Market Overview

LSC Communications Reports Second Quarter 2018 Results and Updates Full-Year 2018 Guidance

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LSC Communications, Inc. (NYSE:LKSD) today reported financial
results for the second quarter of 2018.

2Q 2018 Highlights:

  • Net sales of $943 million compared to $848 million in the second
    quarter of 2017, an increase of $95 million, or 11.2%
  • GAAP net income of $8 million, or $0.23 per diluted share compared to
    net income of $5 million, or $0.12 per diluted share in the second
    quarter of 2017
  • Non-GAAP net income of $17 million, or $0.48 per diluted share,
    compared to non-GAAP net income of $21 million, or $0.59 per diluted
    share in the second quarter of 2017
  • Non-GAAP adjusted EBITDA of $77 million, or 8.2% of net sales,
    compared to $82 million, or 9.7% of net sales, in the second quarter
    of 2017
  • Company completed the acquisition of RR Donnelley's Print Logistics
    business and announced entering into definitive agreement to divest
    LSC's European printing business
  • Company updates full-year guidance to include impact of the sale of
    the European printing business and completion of $20 million share
    repurchase program

"We are pleased with our second quarter results as we continued to
experience favorable organic revenue trends and saw an improved sales
mix. In addition, we continued our focus on acquisition integration and
cost reductions that drove sequential margin improvement," said Thomas
J. Quinlan III, LSC Communications' Chairman, Chief Executive Officer
and President. "Our investment in growth areas, including our Print
Logistics acquisition, will bring additional value to our customers.
Additionally, we recently announced entering into an agreement to sell
our European printing business which will allow us to increase strategic
focus on our North America operations and customers and provide us with
additional financial flexibility."

Net Sales

Second quarter net sales were $943 million, up $95 million, or 11.2%,
from the second quarter of 2017. After adjusting for acquisitions,
divestitures, changes in foreign exchange rates, pass-through paper
sales, and the adoption of new revenue recognition standards, organic
net sales decreased 2.0% from the second quarter of 2017. This organic
net sales change represents continued improvement compared to the
Company's 2017 organic net sales trends. This improvement was largely
driven by sales performance in our Office Products segment and our Book
reporting unit.

GAAP Net Income

Second quarter 2018 net income was $8 million, or $0.23 per diluted
share, compared to net income of $5 million, or $0.12 per diluted share,
in the second quarter of 2017. Second quarter 2018 net income included
after-tax charges of $9 million and second quarter 2017 net income
included after-tax charges of $16 million, both of which are excluded
from the presentation of non-GAAP net income. Additional details
regarding the amount and nature of these adjustments and other items are
included in the attached schedules.

Non-GAAP Adjusted EBITDA and Non-GAAP Net Income

Non-GAAP adjusted EBITDA in the second quarter of 2018 was $77 million,
or 8.2% of net sales, compared to $82 million, or 9.7% of net sales, in
the second quarter of 2017. The decrease in non-GAAP adjusted EBITDA
margin was primarily due to sales mix, pricing pressure and the impact
of lower margins related to recent acquisitions partially offset by
on-going productivity and cost control initiatives.

Non-GAAP net income totaled $17 million, or $0.48 per diluted share, in
the second quarter of 2018 compared to non-GAAP net income of $21
million, or $0.59 per diluted share in the second quarter of 2017.
Reconciliations of net income to non-GAAP adjusted EBITDA and non-GAAP
net income are presented in the attached schedules.

2018 Guidance

The Company's updated full-year guidance for 2018, in the table below,
includes the sale of LSC's European printing business (1) and
the completion of the share repurchase authorization:

         

Guidance

       

Previous Guidance

Net sales $3.75 to $3.85 billion $3.8 to $3.9 billion
Non-GAAP adjusted EBITDA (2) $310 to $340 million $320 to $360 million
Depreciation and amortization $135 to $145 million $135 to $145 million
Interest expense $76 to $78 million $72 to $76 million
Non-GAAP effective tax rate 27% to 31% 25% to 29%
Capital expenditures $65 to $75 million $65 to $75 million
Free cash flow (3) $110 to $140 million $120 to $160 million
Diluted share count Approximately 34 million Approximately 35 million
(1)   The completion of the sale of LSC's European printing business is
subject to customary closing conditions
 
(2) Consistent with historical guidance and presentation, non-GAAP
adjusted EBITDA includes net pension income. Beginning in 2018,
Accounting Standards Update No. 2017-07 requires companies to
disaggregate the service cost component of net benefit cost from
other components of net benefit cost and present the service cost
component with other employee compensation costs. All other
components of net benefit cost will need to be presented outside of
income from operations. As a result, the Company expects to
reclassify approximately $49 million, $46 million and $45 million of
net pension income for years ended 2018, 2017 and 2016,
respectively, out of income from operations to investment and other
(income)-net, resulting in no impact to net income or non-GAAP
adjusted EBITDA.
 
(3) Free cash flow is defined as net cash provided by operating
activities less capital expenditures
 

Certain components of the guidance given in the table above are provided
on a non-GAAP basis only, without providing a reconciliation to guidance
provided on a GAAP basis. Information is presented in this manner,
consistent with SEC rules, because the preparation of such a
reconciliation could not be accomplished without "unreasonable efforts."
The Company does not have access to certain information that would be
necessary to provide such a reconciliation, including non-recurring
items that are not indicative of the Company's ongoing operations. Such
items include, but are not limited to, restructuring charges, impairment
charges, pension settlement charges, acquisition-related expenses, gains
or losses on investments and business disposals, losses on debt
extinguishment and other similar gains or losses not reflective of the
Company's ongoing operations. The Company does not believe that
excluding such items is likely to be significant to an assessment of the
Company's ongoing operations, given that such excluded items are not
indicators of business performance.

Conference Call

LSC Communications will host a conference call and simultaneous webcast
to discuss its second-quarter results today, Thursday, August 2, at
10:00 a.m. Eastern Time (9:00 a.m. Central Time). The live webcast will
be accessible on LSC Communications' web site: www.lsccom.com.
Individuals wishing to participate must
register in advance
at the following link.
After registering, participants will receive dial-in numbers, a
passcode, and a link to access the live event. A webcast replay will be
archived on the Company's web site for 90 days after the call.

About LSC Communications

With a rich history of industry experience, innovative solutions and
service reliability, LSC Communications (NYSE:LKSD) is a global leader
in print and digital media solutions. Our traditional and digital
print-related services and office products serve the needs of
publishers, merchandisers and retailers around the world. With advanced
technology and a consultative approach, our supply chain solutions meet
the needs of each business by getting their content into the right hands
as efficiently as possible.

For more information about LSC Communications, visit www.lsccom.com.

Use of non-GAAP Information

This news release contains certain non-GAAP measures. The Company
believes that these non-GAAP measures, such as non-GAAP adjusted EBITDA,
non-GAAP adjusted EBITDA margin, non-GAAP net income/loss and free cash
flow, when presented in conjunction with comparable GAAP measures,
provide useful information about the Company's operating results and
liquidity and enhance the overall ability to assess the Company's
financial performance. The Company uses these measures, together with
other measures of performance under GAAP, to compare the relative
performance of operations in planning, budgeting and reviewing the
performance of its business. Non-GAAP adjusted EBITDA, non-GAAP adjusted
EBITDA margin, non-GAAP net income/loss and free cash flow allow
investors to make a more meaningful comparison between the Company's
core business operating results over different periods of time. The
Company believes that non-GAAP adjusted EBITDA, non-GAAP adjusted EBITDA
margin, non-GAAP net income/loss and free cash flow, when viewed with
the Company's results under GAAP and the accompanying reconciliations,
provides useful information about the Company's business without regard
to potential distortions. By eliminating potential differences in
results of operations between periods caused by factors such as
depreciation and amortization methods, historic cost and age of assets,
financing and capital structures, taxation positions or regimes,
restructuring, impairment and other charges and gain or loss on certain
equity investments and asset sales, the Company believes that non-GAAP
adjusted EBITDA, non-GAAP adjusted EBITDA margin and non-GAAP net
income/loss can provide useful additional basis for comparing the
current performance of the underlying operations being evaluated. By
adjusting for the level of capital investment in operations, the Company
believes that free cash flow can provide useful additional basis for
understanding the Company's ability to generate cash after capital
investment and provides a comparison to peers with differing capital
intensity.

Forward-Looking Statements

This news release may contain "forward-looking statements" within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and the U.S. Private Securities Litigation Reform Act of 1995.
Readers are cautioned not to place undue reliance on these
forward-looking statements and any such forward-looking statements are
qualified in their entirety by reference to the following cautionary
statements. All forward-looking statements speak only as of the date of
this news release and are based on current expectations and involve a
number of assumptions, risks and uncertainties that could cause the
actual results to differ materially from such forward-looking
statements, including risks associated with the ability of LSC
Communications to perform as expected as a separate, independent entity
and risks associated with the volatility and disruption of the capital
and credit markets, and adverse changes in the global economy. Readers
are strongly encouraged to read the full cautionary statements contained
in LSC's filings with the SEC. LSC disclaims any obligation to update or
revise any forward-looking statements.

 
LSC Communications, Inc.
Condensed Consolidated Balance Sheets
As of June 30, 2018 and December 31, 2017
(in millions, except share and per share data)
(UNAUDITED)
 
    June 30, 2018     December 31, 2017

Assets

   
 
Cash and cash equivalents $ 22 $ 34
Receivables, less allowances for doubtful accounts of $15 in 2018
(2017: $11)
682 727
Inventories 252

 

238
Prepaid expenses and other current assets   53         47  
Total Current Assets   1,009         1,046  
Property, plant and equipment - net 544 576
Goodwill 82 82
Other intangible assets - net 151 160
Deferred income taxes 39 51
Other noncurrent assets       96         99  
Total Assets     $ 1,921       $ 2,014  
 

Liabilities

 
Accounts payable $ 324 $ 406
Accrued liabilities 203 239
Short-term and current portion of long-term debt   234         123  
Total Current Liabilities   761         768  
Long-term debt 680 699
Pension liabilities 145 182
Restructuring and multi-employer pension liabilities 47 49
Other noncurrent liabilities       67         68  
Total Liabilities       1,700         1,766  
Commitments and Contingencies
 

Equity

 
Common stock, $0.01 par value
Authorized: 65,000,000 shares;
Issued: 34,882,123 shares in 2018 (2017: 34,610,931)
Additional paid-in capital 823 816
Accumulated deficit (5 ) (90 )
Accumulated other comprehensive loss (574 ) (476 )
Treasury stock, at cost: 1,834,161 shares in 2018 (2017: 100,256)       (23 )       (2 )
Total Equity       221         248  
Total Liabilities and Equity     $ 1,921       $ 2,014  
 
LSC Communications, Inc.
Condensed Consolidated Statements of Operations
For the Three and Six Months Ended June 30, 2018 and 2017
(in millions, except per share data)
(UNAUDITED)
           
   
For the Three Months For the Six Months
Ended June 30, Ended June 30,
      2 0 1 8   2 0 1 7 2 0 1 8   2 0 1 7
Net sales     $ 943     $ 848   $ 1,872     $ 1,669  
 
Cost of sales (1) 798 705 1,606 1,397
Selling, general and administrative expenses (SG&A) (1) 82 76 165 152
Restructuring, impairment and other charges - net 11 21 17 27
Depreciation and amortization       34       39     72       79  
Income from operations       18       7     12       14  
 
Interest expense-net 18 16 38 33
Investment and other (income)-net (13 ) (12 ) (24 ) (23 )
                 
Income (loss) before income taxes       13       3     (2 )     4  
 
Income tax expense (benefit) 5 (2 ) 1
                 
Net income (loss)     $ 8     $ 5   $ (3 )   $ 4  
 
 
Net earnings (loss) per common share:
Basic net earnings (loss) per share $ 0.24 $ 0.13 $ (0.09 ) $ 0.11
Diluted net earnings (loss) per share $ 0.23 $ 0.12 $ (0.09 ) $ 0.11
 
Dividends declared per common share $ 0.26 $ 0.25 $ 0.52 $ 0.50
 
Weighted average number of common shares outstanding:
Basic 34.0 33.5 34.3 33.1
Diluted 34.3 33.8 34.3 33.4
 

Additional information:

Gross margin (1) 15.4 % 16.9 % 14.2 % 16.3 %
SG&A as a % of net sales (1) 8.7 % 9.0 % 8.8 % 9.1 %
Operating margin 1.9 % 0.8 % 0.6 % 0.8 %
Effective tax rate 35.3 % (91.3 %) (35.7 %) (3.8 %)
 
(1) Exclusive of depreciation and amortization
 
LSC Communications, Inc.
Reconciliation of GAAP Net (Loss) Income to Non-GAAP Adjusted EBITDA
For the Three and Twelve Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
   

 

       
For the Twelve
Months Ended For the Three Months Ended
June 30, June 30, March 31, December 31, September 30,
2018 2018 2018 2017 2017
 
GAAP net (loss) income $ (64 ) $ 8 $ (11 ) $ (58 ) $ (3 )
 
Adjustments:
Restructuring, impairment and other charges - net (1) 119 11 6 42 60
Separation-related expenses (2) 1 1
Acquisition-related expenses (3) 6 1 1 2 2
Purchase accounting adjustments (4) 2 3 (2 ) 1
Loss on debt extinguishment (5) 3 3
Depreciation and amortization 153 34 38 42 39
Interest expense - net 77 18 20 20 19
Income tax expense (benefit)   14     5     (4 )   36     (23 )
Total Non-GAAP adjustments 375 69 64 143 99
 
Non-GAAP adjusted EBITDA $ 311   $ 77     $ 53     $ 85     $ 96  
 
Net sales $ 3,806 $ 943 $ 929 $ 999 $ 935
Non-GAAP adjusted EBITDA margin % 8.2 % 8.2 % 5.7 % 8.5 % 10.3 %
 

For the Twelve

Months Ended

For the Three Months Ended
June 30, June 30, March 31, December 31, September 30,
2017 2017 2017 2016   2016
 
GAAP net income (loss) $ 51 $ 5 $ (1 ) $ 9 $ 38
 
Adjustments:
Restructuring, impairment and other charges - net (1) 37 21 6 7 3
Separation-related expenses (2) 8 2 1 4 1
Acquisition-related expenses (3) 1 1
Depreciation and amortization 160 39 40 41 40
Interest expense - net 52 16 17 18 1
Income tax expense (benefit)   19     (2 )     2       1       18  
Total Non-GAAP adjustments 277 77 66 71 63
 
Non-GAAP adjusted EBITDA $ 328   $ 82     $ 65     $ 80     $ 101  
 
Net sales $ 3,537 $ 848 $ 821 $ 919 $ 949
Non-GAAP adjusted EBITDA margin % 9.3 % 9.7 % 7.9 % 8.7 % 10.6 %
(1)   Restructuring, impairment and other charges-net: Restructuring
charges for employee termination costs, lease terminations, other
costs, and multiemployer pension plan withdrawal obligations;
impairment charges for goodwill, intangible assets and other
long-lived assets. Refer to the Reconciliation of GAAP to
Non-GAAP Measures
schedules for more information.
 
(2) Separation-related expenses: One-time transaction expenses
associated with becoming a standalone company.
 
(3) Acquisition-related expenses: Legal, accounting and other expenses
associated with completed and contemplated acquisitions.
 
(4) Purchase accounting adjustments: Purchase accounting inventory
step-up adjustments and any gains associated with acquisitions.
 
(5) Loss on debt extinguishment: Loss related to a partial debt
extinguishment.
 
LSC Communications, Inc.
Reconciliation of GAAP to Non-GAAP Measures
For the Three Months Ended June 30, 2018 and 2017
(in millions, except per share data)
(UNAUDITED)
           
 
For the Three Months Ended June 30, 2018 For the Three Months Ended June 30, 2017
Net income Net income
Net income per diluted share Net income per diluted share
GAAP basis measures $ 8 $ 0.23 $ 5 $ 0.12
 
Non-GAAP adjustments:

 

Restructuring, impairment and other charges - net (1) 8 0.21 14 0.42
Separation-related expenses (2) 1 0.03
Acquisition-related expenses (3) 1 0.03 1 0.02
Purchase accounting adjustments 0.00
Income tax adjustments     0.01    
Total Non-GAAP adjustments   9   0.25   16   0.47
Non-GAAP measures $ 17 $ 0.48 $ 21 $ 0.59
(1)   Restructuring, impairment and other charges - net: Operating results
for the three months ended June 30, 2018 and 2017 were affected by
the following pre-tax restructuring charges of $11 million ($8
million after-tax) and $21 million ($14 million after-tax),
respectively:
    For the Three Months Ended June 30
2018     2017
Other restructuring charges (a) $ 7 $ 17
Employee termination costs (b) 3 3
Other charges (c)   1   1
Total restructuring, impairment and other charges - net $ 11 $ 21
  (a) For the three months ended June 30, 2018, includes other
facility costs, a loss related to the Company's disposition of its
retail offset printing facilities and pension withdrawal obligations
related to facility closures. For the three months ended June 30,
2017, the charges primarily resulted from a terminated supplier
contract and the exit from certain operations and facilities.
 
(b) For the three months ended June 30, 2018, employee-related
termination costs resulted from the reorganization of certain
business units. For the three months ended June 30, 2017,
employee-related termination costs resulted from the announcement of
one facility closure in the Print segment and the reorganization of
certain business units and corporate functions.
 
(c) Other charges related to the Company's multi-employer pension
plan withdrawal obligations unrelated to facility closures.
 
(2) Separation-related expenses: The three months ended June 30, 2017
included pre-tax charges of $2 million ($1 million after-tax) for
one-time costs associated with becoming a standalone company.
 
(3) Acquisition-related expenses: The three months ended June 30, 2018
and June 30, 2017 each included pre-tax charges of $1 million ($1
million after-tax) related to legal, accounting and other expenses
associated with completed and contemplated acquisitions.
 
Note: The income tax impact is calculated using the tax rate in
effect for the non-GAAP adjustments.
 
LSC Communications, Inc.
Reconciliation of GAAP to Non-GAAP Measures
For the Six Months Ended June 30, 2018 and 2017
(in millions, except per share data)
(UNAUDITED)
           
 
For the Six Months Ended June 30, 2018 For the Six Months Ended June 30, 2017
Net (loss) income Net income
Net (loss) income per diluted share Net income per diluted share
GAAP basis measures $ (3 ) $ (0.09 ) $ 4 $ 0.11
 
Non-GAAP adjustments:
 
Restructuring, impairment and other charges - net (1) 12 0.32 17 0.52
Separation-related expenses (2) 2 0.06
Acquisition-related expenses (3) 1 0.04 1 0.02
Purchase accounting adjustments (4) 2 0.07
Income tax adjustments (5)   1     0.03     1   0.03
Total Non-GAAP adjustments   16     0.46     21   0.63
Non-GAAP measures $ 13   $ 0.37   $ 25 $ 0.74
(1)   Restructuring, impairment and other charges - net: Operating results
for the six months ended June 30, 2018 and 2017 were affected by the
following pre-tax restructuring charges of $17 million ($12 million
after-tax) and $27 million ($17 million after-tax), respectively:
     
For the Six Months Ended June 30
2018 2017
Other restructuring charges (a) $ 10 $ 18
Employee termination costs (b) 7 7
Reduction of goodwill impairment charges (1 )
Other charges (c)   1     2
Total restructuring, impairment and other charges - net $ 17   $ 27
  (a) The six months ended June 30, 2018 included other facility
costs, a loss related to the Company's disposition of its retail
offset printing facilities and pension withdrawal obligations
related to facility closures. For the six months ended June 30,
2017, the charges primarily resulted from a terminated supplier
contract and the exit from certain operations and facilities.
 
(b) For the six months ended June 30, 2018, employee-related
termination costs resulted from the closure of one facility in the
Print segment and the reorganization of certain business units. For
the six months ended June 30, 2017, employee-related termination
costs resulted from the announcement of one facility closure in the
Print segment and the reorganization of certain business units and
corporate functions.
 
(c) Other charges related to the Company's multi-employer pension
plan withdrawal obligations unrelated to facility closures.
 
(2) Separation-related expenses: The six months ended June 30, 2017
included pre-tax charges of $3 million ($2 million after-tax) for
one-time costs associated with becoming a standalone company.
 
(3) Acquisition-related expenses: The six months ended June 30, 2018
included pre-tax charges of $2 million ($1 million after-tax)
related to legal, accounting and other expenses associated with
completed and contemplated acquisitions. The six months ended June
30, 2017 included pre-tax charges of $1 million ($1 million-after
tax) for legal, accounting and other expenses associated with
completed and contemplated acquisitions.
 
(4) Purchase accounting adjustments: The six months ended June 30, 2018
included pre-tax charges of $3 million ($2 million after-tax) as a
result of purchase accounting inventory step-up adjustments and
changes to purchase price allocations related to prior acquisitions.
 
(5) Income tax adjustments: Included tax expense of $1 million for each
of the six months ended June 30, 2018 and 2017 that was recorded due
to the unfavorable impact associated with share-based compensation
awards that lapsed during each of the periods.
 
Note: The income tax impact is calculated using the tax rate in
effect for the non-GAAP adjustments.
 
LSC Communications, Inc.
Segment GAAP to Non-GAAP Adjusted EBITDA and Margin Reconciliation
For the Three Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
               
 
Office
Print     Products     Corporate     Consolidated

For the Three Months Ended June 30, 2018

Net sales $ 789 $ 154 $ $ 943
Income (loss) from operations 20 13 (15 ) 18
Operating margin % 2.5 % 8.4 % nm 1.9 %
Investment and other (income) - net (13 ) (13 )
 

Non-GAAP Adjustments

Depreciation and amortization 30 3 1 34
Restructuring charges - net 8 1 1 10
Other charges 1 1
Acquisition-related expenses                   1         1  
Total Non-GAAP adjustments 39 4 3 46
 
 
Non-GAAP adjusted EBITDA $ 59 $ 17 $ 1 $ 77
Non-GAAP adjusted EBITDA margin % 7.5 % 11.0 % nm 8.2 %
 
Capital expenditures $ 15 $ 1 $ 1 $ 17
 
 

For the Three Months Ended June 30, 2017

Net sales $ 723 $ 125 $ $ 848
Income (loss) from operations 22 12 (27 ) 7
Operating margin % 3.0 % 9.6 % nm 0.8 %
Investment and other (income) - net (12 ) (12 )
 

Non-GAAP Adjustments

Depreciation and amortization 36 3 39
Restructuring charges - net 5 15 20
Other charges 1 1
Separation-related expenses 2 2
Acquisition-related expenses                   1         1  
Total Non-GAAP adjustments 42 3 18 63
 
 
Non-GAAP adjusted EBITDA $ 64 $ 15 $ 3 $ 82
Non-GAAP adjusted EBITDA margin % 8.9 % 12.0 % nm 9.7 %
 
Capital expenditures $ 12 $ 2 $ 1 $ 15
 
nm Not meaningful
 
LSC Communications, Inc.
Segment GAAP to Non-GAAP Adjusted EBITDA and Margin Reconciliation
For the Six Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
               
 
Office
Print     Products     Corporate     Consolidated

For the six Months Ended June 30, 2018

Net sales $ 1,595 $ 277 $ $ 1,872
Income (loss) from operations 22 15 (25 ) 12
Operating margin % 1.4 % 5.4 % nm 0.6 %
Investment and other (income) - net (24 ) (24 )
 

Non-GAAP Adjustments

Depreciation and amortization 64 7 1 72
Restructuring charges - net 14 2 1 17
Other charges 1 1
Impairment reduction (1 ) (1 )
Acquisition-related expenses 2 2
Purchase accounting adjustments           1         2         3  
Total Non-GAAP adjustments 78 10 6 94
 
 
Non-GAAP adjusted EBITDA $ 100 $ 25 $ 5 $ 130
Non-GAAP adjusted EBITDA margin % 6.3 % 9.0 % nm 6.9 %
 
Capital expenditures $ 34 $ 1 $ 2 $ 37
 
 

For the Six Months Ended June 30, 2017

Net sales $ 1,433 $ 236 $ $ 1,669
Income (loss) from operations 34 21 (41 ) 14
Operating margin % 2.4 % 8.9 % nm 0.8 %
Investment and other (income) - net (23 ) (23 )
 

Non-GAAP Adjustments

Depreciation and amortization 71 7 1 79
Restructuring charges - net 9 1 15 25
Separation-related expenses 3 3
Acquisition-related expenses 1 1
Other charges   2                         2  
Total Non-GAAP adjustments 82 8 20 110
 
 
Non-GAAP adjusted EBITDA $ 116 $ 29 $ 2 $ 147
Non-GAAP adjusted EBITDA margin % 8.1 % 12.3 % nm 8.8 %
 
Capital expenditures $ 32 $ 2 $ 2 $ 36
 
 
nm Not meaningful
 
LSC Communications, Inc.
Condensed Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
               
2018         2017
Net (loss) income $ (3 )         $ 4
Adjustment to reconcile net (loss) income to net cash (used in)
provided by operating activities:
Depreciation and amortization 72 79
Provision for doubtful accounts receivable 4 1
Share-based compensation 8 7
Deferred income taxes 4 (1 )
Other 4 (2 )
Changes in operating assets and liabilities - net of acquisitions:
Accounts receivable - net 61 66
Inventories (49 ) (4 )
Prepaid expenses and other current assets (4 ) (3 )
Accounts payable (81 ) (4 )
Income taxes payable and receivable 2 (10 )
Accrued liabilities and other       (44 )           (55 )
Net cash (used in) provided by operating activities     $ (26 )         $ 78  
 
Capital expenditures (37 ) (36 )
Acquisitions of businesses, net of cash acquired 4 (5 )
Proceeds from sales of investments 3
Proceeds from sales of other assets       1             6  
Net cash (used in) investing activities     $ (32 )         $ (32 )
 
Payments of current maturities and long-term debt (26 ) (52 )
Net proceeds from credit facility borrowings 115
Proceeds from issuance of common stock 18
Payments for repurchase of common stock (20 )
Dividends paid (18 ) (16 )
Other financing activities (1 )
Payments from RRD - net                   3  
Net cash provided by (used in) financing activities     $ 50           $ (47 )
 
Effect of exchange rate on cash and cash equivalents (2 ) 4
                 
Net (decrease) increase in cash, cash equivalents and restricted
cash
    $ (10 )         $ 3  
 
Cash, cash equivalents and restricted cash at beginning of year 35 97
                 
Cash, cash equivalents and restricted cash at end of period     $ 25           $ 100  
 
 
As of As of
Reconciliation to the Condensed Consolidated Balance Sheets June 30, 2018         December 31, 2017
Cash and cash equivalents $ 22 $ 34
Restricted cash included in prepaid expenses and other current assets   3             1  
Total cash, cash equivalents and restricted cash shown in the
condensed consolidated statement of cash flows
$ 25           $ 35  
 
LSC Communications, Inc.
Condensed Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
               
Additional Information:            
2018         2017
For the Six Months Ended June 30:
Net cash (used in) provided by operating activities $ (26 ) $ 78
Less: capital expenditures   37             36  
Free cash flow $ (63 ) $ 42
 
For the Three Months Ended March 31:
Net cash provided by operating activities $ (24 ) $ 64
Less: capital expenditures   20             21  
Free cash flow $ (44 ) $ 43
 
For the Three Months Ended June 30:
Net cash provided by operating activities $ (2 ) $ 14
Less: capital expenditures $ 17             15  
Free cash flow $ (19 ) $ (1 )
 
LSC Communications, Inc.
Reconciliation of Reported to Pro Forma Net Sales
For the Three Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
           
 
Print Office Products Consolidated

For the Three Months Ended June 30, 2018

Reported net sales $ 789 $ 154 $ 943
Adjustments (1)                    
Pro forma net sales $ 789 $ 154 $ 943
 

For the Three Months Ended June 30, 2017

Reported net sales $ 723 $ 125 $ 848
Adjustments (1)   89         30         119  
Pro forma net sales $ 812 $ 155 $ 967
                   

Net sales change

Reported net sales 9.1 % 23.2 % 11.2 %
Pro forma net sales       (2.8 %)       (0.6 %)       (2.5 %)
 
Supplementary non-GAAP information:
 
Year-over-year impact of changes in foreign exchange (FX) rates 0.3 % 0.2 % 0.3 %
 
Year-over-year impact of changes in pass-through paper sales (0.5 %) --- % (0.4 %)
 
Year-over-year impact of adoption of new revenue recognition standard 0.3 % 1.3 % 0.4 %
 
Year-over-year impact of sale of disposition (2) (0.9 %) --- % (0.8 %)
                   
Net organic sales change (3)       (2.0 %)       (2.1 %)       (2.0 %)
 
The reported results of the Company include the results of acquired
businesses from the acquisition dates forward. The Company has
provided this schedule to reconcile reported net sales for the three
months ended June 30, 2018 and 2017 to pro forma net sales as if the
acquisitions took place as of January 1, 2017 for purposes of this
schedule.
 
(1) Adjusted for net sales of acquired businesses:
 
There were no acquisitions during the three months ended June 30,
2018 or 2017.
 
For the three months ended June 30, 2017, the adjustments for net
sales of acquired businesses reflect the net sales of The Clark
Group ("Clark Group") (acquired November 29, 2017), Quality Park
(acquired November 9, 2017), Publishers Press (acquired September 7,
2017), NECI, LLC ("NECI") (acquired August 21, 2017), CREEL Printing
("CREEL") (acquired August 17, 2017), and Fairrington Transportation
Corp., F.T.C. Transport, Inc. and F.T.C. Services, Inc.
("Fairrington") (acquired July 28, 2017).
 
(2) Adjusted for the disposition of the Company's retail offset
printing facilities on June 5, 2018. There were no dispositions
during the three months ended June 30, 2017.
 
(3) Adjusted for the impact of acquisitions and dispositions,
changes in FX rates, pass-through paper sales, and the Company's
adoption of Accounting Standards Update No. 2014-09 "Revenue from
Contracts with Customers (Topic 606)" ("ASC 606") during the three
months ended June 30, 2018.
 
LSC Communications, Inc.
Reconciliation of Reported to Pro Forma Net Sales
For the Six Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
           
 
Print Office Products Consolidated

For the Six Months Ended June 30, 2018

Reported net sales $ 1,595 $ 277 $ 1,872
Adjustments (1)                    
Pro forma net sales $ 1,595 $ 277 $ 1,872
 

For the Six Months Ended June 30, 2017

Reported net sales $ 1,433 $ 236 $ 1,669
Adjustments (1)   181         59         240  
Pro forma net sales $ 1,614 $ 295 $ 1,909
                   

Net sales change

Reported net sales 11.3 % 17.4 % 12.2 %
Pro forma net sales       (1.2 %)       (6.1 %)       (1.9 %)
 
Supplementary non-GAAP information:
 
Year-over-year impact of changes in foreign exchange (FX) rates 0.9 % 0.3 % 0.8 %
 
Year-over-year impact of changes in pass-through paper sales (0.4 %) --- % (0.3 %)
 
Year-over-year impact of adoption of new revenue recognition standard 0.2 % (2.7 %) (0.3 %)
 
Year-over-year impact of sale of disposition (2) (0.5 %) --- % (0.4 %)
                   
Net organic sales change (3)       (1.4 %)       (3.7 %)       (1.7 %)
 
The reported results of the Company include the results of acquired
businesses from the acquisition dates forward. The Company has
provided this schedule to reconcile reported net sales for the six
months ended June 30, 2018 and 2017 to pro forma net sales as if the
acquisitions took place as of January 1, 2017 for purposes of this
schedule.
 
(1) Adjusted for net sales of acquired businesses:
 
There were no acquisitions during the six months ended June 30, 2018.
 
For the six months ended June 30, 2017, the adjustment to net sales
of an acquired business reflects the net sales of Clark Group
(acquired November 29, 2017), Quality Park (acquired November 9,
2017), Publishers Press (acquired September 7, 2017), NECI, LLC
("NECI") (acquired August 21, 2017), CREEL (acquired August 17,
2017), Fairrington (acquired July 28, 2017), and HudsonYards
(acquired March 1, 2017).
 
(2) Adjusted for the disposition of the Company's retail offset
printing facilities on June 5, 2018. There were no dispositions
during the six months ended June 30, 2017.
 
(3) Adjusted for the impact of acquisitions and dispositions,
changes in FX rates, pass-through paper sales and the Company's
adoption of ASC 606 during the six months ended June 30, 2018.
 
LSC Communications, Inc.
Reconciliation of Reported to Pro Forma Net Sales - Print Segment
For the Three Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
                   
 
Magazines, Catalogs,
and Retail Inserts Book Europe Directories Print

For the Three Months Ended June 30, 2018

Reported net sales $ 442 $ 266 $ 56 $ 25 $ 789
Adjustments (1)                                    
Pro forma net sales $ 442 $ 266 $ 56 $ 25 $ 789
 

For the Three Months Ended June 30, 2017

Reported net sales $ 378 $ 262 $ 56 $ 27 $ 723
Adjustments (1)   89                                 89  
Pro forma net sales $ 467 $ 262 $ 56 $ 27 $ 812
                               

Net sales change

Reported net sales 16.9 % 1.5 % --- % (7.4 %) 9.1 %
Pro forma net sales       (5.4 %)       1.5 %       --- %       (7.4 %)       (2.8 %)
 
Supplementary non-GAAP information:
 
Year-over-year impact of changes in foreign exchange (FX) rates (0.2 %) --- % 6.7 % --- % 0.3 %
 
Year-over-year impact of changes in pass-through paper sales 0.6 % (1.2 %) (6.0 %) (0.6 %) (0.5 %)
 
Year-over-year impact of adoption of new revenue recognition standard (0.4 %) 1.4 % --- % 1.2 % 0.3 %
 
Year-over-year impact of sale of disposition (2) (1.6 %) --- % --- % --- % (0.9 %)
                               
Net organic sales change (2)       (3.8 %)       1.3 %       (0.7 %)       (8.0 %)       (2.0 %)
 
The reported results of the Company include the results of acquired
businesses from the acquisition dates forward. The Company has
provided this schedule to reconcile reported net sales for the three
months ended June 30, 2018 and 2017 to pro forma net sales as if the
acquisitions took place as of January 1, 2017 for purposes of this
schedule.
 
(1) Adjusted for net sales of acquired businesses:
 
There were no acquisitions during the three months ended June 30,
2018 or 2017.
 
For the three months ended June 30, 2017, the adjustment to net
sales of an acquired business reflects the net sales of Clark Group
(acquired November 29, 2017), Publishers Press (acquired September
7, 2017), CREEL (acquired August 17, 2017), and Fairrington
(acquired July 28, 2017).
 
(2) Adjusted for the disposition of the Company's retail offset
printing facilities on June 5, 2018. There were no dispositions
during the three months ended June 30, 2017.
 
(3) Adjusted for the impact of acquisitions and dispositions,
changes in FX rates, pass-through paper sales and the Company's
adoption of ASC 606 during the three months ended June 30, 2018.
 
LSC Communications, Inc.
Reconciliation of Reported to Pro Forma Net Sales - Print Segment
For the Six Months Ended June 30, 2018 and 2017
(in millions)
(UNAUDITED)
                   
 
Magazines, Catalogs,
and Retail Inserts Book Europe Directories Print

For the Six Months Ended June 30, 2018

Reported net sales $ 910 $ 515 $ 118 $ 52 $ 1,595
Adjustments (1)                                    
Pro forma net sales $ 910 $ 515 $ 118 $ 52 $ 1,595
 

For the Six Months Ended June 30, 2017

Reported net sales $ 761 $ 501 $ 112 $ 59 $ 1,433
Adjustments (1)   181                                 181  
Pro forma net sales $ 942 $ 501 $ 112 $ 59 $ 1,614
                               

Net sales change

Reported net sales 19.6 % 2.8 % 5.4 % (11.9 %) 11.3 %
Pro forma net sales       (3.4 %)       2.8 %       5.4 %       (11.9 %)       (1.2 %)
 
Supplementary non-GAAP information:
 
Year-over-year impact of changes in foreign exchange (FX) rates 0.1 % --- % 12.2 % --- % 0.9 %
 
Year-over-year impact of changes in pass-through paper sales 0.3 % (0.4 %) (4.0 %) (3.7 %) (0.4 %)
 
Year-over-year impact of adoption of new revenue recognition standard (0.2 %) 0.9 % --- % 0.6 % 0.2 %
 
Year-over-year impact of sale of disposition (2) (0.8 %) --- % --- % --- % (0.5 %)
                               
Net organic sales change (3)       (2.8 %)       2.3 %       (2.8 %)       (8.8 %)       (1.4 %)
 
The reported results of the Company include the results of acquired
businesses from the acquisition dates forward. The Company has
provided this schedule to reconcile reported net sales for the six
months ended June 30, 2018 and 2017 to pro forma net sales as if the
acquisitions took place as of January 1, 2017 for purposes of this
schedule.
 
(1) Adjusted for net sales of acquired businesses:
 
There were no acquisitions during the six months ended June 30, 2018.
 
For the six months ended June 30, 2017, the adjustment to net sales
of an acquired business reflects the net sales of Clark Group
(acquired November 29, 2017), Publishers Press (acquired September
7, 2017), CREEL (acquired August 17, 2017), Fairrington (acquired
July 28, 2017), and HudsonYards (acquired March 1, 2017).
 
(2) Adjusted for the disposition of the Company's retail offset
printing facilities on June 5, 2018. There were no dispositions
during the six months ended June 30, 2017.
 
(3) Adjusted for the impact of acquisitions and dispositions,
changes in FX rates, pass-through paper sales and the Company's
adoption of ASC 606 during the six months ended June 30, 2018.
 
LSC Communications, Inc.
Liquidity, Debt and Pension Summary
As of June 30, 2018 and December 31, 2017
(in millions)
(UNAUDITED)
       
 
 
Total Liquidity (1) June 30, 2018 December 31, 2017
 
Availability
Stated amount of the Revolving Credit Facility (2) $ 400 $ 400
Less: availability reduction from covenants    
Amount available under the Revolving Credit Facility 400 400
 
Usage
Borrowings under Revolving Credit Facility $ 190 $ 75
Impact on availability related to outstanding letters of credit   40   53
$ 230 $ 128
   
Availability (3) $ 170 $ 272
 
Cash   22   34
Net Available Liquidity $ 192 $ 306
 
 
             
Short-term and current portion of long-term debt $ 234 $ 123
Long-term debt   680   699
Total debt $ 914 $ 822
 
Non-GAAP adjusted EBITDA for the twelve months ended June 30, 2018
and the year ended December 31, 2017
$ 311 $ 328
 
Non-GAAP Gross Leverage (defined as total debt divided by
non-GAAP adjusted EBITDA
(4))
      2.94       2.51
 
Credit Agreement Consolidated Leverage Ratio as of June 30, 2018
(5)
2.57

Estimated Unfunded Status of Pension
Benefit Plans

 
Based on the fair value of assets and the estimated discount rate
used to value benefit obligations as of June 30, 2018, the Company
estimates the unfunded status of the pension benefit plans would
approximate $90 million compared to $187 million at December 31,
2017.
                     
        Non-Qualified &    
Qualified International Total
Estimated liabilities $ 2,376 $ 88 $ 2,464
Estimated assets   2,372     2     2,374  
Estimated unfunded status at June 30, 2018     $ (4 )     $ (86 )     $ (90 )
 
(1) Liquidity does not include uncommitted credit facilities, located
outside of the U.S.
 
(2) The Company has a $400 million senior secured revolving credit
agreement (the "Revolving Credit Facility") which expires on
September 30, 2021. The Revolving Credit Facility is subject to a
number of covenants, including, but not limited to, a minimum
Interest Coverage Ratio and a maximum Consolidated Leverage Ratio,
as defined in and calculated pursuant to the Revolving Credit
Facility, that, in part, restrict the Company's ability to incur
additional indebtedness, create liens, engage in mergers and
consolidations, make restricted payments and dispose of certain
assets. There were $190 million and $75 million of borrowings under
the Revolving Credit Facility as of June 30, 2018 and December 31,
2017, respectively.
 
(3) The Company would have had the ability to utilize the entire $400
million Revolving Credit Facility and not have been in violation of
the terms of the agreement as of June 30, 2018. Availability under
the Revolving Credit Facility was reduced by $190 million in
borrowings and $40 million related to outstanding letters of credit.
 
(4) The leverage ratio calculation includes non-GAAP adjusted EBITDA
since the respective closing date of each acquisition and does not
include a full 12 months of non-GAAP adjusted EBITDA.
 
(5)

The Consolidated Leverage Ratio as defined in the Credit Agreement
was 2.57 at June 30, 2018 compared to a maximum permitted ratio
under the Credit Agreement of 3.25, which steps down to 3.00 on
March 31, 2019. The full definition of Consolidated Leverage Ratio
is included in the Credit Agreement filed as an exhibit to the
quarterly report on Form 10-Q for the quarter ended June 30, 2018.

 

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