KINGSEY FALLS, QC, March 23 /CNW Telbec/ - Cascades Inc. (CAS on the Toronto Stock Exchange), a leader in recovery and in green packaging and tissue paper products, announced today the commencement of a cash tender offer by its wholly-owned subsidiary, Cascades Tenderco Inc., to purchase any and all of Cascades' remaining outstanding 7 1/4% Senior Notes due 2013 (CUSIP No. 146900AC9) (the "7 1/4% Notes") and remaining outstanding 6 3/4% Senior Notes due 2013 (CUSIP No. 65542NAJ6) (the "6 3/4% Notes" and, together with the 7 1/4% Notes, the "Notes"). The tender offer is being made pursuant to an Offer to Purchase dated March 23, 2010 and related Letter of Transmittal. Tenders of the Notes may be withdrawn at any time prior to 5:00 p.m., New York City time, on April 5, 2010, but may not be withdrawn thereafter. The tender offer will expire at 9:00 a.m., New York City time, on April 20, 2010, unless extended or earlier terminated (the "Expiration Date").
The consideration for each $1,000 principal amount of Notes of each series validly tendered and accepted for purchase pursuant to the tender offer will be the applicable consideration set forth in the table below under "Tender Offer Consideration." Holders of Notes that are validly tendered at or prior to 5:00 p.m. on April 5, 2010 (the "Early Tender Date") and accepted for purchase will receive the applicable Tender Offer Consideration plus the applicable amount set forth in the table below under "Early Tender Premium." Holders of Notes tendered after the Early Tender Date but at or prior to the Expiration Date and accepted for purchase will receive the applicable Tender Offer Consideration, but not the Early Tender Premium.
Amount Tender Total
Outstanding Offer Early Conside-
Title of CUSIP as of March Considera- Tender ration
Security Number 23, 2010(1) tion(2) Premium(2) (2)(3)
--------------- --------- ----------- --------- --------- ---------
7 1/4% Senior
Notes due 2013 146900AC9 $10,125,000 $1,000.00 $10.00 $1,010.00
6 3/4% Senior
Notes due 2013 65542NAJ6 $11,661,000 $1,000.00 $22.50 $1,022.50
(1) Excludes $664,875,000 of 7 1/4% Notes and $238,339,000 of 6 3/4%
Notes held by Cascades and its affiliates (including Tenderco).
(2) Per $1,000 principal amount of Notes.
(3) Includes the applicable Early Tender Premium per $1,000 principal
amount of Notes for each series of Notes.
Cascades Tenderco's obligation to accept for purchase and to pay for Notes in the tender offer is subject to the satisfaction of customary conditions as described in the Offer to Purchase but is not subject to any minimum amount of Notes being tendered.
Cascades Tenderco anticipates that it will accept for purchase and pay for any Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date promptly following the Early Tender Date and that it will accept for purchase and pay for any Notes validly tendered subsequent to the Early Tender Date and prior to the Expiration Date promptly following the Expiration Date. In addition to the applicable Tender Offer Consideration or Total Consideration, as the case may be, all holders of Notes accepted for purchase will also receive accrued and unpaid interest on the Notes from the last interest payment date to, but not including, the applicable payment date.
None of Cascades Tenderco, Cascades or its board of directors, the dealer manager or the depositary and the information agent makes any recommendation in connection with the tender offer. Holders must make their own decisions as to whether to tender their Notes, and, if so, the principal amount of Notes to tender.
Cascades has retained Banc of America Securities LLC to serve as Dealer Manager for the tender offer. Cascades has retained Global Bondholder Services Corporation to serve as the depositary and information agent.
For additional information regarding the terms of the tender offer, please contact Banc of America Securities LLC at (800) 828-3182 (toll free) or (212) 357-4692 (collect). Requests for documents and questions regarding the tender of the Notes may be directed to Global Bondholder Services Corporation at (866) 470-3800 (toll free) or (212) 430-3774 (banks and brokers).
This announcement does not constitute an offer to buy or the solicitation of an offer to sell any Notes in any jurisdiction or in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require the tender offer to be made by a licensed broker or dealer, the tender offer will be deemed to be made by the Dealer Manager or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
Certain statements in this release are forward-looking statements (as such term is defined under the Private Securities Litigation Reform Act of 1995) based on current expectations. The accuracy of such statements is subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, but not limited to, the effect of general economic conditions, decreases in demand for the Company's products, increases in raw material costs, fluctuations in selling prices and adverse changes in general market and industry conditions and other factors listed in the Company's Securities and Exchange Commission filings.
Founded in 1964, Cascades produces, converts and markets packaging and tissue products composed mainly of recycled fibres. Cascades employs close to 12,500 employees who work in more than 100 production units located in North America and Europe. Cascades' management philosophy, its 45 years of experience in recycling, its continued efforts in research and development are strengths which enable the company to create new products for its customers. Cascades' shares trade on the Toronto stock exchange under the ticker symbol CAS.
SOURCE Cascades Inc.
For further information: For further information: Didier Filion, Director, Investor Relations, Cascades, (514) 282-2697; Source: Christian Dubé, Vice-President and Chief Financial Officer