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Hola Hombres-  I just finished a writeup on the 2016 debs.  Enjoy

 

​There is so much investor fatigue in this name that hardly anyone is paying attention now that the company’s fortunes have finally turned for the better. That’s why you can buy its debentures for a low 50’s percentage of par, despite the facts that they mature ahead of everyone else in the capital structure (12/31/16) and they’re likely to be paid on-time and in-full. Plus you get an effective >12% coupon while you wait for your 100 cents-on-the-dollar.

 

(all $ amounts in Canadian Dollars unless indicated)

 

Fortress isn’t showing up on anyone’s screens these days. The financials are a sea of red ink. But if you check the 3Q14 results you will realize that extensive cost cutting, lower oil prices, and most importantly, a much weaker Loonie (i.e. Canadian Dollar) vs the US$ allowed its biggest business to nearly breakeven in the quarter. And if you do the math on subsequent moves in oil and exchange rates, you realize that this business is probably doing something like $10M FCF per quarter right now.

 

Compare that to the $40.25M par value of these debentures and the over $50M of cash and securities. Then throw in a few other nuggets of value and you’ll see why I’m optimistic. Also, the CEO owns about 17% of the equity and has good reason to think this $5M stake could be worth far more in just a couple years, as I will explain. In other words, he’s highly incented to pay off this debt.

 

Brief history:

 

CEO Chad Wasilenkoff is an entrepreneur who basically created Fortress in 2006 when he bought a couple mills from Mercer International for $15M. The mill at Landqart in Switzerland makes banknote paper on which the Swiss Franc, the Euro, and various other currencies are printed, while the mill at Dresden in Germany makes nonwoven wallpaper. While a strengthening Swiss Franc would keep Landqart from reaching its potential, the Dresden mill turned out to be a huge money maker and would later be sold to Glatfelter in 2013 for EUR 160M (CAD 212M).

 

Emboldened by this early success, Chad bought an idle NBHK (i.e. paper) mill in the town of Thurso in Quebec from Frasier Paper in 2010 for $3M, and a similar idle mill (LSQ, also in Quebec) from Domtar in early 2012 for $7.5M. The intention was to upgrade these mills to produce dissolving pulp (DP), which is usually made from wood and is used to make rayon.

 

There were three main attractions to this plan. First, the long-run outlook for DP seemed really good. Rayon is steadily taking share in the textile market from cotton, as cotton is more expensive and there is little room for cotton supply to grow as it takes large amounts of fresh water and arable land that could instead be used to grow food. Both of these inputs are increasingly scarce and valuable. As a result, the price of DP had been steadily rising and subsequently went ballistic around 2011 due to a weak cotton crop that year.

 

Second, the Thurso mill has certain advantages (access to cheap wood, etc.) that should allow it to produce DP at a lower cost than all but a few other mills in the world.

 

Lastly, Chad was able to obtain debt financing to fund the conversions on extremely favorable terms (low interest rates, non-recourse) from the Quebec government, which sees these projects as a way to create jobs.

 

Unfortunately, there were plenty of other idle paper mills suitable for conversion, and by the time Thurso finally started DP production in December of 2011 the price had come crashing down. Meanwhile, the conversion had not gone smoothly. Thurso was struggling to reach design capacity and a cogeneration project (which makes electricity from byproducts of the mill) got severely delayed.

 

Adding insult to injury, China imposed tariffs on imported pulp in November of last year in an effort to protect its domestic DP mills, which are all high-cost. As the world’s largest rayon producer, China is the world’s largest DP consumer – most of which it must import. The effect of the tariff was to push DP prices further down across the industry.

 

Finally, on the week before last the Swiss National Bank scrapped its 1.20 EUR/CHF peg and thereby wiped out profits at Landqart, which gets paid largely in Euros while its costs are largely in CHF. At the current 1.01 rate, the mill will likely just breakeven this year.

 

The good news:

 

Fortunately, Thurso is turning around nicely. Thanks to oil, forex, and a relentless battle to optimize the mill, Thurso produced DP for $757 per metric tonne (mt) in 3Q14, allowing it to almost breakeven despite weak prices. (Note: $757 is total costs to produce and ship to China, less revenue from the cogeneration plant. Management talks about costs in CAD while the industry talks about prices in USD. Ccfgroup.com publishes an industry benchmark price, which you can usually also get from management.)

 

That was with oil at US$80-100/bbl and CAD/USD averaging 1.09. Oil’s slide from over US$100/bbl to US$45/bbl today will save Thurso a few million $ per year. But the Loonie’s slide is much bigger deal. For example, had the CAD/USD rate in 3Q14 averaged 1.25 (today’s rate), Thurso would have done well over $7M in EBITDA. And it could get better from there, as the cogeneration plant is scheduled to increase output to 24MW in 2Q15, adding roughly $0.7M EBITDA per quarter. Also, the mill just went from a mix of DP and NBHK to 100% DP, which has a higher price. Finally, management plans to bring production up to 87% of capacity (vs 84.4% in 3Q14) by 4Q15, which should bring costs down to $725/mt. If they get there, then even with a lousy US$810/mt price (as low as it’s been in a long time), Thurso EBITDA will exceed $12M in 4Q15 and total around $40M for the year. After $6.6M in capex, the mill would generate over $33M in FCF, all of which can be used to repurchase and/or repay debt. And that’s just for one year - they have two years prior to maturity.

 

Fortress had $57M of cash and securities at the end of 3Q14. Between then and year-end 2016, it will have spent $13.5M on corporate overhead and $23M on interest, leaving $20.5M of cash to pay off this $40.25M of principal debentures. So the $20M difference could be satisfied by little more than two quarters of Thurso FCF at current rates. That seems like a good margin of safety to me.

 

Also, the entire issue is unlikely to still be outstanding come year-end 2016. Management has publicly said that they would much rather buy these debentures in the open markets at deep discounts than pay the full 100% of par at maturity.

 

It’s also possible that management could offer to exchange these for new debentures with a longer maturity, by offering a higher coupon and/or a lower conversion price (this is a busted convert struck at $37.50, while the shares now trade around $2). It’s not uncommon for Canadian debentures like these to get refinanced, and if more than 2/3 of the issue accepts the offer, even the holdouts will get new notes.

 

That doesn’t worry me, however, since I can’t imagine an offer getting that many votes if it would be worth less than the current price. In fact, I’m not sure there is anything that Fortress would likely offer that would get over 2/3 of the vote. A number of deep value investors now own significant stakes in this issue and I think they realize that Fortress has the means to pay them. Frankly, I would welcome an exchange offer that pushes some – but not all – of this issue past the maturity date, as that would make it even easier to pay off the holdouts.

 

Finally, there are a couple other nuggets of value that could be monetized. First, management planned to sell down some excess inventory at Thurso in 4Q14, which should have generated about $4.2M. There might also be another $4M of excess inventory remaining to be sold – we’ll see.

 

Second, there’s Landqart. Until the Swiss Franc debacle, I had estimated its value at roughly $70M based on about 8X 2015E EBITDA of $9M+). Now that EUR/CHF has gone from 1.20 to 1.01, the mill is likely back to breakeven and thus I’m hesitant to ascribe any going-concern value (though there is some hope). In any case, the mill has excess land worth $5-15M against just $5.5M of unsecured subsidiary-level debt due in 2020. And frankly, I wouldn’t be surprised if there is at least some scrap value given the $58M spent in 2010-11 to upgrade its two paper machines.

 

Third, there’s the LSQ mill. Conversion work on LSQ never went very far. China declared a 23.7% tariff on any new Canadian DP mills (vs 13% at existing mills like Thurso), which makes conversion to DP a non-starter. But there may still be ways to monetize this asset. If nothing else, management thinks the scrap value should more than cover the $7.5M mill-level environmental liabilities. That seems credible to me. Sodra sold a Norwegian mill for scrap to the Vietnamese in the middle of last year. Based on the price per unit of capacity, LSQ would fetch at least $15.6M, allowing Fortress to upstream $8.1M to the holdco after paying off all liabilities.

 

Outlook for DP:

 

Getting back to the CEO and his shareholdings, let me explain why he really, really wants to put this obligation behind him. Not only is Thurso making money today, but there’s also a good chance that DP prices will improve over the next couple years. The reason is that additions to DP supply are likely to slow while demand keeps growing steadily.

 

Year Supply growth Demand Growth (sources: CIBC, World Dissolving Pulp Monitor, own estimates)

 

2013 820,000mt 410,000mt

 

2014 545,000mt 438,000mt

 

2015 125,000mt 460,000mt

 

2016 125,000mt 493,000mt

 

Supply growth is slowing because there aren't that many idled paper-grade pulp mills left that are well suited to DP conversion … you can see evidence of this in the prices paid by Fulida, Aditya Birla, and Paper Excellence for mills that mostly have higher production costs than Thurso. Moreover, greenfield expansion is more expensive. It costs about $500/mt to convert a paper-grade pulp mill to DP production, while it costs $2,000 to build a greenfield plant in China, $3,000/mt in Brazil, and probably even more in North America or Europe. In addition, the China tariffs killed the economics on a lot of previously announced projects.

 

Given the nature of supply it’s not hard to be reasonably confident about this forecast. Building a DP mill is a big undertaking. Everyone knows what’s being built and plants don’t spring up overnight. If you haven’t started the process already, you’re probably not going to be in production by the end of 2016.

 

Remember that Fortress shares traded more than 10x the current price for almost two years when DP prices were higher.

What is the symbol on the American exchanges for the debentures?
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the debentures don't trade on any US exchange, or even over the counter.  They trade on the Toronto Stock Exchange (even though they're debentures).  The common trades does trade over the counter.

 

If you have a Charles Schwab account, you can call their foreign bond desk at 800-803-9232.  ask for Mike Magee.  other US brokers might be able to get these as well.

 

If you have a prime brokerage account you can call GMP Securities in NYC

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MK - xlnt research piece.

 

Given replacement cost of Fortress Thurso on a greenfield basis is most likely > $600 million ($3,000mt X 200K mt) and the improving demand/supply dynamic you have mentioned, one would think that either Fortress itself could be targeted by a large industry player or Thurso itself could be sold at a significant price in the next 2 years. Given this it is even more surprising that the 2019 FTP debentures are trading at 26% of par. As well, the FTP common seem to have outstanding 18 month option value with a total market cap of only about $29MM.

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So many things have whipsawed this company in the last couple of years - It's nice to finally see a meaningful reversal. Oil continues to drop too. The drop in CND/USD since January alone will more than offset the negative effect of the CHF/EUR and add to the bottom line together with oil savings ... Still trying to wrap my head around their other input costs. I wonder if they are experiencing deflation too?

 

http://i728.photobucket.com/albums/ww289/MikeNCathy/cdn%20usd_zpsidcqnmtz.png

 

 

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So many things have whipsawed this company in the last couple of years - It's nice to finally see a meaningful reversal. Oil continues to drop too. The drop in CND/USD since January alone will more than offset the negative effect of the CHF/EUR and add to the bottom line together with oil savings ... Still trying to wrap my head around their other input costs. I wonder if they are experiencing deflation too?

 

http://i728.photobucket.com/albums/ww289/MikeNCathy/cdn%20usd_zpsidcqnmtz.png

 

Bank of America downgrade on CAD:

http://www.poundsterlinglive.com/cad/1835-canadian-dollar-outlook-tied-to-oil-53454

 

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We need DP price to start trending up.

DP side should be better than break even now.

 

I like 2019 debt. But the spread is so wide. If they do an exchange for the 2016 with equity as kicker.

 

2019 should trade up too.

 

We need 4 years to get the principle back at this price.

 

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Here's a good reason for continued pressure on FTP.  Irwin Michael is unloading his long held 800K share position.  According to the following link, he's down 297K shares in month of January alone (more than half overall monthly volume of ~500K):

 

http://investors.morningstar.com/ownership/shareholders-major.html?region=CAN&t=FTP

 

Short interest is decreasing as well, so presume he's a seller they are covering with.

 

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Hmm. Irwin also has a slug of the bonds too, I recall. I wonder if he is leaving the position or if we'll see the funds rotate to the bonds?

 

His flagship fund has taken a bath. -24% last year and the bleeding continued into 2015 with his exposure to smaller energy plays. Could be raising cash due to redemptions too.

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Irwin at ABC Funds is selling partly due to redemptions. What I found interesting is that he sold large amount of his energy & energy service, metal & gold holdings and is partly putting this money in REITs of all things. If this isn't a contrary indicator of a potential bottom in the resource market, I don't know what is. 

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(re)signed LSQ power contract put (back) in place ... for future considerations?

 

http://www.hydroquebec.com/distribution/fr/marchequebecois/pdf/contrats/energie-quevillon-2015-02-03.pdf

 

-> presumes 45MWh

-> presumes power by Mar1/17

-> presumes investment by Jun1/16

-> rate at $106/MWh

-> sell steam to/thru an intermediary

 

Presumably looking to keep options open here?

 

 

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(re)signed LSQ power contract put (back) in place ... for future considerations?

 

http://www.hydroquebec.com/distribution/fr/marchequebecois/pdf/contrats/energie-quevillon-2015-02-03.pdf

 

-> presumes 45MWh

-> presumes power by Mar1/17

-> presumes investment by Jun1/16

-> rate at $106/MWh

-> sell steam to/thru an intermediary

 

Presumably looking to keep options open here?

 

And why not... they don't pay much to extend the option. But for LSQ's DP to work, they need to get the tariff lower, or non chinese deal.

 

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A few large blocks traded today @ 1.8.

 

They should have between 25-30m EBITDA on DP side, maybe 0-5m on the banknote after the CHF mess. So 25-35m, vs 10m G&A + 10m interest payment, 5-15m cash flow.

 

They have 50m cash on hand as of last quarter, 35m remaining balance on the 2016 debt. (market value of ~20m).

 

I am hoping they start buying back its 2016 debt soon but looks like they want DP price to firm up first.

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well, good to know. Wonder other than redemption what trigger Irwin to sell now. LSQ loan extension gives FTP a much longer pathway to wait for DP price recovery. It's stretchy, but FTP should be able to pay of the 2016 debt if they need to. So, 2-3 years runway, why sell now.

 

The old math:

 

if u assume normalize DP price is 950USD,  USD/CDN @ 1.20, cost @ 700CDN, FTP will get close to 60m EBITDA.

5.5x = 330 EV - ~200 net debt  = 130m or about $7/share.

 

Wonder what he sees.

 

 

 

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