2019 Westrock Annual Report
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ANNUAL REPORT 2019 westrock.com BOARD OF DIRECTORS COLLEEN F. ARNOLD TERRELL K. CREWS TIMOTHY H. POWERS Former Senior Vice President Former Executive Vice President Former Chairman, President and IBM and Chief Financial Officer Chief Executive Officer Audit Committee, Finance Committee Monsanto Corporation Hubbell, Inc. Audit Committee, Finance Committee Audit Committee, Compensation Committee TIMOTHY J. BERNLOHR Managing Member RUSSELL M. CURREY STEVEN C. VOORHEES TJB Management Consulting, LLC President President and Chief Executive Officer Compensation Committee, Executive Committee, Boxwood Capital, LLC WestRock Company Nominating and Corporate Governance Committee Audit Committee, Finance Committee Executive Committee J. POWELL BROWN JOHN A. LUKE JR. BETTINA M. WHYTE President and Chief Executive Officer (Non-Executive Chairman) President and Owner Brown & Brown, Inc. Former Chairman and Chief Executive Officer Bettina Whyte Consultants, LLC Audit Committee, Finance Committee MeadWestvaco Corporation Compensation Committee, Executive Committee, Executive Committee Nominating and Corporate Governance Committee MICHAEL E. CAMPBELL Former Chairman, President and GRACIA C. MARTORE ALAN D. WILSON Chief Executive Officer Former President and Chief Executive Officer (Lead Independent Director) Arch Chemicals, Inc. TEGNA, Inc. Former Chairman and Chief Executive Officer Compensation Committee, Audit Committee, Compensation Committee, McCormick & Company, Inc. Nominating and Corporate Governance Committee Executive Committee Executive Committee, Finance Committee, Nominating and Corporate Governance Committee JAMES E. NEVELS Chairman The Swarthmore Group Finance Committee, Nominating and Corporate Governance Committee LEADERSHIP STEVEN C. VOORHEES JEFFREY W. CHALOVICH PATRICK E. LINDNER WARD H. DICKSON President and Chief Executive Officer Chief Commercial Officer Chief Innovation Officer Executive Vice President and President and President and Chief Financial Officer NINA E. BUTLER Corrugated Packaging Consumer Packaging Chief Environmental Officer KELLY C. JANZEN PETER C. DURETTE ANTHONY P. MOLLICA Senior Vice President DONNA OWENS COX Chief Strategy Officer Executive Vice President and Chief Accounting Officer Chief Communications Officer and Executive Vice President Consumer Mills Container DANIEL P. MCNALLY AMIR A. KAZMI JOHN L. O’NEAL Chief Procurement Officer Chief Information and Digital Officer THOMAS M. STIGERS Executive Vice President Executive Vice President Food and Beverage, Americas WILLIAM A. MERRIGAN VICKI L. LOSTETTER Containerboard Mills Senior Vice President Chief Human Resources Officer Enterprise Logistics MARC P. SHORE ROBERT B. MCINTOSH JAMES B. PORTER III President TIMOTHY W. MURPHY Executive Vice President President Multi Packaging Solutions Senior Vice President General Counsel and Business Development Finance Secretary and Latin America PATRICK M. KIVITS Executive Vice President JOHN D. STAKEL MARK W. RUSSELL JAIRO A. LORENZATTO Multi Packaging Solutions Senior Vice President Senior Vice President President and Treasurer Performance Excellence Brazil and Safety Dear Fellow Stockholders: The WestRock team made significant progress in fiscal 2019 toward achieving our vision of becoming the premier partner and unrivaled provider of winning solutions for our customers. While the pace of change accelerated across the global economy and the markets and customers that we serve, our team successfully managed through these changes. We delivered solid operating performance, including generating $18.3 billion in net sales and $3.2 billion in Adjusted Segment EBITDA. Adjusted Free Cash Flow exceeded $1 billion for the fourth consecutive year. We completed the acquisition of KapStone Paper and Packaging Corporation and are well on our way to capturing the more than $200 million in synergies and performance improvements we expect to achieve as a result of the acquisition. I believe that we will look back on 2019 as a seminal moment in the paper and packaging industry. There has been a definitive shift in preference for sustainable packaging; our stakeholders – customers, investors, teammates and communities – are looking for companies that share their commitment to sustainable packaging and business practices. WestRock shares this commitment, and our customers are realizing the value our partnership and solutions can bring to helping them meet or Steve Voorhees exceed their sustainability goals. President and Chief Executive Officer The strength of WestRock’s differentiated and sustainable product portfolio is showing in our results. We distinguish ourselves with high-quality board and design, and consistent delivery of value for our customers, including the value we deliver through our machinery offerings. Our platform includes a scaled footprint with the industry’s broadest portfolio of products and services. Our platform, combined with our commercial approach, supports our ability to meet the needs of our customers and helps us achieve above-market organic growth rates and attractive Segment EBITDA margins. Sustainable Packaging Sustainability is becoming increasingly important to our customers, employees and business strategy. Our customers are setting short- term and long-term goals for increasing their customers’ use of packaging that is recyclable, reusable and/or compostable, and we are actively partnering with them in these efforts. Working together, we can help our customers achieve their goals and, at the same time, do what’s right for the environment. Sustainability is helping us drive innovation and spur fresh thinking that is leading to profitable growth. Since July 2018, we have increased our annual run rate of sales by more than $100 million by replacing plastic in a wide variety of use cases. We are developing innovative solutions to address our customers’ sustainability challenges, solutions that will enable us to grow our business and become the leader in sustainable packaging. Fiscal 2019 Highlights Fiscal 2019 was marked by several key achievements. We increased net sales by 15%(1) to $18.3 billion and improved our operating performance, which resulted in a 13% increase in Adjusted Segment EBITDA and a 20% increase in Net Cash Provided by Operating Activities. We grew our enterprise sales to $7.3 billion, or approximately 40% of our total net sales. These sales are to more than 150 customers that buy at least $1 million from each of our corrugated and consumer packaging businesses, a measure that demonstrates the value of our broad, differentiated portfolio. We have just begun to tap the value that our portfolio of paper, packaging and machinery solutions can bring to our customers. As noted, we completed the KapStone acquisition early in fiscal 2019. While most of the increase in net sales is attributable to the acquisition, we grew our organic daily corrugated box shipments by 2.5%, compared to an industry growth rate for the same period of 0.5%. Our Corrugated Packaging team further improved margins, with North American Adjusted Segment EBITDA margin of 22% in fiscal 2019. We invested in the future of our Consumer Packaging business in fiscal 2019 with paper machine upgrades at our mills in Cottonton, Alabama, and Covington, Virginia. These upgrades will improve operating efficiency, lower costs and enhance the quality of our paperboard produced at these facilities. These investments, along with the sustainability-driven innovation that is underway, will enhance the performance of our Consumer Packaging business. We are allocating our strong cash flow to invest in the future, return capital to our stockholders and pay down debt. We invested $1.4 billion in capital expenditures in fiscal 2019, including $0.5 billion in strategic capital projects, such as our new box plant in Porto Feliz, Brazil, which we believe is the largest and most efficient corrugated box plant in Latin America. We returned $557 million to our stockholders in fiscal 2019 through dividends and stock repurchases. Because of our strong cash flow and disciplined capital allocation strategy, we have returned more than $2 billion to our stockholders over the past four years. In October, we increased our annual dividend by 2.2% to an annualized rate of $1.86 per share, an indication of our confidence in our ongoing ability to generate strong cash flow for the long term. We paid down $757 million in debt since the end of the first fiscal quarter to the end of fiscal 2019. We remain focused on returning to our 2.25 to 2.50 times leverage target. WestRock is unique in our ability to partner with our customers and provide solutions across our portfolio that solve their most critical marketplace challenges. Demand for these types of solutions is growing, and we made two key appointments in 2019 to help build our organization for the future. We named Jeff Chalovich Chief Commercial Officer in addition to his role as president of Corrugated Packaging. Jeff’s leadership of our overall commercial efforts enhances WestRock’s ability to maximize the value of our differentiated portfolio for our customers and our stockholders. We named Pat Lindner, who joined WestRock in 2019 as president of Consumer Packaging, to the additional role of Chief Innovation Officer. He will also lead our sustainability efforts globally, ensuring that we continuously improve our environmental performance and advance our sustainability platform. With Pat’s leadership, we are building our global innovation capabilities in materials science, manufacturing services, products