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Catchmark Timber Trust, Inc. (CTT) SEC Filing 8-K Material Event for the period ending Thursday, August 4, 2022

SEC Filings

Catchmark Timber Trust, Inc.

CIK: 1341141 Ticker: CTT
Exhibit 99.1
catchmarkrgba11.jpg


FOR IMMEDIATE RELEASE
CatchMark Announces Second Quarter 2022 Results

Recognized a net loss of $4.6 million, resulting primarily from fees and expenses related to the pending merger with PotlatchDeltic Corporation.

Produced Adjusted EBITDA of $13.7 million and $24.6 million in total revenues.

Captured blended net timber sales pricing 10% higher year over year driven by a 21% increase in sawtimber pricing.

Continued to generate significant premiums over TimberMart-South South-wide pricing averages as a result of prime timberlands located in strong local markets.

Generated $8.8 million in timberland sales, accelerating timing of full-year plan.

Acquired 1,300 acres of prime timberlands located in southeast Alabama for $2.2 million.

ATLANTA – August 4, 2022 – CatchMark Timber Trust, Inc. (NYSE: CTT) today reported second quarter 2022 results.

Brian M. Davis, CatchMark's President and CEO, said: "Second quarter results were in line with our business plan. They reflect planned lower harvest volumes in the U.S. South, partially offset by higher timber sales pricing, and last year’s Bandon disposition in the Pacific Northwest as well as lower asset management fees due to last year’s Triple T exit. Net loss was attributable to fees and expenses related to the pending PotlatchDeltic merger. We continued to achieve pricing premiums across our prime U.S. South timberlands as compared to market averages, in particular generating strong sawtimber pricing. Year over year, we also completed more timberland sales as planned. Net cash from operating activities and cash available for distribution comfortably covered our quarterly dividend.”

The timing of the declaration of a third quarter CatchMark dividend and its payment date will depend on the timing of the closing of the merger with PotlatchDeltic. The merger is expected to close by the end of the third quarter.

SECOND QUARTER 2022 RESULTS

The following table summarizes the current quarter and comparable prior year period results:

1

Exhibit 99.1
FINANCIAL HIGHLIGHTS
(in millions except for tons and acres)Three Months Ended June 30, Change
20222021Dollars, Tons or Acres%
Results of Operations
Revenues$24.6 $31.9 $(7.4)(23)%
Net Income (Loss)$(4.6)$1.8 $(6.3)360 %
Adjusted EBITDA$13.7 $17.6 $(3.9)(22)%
Harvest Volume (tons)399,862 528,007 (128,145)(24)%
Acres Sold5,700 4,300 1,400 29 %


Business Segments Overview

Harvest Operations
Three Months Ended June 30,Change
(in millions except for prices)20222021$%
Timber Sales Revenue - Consolidated$14.7 $20.1 $(5.4)(27)%
Timber Sales Revenue - U.S. South$14.7 $16.4 $(1.7)(10)%
Timber Sales Revenue - PNW$ $3.7 $(3.7)(100)%
Harvest EBITDA$6.9 $9.4 $(2.5)(27)%
Net Timber Sales Price - U.S. South (per ton):
Pulpwood$14 $15 $(1)(5)%
Sawtimber$31 $26 $21 %

Timber sales revenue and Harvest EBITDA were each 27% lower year over year as a result of lower harvest volumes.

Overall harvest volumes were down 24% year over year due to planned reduced harvests in the U.S. South and the 2021 sale of the Bandon timberlands in the Pacific Northwest.

In the U.S. South, where CatchMark now operates exclusively, timber sales revenue of $14.7 million was 10% lower year over year due to a planned 19% decrease in harvest volumes, offset by 10% increase in blended net timber sales pricing year over year.

Sawtimber pricing increased 21% year over year while pulpwood pricing was down 5%.

Harvests from CatchMark's prime timberlands located exclusively in leading mill markets across the U.S. South continued to generate significant pricing premiums over TimberMart-South South-wide averages during the second quarter.

Sawtimber mix, as a percentage of total volume, increased to 41% from 39% year over year.

Real Estate
Three Months Ended June 30,Change
(in millions except for prices)20222021$%
Timberland Sales Revenue$8.8 $7.6 $1.2 16 %
Real Estate EBITDA$8.7 $7.3 $1.3 18 %
Average Sales Price (per acre)$1,564 $1,743 $(179)(10)%

2

Exhibit 99.1
Timberland Sales

Timberland sales revenue increased 16% year over year due to selling 1,400 more acres in second quarter 2022 than in second quarter 2021, meeting plan targets.

Real Estate EBITDA increased 18% as a result of higher timberland sales revenue.

Timberland sales price per acre at $1,564 was 10% lower than the $1,743 per-acre price achieved in second quarter 2021 due to lower productivity characteristics in the acres sold, including a significantly lower percentage of pine plantations.

The margin on timberland sales increased year over year to 27% despite the lower sales price per acre.

Acres sold in the current quarter had a significantly lower average merchantable timber stocking than the CatchMark portfolio average of 39 tons per acre at the beginning of the year.

CatchMark made no large dispositions during the quarter as the company’s capital recycling program ended in 2021.

Timberland Acquisitions

CatchMark acquired the Big Island timberlands, comprising approximately 1,300 high-quality acres located in Barbour County, AL for $2.2 million, or $1,653 per acre. The acquired timberlands have a site index of 70 and comprise 82% pine plantations. The timberlands are located within a primary haul zone near existing CatchMark mill markets.

During the quarter, CatchMark also agreed to acquire 870 acres in Georgia for a total of $2.0 million. This transaction is expected to close in the third quarter.

Investment Management
Three Months Ended June 30,Change
(in millions)20222021$%
Asset Management Fee Revenue$0.1 $3.2 $(3.1)(97)%
Investment Management EBITDA$0.4 $3.3 $(2.9)(87)%

The significant decreases in year-over-year asset management fee revenue, down 97%, and Investment Management EBITDA, down 87%, were due to last year’s Triple T exit and the expiration of the related transition services agreement on March 31, 2022.

Incentive-based promotes and joint venture income continued to be generated from Dawsonville Bluffs as the joint venture continued to capitalize on strong demand for wetlands mitigation credits.
During the quarter, CatchMark recognized $0.3 million of income, $0.4 million of Adjusted EBITDA and received a $0.3 million cash distribution from Dawsonville Bluffs. After quarter’s close, CatchMark received an additional $0.5 million cash distribution from the joint venture.

CAPITAL POSITION AND SHARE REPURCHASES

CatchMark maintained its strong balance sheet and ample liquidity during the quarter.

3

Exhibit 99.1
As of June 30, 2022, the company had $33.7 million of cash on hand and $253.6 million of borrowing capacity remaining under its credit facilities. There were no changes to its credit facilities during the quarter.

Interest expense decreased $0.6 million year over year to $2.8 million, primarily due to a 32% lower weighted-average debt outstanding balance, offset by higher weighted-average interest rates, which the company has effectively hedged against through its interest rate management program.

Covered Quarterly Dividend: Stockholders received a total of $3.6 million in dividend distributions, which were fully covered by net cash provided by operating activities and Cash Available for Distribution.

Share Repurchases: The company did not make any share repurchases during the quarter and had $13.7 million remaining under its share repurchase program as of June 30, 2022.

Conference Call

Due to the company’s pending merger with PotlatchDeltic Corporation, a second quarter 2022 earnings call will not be held.

About CatchMark

CatchMark (NYSE: CTT) invests in prime timberlands located in the nation’s leading mill markets, seeking to capture the highest value per acre and to generate sustainable yields through disciplined management and superior stewardship of its exceptional resources. Headquartered in Atlanta and focused exclusively on timberland ownership and management, CatchMark began operations in 2007 and owns interests in approximately 350,000 acres* of timberlands located in the U.S. South. For more information visit www.catchmark.com.
* As of June 30, 2022

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” or other similar words. However, the absence of these or similar words or expressions does not mean that a statement is not forward-looking. Forward-looking statements are not guarantees of performance and are based on certain assumptions, discuss future expectations, describe plans and strategies, contain projections of results of operations or of financial condition or state other forward-looking information. Forward-looking statements in this press release include, but are not limited to, statements about the timing of our third quarter dividend and the expected timing of the closing of the merger with PotlatchDeltic Corporation. Risks and uncertainties that could cause our actual results to differ from these forward-looking statements include, but are not limited to, that (i) the supply of timberlands available for acquisition that meet our investment criteria may be less than we currently anticipate; (ii) we may be unsuccessful in winning bids for timberland that are sold through an auction process; (iii) we may not be able to access external sources of capital at attractive rates or at all; (iv) potential increases in interest rates could have a negative impact on our business; (v) timber prices may not increase at the rate we currently anticipate or could decline, which would negatively impact our revenues; (vi) we may not generate the harvest volumes from our timberlands that we currently anticipate; (vii) the demand for our timber may not increase at the rate we currently anticipate or could decline due to changes in general economic and business conditions in the geographic regions where our timberlands are located, including as a result of the COVID-19 pandemic and the measures taken as a response thereto; (viii) a downturn in the real estate market, including decreases in demand and valuations, may adversely impact our ability to generate income and cash flow from sales of higher-and-better use properties; (ix) we may not be able to make large dispositions of timberland in capital recycling transactions at prices that are attractive to us or at all; (x) our dividends are not guaranteed and are subject to change; (xi) the markets for carbon sequestration credits, wetlands mitigation banking and solar projects are still developing and we maybe unsuccessful in generating the revenues from environmental initiatives that we currently expect or in the timeframe anticipated; (xii) the conditions to completion of the merger with PotlatchDeltic Corporation may not be satisfied on the timeline currently expected or at all; and (xiii) the factors described in Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2021, Part II, Item 1A. Risk Factors of our Quarterly Report on Form 10-Q for the period ended June 30, 2022, and
4

Exhibit 99.1
our other filings with the Securities and Exchange Commission. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We undertake no obligation to update our forward-looking statements, except as required by law.

Important Additional Information about the Proposed Transaction

This communication is being made in respect of the proposed merger transaction involving PotlatchDeltic Corporation (“PotlatchDeltic) and CatchMark Timber Trust, Inc. (“CatchMark”). This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. In connection with the proposed transaction, PotlatchDeltic has filed with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S-4 that constitutes a draft prospectus of PotlatchDeltic and which also includes a draft proxy statement of CatchMark. After the Registration Statement has been updated by an amendment and declared effective, CatchMark will mail the definitive proxy statement/prospectus to its stockholders. The proxy statement/prospectus related to the proposed merger will contain important information about PotlatchDeltic, CatchMark, the proposed transaction and related matters. Investors are urged to carefully read the proxy statement/prospectus and other documents filed or to be filed with the SEC (or incorporated by reference into the proxy statement/prospectus) in connection with the proposed merger, when available. Investors will be able to obtain free copies of the proxy statement/prospectus and other documents through the website maintained by the SEC at www.sec.gov. In addition, investors will be able to obtain free copies of the proxy statement/prospectus and other documents filed with the SEC by the parties on PotlatchDeltic’s website at www.potlatchdeltic.com (which website is not incorporated herein by reference), for documents filed with the SEC by PotlatchDeltic, or on CatchMark’s website at www.catchmark.com (which website is not incorporated herein by reference), for documents filed with the SEC by CatchMark.

Participants in the Solicitation

PotlatchDeltic and CatchMark and their respective directors and officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from stockholders of CatchMark in connection with the merger transaction. Certain information about the directors and executive officers of PotlatchDeltic is set forth in its Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 17, 2022, and its proxy statement for its 2022 annual meeting of stockholders, which was filed with the SEC on March 29, 2022, and will be contained in the proxy statement/prospectus described above when it is filed with the SEC. Certain information about the directors and executive officers of CatchMark is set forth in its Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on March 3, 2022 and its proxy statement for its 2022 annual meeting of stockholders, which was filed with the SEC on April 15, 2022, and will be contained in the proxy statement/prospectus described above when it is filed with the SEC. You can obtain free copies of these document from PotlatchDeltic and CatchMark using the contact information above.




Contacts

Investors:Media:
Ursula Godoy-ArbelaezMary Beth Ryan, Miller Ryan LLC
(855) 858-9794(203) 268-0158
info@catchmark.commarybeth@millerryanllc.com
5

Exhibit 99.1
CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands, except for per-share amounts)

 Three Months Ended
June 30,
Six Months Ended
June 30,
 2022202120222021
Revenues:
Timber sales$14,679 $20,111 $32,402 $40,260 
Timberland sales8,818 7,632 14,888 10,989 
Asset management fees110 3,211 2,289 6,329 
Other revenues952 986 1,922 2,048 
24,559 31,940 51,501 59,626 
Expenses
Contract logging and hauling costs6,277 8,825 12,618 17,556 
Depletion3,201 6,657 7,350 14,382 
Cost of timberland sales6,475 5,641 10,812 7,796 
Forestry management expenses1,498 1,707 3,123 3,594 
General and administrative expenses7,650 3,094 11,619 6,694 
Land rent expense106 20 186 133 
Other operating expenses1,441 1,714 2,690 3,427 
26,648 27,658 48,398 53,582 
Other income (expense):
Interest income48 — 51 
Interest expense(2,778)(3,337)(5,279)(6,265)
Gain on large dispositions 759  759 
(2,730)(2,578)(5,228)(5,505)
Income (loss) before unconsolidated joint venture(4,819)1,704 (2,125)539 
Income from unconsolidated joint venture:
Dawsonville Bluffs260 49 750 663 
Net income (loss)(4,559)1,753 (1,375)1,202 
Net income (loss) attributable to noncontrolling interests(11)(3)
Net income (loss) attributable to common stockholders$(4,548)$1,749 $(1,372)$1,199 
Weighted-average common shares outstanding — basic48,522 48,421 48,501 48,398 
Income (loss) per share — basic$(0.09)$0.04 $(0.03)$0.02 
Weighted-average common shares outstanding — diluted48,522 48,562 48,501 48,513 
Income (loss) per share — diluted$(0.09)$0.04 $(0.03)$0.02 
6

Exhibit 99.1
CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except for per-share amounts)

June 30, 2022
December 31, 2021
Assets:
Cash and cash equivalents$33,727 $22,963 
Accounts receivable3,852 5,436 
Prepaid expenses and other assets18,179 6,294 
Operating lease right-of-use asset 2,371 2,527 
Deferred financing costs2,279 2,606 
Timber assets:
Timber and timberlands, net453,240 466,130 
Intangible lease assets 
Investments in unconsolidated joint ventures1,719 1,353 
Total assets$515,367 $507,310 
Liabilities:
Accounts payable and accrued expenses$7,143 $3,677 
Operating lease liability2,556 2,707 
Other liabilities3,957 18,683 
Notes payable and lines of credit, net of deferred financing costs298,478 298,247 
Total liabilities312,134 323,314 
Commitments and Contingencies — 
Stockholders’ Equity:
Class A common stock, $0.01 par value; 900,000 shares authorized; 49,248 and 48,888 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively
492 489 
Additional paid-in capital731,339 729,960 
Accumulated deficit and distributions(546,127)(537,477)
Accumulated other comprehensive income (loss)15,326 (11,217)
Total stockholders’ equity201,030 181,755 
Noncontrolling Interests2,203 2,241 
Total equity203,233 183,996 
Total liabilities and equity$515,367 $507,310 

7

Exhibit 99.1
CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(in thousands)
Three Months Ended
June 30,
Six Months Ended
June 30,
 2022202120222021
Cash Flows from Operating Activities:
Net income (loss)$(4,559)$1,753 $(1,375)$1,202 
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depletion3,201 6,657 7,350 14,382 
Basis of timberland sold, lease terminations and other6,698 5,701 10,738 7,667 
Stock-based compensation expense853 767 1,704 1,386 
Noncash interest expense381 586 771 1,171 
Noncash lease expense2 5 11 
Other amortization29 44 59 87 
Gain on large dispositions (759) (759)
(Income) loss from unconsolidated joint ventures(260)(49)(750)(663)
Operating distributions from unconsolidated joint ventures296 — 384 — 
Interest paid under swaps with other-than-insignificant financing element980 1,438 2,377 2,845 
Changes in assets and liabilities:
Accounts receivable(665)(747)1,397 (258)
Prepaid expenses and other assets3,181 282 3,420 497 
Accounts payable and accrued expenses4,385 220 3,529 878 
Other liabilities(350)2,561 (3,401)1,606 
Net cash provided by operating activities14,172 18,460 26,208 30,052 
Cash Flows from Investing Activities:
Timberland acquisitions and earnest money paid(2,291)— (2,291)— 
Capital expenditures (excluding timberland acquisitions)(892)(1,003)(2,990)(3,320)
Distributions from unconsolidated joint ventures 266  266 
Net proceeds from large dispositions 7,340  7,340 
Net cash (used in) provided by investing activities(3,183)6,603 (5,281)4,286 
Cash Flows from Financing Activities:
Repayments of notes payable (7,295) (7,295)
Financing costs paid(29)(3)(61)(7)
Interest paid under swaps with other-than-insignificant financing element(980)(1,438)(2,377)(2,845)
Dividends/distributions paid(3,648)(6,563)(7,296)(13,128)
Repurchases of common shares (80)(26)(158)
Repurchase of common shares for minimum tax withholding (49)(403)(538)
Net cash used in financing activities(4,657)(15,428)(10,163)(23,971)
Net change in cash and cash equivalents6,332 9,635 10,764 10,367 
Cash and cash equivalents, beginning of period27,395 12,656 22,963 11,924 
Cash and cash equivalents, end of period$33,727 $22,291 $33,727 $22,291 
8

Exhibit 99.1
CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
SELECTED DATA (UNAUDITED)
20222021
Q1Q2YTDQ1Q2YTD
Consolidated
Timber Sales Volume (tons, '000)
Pulpwood228 235 463 273 300 573 
Sawtimber (1)
241 164 405 252 228 480 
Total469 399 868 525 528 1,053 
Harvest Mix
Pulpwood49 %59 %53 %52 %57 %54 %
Sawtimber (1)
51 %41 %47 %48 %43 %46 %
Period-end Acres ('000)
Fee352 348 348 385 375 375 
Lease13   15 15 15 
Wholly-owned total365 348 348 400 390 390 
Joint venture interests (6)
—   1,081 1,080 1,080 
Total365 348 348 1,481 1,470 1,470 
U.S. South
Timber Sales Volume (tons, '000)
Pulpwood228 235 463 271 297 568 
Sawtimber (1)
241 164 405 205 194 399 
Total469 399 868 476 491 967 
Harvest Mix
Pulpwood49 %59 %53 %57 %61 %59 %
Sawtimber (1)
51 %41 %47 %43 %39 %41 %
Delivered % as of total volume66 %70 %68 %74 %77 %76 %
Stumpage % as of total volume34 %30 %32 %26 %23 %24 %
Net Timber Sales Price ($ per ton) (2)
Pulpwood$15 $14 $15 $14 $15 $15 
Sawtimber (1)
$33 $31 $32 $25 $26 $25 
Timberland Acquisition
Gross sales ('000) (3)
$— $2,200 $2,200 $— $— $— 
Acres acquired— 1,300 1,300 — — — 
Price per acre (3)
$— $1,653 $1,653 $— $— $— 
Timberland Sales
Gross sales ('000)$6,070 $8,818 $14,888 $3,357 $7,632 $10,989 
Acres sold3,400 5,700 9,100 1,800 4,300 6,100 
% of fee acres1.0 %1.6 %2.6 %0.5 %1.2 %1.6 %
Price per acre (4)
$1,771 $1,564 $1,642 $1,923 $1,743 $1,749 
Large Dispositions (5)
Gross sales ('000)$— $ $ $— $7,536 $7,536 
Acres sold—   — 5,000 5,000 
Price per acre $— $ $ $— $1,522 $1,522 
Gain ('000)$— $ $ $— $759 $759 
Pacific Northwest (8)
Timber Sales Volume (tons,'000)
Pulpwood—   
Sawtimber (1)
—   47 34 81 
Total—   49 37 86 
Harvest Mix
Pulpwood— % % %%%%
Sawtimber (1)
— % % %96 %92 %94 %
Delivered % as of total volume— % % %100 %100 %100 %
Stumpage % as of total volume— % % %— %— %— %
Delivered Timber Sales Price ($ per ton) (2) (7)
Pulpwood$— $ $ $30 $30 $30 
Sawtimber (1)
$— $ $ $104 $106 $105 
(1)    Includes chip-n-saw and sawtimber.
(2)    Prices per ton are rounded to the nearest dollar.
(3)    Exclusive of transaction costs.
(4)    Excludes value of timber reservations. For the three months ended June 30, 2022 and 2021, we retained 32,000 tons and 49,000 tons of merchantable inventory, with a sawtimber mix of 45% and 32%, respectively. For the six months ended June 30, 2022 and 2021, we retained 50,000 tons and 59,000 tons of merchantable inventory, with a sawtimber mix of 58% and 36%, respectively.
(5)    Large dispositions are sales of blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. Such dispositions are infrequent in nature, are not part of core operations, and would cause material variances in comparative results if not reported separately.     
(6)    Represents properties owned by Triple T joint venture in which CatchMark owned a common partnership interest; and Dawsonville Bluffs, LLC, a joint venture in which CatchMark owns a 50% membership interest.
(7)    Delivered timber sales price includes contract logging and hauling costs.
(8)    Exited the Pacific Northwest in August 2021.




9

Exhibit 99.1


CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA (UNAUDITED)
(in thousands)
Three Months Ended
June 30,
Six Months Ended
June 30,
2022202120222021
Net income (loss)$(4,559)$1,753 $(1,375)$1,202 
Add:
Depletion3,201 6,657 7,350 14,382 
Interest expense (1)
2,397 2,752 4,508 5,094 
Amortization (1)
412 636 835 1,269 
Depletion, amortization, and basis of timberland and mitigation credits sold included in loss from unconsolidated joint venture (2)
40 15 104 103 
Basis of timberland sold, lease terminations and other (3)
6,698 5,701 10,738 7,667 
Stock-based compensation expense853 767 1,704 1,386 
Gain on large disposition (4)
 (759) (759)
Merger-related costs (5)
4,595 — 4,595 — 
Post-employment benefits (6)
 8 23 
Other (7)
36 48 52 147 
Adjusted EBITDA (8)
$13,673 $17,577 $28,519 $30,514 
(1)    For the purpose of the above reconciliation, amortization includes amortization of deferred financing costs, amortization of operating lease assets and liabilities, amortization of intangible lease assets, and amortization of mainline road costs, which are included in either interest expense, land rent expense, or other operating expenses in the accompanying consolidated statements of operations. Includes non-cash basis of timber and timberland assets written-off related to timberland sold, terminations of timberland leases and casualty losses.
(2)    Reflects our share of depletion, amortization, and basis of timberland and mitigation credits sold of the unconsolidated Dawsonville Bluffs joint venture.
(3)    Includes non-cash basis of timber and timberland assets written-off related to timberland sold, terminations of timberland leases and casualty losses.
(4)    Large dispositions are sales of blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. Such dispositions are infrequent in nature, are not part of core operations, and would cause material variances in comparative results if not reported separately.
(5)    Reflects merger-related legal fees, consulting fees and other professional fees required to be expensed by GAAP that management believes do not directly reflect the core business operations of our timberland portfolio on an on-going basis.
(6)    Reflects one-time, non-recurring post-employment benefits associated with the retirement of our former CEO, including severance pay, payroll taxes, professional fees, and accrued dividend equivalents.
(7)    Includes certain cash expenses paid, or reimbursement received, that management believes do not directly reflect the core business operations of our timberland portfolio on an on-going basis, including costs required to be expensed by GAAP related to acquisitions, transactions, joint ventures or new business initiatives.
(8)    Adjusted EBITDA is a non-GAAP financial measure of operating performance. EBITDA is defined by the SEC as earnings before interest, taxes, depreciation and amortization; however, we have excluded certain other expenses which we believe are not indicative of the ongoing operating results of our timberland portfolio, and we refer to this measure as Adjusted EBITDA. As such, our Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. Due to the significant amount of timber assets subject to depletion, significant income (losses) from unconsolidated joint ventures based on hypothetical liquidation book value, or HLBV, and the significant amount of financing subject to interest and amortization expense, management considers Adjusted EBITDA to be an important measure of our financial performance. By providing this non-GAAP financial measure, together with the reconciliation above, we believe we are enhancing investors' understanding of our business and our ongoing results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. Items excluded from Adjusted EBITDA are significant components in understanding and assessing financial performance. Adjusted EBITDA is a supplemental measure of operating performance that does not represent and should not be considered in
10

Exhibit 99.1
isolation or as an alternative to, or substitute for net income, cash flow from operations, or other financial statement data presented in accordance with GAAP in our consolidated financial statements as indicators of our operating performance. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP.
11

Exhibit 99.1

CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
ADJUSTED EBITDA BY SEGMENT (UNAUDITED)
(in thousands)

Three Months Ended
June 30,
Six Months Ended
June 30,
2022202120222021
Timber sales$14,679 $20,111 $32,402 $40,260 
Other revenue952 986 1,922 2,048 
(-) Contract logging and hauling costs(6,277)(8,825)(12,618)(17,556)
(-) Forestry management expenses(1,498)(1,707)(3,123)(3,594)
(-) Land rent expense(106)(20)(186)(133)
(-) Other operating expenses(1,441)(1,714)(2,690)(3,427)
(+) Stock-based compensation165 143 336 250 
(+/-) Other397 393 439 446 
Harvest EBITDA6,871 9,367 16,482 18,294 
Timberland sales8,818 7,632 14,888 10,989 
(-) Cost of timberland sales(6,475)(5,641)(10,812)(7,796)
(+) Basis of timberland sold6,321 5,342 10,340 7,284 
Real Estate EBITDA8,664 7,333 14,416 10,477 
Asset management fees110 3,211 2,289 6,329 
Unconsolidated Dawsonville Bluffs joint venture EBITDA300 64 854 766 
Investment Management EBITDA410 3,275 3,143 7,095 
Total Operating EBITDA15,945 19,975 34,041 35,866 
(-) General and administrative expenses(7,650)(3,094)(11,619)(6,694)
(+) Stock-based compensation688 624 1,368 1,136 
(+) Interest income48 — 51 
(+) Merger-related costs4,595 — 4,595 — 
(+) Post-employment benefits 8 23 
(+/-) Other47 65 75 182 
Corporate EBITDA(2,272)(2,398)(5,522)(5,352)
Adjusted EBITDA (1)
$13,673 $17,577 $28,519 $30,514 

(1)    See definition of Adjusted EBITDA in footnote 6 to the Reconciliation of Net Income (Loss) to Adjusted EBITDA.
12

Exhibit 99.1
CATCHMARK TIMBER TRUST, INC. AND SUBSIDIARIES
CASH AVAILABLE FOR DISTRIBUTION (UNAUDITED)
(in thousands, except for per share data)

Three Months Ended
June 30,
Six Months Ended
June 30,
2022202120222021
Cash Provided by Operating Activities$14,172 $18,460 $26,208 $30,052 
Capital expenditures (excluding timberland acquisitions)(892)(1,003)(2,990)(3,320)
Working capital change(6,551)(2,316)(4,945)(2,723)
Distributions from unconsolidated joint ventures 266  266 
Post-employment benefits 8 23 
Interest paid under swaps with other-than-insignificant financing element(980)(1,438)(2,377)(2,845)
Other36 48 52 147 
Cash Available for Distribution (1)
$5,785 $14,024 $15,956 $21,600 
Adjusted EBITDA (2)
$13,673 $17,577 $28,519 $30,514 
Interest paid(2,397)(2,752)(4,508)(5,094)
Capital expenditures (excluding timberland acquisitions)(892)(1,003)(2,990)(3,320)
Merger-related costs (4,595)— (4,595)— 
Distributions from unconsolidated joint ventures296 266 384 266 
Adjusted EBITDA from unconsolidated joint ventures(300)(64)(854)(766)
Cash Available for Distribution (1)
$5,785 $14,024 $15,956 $21,600 
Dividends/distributions paid$3,648 $6,563 $7,296 $13,128 
Weighted-average shares outstanding — basic48,522 48,421 48,501 48,398 
Dividends per share$0.075 $0.135 $0.150 $0.270 

(1)    Cash Available for Distribution (CAD) is a non-GAAP financial measure. It is calculated as cash provided by operating activities, adjusted for capital expenditures (excluding timberland acquisitions), working capital changes, cash distributions from unconsolidated joint ventures and certain cash expenditures that management believes do not directly reflect the core business operations of our timberland portfolio on an on-going basis, including costs required to be expensed by GAAP related to acquisitions, transactions, joint ventures or new business activities.
(2)    See definition of Adjusted EBITDA in footnote 8 to the Reconciliation of Net Income (Loss) to Adjusted EBITDA.
13

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Ticker: CTT
CIK: 1341141
Form Type: 8-K Corporate News
Accession Number: 0001341141-22-000039
Submitted to the SEC: Thu Aug 04 2022 4:59:25 PM EST
Accepted by the SEC: Thu Aug 04 2022
Period: Thursday, August 4, 2022
Industry: Real Estate Investment Trusts
Events:
  1. Earnings Release
  2. Financial Exhibit
  3. Regulated Disclosure

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