EDMONTON, April 7 /CNW/ - Millar Western Forest Products Ltd. today
announced the preliminary results of its previously announced cash
tender offer for any and all of its outstanding US$190.0 million
aggregate principal amount of 7.75% Senior Notes due 2013 (referred to
below as the "notes"). The tender offer is being made pursuant to an
"Offer to Purchase" dated March 24, 2011, which sets forth a more
comprehensive description of the terms of the offer.
As of the early tender date, which is 5:00 p.m., New York City time, on
April 6, 2011, $177,706,000 aggregate principal amount of the notes
have been validly tendered and not validly withdrawn. The table below
sets forth information with respect to the notes and the tender offer.
Title of Security
7.75% Senior Notes
Millar Western has elected to exercise the Early Settlement Election
described in the Offer to Purchase. Holders of notes who validly
tendered and did not validly withdraw their notes on or prior to the
early tender date will receive the applicable Total Consideration,
subject to the consummation of a debt financing expected to close on
April 7, 2011. Holders of notes who validly tender their notes after
the early tender date but on or prior to the expiration of the tender
offer will receive the Tender Offer Consideration for any such notes
that are accepted for purchase in the tender offer, subject to the
consummation of a debt financing expected to close on April 7, 2011.
In addition to the Total Consideration or Tender Offer Consideration,
as applicable, holders of notes accepted for payment will receive
accrued and unpaid interest from the last interest payment date for the
notes to, but not including, the applicable settlement date.
The tender offer is scheduled to expire at the expiration date, which is
at 12:00 midnight, New York City time, on April 20, 2011, unless
extended or earlier terminated. Millar Western currently anticipates
that the settlement date for notes validly tendered after the early
tender date but on or before the expiration date will be April 21,
2011. Millar Western will exercise its right to optionally redeem any
and all notes not purchased by Millar Western in the tender offer.
Millar Western has retained Goldman, Sachs & Co. to serve as dealer
manager for the tender offer. Millar Western has retained Global
Bondholder Services Corporation to act as information agent and
depositary for the Offer. Requests for documents may be directed to
Global Bondholder Services Corporation at 1-866-470-3800 (U.S. toll
free), or in writing to 65 Broadway, Suite 404, New York, NY 10006,
Attention: Corporate Actions. Questions regarding the tender offer may
be directed to Goldman, Sachs & Co. at (800) 828-3182 or collect at
The tender offer is subject to the satisfaction of certain conditions.
If any of the conditions is not satisfied, Millar Western is not
obligated to accept for payment, purchase or pay for, and may delay the
acceptance for payment of, any tendered notes, in each event subject to
applicable laws, and may terminate the tender offer. The tender offer
is not conditioned on the tender of a minimum principal amount of
notes. Millar Western is not soliciting consents from holders of notes
in connection with the tender offer. This press release is neither an
offer to purchase nor a solicitation of an offer to sell the notes or
any other securities. The tender offer is made only by and pursuant to
the terms of the Offer to Purchase and the related Letter of
Transmittal and the information in this press release is qualified by
reference to the Offer to Purchase and the related Letter of
Transmittal. None of Millar Western, the dealer manager or the
depositary and information agent makes any recommendations as to
whether holders should tender their notes pursuant to the tender offer.
Holders must make their own decisions as to whether to tender notes,
and, if so, the principal amount of notes to tender.
About Millar Western
Millar Western is an integrated forest products company based in
Alberta, Canada that produces and markets hardwood and softwood
bleached chemi-thermo-mechanical pulp, or BCTMP, and softwood lumber.
Millar Western is Alberta's largest privately held forest products
company, a leading global marketer of BCTMP, the lowest-cost producer
of softwood market BCTMP in the world and among the lowest-cost lumber
producers in North America.
SOURCE Millar Western Forest Products Ltd.
For further information:
Tel: (780) 486-8200
Fax: (780) 486-8282