APPVION, INC.

CIK:0001144326|SEC Filings

Condensed Consolidated Statements Of Comprehensive Loss (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 29, 2013	Sep. 30, 2012	Sep. 29, 2013	Sep. 30, 2012
Net sales	$ 202,870	$ 210,744	$ 615,204	$ 644,275
Cost of sales	154,286	165,956	465,599	577,388
Gross profit	48,584	44,788	149,605	66,887
Selling, general and administrative expenses	29,859	31,731	92,559	107,907
Restructuring		703		27,175
Environmental expense insurance recovery		(2,188)		(2,188)
Operating income (loss)	18,725	14,542	57,046	(66,007)
Other expense (income)
Interest expense	12,343	14,832	42,092	44,925
Debt extinguishment expense	334		25,101
Interest income	(2)	(42)	(2)	(54)
Foreign exchange (gain) loss	(318)	(864)	62	130
Other (income) expense		94		166
Loss before income taxes	6,368	522	(10,207)	(111,174)
Provision for income taxes	(95)	6	82	146
Net loss	6,463	516	(10,289)	(111,320)
Other comprehensive income (loss)
Changes in retirement plans	(397)	(528)	(1,192)	(5,310)
Realized and unrealized gains on derivatives	(1,581)	(1,523)	(569)	(2,292)
Total other comprehensive (loss) income	(1,978)	(2,051)	(1,761)	(7,602)
Comprehensive loss	4,485	(1,535)	(12,050)	(118,922)
Appvion, Inc. [Member]
Net sales	202,870	210,744	615,204	644,275
Cost of sales	154,286	165,956	465,599	577,388
Gross profit	48,584	44,788	149,605	66,887
Selling, general and administrative expenses	29,859	31,731	92,559	107,907
Restructuring		703		27,175
Environmental expense insurance recovery		(2,188)		(2,188)
Operating income (loss)	18,725	14,542	57,046	(66,007)
Other expense (income)
Interest expense	12,343	14,832	42,092	44,925
Debt extinguishment expense	334		25,101
Interest income	(2)	(42)	(2)	(54)
Foreign exchange (gain) loss	(318)	(864)	62	130
Other (income) expense		94		166
Loss before income taxes	6,368	522	(10,207)	(111,174)
Provision for income taxes	(95)	6	82	146
Net loss	6,463	516	(10,289)	(111,320)
Other comprehensive income (loss)
Changes in retirement plans	(397)	(528)	(1,192)	(5,310)
Realized and unrealized gains on derivatives	(1,581)	(1,523)	(569)	(2,292)
Total other comprehensive (loss) income	(1,978)	(2,051)	(1,761)	(7,602)
Comprehensive loss	$ 4,485	$ (1,535)	$ (12,050)	$ (118,922)

Condensed Consolidated Statements Of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 29, 2013	Sep. 30, 2012
Cash flows from operating activities:
Net loss	$ (10,289)	$ (111,320)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation	21,099	89,455
Amortization of intangible assets	1,714	1,714
Impaired inventory revaluation		11,078
Amortization of financing fees	1,916	1,968
Amortization of bond discount	696	792
Employer 401(k) non-cash matching contributions	2,021	2,332
Foreign exchange loss	71	108
Non-cash loss (gain) on hedging	197	(1,983)
Loss on disposals of equipment	131	629
Loss on debt extinguishment	6,756
(Increase)/decrease in assets and increase/(decrease) in liabilities:
Accounts receivable	9,313	(6,032)
Inventories	(1,331)	(6,663)
Other current assets	(3,886)	(1,544)
Accounts payable and other accrued liabilities	(8,325)	37,050
Accrued pension	(12,107)	(23,801)
Other, net	(2,597)	15,904
Net cash provided (used) by operating activities	5,379	9,687
Cash flows from investing activities:
Proceeds from sale of equipment	6	20
Additions to property, plant and equipment	(20,266)	(9,015)
Net cash used by investing activities	(20,260)	(8,995)
Cash flows from financing activities:
Repayments Of Senior Secured Debt	(305,000)
Proceeds from Issuance of Senior Long-term Debt	331,650
Repayments Of Industrial Redeemable Bonds	(2,650)
Payments of Debt Issuance Costs	(7,235)
Payments relating to capital lease obligations	(67)	(46)
Proceeds From Old Long Term Lines Of Credit	155,300	190,300
Repayments Of Old Long Term Lines Of Credit	(159,000)	(182,750)
Proceeds from revolving line of credit	129,100
Payments of revolving line of credit	(109,100)
Payments of State of Ohio loans	(987)	(935)
Proceeds from municipal debt		300
Proceeds from Issuance of Common Stock	1,651	1,677
Payments to redeem common stock	(10,721)	(8,579)
Decrease in cash overdraft	(2,886)	(5,479)
Net cash (used) provided by financing activities	20,055	(5,512)
Effect of foreign exchange rate changes on cash and cash equivalents	(9)	22
Change in cash and cash equivalents	5,165	(4,798)
Cash and cash equivalents at beginning of period	1,851	7,241
Cash and cash equivalents at end of period	7,016	2,443
Appvion, Inc. [Member]
Cash flows from operating activities:
Net loss	(10,289)	(111,320)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation	21,099	89,455
Amortization of intangible assets	1,714	1,714
Impaired inventory revaluation		11,078
Amortization of financing fees	1,916	1,968
Amortization of bond discount	696	792
Employer 401(k) non-cash matching contributions	2,021	2,332
Foreign exchange loss	71	108
Non-cash loss (gain) on hedging	197	(1,983)
Loss on disposals of equipment	131	629
Loss on debt extinguishment	6,756
(Increase)/decrease in assets and increase/(decrease) in liabilities:
Accounts receivable	9,313	(6,032)
Inventories	(1,331)	(6,663)
Other current assets	(3,886)	(1,544)
Accounts payable and other accrued liabilities	(12,539)	31,893
Accrued pension	(12,107)	(23,801)
Other, net	(4,029)	14,073
Net cash provided (used) by operating activities	(267)	2,699
Cash flows from investing activities:
Proceeds from sale of equipment	6	20
Additions to property, plant and equipment	(20,266)	(9,015)
Net cash used by investing activities	(20,260)	(8,995)
Cash flows from financing activities:
Repayments Of Senior Secured Debt	(305,000)
Proceeds from Issuance of Senior Long-term Debt	331,650
Repayments Of Industrial Redeemable Bonds	(2,650)
Payments of Debt Issuance Costs	(7,235)
Payments relating to capital lease obligations	(67)	(46)
Proceeds From Old Long Term Lines Of Credit	155,300	190,300
Repayments Of Old Long Term Lines Of Credit	(159,000)	(182,750)
Proceeds from revolving line of credit	129,100
Payments of revolving line of credit	(109,100)
Payments of State of Ohio loans	(987)	(935)
Proceeds from municipal debt		300
Change in due from Parent	(3,424)	86
Decrease in cash overdraft	(2,886)	(5,479)
Net cash (used) provided by financing activities	25,701	1,476
Effect of foreign exchange rate changes on cash and cash equivalents	(9)	22
Change in cash and cash equivalents	5,165	(4,798)
Cash and cash equivalents at beginning of period	1,851	7,241
Cash and cash equivalents at end of period	$ 7,016	$ 2,443

Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Sep. 29, 2013	Dec. 29, 2012
Current assets
Cash and cash equivalents	$ 7,016	$ 1,851
Accounts receivable, less allowance for doubtful accounts of $1,041 and $1,077, respectively	83,733	92,680
Inventories	95,503	94,349
Other current assets	70,289	70,620
Total current assets	256,541	259,500
Property, plant and equipment, net of accumulated depreciation of $626,747 and $607,006, respectively	243,108	243,265
Intangible assets, net	42,125	43,839
Other assets	17,152	14,486
Total assets	558,926	561,090
Current liabilities
Current portion of long-term debt	50,070	3,975
Accounts payable	61,769	68,600
Accrued interest	12,503	2,467
Other accrued liabilities	102,150	119,635
Total current liabilities	226,492	194,677
Long-term debt	508,192	511,624
Postretirement benefits other than pension	36,502	38,440
Accrued pension	124,609	137,081
Other long-term liabilities	35,716	32,165
Common stock	70,853	81,704
Accumulated deficit	(446,999)	(439,923)
Accumulated other comprehensive income	3,561	5,322
Total liabilities, redeemable common stock, accumulated deficit and accumulated other comprehensive income	558,926	561,090
Appvion, Inc. [Member]
Current assets
Cash and cash equivalents	7,016	1,851
Accounts receivable, less allowance for doubtful accounts of $1,041 and $1,077, respectively	83,733	92,680
Inventories	95,503	94,349
Other current assets	70,289	70,620
Total current assets	256,541	259,500
Property, plant and equipment, net of accumulated depreciation of $626,747 and $607,006, respectively	243,108	243,265
Intangible assets, net	42,125	43,839
Other assets	17,140	14,474
Total assets	558,914	561,078
Current liabilities
Current portion of long-term debt	50,070	3,975
Accounts payable	61,769	68,600
Accrued interest	12,503	2,467
Other accrued liabilities	102,150	119,635
Total current liabilities	226,492	194,677
Long-term debt	508,192	511,624
Postretirement benefits other than pension	36,502	38,440
Accrued pension	124,609	137,081
Other long-term liabilities	35,716	32,165
Total liabilities	931,511	913,987
Common stock	10,500	10,500
Paid in capital	623,305	623,305
Due from parent	(244,895)	(237,257)
Accumulated deficit	(765,068)	(754,779)
Accumulated other comprehensive income	3,561	5,322
Total equity	(372,597)	(352,909)
Total liabilities, redeemable common stock, accumulated deficit and accumulated other comprehensive income	$ 558,914	$ 561,078