STOCK TITAN

Mercer International proposes ~$1.1B debt-for-equity swap

The recapitalization would exchange approximately $1.1 billion of senior notes for equity and provide $400 million through a backstopped rights offering.

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Sentiment and the balance of points

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Form Type
8-K

Rhea-AI Filing Summary

Mercer International Inc. reported third-quarter 2026 revenue of $440.7 million, down approximately 4% year over year, non-GAAP Operating EBITDA of negative $2.9 million versus negative $28.1 million a year earlier, and a net loss of $59.2 million versus $80.8 million. Planned mill maintenance lasted 44 days and reduced quarterly Operating EBITDA by approximately $34.1 million.

On November 2, 2026, the company entered restructuring support agreements with holders of more than 87% of the aggregate outstanding principal amount of its senior notes and holders of a majority of its common shares. The proposed recapitalization would exchange approximately $1.1 billion of senior notes for equity, eliminate approximately $96 million of annual cash interest, and provide $400 million of new capital through a fully backstopped rights offering of senior secured notes. Mercer International Inc. and Mercer International (Texas) LLC expect to commence voluntary prepackaged Chapter 11 cases; completion is subject to customary conditions, including any requisite regulatory approvals. The company is optimistic it can conclude the process by the end of 2026.

For the nine months ended September 30, 2026, Operating EBITDA was negative $16.0 million versus negative $1.9 million, while net cash used in operating activities was $120.774 million versus $37.569 million. Aggregate liquidity was approximately $143.5 million as of September 30, 2026.

2 points · 0 major

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1 major · 2 points

How the balance works

Positive

  • Moderate pointThird-quarter Operating EBITDA improved to negative $2.9 million from negative $28.1 million.
  • Moderate pointThird-quarter net loss narrowed to $59.2 million from $80.8 million.

Negative

  • Major pointNet cash used in operating activities was $120.774 million, versus $37.569 million.
  • Moderate pointNine-month Operating EBITDA was negative $16.0 million, versus negative $1.9 million in 2025.

Filing Explained

The recapitalization remains incomplete: Mercer identifies cancellation of its existing common stock as a risk while it expects to file a Chapter 11 plan for court approval, so current shares could be eliminated but are not reported cancelled.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Revenue $440.7 million Third quarter 2026; down approximately 4% from $458.1 million in third quarter 2025
Operating EBITDA negative $2.9 million Third quarter 2026; compared with negative $28.1 million in third quarter 2025
Net loss $59.2 million Third quarter 2026; compared with $80.8 million in third quarter 2025
Planned maintenance impact Approximately $34.1 million Adverse impact on third-quarter 2026 Operating EBITDA; 44 days of planned annual maintenance downtime
Senior notes to be exchanged for equity Approximately $1.1 billion Proposed recapitalization terms
New capital $400 million Proposed fully backstopped rights offering of senior secured notes
Aggregate liquidity Approximately $143.5 million As of September 30, 2026
Net cash used in operating activities $120.774 million Nine months ended September 30, 2026; compared with $37.569 million in the same period of 2025
Operating EBITDA financial
"Operating EBITDA is not a measure of financial performance under GAAP"
Operating EBITDA is a measure of the cash profit a company generates from its core business activities, calculated by taking earnings and adding back interest, taxes, depreciation and amortization while excluding one‑time items and non‑operating income. For investors it acts like checking how much money a store makes from selling its products before financing, taxes and accounting charges, helping compare operational performance across companies and periods.
prepackaged cases regulatory
"expect to commence voluntary chapter 11 prepackaged cases"
rights offering financial
"fully-backstopped rights offering of senior secured notes"
A rights offering is a way for a company to raise additional money by giving existing shareholders the opportunity to buy more shares at a discounted price before they are offered to the public. It’s similar to a special sale where current owners get the first chance to buy extra items at a lower cost, allowing them to increase their investment if they choose. This process matters to investors because it can affect the value of their holdings and their ability to buy new shares at favorable terms.
ADMTs technical
"approximately 48,900 ADMTs"
Revenue $440.7 million Decreased approximately 4% from $458.1 million in third quarter 2025.
Operating EBITDA negative $2.9 million Improved from negative $28.1 million in third quarter 2025.
Net loss $59.2 million Narrowed from $80.8 million in third quarter 2025.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were MERC's third-quarter 2026 results?

MERC reported $440.7 million in revenue, negative $2.9 million in Operating EBITDA and a $59.2 million net loss for the three months ended September 30, 2026. In the third quarter of 2025, revenue was $458.1 million, Operating EBITDA was negative $28.1 million and net loss was $80.8 million.

What are the terms of MERC's recapitalization?

The proposed recapitalization would exchange approximately $1.1 billion of existing senior notes for equity, eliminate approximately $96 million of annual cash interest and provide $400 million of new capital through a fully backstopped rights offering of senior secured notes. Completion is subject to customary conditions, including any requisite regulatory approvals.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 5, 2026

MERCER INTERNATIONAL INC.

(Exact name of Registrant as Specified in Its Charter)

Washington

000-51826

47-0956945

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

Suite 1120, 700 West Pender Street, Vancouver, British Columbia, Canada, V6C 1G8

(Address of Principal Executive Offices)

Registrant’s Telephone Number, Including Area Code: (604) 684-1099

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $1.00 per share

 

MERC

 

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 


 

 

Item 2.02. Results of Operations and Financial Condition

The information furnished under Item 2.02 of this Current Report shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On November 5, 2026, Mercer International Inc. (the “Company”) announced by press release the Company’s results for its third quarter ended September 30, 2026. A copy of such press release is furnished as Exhibit 99.1 to this Current Report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

 

Exhibit

Number

Description

99.1

Press Release dated November 5, 2026

104

 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 


 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

MERCER INTERNATIONAL INC.

 

 

 

 

Date: November 5, 2026

By:

 

/s/ Richard Short

 

 

 

Richard Short

 

 

 

Chief Financial Officer

 

2

 


 

 

EXHIBIT 99.1

 

img159729660_0.jpg

 

 

For Immediate Release

MERCER INTERNATIONAL INC. REPORTS THIRD QUARTER 2026 RESULTS

Selected Highlights

 

•
As announced on November 2, 2026, we entered into restructuring support agreements with significant support from noteholders and shareholders to, among other things, effectuate a balance sheet restructuring which will address $1.275 billion of our outstanding senior notes and provide for $400 million of fully backstopped new capital to position Mercer for long-term success. Our operating subsidiaries will continue to operate their businesses with no impact on customers, suppliers and employees
•
Third quarter Operating EBITDA* improved to negative $2.9 million (net loss of $59.2 million), including a non-cash inventory impairment of $8.0 million, from negative $28.1 million (net loss of $80.8 million) in the same quarter of 2025
•
Secured a total of approximately $26.5 million in grants and repayable contributions for the Peace River mill to improve productivity and modernize the mill amid industry headwinds
•
Continued efforts to improve our balance sheet and optimize working capital. "One Goal One Hundred" program remains on track to achieve $100 million of cost savings and operational efficiencies by year end, with cost savings of $22.0 million in third quarter and a total of approximately $76.0 million to date since launch in April 2025

 

NEW YORK, NY, November 5, 2026 ‑ Mercer International Inc. (Nasdaq: MERC) today reported third quarter 2026 Operating EBITDA of negative $2.9 million, an improvement from negative $28.1 million in the same quarter of 2025 and negative $21.0 million in the second quarter of 2026.

 

In the third quarter of 2026, net loss was $59.2 million ($0.88 per share) compared to $80.8 million ($1.21 per share) in the third quarter of 2025 and $76.0 million ($1.13 per share) in the second quarter of 2026.

 

Mr. Juan Carlos Bueno, Chief Executive Officer, stated: "As announced on November 2, 2026, we entered into restructuring support agreements with holders of more than 87% of the aggregate outstanding principal amount of

____________________

*Operating EBITDA is not a measure of financial performance under accounting principles generally accepted in the United States ("GAAP") and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. See page 6 of the financial tables included in this press release for a reconciliation of net loss to Operating EBITDA.

 


 

Page 2

 

our senior notes and with holders of a majority of the outstanding shares of our common stock that provide for a comprehensive recapitalization of the company (the "Recapitalization"). The transaction provides for, among other things, the exchange of approximately $1.1 billion of existing senior notes for equity, eliminates approximately $96 million of annual cash interest on our senior notes and provides for $400 million of new capital through a fully-backstopped rights offering of senior secured notes. The Recapitalization is expected to significantly reduce our debt, extend our maturity runway and provide substantial new liquidity. This transaction is a decisive step forward and a result of constructive negotiations with key stakeholder groups.

 

The Recapitalization is being implemented through Mercer International Inc., the parent company, and Mercer International (Texas) LLC, a non-operating subsidiary. No other subsidiary is directly impacted by the implementation of the plan of reorganization. Our operations will continue in the ordinary course with no impact on customers, suppliers and employees.

 

During the third quarter of 2026, our pulp sales realizations remained steady. Industry-wide curtailments and permanent pulp mill closures helped balance out supply this quarter, but soft market demand and ongoing regional overcapacity in China kept prices flat. Overall fiber pricing improved as we had lower costs for our pulp mills in Canada and improved supply for our German sawmills. In contrast, fiber costs for our German pulp mills increased due to persistent regional supply shortages and competition from energy producers. Our results in the third quarter of 2026 were also negatively impacted by significant planned annual maintenance downtime during the quarter.

 

Per unit fiber costs for the pulp and solid wood segments modestly decreased in the third quarter of 2026 compared to the second quarter. For the fourth quarter, per unit fiber costs for our German pulp mills are expected to increase slightly, driven by continued strong demand for wood as an energy source amid ongoing geopolitical conflicts, and reduced supply. Conversely, per unit fiber costs for our Canadian pulp mills are expected to decrease following renegotiation of Celgar's supply contracts and improved supply, while sawmill per unit fiber costs are projected to remain flat.

 

In the third quarter of 2026, our pulp mills had 44 days of planned annual maintenance downtime (approximately 48,900 ADMTs) which negatively impacted Operating EBITDA in the quarter by approximately $34.1 million. We currently expect a total of 18 days of planned annual maintenance downtime at the Celgar mill in the fourth quarter of 2026.

 

 


 

Page 3

 

Following Rosenthal's planned downtime in the third quarter of 2026, the mill encountered effluent treatment issues during startup. To address these issues and as a precautionary measure, the mill proactively paused its restart process and wastewater discharge. After working closely with relevant authorities, wastewater discharge subsequently resumed and the mill restarted following 24 days of unplanned downtime in the fourth quarter of 2026.

 

In the third quarter of 2026, overall pulp prices were relatively flat compared to the second quarter. In the fourth quarter of 2026, we currently expect softwood pulp prices to modestly increase in all our markets due to continued global supply constraints. For hardwood pulp, prices are expected to remain relatively stable.

 

Our lumber sales realizations modestly increased in the third quarter of 2026 compared to the second quarter, primarily due to higher prices in the U.S. market driven by reduced supply. While supply also contracted in Europe, continued weak regional demand limited the positive impact on pricing in the market. In the fourth quarter of 2026, we currently expect lumber prices to be relatively flat as weak demand, driven by high interest rates and seasonal slowdowns, is offset by ongoing supply constraints. As market conditions improve, we believe pent-up demand and supply constraints will support price increases. The order book and commitments for our mass timber business are approximately $151 million at the end of the third quarter, anchored by large-scale data center infrastructure projects. We expect these contracts to begin contributing to our results as they commence in late 2026 and into 2027.

 

In the third quarter of 2026, we successfully secured government support for our Peace River mill in the form of approximately $13.0 million in grants and up to $13.5 million in low-interest repayable contributions. This funding directly supports our projects to improve productivity and modernize the mill during a period of macroeconomic and geopolitical uncertainty for the industry.

 

Our "One Goal One Hundred" program achieved an additional $22.0 million in cost savings in the third quarter and approximately $76.0 million in total since launch. We remain on track to achieve our previously disclosed $100 million target by the end of 2026. The program is part of broader initiatives we have implemented to improve our balance sheet and preserve cash, including efforts to reduce capital expenditures and optimize working capital."

 

Mr. Bueno concluded: "Market and industry-wide pressures continue to persist as we enter the fourth quarter of 2026. With the support of the majority of our noteholders and shareholders, we are putting in place a much stronger balance sheet. As we work to complete the Recapitalization, our focus remains on business fundamentals, where cost reduction, operational efficiency, and cash flow preservation are key. We will also continue exploring opportunities for

 


 

Page 4

 

additional government support, where appropriate. The Recapitalization is a key step in achieving necessary deleveraging to position us toward long-term stability and growth as market conditions improve in the future."

 

Consolidated Financial Results

 

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

2026

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

(in thousands, except per share amounts)

 

Revenues

$

440,668

 

 

$

460,278

 

 

$

458,068

 

 

$

1,390,250

 

 

$

1,418,566

 

Operating loss

$

(38,747

)

 

$

(58,974

)

 

$

(67,589

)

 

$

(130,613

)

 

$

(119,260

)

Operating EBITDA

$

(2,851

)

 

$

(20,993

)

 

$

(28,077

)

 

$

(15,996

)

 

$

(1,870

)

Net loss

$

(59,206

)

 

$

(75,978

)

 

$

(80,779

)

 

$

(187,180

)

 

$

(189,189

)

Net loss per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.88

)

 

$

(1.13

)

 

$

(1.21

)

 

$

(2.79

)

 

$

(2.83

)

Diluted

$

(0.88

)

 

$

(1.13

)

 

$

(1.21

)

 

$

(2.79

)

 

$

(2.83

)

Consolidated – Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025

Total revenues for the third quarter of 2026 decreased by approximately 4% to $440.7 million from $458.1 million in the same period of 2025 primarily as a result of lower pulp sales volumes and realizations. This decrease was partially offset by higher energy and solid wood products sales realizations.

Costs and expenses in the third quarter of 2026 decreased by approximately 9% to $479.4 million from $525.7 million in the same period of 2025. This decrease was primarily driven by lower pulp sales volumes and the benefits of our cost reduction initiatives, partially offset by higher per unit fiber and freight costs. In the third quarter of 2026, costs and expenses included a $13.0 million benefit from government grants recognized at our Peace River mill and a non-cash inventory impairment of $8.0 million primarily as a result of low pulp prices and high fiber costs. In the same period of 2025, costs and expenses included a non-cash inventory impairment of $20.4 million primarily as a result of lower pulp prices.

In the third quarter of 2026, Operating EBITDA improved to negative $2.9 million from negative $28.1 million in the same period of 2025. This improvement was primarily due to the government grants recognized at our Peace River mill, cost reduction initiatives and higher energy and solid wood products sales realizations. These positive impacts were partially offset by higher per unit fiber and freight costs and lower pulp sales realizations. In the third quarter of 2026, our Operating EBITDA included a non-cash inventory impairment of $8.0 million compared to $20.4 million in the same period of 2025.

 


 

Page 5

 

Segment Results

Pulp

 

Three Months Ended September 30,

 

 

2026

 

 

2025

 

 

(in thousands)

 

Pulp revenues

$

281,080

 

 

$

318,622

 

Energy and chemical revenues

$

29,085

 

 

$

20,416

 

Segment Operating EBITDA(1)

$

5,890

 

 

$

(12,686

)

______________

(1)
Segment Operating EBITDA is a measure of segment profit or loss presented in our financial statements under GAAP. Refer to the segment information note in our consolidated financial statements for more information.

In the third quarter of 2026, Segment Operating EBITDA for our pulp segment improved to positive $5.9 million from negative $12.7 million in the same period of 2025. This improvement was primarily due to government grants recognized at our Peace River mill, cost reduction initiatives and higher energy sales realizations. These positive impacts were partially offset by higher per unit fiber costs and lower pulp sales realizations. In the third quarter of 2026, Segment Operating EBITDA included a non-cash inventory impairment of $7.0 million compared to $18.9 million in the same period of 2025.

Pulp segment revenues, comprised of pulp, energy and chemical revenues, in the third quarter of 2026 decreased by approximately 8% to $310.2 million from $339.0 million in the same period of 2025 due to lower pulp revenues, partially offset by higher energy and chemicals revenues.

Pulp revenues in the third quarter of 2026 decreased by approximately 12% to $281.1 million from $318.6 million in the same period of 2025 as a result of lower sales volumes and realizations.

In the third quarter of 2026, the third-party industry quoted average list price in North America and net price in China for NBSK pulp both decreased compared to the same period of 2025. The decrease was primarily due to weak demand driven by the current economic environment and, in China, an oversupplied paper market. In the third quarter of 2026, the third-party industry quoted average list price for NBSK pulp in Europe increased compared to the same period of 2025 but the benefit of the higher list price was mostly offset by increased customer discounts. Our average NBSK pulp sales realizations in the third quarter of 2026 decreased by approximately 8% to $671 per ADMT from $728 per ADMT in the same period of 2025.

In the third quarter of 2026, the third-party industry quoted average list price in North America and net price in China for NBHK pulp both increased from the same period of 2025, primarily due to continued global supply constraints. In the third quarter of 2026, average NBHK pulp sales realizations increased by approximately 14% to $601 per ADMT from $528 per ADMT in the same period of 2025.

 


 

Page 6

 

Total pulp sales volumes in the third quarter of 2026 decreased by approximately 7% to 421,413 ADMTs from 452,840 ADMTs in the same period of 2025 primarily driven by reduced production.

Energy and chemical revenues in the third quarter of 2026 increased by approximately 43% to $29.1 million from $20.4 million in the same period of 2025 primarily due to higher energy sales realizations.

Costs and expenses in the third quarter of 2026 decreased by approximately 14% to $327.3 million from $378.6 million in the same period of 2025. This decrease was primarily driven by lower pulp sales volumes and the benefits of our cost reduction initiatives, partially offset by higher per unit fiber costs at our German mills. In the third quarter of 2026, costs and expenses included a $13.0 million benefit from government grants recognized at our Peace River mill and a non-cash inventory impairment of $7.0 million. In the same period of 2025, costs and expenses included a non-cash inventory impairment of $18.9 million.

Total pulp production in the third quarter of 2026 decreased by approximately 11% to 406,519 ADMTs from 458,708 ADMTs in the same period of 2025. This decrease was mainly due to more days of planned annual maintenance downtime, reduced production at our German pulp mills in response to high fiber prices and mechanical issues at our Celgar mill. In the third quarter of 2026, our pulp mills had 44 days of planned annual maintenance downtime (approximately 48,900 ADMTs). In the same quarter of 2025, our pulp mills had 32 days of downtime (approximately 35,700 ADMTs) which included 20 days of planned annual maintenance and 12 days of unplanned downtime at the Celgar mill.

We estimate that planned annual maintenance downtime in the third quarter of 2026 adversely impacted our Segment Operating EBITDA by approximately $34.1 million, comprised of approximately $22.6 million in direct out-of-pocket expenses and the balance in reduced production. Many of our competitors that report their financial results using International Financial Reporting Standards capitalize their direct costs of maintenance downtime.

Overall average per unit fiber costs in the third quarter of 2026 increased by approximately 7% compared to the same period of 2025 primarily due to higher costs in Germany. These higher costs were driven by reduced supply, and strong demand for wood as an energy source amid ongoing geopolitical conflicts. For the fourth quarter of 2026, per unit fiber costs for our German pulp mills are expected to slightly increase due to continued strong demand. For our Canadian pulp mills, per unit fiber costs are expected to decrease following renegotiation of Celgar’s supply contracts and improved supply.

 


 

Page 7

 

Solid Wood

 

Three Months Ended September 30,

 

 

2026

 

 

2025

 

 

(in thousands)

 

Lumber revenues

$

68,004

 

 

$

60,971

 

Manufactured products revenues(1)

$

18,707

 

 

$

12,171

 

Pallet revenues

$

21,910

 

 

$

26,650

 

Biofuels revenues(2)

$

12,157

 

 

$

10,183

 

Energy revenues

$

5,099

 

 

$

4,894

 

Wood residuals revenues

$

2,766

 

 

$

2,365

 

Segment Operating EBITDA(3)

$

(7,036

)

 

$

(9,268

)

______________

(1)
Manufactured products primarily include cross-laminated timber ("CLT") and glue-laminated timber ("glulam").
(2)
Biofuels include pellets and briquettes.
(3)
Segment Operating EBITDA is a measure of segment profit or loss presented in our financial statements under GAAP. Refer to the segment information note in our consolidated financial statements for more information.

In the third quarter of 2026, Segment Operating EBITDA for the solid wood segment improved to negative $7.0 million from negative $9.3 million in the same period of 2025. This improvement primarily resulted from higher sales realizations for all our products and the benefits of our cost reduction initiatives, partially offset by higher per unit fiber and freight costs.

Solid wood segment revenues in the third quarter of 2026 increased by approximately 10% to $128.6 million from $117.2 million in the same period of 2025 as a result of higher revenue from all product categories except for pallets.

In the third quarter of 2026, lumber revenues increased by approximately 11% to $68.0 million from $61.0 million in the same period of 2025 as a result of higher sales realizations and volumes. Average lumber sales realizations in the third quarter of 2026 increased by approximately 6% to $586 per Mfbm from $553 per Mfbm in the same period of 2025 primarily due to supply constraints. The U.S. market accounted for approximately 56% of our lumber revenues and approximately 49% of our lumber sales volumes in the third quarter of 2026. The balance of our lumber sales were mainly to Europe.

Lumber sales volumes in the third quarter of 2026 increased by approximately 5% to 116.0 MMfbm from 110.2 MMfbm in the same period of 2025 driven by the timing of sales.

In the third quarter of 2026, manufactured products revenues increased by approximately 53% to $18.7 million from $12.2 million in the same period of 2025 driven by higher sales realizations and volumes. Manufactured products sales realizations increased by approximately 28% to $2,063 per cubic meter in the third quarter of 2026 from $1,615 per cubic meter in the same period of 2025 driven by a shift in mass timber construction activity toward higher-value projects.

 


 

Page 8

 

Lumber production in the third quarter of 2026 decreased by approximately 6% to 108.6 MMfbm from 115.4 MMfbm in the same period of 2025 as a result of lower operating rates in response to high fiber prices.

Fiber costs were approximately 80% of our lumber cash production costs in the third quarter of 2026. In the third quarter of 2026, per unit fiber costs for lumber production increased by approximately 15% compared to the same period of 2025 due to reduced supply and strong demand. For the fourth quarter of 2026, we currently expect per unit fiber costs to remain flat.

Consolidated – Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025

Total revenues for the nine months ended September 30, 2026 were relatively steady at $1,390.3 million compared to $1,418.6 million in the same period of 2025 as lower pulp sales realizations and volumes were mostly offset by higher energy and solid wood products sales realizations.

Costs and expenses in the nine months ended September 30, 2026 were relatively flat at $1,520.9 million compared to $1,537.8 million in the same period of 2025. The decrease in costs and expenses from lower planned annual maintenance downtime, cost reduction initiatives and lower pulp sales volumes was mostly offset by higher per unit fiber and freight costs and the negative foreign exchange impact from a weaker dollar. In the nine months ended September 30, 2026, costs and expenses included a $13.0 million benefit from government grants recognized at our Peace River mill and inventory impairment charges of $59.0 million primarily as a result of low pulp prices and high fiber costs. In the same period of 2025, costs and expenses included inventory impairment charges of $31.4 million against pulp inventory.

In the nine months ended September 30, 2026, Operating EBITDA decreased to negative $16.0 million from negative $1.9 million in the same period of 2025. This decrease was primarily due to higher per unit fiber and freight costs and lower pulp sales realizations. These adverse effects were partially offset by the impact of lower planned annual maintenance downtime, cost reduction initiatives, higher energy and solid wood products sales realizations and the government grants recognized at our Peace River mill. In the nine months ended September 30, 2026, our Operating EBITDA included inventory impairment charges of $59.0 million compared to $31.4 million in the same period of 2025.

Liquidity

On November 2, 2026, we entered into restructuring support agreements (the “RSAs”) with holders of more than 87% of the aggregate outstanding principal amount of our 12.875% Senior Notes due 2028 and 5.125% Senior Notes due 2029, including the members of an ad hoc group of noteholders, and with holders of a majority of the

 


 

Page 9

 

outstanding shares of our common stock. The RSAs set out the terms of a comprehensive Recapitalization that is expected to significantly reduce our debt, extend our maturity runway and provide substantial new liquidity.

To implement the transactions, Mercer International Inc. and Mercer International (Texas) LLC, a non-operating U.S. subsidiary, expect to commence voluntary chapter 11 prepackaged cases under the United States Bankruptcy Code (the “Chapter 11 Cases”) and file a plan of reorganization (the “Plan”) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Court”). Completion of the Recapitalization is subject to customary conditions, including receipt of any requisite regulatory approvals, and we are optimistic that we will be able to conclude this expedited chapter 11 process by the end of 2026.

For further information regarding the Recapitalization, please refer to our Current Report on Form 8-K dated November 2, 2026.

As of September 30, 2026, we had cash and cash equivalents of $71.0 million. After taking into account the previously announced €70 million reduction in borrowing capacity under our German revolving credit facility, we had approximately $72.5 million available under our revolving credit facilities, bringing aggregate liquidity to approximately $143.5 million as of September 30, 2026. Please refer to our Quarterly Report on Form 10-Q for the period ended September 30, 2026, for further information regarding our liquidity as of September 30, 2026.

The following table is a summary of selected financial information as of the dates indicated:

 

September 30,

 

 

December 31,

 

 

2026

 

 

2025

 

 

(in thousands)

 

Cash and cash equivalents

$

71,007

 

 

$

186,805

 

Working capital

$

139,174

 

 

$

582,176

 

Total assets

$

1,815,850

 

 

$

2,041,420

 

Current liabilities

$

614,974

 

 

$

283,626

 

Long-term liabilities

$

1,359,081

 

 

$

1,689,734

 

Total shareholders’ equity (deficit)

$

(158,205

)

 

$

68,060

 

Earnings Release Call

In conjunction with this release, Mercer International Inc. will host a conference call, which will be simultaneously broadcast live over the Internet. Management will host the call, which is scheduled for November 6, 2026 at 10:00 AM ET. Listeners can access the conference call live and archived for 30 days over the Internet at https://edge.media-server.com/mmc/p/iv6mon86 or through a link on the company's home page at https://www.mercerint.com. Please allow 15 minutes prior to the call to visit the website and download and install any necessary audio software.

 


 

Page 10

 

Mercer International Inc. is a global forest products company with operations in Germany, USA and Canada with consolidated annual production capacity of 2.1 million tonnes of pulp, 1,023 million board feet of lumber, 210 thousand cubic meters of CLT, 45 thousand cubic meters of glulam, 17 million pallets and 230 thousand tonnes of biofuels. To obtain further information on the company, please visit its website at https://www.mercerint.com.

The preceding includes forward-looking statements which involve known and unknown risks and uncertainties which may cause our actual results in future periods to differ materially from forecasted results. Words such as "expects", "anticipates", "are optimistic that", "projects", "intends", "designed", "will", "believes", "estimates", "may", "could" and variations of such words and similar expressions are intended to identify such forward-looking statements. Among those factors which could cause actual results to differ materially are the following: our ability to commence the Chapter 11 Cases, obtain Bankruptcy Court approval of the prepackaged chapter 11 plan and complete the Recapitalization on the anticipated terms and timeline or at all; the satisfaction of the conditions to, and the effectiveness of, the RSAs, the backstop commitments and the rights offering; the effects of the Chapter 11 Cases on our business, liquidity and relationships with customers, suppliers and employees; the cancellation of our existing common stock and the listing of our securities; the highly cyclical nature of our business, raw material costs, our level of indebtedness, ability to refinance or obtain any necessary financing on acceptable terms in the future, competition, foreign exchange and interest rate fluctuations, our use of derivatives, expenditures for capital projects, environmental regulation and compliance, disruptions to our production, market conditions and other risk factors listed from time to time in our SEC reports.

APPROVED BY:

William D. McCartney

Chairman

(604) 684-1099

 

Juan Carlos Bueno

Chief Executive Officer

(604) 684-1099

 

-FINANCIAL TABLES FOLLOW-

 

 

 

 

 


 

Summary Financial Highlights

 

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

 

2026

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

(in thousands, except per share amounts)

 

Revenues from external customers

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp segment

$

310,165

 

 

$

325,074

 

 

$

339,038

 

 

$

980,222

 

 

$

1,052,426

 

Solid wood segment

 

128,643

 

 

 

134,203

 

 

 

117,234

 

 

 

394,588

 

 

 

357,222

 

Corporate and other

 

1,860

 

 

 

1,001

 

 

 

1,796

 

 

 

15,440

 

 

 

8,918

 

Total revenues

$

440,668

 

 

$

460,278

 

 

$

458,068

 

 

$

1,390,250

 

 

$

1,418,566

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp Segment Operating EBITDA(1)

$

5,890

 

 

$

(12,651

)

 

$

(12,686

)

 

$

136

 

 

$

26,924

 

Solid wood Segment Operating EBITDA(1)

 

(7,036

)

 

 

(8,238

)

 

 

(9,268

)

 

 

(20,905

)

 

 

(14,421

)

Corporate and other

 

(1,705

)

 

 

(104

)

 

 

(6,123

)

 

 

4,773

 

 

 

(14,373

)

Operating EBITDA(2)

$

(2,851

)

 

$

(20,993

)

 

$

(28,077

)

 

$

(15,996

)

 

$

(1,870

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(59,206

)

 

$

(75,978

)

 

$

(80,779

)

 

$

(187,180

)

 

$

(189,189

)

Net loss per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.88

)

 

$

(1.13

)

 

$

(1.21

)

 

$

(2.79

)

 

$

(2.83

)

Diluted

$

(0.88

)

 

$

(1.13

)

 

$

(1.21

)

 

$

(2.79

)

 

$

(2.83

)

Common shares outstanding at period end

 

67,018

 

 

 

67,018

 

 

 

66,983

 

 

 

67,018

 

 

 

66,983

 

______________

(1)
Segment Operating EBITDA is a measure of segment profit or loss presented in our financial statements under GAAP. Refer to the segment information note in our consolidated financial statements for more information.
(2)
Operating EBITDA is not a measure of financial performance under GAAP and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. See page 6 of the financial tables included in this press release for a reconciliation of net loss to Operating EBITDA.

1


 

Summary Operating Highlights

 

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

 

2026

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Pulp Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pulp production ('000 ADMTs)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

330.1

 

 

 

390.0

 

 

 

366.7

 

 

 

1,082.6

 

 

 

1,140.3

 

NBHK

 

76.4

 

 

 

65.8

 

 

 

92.0

 

 

 

245.5

 

 

 

234.4

 

Annual maintenance downtime ('000 ADMTs)

 

48.9

 

 

 

—

 

 

 

21.3

 

 

 

48.9

 

 

 

84.2

 

Annual maintenance downtime (days)

 

44

 

 

 

—

 

 

 

20

 

 

 

44

 

 

 

65

 

Pulp sales ('000 ADMTs)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

342.9

 

 

 

368.8

 

 

 

385.9

 

 

 

1,096.8

 

 

 

1,135.4

 

NBHK

 

78.5

 

 

 

81.6

 

 

 

67.0

 

 

 

245.7

 

 

 

222.1

 

Average NBSK pulp prices ($/ADMT)(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Europe

 

1,625

 

 

 

1,655

 

 

 

1,497

 

 

 

1,633

 

 

 

1,533

 

China

 

645

 

 

 

658

 

 

 

690

 

 

 

663

 

 

 

739

 

North America

 

1,570

 

 

 

1,577

 

 

 

1,700

 

 

 

1,570

 

 

 

1,758

 

Average NBHK pulp prices ($/ADMT)(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

China

 

572

 

 

 

602

 

 

 

503

 

 

 

589

 

 

 

538

 

North America

 

1,535

 

 

 

1,495

 

 

 

1,203

 

 

 

1,456

 

 

 

1,261

 

Average pulp sales realizations ($/ADMT)(2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NBSK

 

671

 

 

 

682

 

 

 

728

 

 

 

683

 

 

 

756

 

NBHK

 

601

 

 

 

607

 

 

 

528

 

 

 

590

 

 

 

559

 

Energy production ('000 MWh)

 

464.8

 

 

 

483.0

 

 

 

490.5

 

 

 

1,492.5

 

 

 

1,528.7

 

Energy sales ('000 MWh)

 

161.2

 

 

 

162.3

 

 

 

171.1

 

 

 

502.8

 

 

 

552.9

 

Average energy sales realizations ($/MWh)

 

154

 

 

 

109

 

 

 

98

 

 

 

129

 

 

 

97

 

Solid Wood Segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lumber

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production (MMfbm)

 

108.6

 

 

 

123.8

 

 

 

115.4

 

 

 

348.4

 

 

 

363.6

 

Sales (MMfbm)

 

116.0

 

 

 

100.3

 

 

 

110.2

 

 

 

328.5

 

 

 

361.8

 

Average sales realizations ($/Mfbm)

 

586

 

 

 

565

 

 

 

553

 

 

 

562

 

 

 

533

 

Energy

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production and sales ('000 MWh)

 

31.7

 

 

 

43.3

 

 

 

32.7

 

 

 

112.9

 

 

 

101.5

 

Average sales realizations ($/MWh)

 

161

 

 

 

145

 

 

 

150

 

 

 

150

 

 

 

138

 

Manufactured products(3)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production ('000 cubic meters)

 

8.7

 

 

 

11.0

 

 

 

9.2

 

 

 

27.8

 

 

 

24.1

 

Sales ('000 cubic meters)

 

8.5

 

 

 

11.0

 

 

 

6.8

 

 

 

30.2

 

 

 

20.8

 

Average sales realizations ($/cubic meter)

 

2,063

 

 

 

2,206

 

 

 

1,615

 

 

 

2,023

 

 

 

1,843

 

Pallets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production ('000 units)

 

1,821.9

 

 

 

2,314.8

 

 

 

2,265.2

 

 

 

6,570.0

 

 

 

6,494.5

 

Sales ('000 units)

 

1,661.4

 

 

 

2,418.3

 

 

 

2,144.5

 

 

 

6,461.0

 

 

 

6,521.3

 

Average sales realizations ($/unit)

 

13

 

 

 

13

 

 

 

12

 

 

 

13

 

 

 

12

 

Biofuels(4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production ('000 tonnes)

 

35.7

 

 

 

37.3

 

 

 

33.3

 

 

 

108.4

 

 

 

103.1

 

Sales ('000 tonnes)

 

39.2

 

 

 

34.6

 

 

 

39.8

 

 

 

111.8

 

 

 

99.6

 

Average sales realizations ($/tonne)

 

310

 

 

 

310

 

 

 

256

 

 

 

314

 

 

 

246

 

Average Spot Currency Exchange Rates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$ / €(5)

 

1.1506

 

 

 

1.1632

 

 

 

1.1685

 

 

 

1.1612

 

 

 

1.1196

 

$ / C$(5)

 

0.7146

 

 

 

0.7229

 

 

 

0.7261

 

 

 

0.7221

 

 

 

0.7154

 

______________

(1)
Source: RISI pricing report. Europe and North America are list prices. China are net prices which include discounts, allowances and rebates.
(2)
Sales realizations after customer discounts, rebates and other selling concessions.
(3)
Manufactured products primarily include CLT and glulam.
(4)
Biofuels include pellets and briquettes.
(5)
Average Federal Reserve Bank of New York Noon Buying Rates over the reporting period.

2


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Revenues

 

$

440,668

 

 

$

458,068

 

 

$

1,390,250

 

 

$

1,418,566

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales, excluding depreciation and amortization

 

 

416,474

 

 

 

457,397

 

 

 

1,319,257

 

 

 

1,331,691

 

Cost of sales depreciation and amortization

 

 

35,822

 

 

 

39,439

 

 

 

114,391

 

 

 

117,180

 

Selling, general and administrative expenses

 

 

27,119

 

 

 

28,821

 

 

 

87,215

 

 

 

88,955

 

Operating loss

 

 

(38,747

)

 

 

(67,589

)

 

 

(130,613

)

 

 

(119,260

)

Other income (expenses)

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(32,323

)

 

 

(28,506

)

 

 

(92,344

)

 

 

(85,072

)

Other income (expenses)

 

 

873

 

 

 

539

 

 

 

3,196

 

 

 

(766

)

Total other expenses, net

 

 

(31,450

)

 

 

(27,967

)

 

 

(89,148

)

 

 

(85,838

)

Loss before income taxes

 

 

(70,197

)

 

 

(95,556

)

 

 

(219,761

)

 

 

(205,098

)

Income tax recovery

 

 

10,991

 

 

 

14,777

 

 

 

32,581

 

 

 

15,909

 

Net loss

 

$

(59,206

)

 

$

(80,779

)

 

$

(187,180

)

 

$

(189,189

)

Net loss per common share

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.88

)

 

$

(1.21

)

 

$

(2.79

)

 

$

(2.83

)

Diluted

 

$

(0.88

)

 

$

(1.21

)

 

$

(2.79

)

 

$

(2.83

)

Dividends declared per common share

 

$

—

 

 

$

—

 

 

$

—

 

 

$

0.150

 

 

3


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except share and per share data)

 

 

 

September 30,
2026

 

 

December 31,
2025

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

71,007

 

 

$

186,805

 

Restricted cash

 

 

5,000

 

 

 

—

 

Accounts receivable, net

 

 

282,143

 

 

 

298,889

 

Inventories

 

 

372,882

 

 

 

359,401

 

Prepaid expenses and other

 

 

23,116

 

 

 

20,707

 

Total current assets

 

 

754,148

 

 

 

865,802

 

Property, plant and equipment, net

 

 

1,006,202

 

 

 

1,115,490

 

Amortizable intangible assets, net

 

 

22,523

 

 

 

26,110

 

Operating lease right-of-use assets

 

 

5,659

 

 

 

6,818

 

Pension asset

 

 

10,761

 

 

 

12,975

 

Deferred income tax assets

 

 

4,913

 

 

 

7,839

 

Other long-term assets

 

 

11,644

 

 

 

6,386

 

Total assets

 

$

1,815,850

 

 

$

2,041,420

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable and other

 

$

259,545

 

 

$

269,217

 

Pension and other post-retirement benefit obligations

 

 

726

 

 

 

745

 

Current debt

 

 

354,703

 

 

 

13,664

 

Total current liabilities

 

 

614,974

 

 

 

283,626

 

Long-term debt

 

 

1,309,770

 

 

 

1,605,144

 

Pension and other post-retirement benefit obligations

 

 

11,231

 

 

 

10,392

 

Operating lease liabilities

 

 

3,331

 

 

 

3,858

 

Deferred income tax liabilities

 

 

21,679

 

 

 

58,298

 

Other long-term liabilities

 

 

13,070

 

 

 

12,042

 

Total liabilities

 

 

1,974,055

 

 

 

1,973,360

 

Shareholders’ equity

 

 

 

 

 

 

Common shares $1 par value; 200,000,000 authorized; 67,018,000 issued and outstanding (2025 – 66,983,000)

 

 

67,083

 

 

 

66,871

 

Additional paid-in capital

 

 

365,598

 

 

 

365,357

 

Accumulated deficit

 

 

(464,196

)

 

 

(277,016

)

Accumulated other comprehensive loss

 

 

(126,690

)

 

 

(87,152

)

Total shareholders’ equity (deficit)

 

 

(158,205

)

 

 

68,060

 

Total liabilities and shareholders’ equity

 

$

1,815,850

 

 

$

2,041,420

 

 

4


 

MERCER INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Cash flows from (used in) operating activities

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(59,206

)

 

$

(80,779

)

 

$

(187,180

)

 

$

(189,189

)

Adjustments to reconcile net loss to cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

35,896

 

 

 

39,512

 

 

 

114,617

 

 

 

117,390

 

Deferred income tax recovery

 

 

(11,130

)

 

 

(10,989

)

 

 

(32,393

)

 

 

(22,127

)

Inventory impairment

 

 

8,000

 

 

 

20,400

 

 

 

59,000

 

 

 

31,400

 

Defined benefit pension plans and other post-retirement benefit plan expense (income)

 

 

(78

)

 

 

174

 

 

 

(239

)

 

 

518

 

Stock-based compensation

 

 

477

 

 

 

1,310

 

 

 

408

 

 

 

3,352

 

Foreign exchange transaction losses (gains)

 

 

1,578

 

 

 

(3,480

)

 

 

(3,683

)

 

 

14,299

 

Other

 

 

3,070

 

 

 

2,016

 

 

 

5,320

 

 

 

6,656

 

Changes in working capital

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

23,247

 

 

 

10,245

 

 

 

9,795

 

 

 

25,035

 

Inventories

 

 

(3,474

)

 

 

20,025

 

 

 

(85,201

)

 

 

(4,041

)

Accounts payable and accrued expenses

 

 

(10,864

)

 

 

(3,159

)

 

 

1,715

 

 

 

13,227

 

Prepaid expenses and other

 

 

(7,508

)

 

 

(25,329

)

 

 

(2,933

)

 

 

(34,089

)

Net cash used in operating activities

 

 

(19,992

)

 

 

(30,054

)

 

 

(120,774

)

 

 

(37,569

)

Cash flows from (used in) investing activities

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(13,344

)

 

 

(30,017

)

 

 

(38,674

)

 

 

(74,430

)

Proceeds from government grants

 

 

1,155

 

 

 

1,858

 

 

 

5,980

 

 

 

4,973

 

Other

 

 

717

 

 

 

546

 

 

 

1,879

 

 

 

(789

)

Net cash used in investing activities

 

 

(11,472

)

 

 

(27,613

)

 

 

(30,815

)

 

 

(70,246

)

Cash flows from (used in) financing activities

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from revolving credit facilities, net

 

 

25,674

 

 

 

21,275

 

 

 

55,675

 

 

 

46,636

 

Proceeds from repayable government contributions

 

 

6,034

 

 

 

—

 

 

 

6,034

 

 

 

—

 

Dividend payments

 

 

—

 

 

 

(5,024

)

 

 

—

 

 

 

(10,039

)

Payment of finance lease obligations

 

 

(4,055

)

 

 

(4,872

)

 

 

(11,371

)

 

 

(9,785

)

Other

 

 

(3,418

)

 

 

(425

)

 

 

(8,496

)

 

 

120

 

Net cash from financing activities

 

 

24,235

 

 

 

10,954

 

 

 

41,842

 

 

 

26,932

 

Effect of exchange rate changes on cash, cash equivalents and restricted cash

 

 

(539

)

 

 

(1,684

)

 

 

(1,051

)

 

 

(5,940

)

Net decrease in cash, cash equivalents and restricted cash

 

 

(7,768

)

 

 

(48,397

)

 

 

(110,798

)

 

 

(86,823

)

Cash, cash equivalents and restricted cash, beginning of period

 

 

83,775

 

 

 

146,499

 

 

 

186,805

 

 

 

184,925

 

Cash, cash equivalents and restricted cash, end of period

 

$

76,007

 

 

$

98,102

 

 

$

76,007

 

 

$

98,102

 

 

5


 

MERCER INTERNATIONAL INC.

COMPUTATION OF OPERATING EBITDA

(Unaudited)

(In thousands)

 

Operating EBITDA is defined as operating income (loss) plus depreciation and amortization and long-lived asset impairment charges. Management uses Operating EBITDA as a benchmark measurement of its own operating results, and as a benchmark relative to its competitors. Management considers it to be a meaningful supplement to operating income (loss) as a performance measure primarily because depreciation expense and long-lived asset impairment charges are not actual cash costs, and depreciation expense varies widely from company to company in a manner that management considers largely independent of the underlying cost efficiency of our operating facilities. In addition, management believes Operating EBITDA is commonly used by securities analysts, investors and other interested parties to evaluate our financial performance.

 

Operating EBITDA does not reflect the impact of a number of items that affect our net income (loss), including financing costs, income taxes and the effect of derivative instruments. Operating EBITDA is not a measure of financial performance under GAAP and should not be considered as an alternative to net income (loss) or operating income (loss) as a measure of performance, nor as an alternative to net cash from (used in) operating activities as a measure of liquidity. Operating EBITDA is an internal measure and therefore may not be comparable to other companies.

 

Operating EBITDA is a non-GAAP financial measure at the consolidated level and is considered different from Operating EBITDA at the segment level, referred to as "Segment Operating EBITDA", which is our single measure of segment profit or loss presented in our financial statements under GAAP. For more information on Segment Operating EBITDA, refer to the segment information note within our consolidated financial statements.

 

The following table sets forth a reconciliation of net loss to Operating EBITDA for the periods indicated:

 

 

Q3

 

 

Q2

 

 

Q3

 

 

YTD

 

 

YTD

 

2026

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Net loss

$

(59,206

)

 

$

(75,978

)

 

$

(80,779

)

 

$

(187,180

)

 

$

(189,189

)

Income tax recovery

 

(10,991

)

 

 

(13,413

)

 

 

(14,777

)

 

 

(32,581

)

 

 

(15,909

)

Interest expense

 

32,323

 

 

 

30,920

 

 

 

28,506

 

 

 

92,344

 

 

 

85,072

 

Other expenses (income)

 

(873

)

 

 

(503

)

 

 

(539

)

 

 

(3,196

)

 

 

766

 

Operating loss

 

(38,747

)

 

 

(58,974

)

 

 

(67,589

)

 

 

(130,613

)

 

 

(119,260

)

Add: Depreciation and amortization

 

35,896

 

 

 

37,981

 

 

 

39,512

 

 

 

114,617

 

 

 

117,390

 

Operating EBITDA

$

(2,851

)

 

$

(20,993

)

 

$

(28,077

)

 

$

(15,996

)

 

$

(1,870

)

 

 

 

 

 

 

 

 

 

6


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