper.com. In the menu select “Investor Relations,” then select “Financial Information & SEC Filings.” Information on our website is not part of this report.
HUMAN CAPITAL
The COVID-19 pandemic continues to impact lives and businesses around the world. We have taken proactive steps to help protect the health and safety of our employees and maintain business continuity. A vast majority of our office workers continue to telecommute. Within our production and office areas we have established several safety protocols, including face covering and physical distance requirements, enhanced cleaning, encouraging daily self-health checks, temperature screening stations, and access to virtual primary care physicians at no additional cost. We are also actively planning for the time when COVID-19 vaccines will be available for our employees.
We believe that a sustained commitment to diversity, equity and inclusion makes us a stronger organization. We are dedicated to fostering and sustaining an environment where our teammates who stand beside us and work with us are valued for their unique backgrounds, knowledge, skills and experiences.
To attract and retain the best-qualified talent, we offer competitive benefits, including market-competitive compensation, healthcare, paid time off, parental leave, retirement benefits, tuition assistance, employee skills development and leadership development.
Safety, quality, and integrity are at the core of how Clearwater Paper operates. We aspire to achieve zero workplace injuries and provide a safe, open, and accountable work environment for our employees. We provide several channels for all employees to speak up, ask for guidance, and report concerns related to ethics or safety violations. We address employee concerns and take appropriate actions that uphold our Clearwater Paper values.
As of December 31, 2020, we had approximately 3,340 employees, of which approximately 1,524 of our workforce was covered under collective bargaining agreements. Unions represent hourly employees at three of our manufacturing sites. For a discussion of the uncertainties and business risks associated with employee relations, see Part I, Item 1A, "Risk Factors—Risks Related to Our Business Operations and the Markets in Which We Operate — Our business and financial performance may be harmed by future labor disruptions."

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ITEM 1A.Risk Factors
Our business, financial condition, results of operations and liquidity are subject to various risks and uncertainties, including those described below, and as a result, the trading price of our common stock could decline.
RISKS RELATED TO OUR BUSINESS OPERATIONS AND THE MARKETS IN WHICH WE OPERATE
The COVID-19 pandemic may adversely affect our operations and financial condition.
The COVID-19 pandemic has had, and another pandemic in the future could have, repercussions across regional and global economies and financial markets. The outbreak of COVID-19 has significantly adversely impacted global economic activity and has contributed to significant volatility in financial markets.
In the domestic paperboard and tissue markets in 2020, the COVID-19 pandemic resulted in significant variability. As has been widely reported in the media, companies like ours experienced a significant increase in demand for tissue products during 2020 as a result of the pandemic, particularly due to residential consumer purchasing behavior. Demand for paperboard products was also affected by the COVID-19 pandemic, with increases in some end-market segments like food packaging and decreases in food service and commercial print.
Our business, the businesses of our customers and the businesses of our suppliers could be materially and adversely affected by the impact and risks of the pandemic. Such risks include, but are not limited to, the following:
the complete or partial closure of one or more of our manufacturing facilities;
the loss of our management team and employee base that possess unique technical skills for the execution of our business plan;
limitations on our ability to operate our business as a result of any federal, state or local regulations;
disruptions to international trade, or further restrictions or prohibitions on international travel, on which we rely to make our products (for example, an interruption in eucalyptus pulp from Brazil or lack of availability for spare parts or technical support from European suppliers of our production and converting equipment);
variability in demand for our products, including inability to meet a sharp increase in demand, a decrease in demand for our products as a result of a prolonged economic downturn or global recession (for example, during previous, extreme recessionary periods in the U.S., we experienced significant declines in demand for our paperboard used in folding carton, cup and liquid packaging applications);
the interruption of our distribution system or delays in the delivery of our products;
temporary or long-term disruption in our supply chains;
volatility related to pension plan assets (for example, we may need to make additional contributions to address an increase in obligations and/or a loss in plan assets as a result of the combination of declining market interest rates and/or past or future plan asset investment losses);
significant disruption of global financial markets, which could have a negative impact on our ability to access capital in the future;
a decline in our ability to collect on accounts receivable, which could materially affect our liquidity;
bankruptcy of customers that leads to a decrease in demand for our products;
and an interruption in processing or an inability to process accounts payable by our third-party processor, which could result in our suppliers and vendors withholding supplies or services.
Increases in tissue supply, particularly in the premium and ultra categories, could adversely affect our operating results and financial condition.
Over the past few years, several new or refurbished premium and ultra-quality tissue paper machines and converting assets have been completed or announced by us and by our competitors, including private label competitors, which has resulted and will continue to result in a substantial increase in the supply of premium and ultra-quality tissue in the North American market. Additionally, several new or refurbished conventional tissue machines have been installed or announced, including as a result of foreign competitors increasing their presence and operations in North America. As a result of increased tissue demand due to the COVID-19 pandemic, foreign tissue manufacturers increased exports into the U.S. market, regional tissue manufacturers increased their production, and some away-from-home tissue manufacturers re-purposed their products to the at-home market, all of which increased tissue supply. We believe that
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increasing tissue capacity, together with intensifying competition experienced by our retail customers, has made it difficult for us to pass through to our customers the significant increases in input costs we have experienced in the last several years. If demand for tissue products in the North American market does not increase or consumer purchasing of premium and ultra-quality tissue do not increase commensurate with the increased capacity, the increase in supply of ultra-quality tissue products could have a material adverse effect on the price of premium and ultra-quality tissue products. In addition, increased supply of premium and ultra-quality tissue may adversely affect the market prices for such tissue and result in the displacement of demand for conventional tissue, which could adversely affect the market price for conventional tissue products, which will continue to represent a significant portion of our total production for the foreseeable future.
The loss of, or a significant reduction in, orders from, or changes in prices in regard to, any of our large customers could adversely affect our operating results and financial condition.
We derive a substantial amount of revenues from a concentrated group of customers. Our top 10 customers accounted for 50% of sales in 2020. If we lose any of these customers or a substantial portion of their business or if the terms of our relationship with any of them becomes less favorable to us, our net sales would decline, which would harm our results of operations and financial condition. We have experienced increased price and promotion competition in our consumer products business, and this competition has decreased our gross margins and adversely affected our financial condition.
We generally do not have long-term contracts with many of our customers that ensure a continuing level of business from them. In addition, our agreements with our customers, including our largest customers, are not exclusive and generally do not contain minimum volume purchase commitments. Our relationship with our largest and most important customers will depend on our ability to continue to meet their needs for quality products and services at competitive prices. Some of our customers have the capability to produce the parent rolls or products that they purchase from us. If we lose one or more of our large customers or if we experience a significant decline in the level of purchases by any of them, we may not be able to quickly replace the lost business volume and our operating results and business could be harmed.
We depend on external sources of wood pulp and wood fiber for a significant portion of our tissue production, which subjects our business and results of operations to potentially significant fluctuations in the price of market pulp and wood fiber.
Our Consumer Products segment sources a significant portion of its wood pulp requirements from external suppliers, which exposes us to price fluctuation. For 2020, we sourced 70% of our Consumer Product segment pulp requirements (or 30% overall) of our pulp from external sources. Pulp prices can, and have, changed significantly from one period to the next. The volatility of pulp prices can adversely affect our earnings if we are unable to pass cost increases on to our customers or if the timing of any price increases for our products significantly trails the increases in pulp prices.
Wood fiber is the principal raw material used to create wood pulp, which in turn is used to manufacture our pulp and paperboard products and consumer products. Wood fiber pricing is subject to regional market influences, and our cost of wood fiber may increase in the areas our pulp and paperboard facilities are located due to market shifts in those regions. For example, much of the wood fiber we use in our pulp manufacturing process in Lewiston, Idaho, is the by-product of sawmill operations. As a result, the price of these residual wood fibers is affected by operating levels in both the pulp and paper and lumber industries. During the past decade in the western U.S. many sawmills have closed or curtailed operations or their operations have been consolidated. Further, the expansion of operations and production of other paper mills and wood pellet manufacturers in the Inland Northwest region of the United States has increased the demand and price for wood fiber. Additionally, the ability of paper and wood pellet mills in British Columbia to acquire wood fiber from the U.S. Inland Northwest region with limited to no reciprocal ability by U.S. mills to acquire wood fiber from British Columbia, reduces the supply of, and increases the costs, for wood fiber. The price of wood fiber in the Pacific Northwest is expected to remain volatile.
The primary source for wood fiber is timber, the availability of which may be limited by adverse weather, fire, insect infestation, disease, ice storms, windstorms, flooding and other natural and man-made causes, thereby reducing supply and increasing prices. Our Arkansas pulp and paperboard facility relies on whole log chips for a significant portion of its wood fiber.
The effects on market prices for wood fiber resulting from various governmental programs involving tax credits or payments related to biomass and other renewable energy projects or from environmental litigation or regulation are uncertain and could result in a reduction in the supply of wood fiber available for our pulp and paperboard manufacturing operations. Additionally, wood pellet facilities or fluff pulp facilities, can increase demand and prices for wood fiber. If
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we and our pulp suppliers are unable to obtain wood fiber at favorable prices or at all, our costs will increase and our operations and financial results may be harmed.
We rely on a limited number of third-party suppliers and vendors required for the production of our products and our operations.
Our dependence on a limited number of third-party suppliers, and the challenges we may face in obtaining adequate supplies of raw materials, involve several risks, including limited control over pricing, availability, quality and delivery schedules. Limitations on the availability of, and subsequent increases in, the costs of raw materials, could have an adverse effect on the Company's financial results. We cannot be certain that our current suppliers will continue to provide us with the quantities of these raw materials that we require or will continue to satisfy our anticipated specifications and quality requirements. Any supply interruption in limited raw materials could materially harm our ability to manufacture our products until a new source of supply, if any, could be identified and qualified. Although we believe there are other suppliers of these raw materials, we may be unable to find a sufficient alternative supply channel in a reasonable time or on commercially reasonable terms.
We also depend on a limited number of third-party vendors for certain of our operating equipment and spare parts. Any performance failure on the part of our suppliers or vendors could interrupt production of our products, which would have a material adverse effect on our business.
The cost of chemicals and energy needed for our manufacturing processes significantly affects our results of operations and cash flows.
We use a variety of chemicals in our manufacturing processes, including petroleum-based polyethylene and certain petroleum-based latex chemicals. Prices for these chemicals have been and are expected to remain volatile. In addition, chemical suppliers that use petroleum-based products in the manufacture of their chemicals may, due to supply shortages and cost increases, ration the amount of chemicals available to us, and therefore we may not be able to obtain at favorable prices the chemicals we need to operate our business, if we are able to obtain them at all.
Our manufacturing operations also utilize large amounts of electricity and natural gas. Energy prices have fluctuated widely over the past decade, which in turn affects our operational costs. We purchase on the open market a substantial portion of the natural gas necessary to produce our products, and, as a result, the price and other terms of those purchases are subject to change based on factors such as worldwide supply and demand, geopolitical events, government regulation, weather, interruptions in pipeline and other delivery systems and natural disasters. Our energy costs in future periods will depend principally on our ability to produce a substantial portion of our electricity needs internally, on changes in market prices for natural gas and on reducing energy usage. Any significant energy shortage or significant increase in our energy costs in circumstances where we cannot raise the price of our products could have a material adverse effect on our results of operations. Any disruption in the supply of energy could also affect our ability to meet customer demand in a timely manner and could harm our reputation and our business.
Disruptions in transportation services or increases in our transportation costs could have a material adverse effect on our business.
Our business, particularly our Consumer Products business, is dependent on transportation services to deliver our products to our customers and to deliver raw materials to us as well as for intercompany shipments of parent rolls. Shipments of products and raw materials may be delayed or disrupted due to weather conditions, labor shortages or strikes, regulatory actions or other events. If our transportation providers are unavailable or fail to deliver our products in a timely manner, we may incur increased costs and we may be unable to manufacture and deliver our products on a timely basis.
The costs of these transportation services are also affected by geopolitical, economic and weather related events. We have not been able in the past, and may not be able in the future, to pass along part or all of any fuel price increases to customers. If we are unable to increase our prices as a result of increased fuel or transportation costs, our gross margins may be materially adversely affected.
Competitors' branded products and private label products could have an adverse effect on our financial results.
Our Consumer Products compete with well-known, branded products, as well as other private label products. Our business may be harmed by new product offerings by competitors, the effects of consolidation within retailer and distribution channels and price competition from companies that may have greater financial resources than we do. If we are unable to offer our existing customers, or new customers, tissue products comparable to branded products or other companies' private label products in terms of quality, customer service and/or price, we may lose business or we may not
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be able to grow our existing business, and we may be forced to sell lower-margin products, all of which could negatively affect our financial condition and results of operations.
Larger competitors have operational and other advantages over our operations.
The markets for our products are highly competitive, and companies that have substantially greater financial resources compete with us in each market. Some of our competitors have advantages over us, including lower raw material and labor costs and better access to the inputs of our products.
Our Consumer Products business faces competition from companies that produce the same type of products that we produce or that produce alternative products that customers may use instead of our products. Our Consumer Products business competes with the branded tissue products producers, such as Procter & Gamble, and branded label producers who manufacture branded and private label products, such as Georgia-Pacific and Kimberly-Clark. These companies are far larger than us, have more sales, marketing and research and development resources than we do, and enjoy significant cost advantages due to economies of scale. In addition, because of their size and resources, these companies may foresee market trends more accurately than we do and develop new technologies that render our products less attractive or obsolete.
Our ability to successfully compete in the pulp and paperboard industry is influenced by a number of factors, including manufacturing capacity, general economic conditions and the availability and demand for paperboard substitutes. Our Pulp and Paperboard business competes with WestRock, Georgia-Pacific, Graphic Packaging, Pactiv Evergreen and other international producers, most of whom are much larger than us. Any increase in manufacturing capacity by any of these or other producers could result in overcapacity in the pulp and paperboard industry, which could cause downward pressure on pricing. For example, a large European manufacturer recently converted a U.S. facility to produce SBS paperboard for the North American market. Increased production by foreign manufacturers may result in increased competition in the North American paperboard markets from direct sales by foreign competitors into these markets or increased competition in the United States as domestic manufacturers seek increased U.S. sales to offset displaced overseas sales caused by increased sales by foreign suppliers into Asia and European markets. Furthermore, customers could choose to use types of paperboard that we do not produce or could rely on alternative materials, such as plastic, for their products. An increased supply of or demand for any of these products could cause us to lower our prices or lose sales to competitors, either of which could have a material adverse effect on our results of operations and cash flows.
Changing retail purchasing patterns have increased the need to increase operating efficiencies and diversify our customer base and sales channels.
We have historically sold a majority of our consumer tissue products through retail grocery stores. These and other traditional retail outlets are facing increasingly intense competition from supercenters, club stores, wholesale grocers, drug, dollar, variety and specialty stores. We also face increasingly intense competition from competitors who have incorporated the internet as a direct-to-consumer channel and internet-only providers that sell tissue and other grocery products. The intense competition faced by our customers has resulted in increased efforts by them to reduce costs from suppliers like us and requires that we become more cost efficient to maintain our market share and profitability. The changing retail landscape also requires that we develop and maintain relationships with a wider variety of retailers and retail channels to succeed in this dynamic environment, which can decrease our supply network efficiency and increase our costs.
The expansion of our business through the construction of new tissue making and converting facilities may not proceed as anticipated.
We added a paper machine capable of producing certain premium and ultra-quality tissue products and converting facilities to our Shelby, North Carolina site. The expansion of the site is highly complex, and we continue the integration of the new converting resources, including within our national tissue converting network. The ongoing work entails numerous risks, including diverting management's attention from other business concerns, difficulties in integrating the new operations and personnel, and uncertainties regarding the existence of sufficient customer demand for the tissue produced by our integrated network. Any of these risks if realized, could have a material adverse effect on our business, financial condition, results of operations and liquidity.
Consolidation in the North American paperboard and converting industry may adversely affect our business.
The ongoing consolidation of paperboard and paperboard converting businesses, including through the acquisition and integration of such converting businesses by larger competitors of ours, could result in a loss of customers and sales in our pulp and paperboard business. A loss of paperboard customers or sales as a result of consolidations and integrations
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could have a material adverse effect on our business, financial condition, results of operations and cash flows.
We incur significant expenses to maintain our manufacturing equipment and any interruption in the operations of our facilities may harm our operating performance.
We regularly incur significant expenses to maintain our manufacturing equipment and facilities. The machines and equipment that we use to produce our products are complex, interdependent, have many parts and some are run on a continuous basis. We must perform routine maintenance on our equipment and will have to periodically replace a variety of parts such as motors, pumps, pipes and electrical parts. In addition, our pulp and paperboard facilities require periodic shutdowns to perform major maintenance. These scheduled shutdowns of facilities result in decreased sales and increased costs in the periods in which they occur and could result in unexpected operational issues in future periods as a result of changes to equipment and operational and mechanical processes made during the shutdown period.
Unexpected production disruptions could cause us to shut down or curtail operations at any of our facilities. Disruptions could occur due to any number of circumstances, including prolonged power outages, mechanical or process failures, shortages of raw materials, natural catastrophes, disruptions in the availability of transportation, labor disputes,cyber attacks and malware, terrorism, changes in or non-compliance with environmental or safety laws, and the lack of availability of services from any of our facilities' key suppliers. For example, in 2019, we had a fire at our Shelby, North Carolina facility, and in 2020, severe weather damage to power lines resulted in a temporary shutdown of our Arkansas mill. Any facility shutdowns may be followed by prolonged startup periods, regardless of the reason for the shutdown. Those startup periods could range from several days to several weeks, depending on the reason for the shutdown and other factors. Any prolonged disruption in operations at any of our facilities could cause significant lost production, which would have a material adverse effect on our results of operations.
Our business and financial performance may be harmed by future labor disruptions.
As of December 31, 2020, approximately 46% of our full-time employees were represented by unions under collective bargaining agreements. As these agreements expire, we may not be able to negotiate extensions or replacement agreements on terms acceptable to us. The collective bargaining agreement for hourly employees at our Neenah, Wisconsin facility, which affects approximately 265 employees, expired in 2020 and extended until 2021. Any failure to reach an agreement with one of the unions may result in strikes, lockouts, work slowdowns, stoppages or other labor actions, any of which could have a material adverse effect on our operations and financial results.
Cyclical industry conditions have in the past affected and may continue to adversely affect the operating results and cash flows of our pulp and paperboard business.
Our Pulp and Paperboard business has historically been affected by cyclical market conditions. We may be unable to sustain pricing in the face of weaker demand, and weaker demand may in turn cause us to take production downtime. In addition to lost revenue from lower shipment volumes, production downtime causes unabsorbed fixed manufacturing costs due to lower production levels. Our results of operations and cash flows may be materially adversely affected in a period of prolonged and significant market weakness. We are not able to predict market conditions or our ability to sustain pricing and production levels during periods of weak demand.
We rely on information technology in critical areas of our operations, and a disruption relating to such technology could harm our financial condition.
We use information technology, or IT, systems in various aspects of our operations, including enterprise resource planning, management of inventories, manufacturing, supply chain and customer sales. We have different legacy IT systems that we are continuing to integrate, upgrade and move to the cloud. If one of these systems was to fail or cause operational or reporting interruptions, or if we decide to change these systems or hire outside parties to provide these systems, we may suffer disruptions, which could have a material adverse effect on our manufacturing and sales operation, results of operations and financial condition. In addition, we may underestimate the costs, complexity and time required to develop and implement new systems.
We face cyber-security risks.
Our business operations rely upon secure information technology systems for data capture, processing, storage and reporting. Despite careful security and controls design, implementation and updating, our information technology systems or plant networks could become subject to cyber attacks. Network, system, application and data breaches could result in operational disruptions or information misappropriation, which could result in lost sales, production interruption, business delays, negative publicity and could have a material adverse effect on our business, results of operations and financial condition.
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We are subject to significant environmental regulation and environmental compliance expenditures, which could increase our costs and subject us to liabilities.
We are subject to various federal, state and foreign environmental laws and regulations concerning, among other things, water discharges, air emissions, hazardous material and waste management and environmental cleanup. Environmental laws and regulations continue to evolve and we may become subject to increasingly stringent environmental standards in the future, particularly under air quality and water quality laws and standards related to climate change issues, such as global warming. In particular, greenhouse gas emissions have increasingly become the subject of political and regulatory focus and this may lead to changes in legislative and regulatory initiatives directed at limiting greenhouse emissions.
Increased regulatory activity at the state, federal and international level is possible regarding climate change as well as other emerging environmental issues associated with our manufacturing sites, such as water quality standards. Compliance with regulations that implement new public policy in these areas might require significant expenditures on our part or even the curtailment of certain of our manufacturing operations.
We are required to comply with environmental laws and the terms and conditions of multiple environmental permits. In particular, the pulp and paper industry in the United States is subject to several performance based rules associated with effluent and air emissions as a result of certain of its manufacturing processes. Federal, state and local laws and regulations require us to routinely obtain authorizations from and comply with the evolving standards of the appropriate governmental authorities, which have considerable discretion over the terms of permits. Failure to comply with environmental laws and permit requirements could result in civil or criminal fines or penalties or enforcement actions, including regulatory or judicial orders enjoining or curtailing our operations or requiring us to take corrective measures, install pollution control equipment, or take other remedial actions, such as product recalls or labeling changes. We also may be required to make additional expenditures, which could be significant, relating to environmental matters on an ongoing basis. There can be no assurance that future environmental permits will be granted or that we will be able to maintain and renew existing permits, and the failure to do so could have a material adverse effect on our results of operations, financial condition and cash flows.
We own properties, conduct or have conducted operations at properties, and have assumed indemnity obligations for properties or operations where hazardous materials have been or were used for many years, including during periods before careful management of these materials was required or generally believed to be necessary. Consequently, we will continue to be subject to risks under environmental laws that impose liability for historical releases of hazardous substances and to liability for other potential violations of environmental laws or permits at existing sites or ones for which we have indemnity obligations.
RISK RELATED TO OUR EMPLOYEE PLANS
We may be required to pay material amounts under multiemployer pension plans; one of the plans in which we participate is in “critical and declining” financial status and this subjects us to potential liabilities, particularly if we withdraw from this plan.
We contribute to two multiemployer pension plans. The amount of our annual contributions to these plans is negotiated with the union representing our employees covered by the plan. In 2020, we contributed approximately $5.7 million to these plans. If in future years we continue to participate in these plans, we may be required to make increased annual contributions, which would reduce the cash available for business and other needs. The decision whether to continue to participate in these multiemployer plans does not rest solely with us; rather, it is negotiated as part of the collective bargaining agreements with labor unions that participate in these plans. There are risks associated with both continuing to participate in multiemployer plans and with withdrawing from multiemployer plans.
If we were to withdraw partially or completely from a multiemployer plan that is underfunded, we would be liable for a proportionate share of that plan's unfunded vested benefits as required by law. This is called a withdrawal liability.
If we continue to participate in a multiemployer pension plan, the future increases in annual contributions are difficult to predict and largely beyond our control. For example, if any other contributing employer withdraws from a multiemployer plan that is underfunded, and the withdrawing employer cannot satisfy its withdrawal liability, then the proportionate share of the plan’s unfunded vested benefits that would be allocable to us and to the other remaining contributing employers would increase.
One of the multiemployer pension plans to which we contribute, the IAM National Pension Fund, or IAM NPF, elected to be certified to be in “critical status” for the plan year beginning January 1, 2019. If we were to withdraw from IAM NPF, either completely or partially, we would incur a statutory withdrawal liability based on our proportionate share of
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IAM NPF’s unfunded vested benefits. Based on information available to us, as well as information provided by IAM NPF, and reviewed by our actuarial consultant, we estimate that, as of December 31, 2020, the withdrawal liability payment that we would be required to make to IAM NPF were we to completely withdraw in 2020 would be a single payment of approximately $4.2 million on a pretax basis. If we were deemed to be included in a “mass withdrawal” from IAM NPF, this payment could be greater or result in our making annual payments. We currently have no plans to withdraw from IAM NPF and have not recognized any liability associated with a withdrawal from IAM NPF in our consolidated financial statements.
The other multiemployer pension plan to which we contribute, the PACE Industry Union-Management Pension Fund, or PIUMPF, was certified to be in “critical status” for the plan year beginning January 1, 2010 and continued to be in critical status through the plan year beginning January 1, 2014. For the plan years beginning January 1, 2015 through January 1, 2020, PIUMPF was certified to be in "critical and declining status" under the Multiemployer Pension Reform Act of 2014. The number of employers participating in PIUMPF fell from 135 during 2012 to 49 during 2019 and the ratio of inactive participants to active employees participating in PIUMPF has increased from 3.4 inactive participants per each active employee at the end of 2013 to 15.6 inactive participants per each active employee at the end of 2019. PIUMPF predicts it will become insolvent in 2032. We are now the largest contributing employer remaining in PIUMPF. We therefore expect that if we remain in PIUMPF our annual contributions could increase, although we have no way of knowing by how much.
If instead we were to withdraw from PIUMPF, either completely or partially, we would incur a statutory withdrawal liability based on our proportionate share of PIUMPF’s unfunded vested benefits. Based on information available to us, as well as information provided by PIUMPF, and reviewed by our actuarial consultant, we estimate that, as of December 31, 2020, the withdrawal liability payments that we would be required to make to PIUMPF were we to completely withdraw in 2020 would be approximately $5.7 million per year on a pretax basis. These payments would continue for 20 years with an estimated present value in excess of $78 million on a pre-tax basis. If we were deemed to be included in a “mass withdrawal” from PIUMPF, these payments could continue indefinitely.
Were we voluntarily to withdraw from PIUMPF in 2020 or later, we could be subject to substantial payments in addition to the withdrawal liability payments described above. As a plan in critical and declining status, PIUMPF has adopted a rehabilitation plan. That plan purports to require a withdrawing employer to make an additional, lump-sum payment - above and beyond the statutory withdrawal liability - based on PIUMPF’s accumulated funding deficiency, or AFD. We do not believe PIUMPF’s purported imposition of the AFD on withdrawing employers is legally enforceable. However, we are aware that one large employer that withdrew from PIUMPF has recognized a liability for payment of an AFD amount and that other withdrawing employers may have paid some amounts in respect to the AFD. There have been lawsuits in federal courts challenging PIUMPF’s AFD. These lawsuits have not resolved the issue. There are also efforts underway in the United States Congress intended to address the financial situation of multiemployer plans, like PIUMPF, that are in critical and declining status. A recent legislative proposal pending in Congress could make PIUMPF eligible for financial relief that would significantly improve its funding and ability to remain solvent. It is uncertain whether this proposal will be enacted as law or if enacted, it would reduce the payments we might be obligated to make if we were to withdraw from PIUMPF in the future.
If the AFD were held to be legally enforceable, and if we were to elect to withdraw in some future year, the amount of our AFD liability at the time of our withdrawal would be material and subject to a variety of factors including without limitation the nature and timing of a withdrawal, the solvency or insolvency of PIUMPF at the time of the withdrawal, the level of contributions to the plan made by other contributing employers before our withdrawal, whether any employers that had withdrawn in the intervening years had made AFD payments, and the effect of any Congressional action to assist the funding of multiemployer plans.
We believe that the AFD, if held to be lawful, would be assessed only if an employer voluntarily withdraws from PIUMPF and that plan insolvency or any other circumstance that does not involve a voluntary withdrawal by us would not require us to make a payment in respect of the AFD. Therefore, since we currently have no plans to withdraw from PIUMPF, we have not recognized any liability associated with a withdrawal from PIUMPF in our consolidated financial statements.
If we were to decide to withdraw voluntarily from PIUMPF in the future, and if the AFD were held to be enforceable against us, the resulting liabilities would have a material adverse effect on our results of operations, financial position, liquidity and cash flows. Similarly, if, in the absence of a voluntary withdrawal by us, our understandings as stated above are incorrect regarding the unenforceability of the AFD or the inapplicability of the AFD to us in the event of plan insolvency or other circumstances not involving a voluntary withdrawal by us, the resulting liabilities would have a
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material adverse effect on our results of operations, financial position, liquidity and cash flows.
Adverse changes to, or requirements under, pension laws and regulations or adverse changes, requirements or claims pursuant to PIUMPF’s rehabilitation plan, such as the AFD, could increase the likelihood and amount of our liabilities. Were PIUMPF to fail, or were we to withdraw from PIUMPF, these liabilities would be in addition to the pension contributions we would have to make to any new pension plan adopted or contributed to by us to replace PIUMPF. All of this could materially reduce the cash we would have available for business and other needs.
Our company-sponsored salary pension plan is currently underfunded, and we may be required to make cash payments to the plan, reducing cash available for our business.
We have a company-sponsored pension plan covering a portion of our salaried and hourly employees. The volatility in the value of equity and fixed income investments held by this plan, coupled with a low interest rate environment resulting in higher liability valuations, has caused the company-sponsored salary plan to be underfunded as the projected benefit obligation has exceeded the aggregate fair value of plan assets by varying year-end amounts since 2008. At December 31, 2020, our company-sponsored salary pension plan was underfunded in the aggregate by $12.5 million. As a result of underfunding, we may be required to make contributions to our company-sponsored salary plan in future years, which would reduce the cash available for business and other needs. In 2020, we made no contributions to the company-sponsored pension plan, and we are not required to make contributions in 2021.
Our pension and health care costs are subject to numerous factors that could cause these costs to change.
In addition to our pension plans, we provide health care benefits to certain of our current and former salaried and hourly employees. Our health care costs vary with changes in health care costs generally, which have significantly exceeded general economic inflation rates for many years. Our pension costs are dependent upon numerous factors resulting from actual plan experience and assumptions about future investment returns. Pension plan assets are primarily made up of equity and fixed income investments. Fluctuations in actual equity market returns as well as changes in general interest rates may result in increased pension costs in future periods. Likewise, changes in assumptions regarding current discount rates, expected rates of return on plan assets and mortality rates could also increase pension costs. Significant changes in any of these factors may adversely impact our cash flows, financial condition and results of operations.
RISKS RELATED TO OUR INDEBTEDNESS
We have a substantial amount of indebtedness, which could have a material adverse effect on our financial condition and our ability to obtain financing in the future and to react to changes in our business.
We have a substantial amount of debt, which requires significant principal and interest payments. As of December 31, 2020, we had approximately $725 million face value of debt outstanding, collectively which is related to our Term Loan Credit Agreement, $300 million 2014 Notes, $275 million 2020 Notes, asset-based loan revolving credit facility and finance leases. After giving effect to borrowing base limitations and issuance of letters of credit, we had availability of approximately $227 million under the ABL Credit Agreement as of December 31, 2020.
Our significant amount of debt could have important consequences. For example, it could:
make it more difficult for us to satisfy our obligations under our notes and Credit Agreements;
increase our vulnerability to adverse economic and general industry conditions, including interest rate fluctuations, because a portion of our borrowings, including those under the Credit Agreements, are and will continue to be at variable rates of interest;
require us to dedicate a substantial portion of our cash flow from operations to payments on our debt, which would reduce the availability of our cash flow from operations to fund working capital, capital expenditures or other general corporate purposes;
limit our flexibility in planning for, or reacting to, changes in our business and industry;
place us at a disadvantage compared to competitors that may have proportionately less debt;
limit our ability to obtain additional debt or equity financing due to applicable financial and restrictive covenants in our debt agreements; and
increase our cost of borrowing.
Despite our current indebtedness levels, we may still incur significant additional indebtedness. Incurring more indebtedness could increase the risks associated with our substantial indebtedness.
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We may be able to incur substantial additional indebtedness, including additional secured indebtedness, in the future. The terms of the Credit Agreements restrict but do not prohibit us from doing so. After giving effect to borrowing base limitations and issuance of letters of credit, we had availability of approximately $227 million under the ABL Credit Agreement as of December 31, 2020. In addition, the Term Loan Credit Agreement allows us to issue additional secured term loans and/or notes under certain circumstances, which would be guaranteed by our subsidiary guarantors. In addition, the indentures governing our notes do not prevent us from incurring certain other liabilities that do not constitute secured indebtedness. If new debt or other liabilities are added to our current debt levels, the related risks that we and our subsidiaries now face could intensify.
If we default under the Credit Agreements, or other indebtedness, we may not be able to service our debt obligations.
In the event of a default under the Credit Agreements or other indebtedness, lenders could elect to declare all amounts borrowed, together with accrued and unpaid interest and other fees, to be due and payable. If such acceleration occurs, thereby permitting an acceleration of amounts outstanding under our debt obligations, we may not be able to repay the amounts due. Events of default are separately defined in each credit agreement or indenture, but include events such as failure to make payments when due, breach of covenants, default under certain other indebtedness, failure to satisfy judgments in excess of a threshold amount, certain insolvency events and the occurrence of a change of control (as defined in the Credit Agreements). The occurrence of an event of default could have serious consequences to our financial condition and results of operations, and could cause us to become bankrupt or insolvent.
To service our substantial indebtedness, we must generate significant cash flows. Our ability to generate cash depends on many factors beyond our control, and we may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
As of December 31, 2020, we had approximately $725 million of outstanding indebtedness, and we could incur substantial additional indebtedness in the future. Our ability to make scheduled payments on or to refinance our indebtedness, including our outstanding notes, and to fund planned capital expenditures, will depend on our ability to generate cash from our operations. This, to a significant extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control.
We cannot assure you that our business will generate sufficient cash flow from operations or that future borrowings will be available to us under our credit agreements in an amount sufficient to enable us to pay our indebtedness, including our outstanding notes, or to fund our other liquidity needs. We cannot assure you that we will be able to refinance any of our indebtedness, including our Credit Agreements and our outstanding notes, on commercially reasonable terms or at all.
If our cash flows and capital resources are insufficient to fund our debt service obligations, we may be forced to reduce or delay investments and capital expenditures, or to sell assets, seek additional capital or restructure or refinance our indebtedness. These alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations. If our operating results and available cash are insufficient to meet our debt service obligations, we could face substantial liquidity problems and might be required to dispose of material assets or operations to meet our debt service and other obligations. We may not be able to consummate those dispositions or to obtain the proceeds that we could realize from them, and these proceeds may not be adequate to meet any debt service obligations then due. Additionally, our debt agreements limit the use of the proceeds from any disposition; as a result, we may not be allowed, under these documents, to use proceeds from such dispositions to satisfy all current debt service obligations.
The indenture for our Credit Agreements, contain various covenants that limit our discretion in the operation of our business.
The indenture governing our Credit Agreements, contain various provisions that limit our discretion in the operation of our business by restricting our ability to:
undergo a change in control;
sell assets;
pay dividends and make other distributions;
make investments and other restricted payments;
redeem or repurchase our capital stock;
incur additional debt and issue preferred stock;
guarantee indebtedness;
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create liens;
consolidate, merge or sell substantially all of our assets;
enter into certain transactions with our affiliates;
engage in new lines of business; and
enter into sale and lease-back transactions.
These restrictions on our ability to operate our business at our discretion could seriously harm our business by, among other things, limiting our ability to take advantage of financing, merger and acquisition and other corporate opportunities, or to borrow in order to fund further capital expenditures.
When (and for as long as) availability, as calculated, under the ABL Credit Agreement is less than a specified amount for a certain period of time, funds deposited into deposit accounts used for collections will be transferred on a daily basis into a blocked account with the administrative agent and applied to prepay loans under the ABL Credit Agreement.
As a result of these covenants and restrictions, we may be limited in how we conduct our business and we may be unable to raise additional debt or equity financing to compete effectively or to take advantage of new business opportunities. The terms of any future indebtedness we may incur could include more restrictive covenants. We cannot assure you that we will be able to maintain compliance with these covenants in the future and, if we fail to do so, that we will be able to obtain waivers from the lenders and/or amend the covenants.
There are various limitations on our ability to incur the full $250 million of commitments under the ABL Credit Agreement and borrowings under our ABL Credit Agreement are limited by a specified borrowing base consisting of a percentage of eligible accounts receivable and inventory, less customary reserves. In addition, under the ABL Credit Agreement, a monthly fixed charge maintenance covenant would become applicable during an event of default or if availability, as calculated under the ABL Credit Agreement, is at any time less than 10.0% of the total $250 million of current revolving loan commitments, or $25 million currently. As of December 31, 2020, availability under the ABL Credit Agreement was approximately $227 million. However, it is possible that availability, as calculated under the ABL Credit Agreement, could fall below the 10.0% threshold in a future period. If the covenant trigger were to occur, we would be required to satisfy and maintain on the last day of each quarter a fixed charge coverage ratio of at least 1.1x for the preceding four quarter period for which financial statements had been delivered. As of December 31, 2020, our fixed charge coverage ratio was approximately 5.1. If and when the fixed charge coverage ratio were to be tested, our ability to meet the minimum fixed charge coverage ratio could be affected by events beyond our control, and we cannot assure you that we would meet this ratio at such time. A breach of any of these covenants could result in a default under the ABL Credit Agreement.
Events beyond our control could affect our ability to meet these financial tests, and we cannot assure you that we will meet them.
Our failure to comply with the covenants contained in our Credit Agreements or the indentures governing our outstanding notes, including as a result of events beyond our control, could result in an event of default that could cause repayment of the debt to be accelerated.
If we are not able to comply with the covenants and other requirements contained in the indentures governing our outstanding notes, our Credit Agreements or our other debt instruments, an event of default under the relevant debt instrument could occur. If an event of default does occur, it could trigger a default under our other debt instruments, prohibit us from accessing additional borrowings, and permit the holders of the defaulted debt to declare amounts outstanding with respect to that debt to be immediately due and payable. Our assets and cash flow may not be sufficient to fully repay borrowings under our outstanding debt instruments. In addition, we may not be able to refinance or restructure the payments on the applicable debt. Even if we were able to secure additional financing, it may not be available on favorable terms.
Credit rating downgrades could increase our borrowing costs or otherwise adversely affect us.
Some of our outstanding indebtedness has received credit ratings from rating agencies. Our credit ratings could change based on, among other things, our results of operations and financial condition. Credit ratings are subject to ongoing evaluation by credit rating agencies and may be lowered, suspended or withdrawn entirely by a rating agency or placed on a “watch list” for a possible downgrade or assigned a “negative outlook”. Although our indebtedness does not include any triggers that would increase existing borrowing rates if there were a ratings downgrade, actual or anticipated changes or downgrades, including any announcement that our ratings are under review for a downgrade or have been assigned a
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negative outlook, could increase our future borrowing costs, which could in turn adversely affect our results of operations, cash flows and financial condition, and the trading price of our common stock. If a downgrade were to occur or a negative outlook were to be assigned, it could impact our ability to access the capital markets to raise debt and/or increase the associated costs. In addition, while our credit ratings are important to us, we may take actions and otherwise operate our business in a manner that adversely affects our credit ratings.
GENERAL RISK
United States and global economic conditions could have adverse effects on the demand for our products and financial results.
U.S. and global economic conditions and currency exchange rates have a significant impact on our business and financial results. Recessed global economic conditions and a strong U.S. dollar could affect our business in a number of ways, including causing declines in global demand for consumer tissue and paperboard, and increased competition from foreign manufacturers in the U.S. market.
We may fail to attract, motivate, train and retain qualified personnel, including key personnel.
Our ability to effectively run our business depends on our ability to attract, motivate, train and retain employees with the skills necessary to understand and adapt to the competitive markets in which we operate. The increasing demand for qualified personnel makes it more difficult for us to attract and retain employees with requisite skill sets, particularly employees with specialized technical and trade experience, and can increase our operating and overhead costs. Changing demographics and labor work force trends also may result in a loss of knowledge and skills as experienced workers retire. If we fail to attract, motivate, train and retain qualified personnel, or if we experience excessive turnover, we may experience declining sales, manufacturing delays or other inefficiencies, increased recruiting, training and relocation costs and other difficulties, which may negatively impact our results of operations, cash flows and financial condition.
In addition, we rely on key executive and management personnel to manage our business efficiently and effectively. The loss of any of our key personnel could adversely affect our results of operations, cash flows and financial condition. Effective succession planning is also important to our long-term success. Our failure to identify candidates with the leadership skills to manage our organization, and our failure to ensure effective transfers of knowledge and smooth transitions involving key executives, could hinder our strategic planning and execution.
Certain provisions of our certificate of incorporation and bylaws and Delaware law may make it difficult for stockholders to change the composition of our Board of Directors and may discourage hostile takeover attempts that some of our stockholders may consider to be beneficial.
Certain provisions of our certificate of incorporation and bylaws and Delaware law may have the effect of delaying or preventing changes in control if our Board of Directors determines that such changes in control are not in the best interests of the company and our stockholders. The provisions in our certificate of incorporation and bylaws include, among other things, the following:
a classified Board of Directors with three-year staggered terms;
the ability of our Board of Directors to issue shares of preferred stock and to determine the price and other terms, including preferences and voting rights, of those shares without stockholder approval;
stockholder action can only be taken at a special or regular meeting and not by written consent;
advance notice procedures for nominating candidates to our Board of Directors or presenting matters at stockholder meetings;
removal of directors only for cause;
allowing only our Board of Directors to fill vacancies on our Board of Directors; and
supermajority voting requirements to amend our bylaws and certain provisions of our certificate of incorporation.
While these provisions have the effect of encouraging persons seeking to acquire control of the company to negotiate with our Board of Directors, they could enable the Board of Directors to hinder or frustrate a transaction that some, or a majority, of the stockholders might believe to be in their best interests and, in that case, may prevent or discourage attempts to remove and replace incumbent directors. We are also subject to Delaware laws that could have similar effects. One of these laws prohibits us from engaging in a business combination with a significant stockholder unless
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specific conditions are met.

ITEM 1B.Unresolved Staff Comments
None.
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ITEM 2.Properties
Facilities
Our principal executive offices are located in Spokane, Washington. We believe that each of these facilities is adequately maintained and is suitable for conducting our operations and business. Information regarding our principal facilities is set forth in the following table.
LocationProductsOwned or Leased
Las Vegas, NevadaTAD tissue, Tissue convertingOwned
Lewiston, IdahoTissue, Tissue converting, Pulp and PaperboardOwned
Neenah, WisconsinTissue, Tissue convertingOwned
Shelby, North CarolinaTAD tissue, NTT Tissue, Tissue convertingOwned/Leased
Elwood, IllinoisTissue convertingLeased
Cypress Bend, ArkansasPulp and PaperboardOwned
Mendon, MichiganPaperboard sheetingLeased
Wilkes-Barre, PennsylvaniaPaperboard sheetingLeased
Dallas, TexasPaperboard sheetingLeased
Richmond, VirginiaPaperboard sheetingLeased
Hagerstown, IndianaPaperboard sheetingLeased
Columbia City, OregonChip shipmentLeased
Clarkston, WashingtonWood chippingOwned

Production Capacities
Information regarding currently operating production capacities is based on annual, normal operating rates and normal production mixes under current market conditions, taking into account known constraints. Market conditions, fluctuations in raw material supply, environmental restrictions and the nature of current orders may cause actual production rates and mixes to vary significantly from the production rates and mixes shown.
(In tons)TissueTissue convertingPulpPaperboardSheeted Paperboard
Las Vegas, Nevada39,000 64,000 
Lewiston, Idaho190,000 90,000 590,000 480,000 
Neenah, Wisconsin54,000 70,000 
Shelby, North Carolina152,000 141,000 
Elwood, Illinois60,300 
Cypress Bend, Arkansas314,000 360,000 
Mendon, Michigan50,000 
Wilkes-Barre, Pennsylvania40,000 
Dallas, Texas36,000 
Richmond, Virginia35,000 
Hagerstown, Indiana32,000 
435,000 425,300 904,000 840,000 193,000 


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ITEM 3.Legal Proceedings
We may from time to time be involved in claims, proceedings and litigation arising from our business and property ownership. We believe, based on currently available information, that the results of such proceedings, in the aggregate, will not have a material adverse effect on our financial condition, results of operations and cash flows.
ITEM 4.Mine Safety Disclosures
Not applicable.
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Part II
ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
MARKET FOR OUR COMMON STOCK
Our common stock is traded on the New York Stock Exchange under the symbol "CLW."
HOLDERS
As of February 23, 2021, there were approximately open registered holders of our common stock.
ISSUER PURCHASES OF EQUITY SECURITIES
On December 15, 2015, we announced that our Board of Directors had approved a stock repurchase program authorizing the repurchase of up to $100 million of our common stock. As of December 31, 2020, we had up to $29.8 million of authorization remaining. The repurchase program authorizes purchases of our common stock from time to time through open market purchases, negotiated transactions or other means, including accelerated stock repurchases and 10b5-1 trading plans in accordance with applicable securities laws and other restrictions. We have no obligation to repurchase stock under this program and may suspend or terminate the program at any time.
SALES OF UNREGISTERED SECURITIES
None.
DIVIDENDS
We have not paid any cash dividends and do not anticipate paying a cash dividend in 2021. We will continue to review whether payment of a cash dividend on our common stock in the future best serves the company and our stockholders. The declaration and amount of any dividends, however, would be determined by our Board of Directors and would depend on our earnings, our compliance with the terms of our notes and revolving credit facilities that contain certain restrictions on our ability to pay dividends, and any other factors that our Board of Directors believes are relevant.
PERFORMANCE GRAPH
The below graph compares the cumulative total stockholder return of our common stock for the period beginning December 31, 2015 and ending December 31, 2020, with the cumulative total return during such period of the Russell 2000® Index, the S&P MidCap 400® Index (excluding those companies classified as members of the GICS® Financials sector) and the S&P 600 Small Cap Index. The comparison assumes $100 was invested on December 31, 2015, in our common stock and in the indices and assumes dividends were reinvested. The stock performance shown on the below graph represents historical stock performance and is not necessarily indicative of future stock price performance.
We measure our relative corporate performance for purposes of performance-based equity awards issued to our executive officers against a specific index. Each year, an index is established to apply to performance-based equity awards issued in that year. We currently measure our relative performance, for purposes of performance- based equity awards, against the S&P MidCap 400® Index (excluding those companies classified as members of the GICS® Financials sector) or the S&P 600 Small Cap Index. The cumulative return for those indexes is listed below.

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clw-20201231_g2.jpg
This comparison assumes $100 was invested on December 31, 2015, in our common stock and in the indices and assumes dividends were reinvested.
Company Name / Index12/31/1512/31/1612/31/1712/31/1812/31/1912/31/20
Clearwater Paper Corporation$100.00 $143.97 $99.71 $53.53 $46.91 $82.91 
Russell 2000 Index$100.00 $121.31 $139.08 $123.76 $155.35 $186.36 
S&P MidCap 400® Index (excluding members of the GICS® Financials sector)$100.00 $117.80 $137.20 $119.06 $150.71 $168.84 
S&P 600 SmallCap Index$100.00 $126.56 $143.30 $131.15 $161.03 $179.20 


ITEM 6.     Selected Financial Information
On January 21, 2021, the Securities and Exchange Commission issued the final rule related to amendments to modernize, simplify, and enhance certain financial disclosure requirements in Regulation S–K. Specifically, the requirement for Selected Financial Data has been eliminated. We have evaluated the impact of the final rule and early adopted the amendment. As a result, selected consolidated financial data disclosures have been removed.



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ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with our audited consolidated financial statements and related notes that appear elsewhere in this report. This discussion contains forward-looking statements reflecting our current expectations that involve risks and uncertainties. Actual results may differ materially from those discussed in these forward-looking statements due to a number of factors, including those set forth in the section entitled “Risk Factors” and elsewhere in this report. A discussion of the earliest year may be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10‑K filed on March 9, 2020.
OVERVIEW
Impact of COVID-19
During 2020, we actively addressed the COVID-19 pandemic and its impact on our business and operations. We believe that the actions we took in 2020 in response to the pandemic will position us well for long-term growth. However, we cannot reasonably estimate the duration and severity of the COVID-19 pandemic or its ultimate impact on the global economy, our business and results and the markets in which we operate.
We experienced increased volatility in demand in 2020 for some of our products as consumers adapted to the evolving environment. Beginning in the first quarter of 2020, demand across our consumer tissue products (Consumer Products segment) increased as consumers increased home inventory levels in response to COVID-19. We expect the increase to be followed by periods of potential demand softness and volatility as consumers use existing home inventories and demand potentially returns to more normal levels.
Executive Summary
For the year ended 2020, we reported net sales of $1.9 billion, up from $1.8 billion reported for the year ended 2019. We reported net income for the year of $77.1 million, or $4.61 per diluted share, compared to a net loss of $5.6 million or $0.34 per diluted share in 2019. Adjusted EBITDA was $283.2 compared to $167.3 million reported in 2019. Increases in Adjusted EBITDA for 2020 as compared to 2019 was primarily driven by a significantly higher sales volume for retail tissue as a result of the COVID-19 pandemic. Increased demand resulted in increased production which in turn drove increased fixed cost absorption and improved margins. The pulp and paperboard business also benefited on a comparative basis due to the absence of major maintenance in our pulp and paperboard operations. See discussion on segment level results regarding sales, operating results and Adjusted EBITDA in “Our Operating Results” below. See Note 17 "Segment Information" of the Notes to Consolidated Financial Statements included in Item 8 of this report for further information.
Drivers
Tissue Industry Overview
The U.S. tissue market can be divided into two market segments: the at-home or consumer retail purchase segment, which represented about 72% of 2020 U.S. tissue market sales and away-from-home segment, representing the remaining 28% of U.S. tissue market sales and includes tissue for locations such as restaurants, hotels and office buildings (according to Fastmarkets RISI(RISI) Outlook for World Tissue Business, September 2020).
The U.S. at-home tissue segment consists of bath, paper towels, facial and napkin products categories. Each category is further distinguished according to quality segments: ultra, premium, value and economy. As a result of manufacturing process improvements and consumer preferences, the majority of at-home tissue sold in the United States is ultra and premium quality. At-home tissue producers are comprised of companies that manufacture branded tissue products, private label tissue products, or both. Branded tissue suppliers manufacture, market and sell tissue products under their own nationally branded labels. Private label tissue producers manufacture tissue products for retailers to sell as their store brand. The following charts, with data from RISI, provides a breakdown of private brand versus branded offerings and product mix for the at-home industry:
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clw-20201231_g3.jpg clw-20201231_g4.jpg
Source: RISI, Outlook for Worlds Tissue Business, September 2020. in dollars

In the U.S., at-home tissue is primarily sold through grocery stores, mass merchants, warehouse clubs, drug stores and discount dollar stores. Tissue has experienced steady demand growth largely due to population growth in the United States. In addition to economic and demographic drivers, tissue demand is affected by product innovations and shifts in distribution channels.
The U.S. tissue industry has experienced an increase in ultra and premium tissue products as industry participants have added or improved through-air-dried, or TAD, or equivalent production capacity as well as added conventional tissue capacity. Demand for consumer tissue products has experienced a significant increase for at-home tissue products in 2020 primarily driven by the COVID-19 pandemic which resulted in a shift of tissue consumption from away-from-home to at-home . As consumers return to pre-COVID away from home activities, we expect this demand for tissue to normalize and approach pre-COVID-19 levels.
Paperboard Industry Overview
SBS paperboard is a premium paperboard grade that is most frequently used to produce folding cartons, liquid packaging, cups and plates, blister and carded packaging, top sheet and commercial printing items. SBS paperboard is used for such products because it is manufactured using virgin fiber combined with the kraft bleaching process, which results in superior cleanliness, brightness and consistency. SBS paperboard is often manufactured with a clay coating to provide superior surface printing qualities.
In general, the process of making paperboard begins by chemically cooking wood fibers to make pulp. The pulp is bleached to provide a white, bright pulp, which is formed into paperboard. Bleached pulp that is to be used as market pulp is dried and baled on a pulp drying machine, bypassing the paperboard machines. The various grades of paperboard are wound into rolls for converting to final end users. Liquid packaging and cup stock grades are often coated with polyethylene, a plastic coating, in a separate operation to create a resistant and durable liquid barrier. The chart below illustrates the North American Paperboard production by type (as reported by RISI North American Capacity report as of September 2020):
clw-20201231_g5.jpg
Source: RISI NA Capacity Report as of September 2020 with adjustments based upon RISI announced closures and curtailments, in tons.
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Folding Carton Category. Folding carton is the largest portion of the SBS category of the North America paperboard industry. Within the folding carton segment, there are varying qualities of SBS paperboard, as well as competing paperboard substrates that can be substituted for SBS. The high end of the folding carton category requires a premium print surface and includes uses such as packaging for pharmaceuticals, cosmetics and other premium retail goods. SBS paperboard is also used in the packaging of frozen foods, beverages and baked goods.
Liquid Packaging. Liquid packaging paperboard is used in rigid containers including juice, milk and wine sold in supermarket retail channels
Cup and Plate Category. Cup and plate category is primarily converted into packaging for premium ice cream, hot and cold cups used in quick service channels and commodity focus plates.
Other. Other applications include carded packaging for blister board alternatives (ie. batteries and lip stick) and bleached bristols which are used to produce premium printing heavyweight papers grades used in commercial application. Bristols can be clay coated on one side or both sides for applications such as brochures, presentation folders and paperback book covers.
The paperboard industry is affected by macro-economic conditions around the world and has historically experienced cyclical market conditions. As a result, historical prices for products and sales volumes have been volatile. Product pricing is significantly affected by the relationship between supply and demand for our products. Product supply in the industry is influenced primarily by fluctuations in available manufacturing production, which tends to increase during periods when prices remain strong. In 2020, demand for paperboard products has been affected by the COVID-19 pandemic, with increases in some end-market segments like food packaging and decreases in food service and commercial print.
Critical Accounting Policies and Significant Estimates
A discussion of our significant accounting policies and significant accounting estimates and judgments is presented in Note 1 of the Notes to Consolidated Financial Statements in Item 8 of this report. Throughout the preparation of the financial statements, we employ significant judgments in the application of accounting principles and methods. We believe that the accounting estimates discussed below represent the accounting estimates requiring the exercise of judgment where a different set of judgments could result in the greatest changes to reported results. We reviewed the development, selection and disclosure of our critical accounting estimates with the Audit Committee of our Board of Directors. For 2020, these significant accounting estimates and judgments include:
Pension and Other Post Retirement Employee Benefits
We have a number of pension plans in the United States covering many of our employees. Benefit accruals under most of our defined benefit pension plan in the United States were frozen prior to January 2014.
We account for the consequences of our sponsorship of these plans using assumptions to calculate the related assets, liabilities and expenses recorded in our financial statements. Net actuarial gains and losses occur when actual experience differs from any of the assumptions used to value defined benefit plans or when assumptions change as they may each year. The primary factors contributing to actuarial gains and losses are changes in the discount rate used to value obligations as of the measurement date and the differences between expected and actual returns on pension plan assets. This accounting method results in the potential for volatile and difficult to forecast gains and losses.
We record amounts relating to these defined benefit plans based on various actuarial assumptions, including discount rates, assumed rates of return, compensation increases and life expectancy. We review our actuarial assumptions on an annual basis and make modifications to the assumptions based on current economic conditions and trends. We believe that the assumptions utilized in recording our obligations under our plans are reasonable based on our experience and on advice from our independent actuaries; however, differences in actual experience or changes in the assumptions may materially affect our financial condition or results of operations.
The following table illustrates the estimated impact on hypothetical pension obligations and expenses that would have resulted from a 25 basis point reduction in two key assumptions (in millions):

(in millions)Statement of OperationsBalance Sheet Impact
Discount rate$0.5 $9.6 
Expected long term rate of return$0.7 $— 
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It is not possible to forecast or predict whether there will be actuarial gains and losses in future periods, and if required, the magnitude of any such adjustment. These gains and losses are driven by differences in actual experience or changes in the assumptions that are beyond our control, such as changes in interest rates and the actual return on pension plan assets.
Non-GAAP Financial Measures
In evaluating our business, we utilize several non-GAAP financial measures. A non-GAAP financial measure is generally defined by the SEC as one that purports to measure historical or future financial performance, financial position or cash flows, but excludes or includes amounts that would not be so excluded or included under applicable GAAP guidance. In this report on Form 10-K, we disclose overall and segment earnings (loss) from operations before interest expense, net, non-operating pension and other post employment benefit costs, taxes, depreciation and amortization, goodwill impairment, other operating charges, net, and debt retirement costs as Adjusted EBITDA which is a non-GAAP financial measure. Adjusted EBITDA is not a substitute for the GAAP measure of net income or for any other GAAP measures of operating performance.
We have included Adjusted EBITDA on a consolidated and business segment basis in this report because we use it as important supplemental measures of our performance and believe that it is frequently used by securities analysts, investors and other interested persons in the evaluation of companies in our industry, some of which present Adjusted EBITDA when reporting their results. We use Adjusted EBITDA to evaluate our performance as compared to other companies in our industry that have different financing and capital structures and/or tax rates. It should be noted that companies calculate Adjusted EBITDA differently and, therefore, our Adjusted EBITDA measures may not be comparable to Adjusted EBITDA reported by other companies. Our Adjusted EBITDA measures have material limitations as performance measures because they exclude interest expense, income tax (benefit) expense and depreciation and amortization which are necessary to operate our business or which we otherwise incur or experience in connection with the operation of our business. In addition, we exclude other income and expense items which are outside of our core operations.
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The following table provides our Adjusted EBITDA reconciliation for the last three years:
(In millions)
Year ended December 31, 202020192018
Net income (loss)$77.1 $(5.6)$(143.8)
Income tax provision (benefit)21.1 (2.3)10.3 
Interest expense, net46.5 44.9 30.7 
Debt retirement costs5.9 2.7 — 
Depreciation and amortization expense111.0 115.6 101.9 
Goodwill impairment— — 195.1 
Other operating charges, net14.0 6.3 (17.5)
Other non-operating expense7.6 5.7 4.9 
Adjusted EBITDA$283.2 $167.3 $181.6 
Consumer Products segment income (loss)$109.2 $(6.6)$0.3 
Depreciation and amortization68.5 69.7 57.8 
Adjusted EBITDA Consumer Products segment$177.7 $63.1 $58.1 
Pulp and Paperboard segment income$126.0 $115.3 $130.9 
Depreciation and amortization36.7 39.4 37.8 
Adjusted EBITDA Pulp and Paperboard segment$162.6 $154.7 $168.7 
Corporate and other expense$(63.0)$(57.0)$(51.5)
Depreciation and amortization5.8 6.5 6.3 
Adjusted EBITDA Corporate and other$(57.2)$(50.5)$(45.2)
Consumer Products segment$177.7 $63.1 $58.1 
Pulp and Paperboard segment162.6 154.7 168.7 
Corporate and other(57.2)(50.5)(45.2)
Adjusted EBITDA$283.2 $167.3 $181.6 












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OUR OPERATING RESULTS
Consumer Products Segment
Our Consumer Products segment sells and manufacturers a complete line of at-home tissue products and minor amounts of away from home products. Our integrated manufacturing and converting operations and geographic footprint enable us to deliver a broad range of cost-competitive products with brand equivalent quality to our customers.
Segment sales, operating income and Adjusted EBITDA for the Consumer Products segment were as follows:
(Dollars in millions, except per unit)Increase (decrease)
Year ended December 31,2020201920182020 - 20192019 - 2018
Sales:
Retail tissue$975.8 $845.6 $794.4 15.4 %6.4 %
Non-retail tissue41.1 56.5 88.2 (27.3)%(35.9)%
Other15.8 4.8 2.2 231.2 %113.6 %
$1,032.7 $906.8 $884.8 13.9 %2.5 %
Operating income (loss)$109.2 (6.6)0.3 nmnm
Operating margin10.6 %(0.7)%— %
Adjusted EBITDA$177.7 $63.1 $58.1 181.4 %8.6 %
Adjusted EBITDA Margin17.2 %7.0 %6.6 %
Shipments (short tons):
Retail tissue355,862308,805293,85615.2 %5.1 %
Non-retail tissue25,11132,16458,577(21.9)%(45.1)%
Cases (in thousands)59,59651,26048,69916.3 %5.3 %
Sales price (short tons):
Retail tissue$2,742 $2,738 $2,703 0.1 %1.3 %
Non-retail tissue$1,636 $1,756 $1,506 (6.8)%16.6 %

Sales volumes increased in our Consumer Products segment for 2020 compared to 2019 due to significantly higher sales volume for retail tissue as a result of the COVID-19 pandemic and increases in demand based upon new customer programs which were implemented prior to the COVID-19 pandemic. Sales prices changed in our Consumer Products segment for 2020 compared to the same period in the prior year due primarily to changes in product mix. From a product perspective, for 2020 compared to 2019, we saw the largest increases in bath tissue. As a percentage of our Consumer Products segment, bath tissue and paper towels combined represent more than 80% of our business. We have seen a significant reduction in our non-retail business due to the COVID-19 pandemic which was driven by lower away-from-home products and decreases in contract manufacturing and parent roll sales.
Overall, the increase in operating income and Adjusted EBITDA for 2020 compared to 2019 was driven by higher sales as noted above as well as improvement in margin due to increased production that drove increased fixed cost absorption. Additionally, we realized lower input costs, primarily in external pulp prices and freight costs.





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Pulp and Paperboard Segment
Our Pulp and Paperboard segment markets and produces bleached paperboard to quality-conscious printers and packaging converters, and offers services that include custom sheeting, slitting and cutting.
Segment sales, operating income and Adjusted EBITDA for the Pulp and Paperboard segment were as follows:
(Dollars in millions, except per unit)Increase (decrease)
Year ended December 31,2020201920182020 - 20192019 - 2018
Sales:
Paperboard$828.3 $846.7 $835.5 (2.2)%1.3 %
Other7.6 7.9 3.9 (4.0)%320.0 %
$835.9 $854.7 $839.4 (2.2)%1.8 %
Operating income$126.0 $115.3 $130.9 9.2 %(11.9)%
Operating margin15.1 %13.5 %15.6 %
Adjusted EBITDA$162.6 $154.7 $168.7 5.1 %(8.3)%
Adjusted EBITDA Margin19.5 %18.1 %20.1 %
Shipments (short tons)821,415827,913835,372(0.8)%(0.9)%
Sales price (short tons)$1,008 $1,023 $1,000 (1.4)%2.3 %

Sales volumes decreased in our Pulp and Paperboard segment for 2020 compared to 2019 due to impacts of COVID-19 which led to a reduction in our commodity food service business offset by increases in our folding carton and coated cup business. Sales prices decreased in our Pulp and Paperboard segment for 2020 compared to 2019 due to the impacts of mix and some price reductions. During 2019, the Pulp and Paperboard segment completed its planned major maintenance which resulted in higher operating costs during that year.
Overall, the increase in operating income and Adjusted EBITDA for 2020 as compared to 2019 was driven by reduced sales offset by improved input costs, primarily consisting of natural gas, wood and pulp and absence of planned major maintenance.
Corporate expenses
Corporate expenses were $63.0 million in 2020 as compared to $57.0 million in 2019. The increase for the year ended 2020 as compared to 2019 was related to higher incentive pay due to improved results and increased costs associated with professional services. Corporate expenses primarily consist of corporate overhead such as wages and benefits, professional fees, insurance and other expenses for corporate functions including certain executive officers, public company costs, information technology, financial services, environmental and safety, legal, supply management, human resources and other corporate functions not directly associated with the business operations.
Other operating charges
See Note 10 "Other Operating Charges, net" of the Notes to the Consolidated Financial Statements included in Item 8 of this report for additional information.
Interest expense, net
Interest expense for the year ended December 31, 2020 compared to December 31, 2019 was $1.6 million higher due to the absence of capitalized interest due to the completion of our Shelby expansion in the latter portion of 2019. See Note 11 "Non-operating income (expense)" of the Notes to the Consolidated Financial Statements included in Item 8 of this report for additional information.
Potential impairments
We review from time to time possible dispositions or reorganization of various assets in light of current and anticipated
economic and industry conditions, our strategic plan and other relevant factors. Because a determination to
dispose or reorganize particular assets may require management to make assumptions regarding the transaction structure
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of the disposition or reorganization and to estimate the net sales proceeds, which may be less than previous estimates of undiscounted future net cash flows, we may be required to record impairment charges in connection with decisions to dispose of assets.

LIQUIDITY AND CAPITAL RESOURCES
Overview
Our principal sources of liquidity are existing cash, cash generated by our operations and our ability to borrow under such credit facilities as we may have in effect from time to time. At times, we may also issue equity, debt or hybrid securities or engage in other capital market transactions. Due to the competitive and cyclical nature of the markets in which we operate, there is uncertainty regarding the amount of cash flows we will generate during the next twelve months. However, we believe that our cash flows from operations, our cash on hand and our borrowing capacity under our credit agreements will be adequate to fund debt service requirements and provide cash to support our ongoing operations, capital expenditures and working capital needs for the next twelve months.
Our principal uses of liquidity are paying the costs and expenses associated with our operations, servicing outstanding indebtedness and making capital expenditures. We may also from time to time prepay or repurchase outstanding indebtedness or shares or acquire assets or businesses that are complementary to our operations. Any such repurchases may be commenced, suspended, discontinued or resumed, and the method or methods of effecting any such repurchases may be changed at any time or from time to time without prior notice.
Operating Activities
During 2020, we generated $247.0 million of cash from operations, as compared to $55.6 million in 2019. This increase was driven by increases in our net income and changes in working capital due to increased demand in our consumer products division which resulted in lower inventories. Accounts receivable and accounts payable agings have remained relatively consistent with balances as of December 31, 2019.
Investing Activities
During 2020, we used $39.6 million in cash from investing activities, as compared to $140.1 for capital expenditures during 2019.This decrease is primarily due to the completion of our Shelby expansion in late 2019. Included in accounts payable and accrued liabilities was $5.5 million and $6.6 million related to capital expenditures that had not yet been paid at December 31, 2020.
Financing Activities
Net cash flows used in financing activities were $192.9 million for 2020 as compared to net cash flows provided by financing activities of $82.0 million for 2019. The change was driven by improved operating results and lower capital expenditures, resulting in additional available cash to fund debt repayments in the year ended December 31, 2020.
Commitments
As of December 31, 2020, we have purchase commitments of $76.0 million related to contracts for the purchase of chemicals, pulp and contracts with natural gas and electricity providers that are legally binding on us and specify fixed or minimum quantities. Additionally, we have $17.4 million in purchase commitment associated with capital expenditures.
Capital Expenditures
In addition to ongoing maintenance and repair costs, we make capital expenditures to increase our operating capacity and efficiency, improve safety at our facilities and comply with environmental laws. Our strategic projects are intended to grow our business to meet customer demands and to reduce future manufacturing costs and provide a positive return on investment. In 2021, we expect cash paid for capital expenditures to be approximately $60 million to $65 million.
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Credit Agreements
We must make mandatory prepayments of principal under the Term Loan Credit Agreement upon the occurrence of certain specified events, including based upon a percentage of annual Excess Cash Flow we generate which can fluctuate depending on our Senior Secured Leverage Ratio (as those terms are defined in the Term Loan Credit Agreement). For instance, if our Senior Secured Leverage Ratio on the last day of a fiscal year is below 1.50x, we are not subject to an Excess Cash Flow mandatory prepayment. There is uncertainty in the amount of Excess Cash Flow that we may generate during the current fiscal year, therefore, we are unable to estimate the mandatory prepayment under the Term Loan Credit Agreement that could be required at the time such payment is due in 2022. During the year ended December 31, 2020, we prepaid $170 million of principal under the Term Loan Credit Agreement which offsets the mandatory prepayment that would otherwise have been required in 2021. Amounts repaid or prepaid cannot be reborrowed. However, we may add one or more incremental term loan facilities to the Term Loan Credit Agreement, subject to obtaining commitments from any participating lenders and certain other conditions, so long as our first lien secured leverage ratio does not exceed 2.00x to 1.00x. At December 31, 2020, our first lien secured leverage ratio was 0.39x.
The ABL Credit Agreement includes a $250 million revolving loan commitment, subject to borrowing base limitations. Borrowings under the ABL Credit Agreement are subject to mandatory prepayment in certain circumstances. We may also increase commitments under the ABL Credit Agreement in an aggregate principal amount of up to $100 million, subject to obtaining commitments from any participating lenders and certain other conditions.
Both credit agreements contain certain customary representations, warranties, and affirmative and negative covenants. The ABL Credit Agreement also contains a financial covenant, which requires us to maintain a consolidated fixed charge coverage ratio of not less than 1.10x to 1.00x, provided that the financial covenant under the ABL Credit Agreement is only applicable when availability falls below $25 million.
At December 31, 2020, we were in compliance with the Credit Agreements, and based on our current financial projections, we expect to remain in compliance. However, if our financial position, results of operations or market conditions deteriorate, we may not be able to remain in compliance. There can be no assurance that we will be able to remain in compliance with our Credit Agreements. If we are unable to do so, it would be necessary to seek an amendment from our lenders, which, if obtained, could require payment of additional fees, increased interest rates or other conditions or restrictions. See Note 8, "Debt" to the Notes to Consolidated Financial Statements included in this report for additional discussion of our Credit Agreements.


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ITEM 7A.Quantitative and Qualitative Disclosures About Market Risks
Interest Rate Risk
Our exposure to market risks on financial instruments includes interest rate risk on our Term Loan and ABL Credit Agreements. As of December 31, 2020, there were $129.3 million in borrowings outstanding under our Credit Agreements. The interest rates applied to our Credit Agreements are adjusted often and therefore react quickly to any movement in the general trend of market interest rates. A one percentage point increase or decrease in interest rates, based on assumed outstanding borrowings of $129.3 million, would have a $1.3 million annual effect on interest expense.
Foreign Currency Risk
We have minimal foreign currency exchange risk. Nearly all of our international sales are denominated in U.S. dollars. 
Quantitative Information about Market Risks
 Expected Maturity Date
(In millions)20212022202320242025ThereafterTotal 
Long-term debt:
Fixed rate$— $— $— $— $300.0$275.0$575.0
Variable rate$— $— $— $— $$129.3$129.3
Revolving credit facility$— $— $— $— $$$
Average interest rate— %— %— %— %5.38 %4.00 %4.46 %
Fair value at December 31, 2020$740.0 


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ITEM 8.Financial Statements and Supplementary Data
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and Board of Directors
Clearwater Paper Corporation:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Clearwater Paper Corporation and subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, 2020, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 25, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
Change in Accounting Principle
As discussed in Note 4 to the consolidated financial statements, the Company changed its method of accounting for leases as of January 1, 2019 due to the adoption of Accounting Standards Codification Topic 842 – Leases.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Measurement of the pension benefit obligation
As discussed in Notes 1 and 12 to the consolidated financial statements, the Company’s pension benefit obligation was $334.9 million as of December 31, 2020. The Company records amounts relating to these defined benefit plans based on actuarial methods and assumptions, such as the discount rate.
We identified the evaluation of the measurement of the pension benefit obligation as a critical audit matter.
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Specialized skills and knowledge were required to understand the actuarial methods and evaluate the discount rate used to determine the pension benefit obligation. In addition, there was subjective judgment in applying and evaluating results of the procedures due to the sensitivity of the pension benefit obligation to changes in the discount rate.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain controls over the Company’s pension benefit process. This included controls related to the selection of the actuarial methods and determination of the discount rate assumption. We considered the change in the discount rate from that used in the prior year, including consideration of the changes in the discount rate in light of published reports of actuarial experts.
We involved an actuarial professional with specialized skills and knowledge, who assisted in:
assessing the actuarial methods used to determine the pension benefit obligation for consistency with generally accepted actuarial standards; and
evaluating the discount rate as determined using the hypothetical bond portfolio model through analyzing the bond selection criteria, the bond ratings, and the cash flow matching of the model.


/s/ KPMG LLP

We have served as the Company’s auditor since 2007.

Seattle, Washington
February 25, 2021

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CLEARWATER PAPER CORPORATION
Consolidated Balance Sheets
 At December 31,
(Dollars in millions, except share information)20202019
ASSETS
Current assets:
Cash and cash equivalents$35.9 $20.0 
Restricted cash 1.4 
Receivables, net of allowance for current expected credit losses of $1.6 and $1.5 at December 31, 2020 and 2019
160.6 159.4 
Inventories263.3 281.4 
Other current assets15.2 3.6 
Total current assets474.9 465.8 
Property, plant and equipment, net1,191.5 1,257.7 
Operating lease right-of-use assets63.5 73.1 
Goodwill and intangible assets, net48.8 52.0 
Other assets, net21.7 29.1 
TOTAL ASSETS$1,800.4 $1,877.7 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt$1.7 $17.9 
Trade payables143.4 159.5 
Accrued compensation41.7 42.3 
Other accrued liabilities58.0 60.7 
Total current liabilities244.8 280.4 
Long-term debt716.4 884.5 
Long-term operating lease liabilities54.3 65.6 
Liability for pension and other postretirement employee benefits80.5 76.6 
Other long-term obligations25.2 17.3 
Deferred tax liabilities158.1 121.3 
TOTAL LIABILITIES1,279.3 1,445.7 
Stockholders’ equity:
Preferred stock, par value $0.0001 per share, 5,000,000 shares authorized,
  no shares issued
  
Common stock, par value $0.0001 per share, 100,000,000 shares authorized,
  16,573,246 and 16,515,813 shares issued
  
Additional paid-in capital16.6 9.8 
Retained earnings558.8 481.7 
Accumulated other comprehensive loss, net of tax(54.3)(59.5)
Total stockholders’ equity521.1 432.0 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$1,800.4 $1,877.7 
The accompanying notes are an integral part of these consolidated financial statements.

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CLEARWATER PAPER CORPORATION
Consolidated Statements of Operations
 For The Years Ended December 31,
(In millions, except per share data)
202020192018
Net sales$1,868.6 $1,761.5 $1,724.2 
Costs and expenses:
Cost of sales1,574.4 1,597.0 1,536.7 
Selling, general and administrative expenses122.0 112.8 107.8 
Other operating charges, net14.0 6.3 (17.5)
Goodwill impairment  195.1 
Total operating costs and expenses1,710.4 1,716.1 1,822.1 
Income (loss) from operations158.1 45.4 (97.9)
Interest expense, net(46.5)(44.9)(30.7)
Other non-operating expense(7.6)(5.7)(4.9)
Debt retirement costs(5.9)(2.7) 
Income (loss) before income taxes98.2 (7.9)(133.5)
Income tax provision (benefit)21.1 (2.3)10.3 
Net income (loss)$77.1 $(5.6)$(143.8)
Net income (loss) per common share:
Basic$4.65 $(0.34)$(8.72)
Diluted$4.61 $(0.34)$(8.72)
Average shares of common stock used to compute net income
(loss) per share: (in thousands)
Basic16,569 16,533 16,487 
Diluted16,724 16,533 16,487 
The accompanying notes are an integral part of these consolidated financial statements.
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CLEARWATER PAPER CORPORATION
Consolidated Statements of Comprehensive Income
 For The Years Ended December 31,
(In millions)202020192018
Net income (loss)$77.1 $(5.6)$(143.8)
Other comprehensive income (loss), net of tax:
Defined benefit pension and other post retirement employee benefits:
Net (loss) gain arising during the period, net of tax
  of $(0.7), $0.9 and $(5.7)
(2.1)2.7 (16.0)
Amortization of actuarial loss included in net periodic cost,
  net of tax of $2.5, $1.9 and $2.4
7.3 5.1 6.8 
Amortization of prior service credit included in net
  periodic cost, net of tax of $, $, and $(0.4)
  (1.3)
Other comprehensive income (loss), net of tax5.2 7.8 (10.5)
Comprehensive income (loss)$82.3 $2.2 $(154.3)
The accompanying notes are an integral part of these consolidated financial statements.
36


CLEARWATER PAPER CORPORATION
Consolidated Statements of Cash Flows
For The Years Ended December 31,
(In millions)202020192018
OPERATING ACTIVITIES
Net income (loss)$77.1 $(5.6)$(143.8)
Adjustments to reconcile net income (loss) to net cash flows provided by
operating activities:
Goodwill impairment  195.1 
Depreciation and amortization111.0 115.6 101.9 
Equity-based compensation expense10.5 4.1 3.3 
Deferred taxes33.5 (0.3)7.1 
Pension and other postretirement employee benefits3.8 1.4 (0.6)
Debt retirement costs5.9 2.7  
Gain on divested assets, net(1.4) (25.5)
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable6.1 (18.0)6.6 
(Increase) decrease in inventory18.1 (21.2)(8.1)
(Increase) decrease in other current assets(11.2)(0.8)6.4 
Increase (decrease) in trade payables(16.5)(53.9)18.9 
Increase (decrease) in accrued compensation(2.5)4.8 (0.9)
Increase in other accrued liabilities7.0 20.7 7.3 
Other, net5.6 6.1 1.2 
Net cash flows provided by operating activities247.0 55.6 168.9 
INVESTING ACTIVITIES
Additions to property, plant and equipment(39.6)(140.1)(295.7)
Net proceeds from divested assets  70.9 
Other, net  0.8 
Net cash flows used in investing activities(39.6)(140.1)(224.0)
FINANCING ACTIVITIES
Borrowings on short-term debt108.5 549.3 630.8 
Repayments of borrowings on short-term debt(122.0)(657.7)(565.0)
Proceeds from long-term debt, net275.0 296.1  
Repayment of long-term debt(449.4)(103.0) 
Payments for debt issuance costs(4.4)(2.3)(2.1)
Other, net(0.7)(0.4)(0.4)
Net cash flows (used in) provided by financing activities(192.9)82.0 63.3 
Increase (decrease) in cash, cash equivalents and restricted cash14.4 (2.5)8.2 
Cash, cash equivalents and restricted cash at beginning of period22.4 24.9 16.7 
Cash, cash equivalents and restricted cash at end of period$36.9 $22.4 $24.9 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid for interest, net of amounts capitalized$45.0 $38.4 $26.1 
Cash (received) paid for income taxes$(7.9)$3.1 $(10.6)
The accompanying notes are an integral part of these consolidated financial statements.
37


CLEARWATER PAPER CORPORATION
Consolidated Statements of Stockholders’ Equity
 Common StockAdditional Paid-In CapitalRetained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Stockholders'
Equity
(In millions, except share amounts which are in thousands)SharesAmount
Balance at December 31, 201716,448 $— $1.1 $618.3 $(44.0)$575.4 
Net loss— — (143.8)— (143.8)
Stock-based compensation expense— — 5.7 — — 5.7 
Issuance of shares under stock plans, net34 — (0.4)— — (0.4)
Reclassification of the income tax effects of the Tax Cuts and Jobs Act— — — 12.8 (12.8) 
Pension and OPEB, net of tax of (3.7)
— — — (10.5)(10.5)
Balance at December 31, 201816,482 — 6.4 487.3 (67.3)426.4 
Net loss— — — (5.6)— (5.6)
Stock-based compensation expense— — 3.8 — — 3.8 
Issuance of shares under stock plans, net33 — (0.4)— — (0.4)
Pension and OPEB, net of tax of 2.8
— — — — 7.8 7.8 
Balance at December 31, 201916,515 — 9.8 481.7 (59.5)432.0 
Net Income— — — 77.1 — 77.1 
Stock-based compensation expense— — 7.6 — — 7.6 
Issuance of shares under stock plans, net57 — (0.7)— — (0.7)
Pension and OPEB, net of tax of 1.8
— — — — 5.2 5.2 
Balance at December 31, 202016,572$$16.6 $558.8 $(54.3)$521.1 
The accompanying notes are an integral part of these consolidated financial statements.

38



CLEARWATER PAPER CORPORATION
Notes to Consolidated Financial Statements
  
PAGE
NUMBER
NOTE 1
NOTE 2
NOTE 3
NOTE 4
NOTE 5
NOTE 6
NOTE 7
NOTE 8
NOTE 9
NOTE 10
NOTE 11
NOTE 12
NOTE 13
NOTE 14
NOTE 15
NOTE 16
NOTE 17
39


NOTE 1 Summary of Significant Accounting Policies
NATURE OF OPERATIONS AND BASIS OF PRESENTATION
We are a premier supplier of quality consumer tissue, away-from-home (AFH) tissue, parent roll tissue and bleached paperboard. We supply private label tissue to major retailers and wholesale distributors, including grocery, drug, mass merchants and discount stores. In addition, we supply bleached paperboard to quality-conscious printers and packaging converters, and offer services that include custom sheeting, slitting and cutting.
Certain reclassifications have been made to the prior year amounts to conform to the current year presentation.
Unless the context otherwise requires or unless otherwise indicated, references in this report to “Clearwater Paper Corporation,” “we,” “our,” “the Company” and “us” refer to Clearwater Paper Corporation and its subsidiaries.
USE OF ESTIMATES
The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from those estimates.
PRINCIPLES OF CONSOLIDATION
These consolidated financial statements include the financial condition and results of operations of Clearwater Paper Corporation and its wholly-owned subsidiaries. All intercompany transactions and balances between operations within the Company have been eliminated.
CASH, CASH EQUIVALENTS AND RESTRICTED CASH
We consider all highly liquid instruments with maturities of three months or less to be cash equivalents. Cash that is held by a third party and has restrictions on its availability to us is classified as restricted cash. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported on the balance sheet that sum to the total of those same amounts shown in our Consolidated Statements of Cash Flows.
December 31,
(In millions)202020192018
Cash and cash equivalents$35.9 $20.0 $22.5 
Restricted cash 1.4  
Restricted cash included in Other assets, net1.1 1.0 2.4 
Total cash, cash equivalents and restricted cash $36.9 $22.4 $24.9 

ACCOUNTS RECEIVABLE
Receivables consist of:
December 31,
(in millions)20202019
Trade accounts receivable$139.0 $149.6 
Allowance for current expected credit losses(1.6)(1.5)
Unbilled receivables5.1 7.4 
Taxes receivable16.0 0.3 
Interest receivable 1.0 
Other2.1 2.6 
$160.6 $159.4 
40



INVENTORIES
Our inventories are stated at the lower of net realizable value or current cost using the average cost method.
December 31,
(In millions)20202019
Logs, chips and sawdust$17.2 $19.4 
Pulp11.5 20.1 
Paperboard and tissue products137.0 148.7 
Materials and supplies97.7