MONTREAL, May 7, 2013 /CNW Telbec/ - Resolute Forest Products Inc.
(NYSE: RFP) (TSX: RFP) today announced that holders of $496.5 million
principal amount of its 10.25% senior secured notes due 2018 (CUSIP No.
003687AB6) (the "2018 notes"), or 99.1% of the outstanding principal
amount, tendered their 2018 notes and delivered consents before 5:00
p.m., New York City time today, the "early tender deadline" under the
Company's previously-announced cash tender offer and consent
solicitation. Resolute intends to accept for payment on May 8, 2013,
all 2018 notes validly tendered and not validly withdrawn before the
early tender deadline. The holders of those notes will receive
$1,166.94 per $1,000 principal amount, plus accrued and unpaid interest
up to, but not including, the date of payment.
The tender offer will expire at 12:00 midnight, New York City time, on
May 21, 2013, unless extended or earlier terminated (the "expiration
time"). Holders who validly tender their 2018 notes after the early
tender deadline and before the expiration time will be eligible to
receive $1,136.94 per $1,000 principal amount of 2018 notes, plus
accrued and unpaid interest up to, but not including, the final
settlement date, which is expected to be the next business day after
the expiration time.
Any 2018 notes tendered as of the early tender deadline or thereafter
can no longer be withdrawn, nor can the related consents be revoked.
Any extension, delay, termination or amendment of the tender offer will
be publicly announced promptly.
Based on the consents received, Resolute and the trustee under the
indenture governing the 2018 notes have entered into a supplemental
indenture to eliminate most of the restrictive covenants, to eliminate
certain events of default and to release all the collateral securing
the obligations under the 2018 notes. The supplemental indenture,
which will become effective upon Resolute's payment for the 2018 notes
tendered before the early tender deadline, will be binding on the
holders of the 2018 notes not purchased in the tender offer.
The complete terms and conditions of the tender offer are described in
the offer to purchase and consent solicitation statement dated April
24, 2013, copies of which may be obtained by contacting Global
Bondholder Services Corporation, as information agent, at (866)
873-7700 (U.S. toll-free) or (212) 430-3774. Resolute has engaged BofA
Merrill Lynch, Citigroup Global Markets Inc. and BMO Capital Markets
Corp. to serve as dealer managers for the tender offer. Questions
concerning the tender offer and the consent solicitation should be
directed to BofA Merrill Lynch at (888) 292-0070 (U.S. toll-free) or
(980) 388-4813, Citigroup Global Markets Inc. at (800) 558-3745 (U.S.
toll-free) or (212) 723-6106 or BMO Capital Markets Corp. at (212)
This announcement is not an offer to purchase, a solicitation of an
offer to sell or a solicitation of consents with respect to the 2018
notes. The tender offer and consent solicitation are made solely by
means of the offer to purchase. The tender offer and consent
solicitation are not being made in any jurisdiction in which the making
or acceptance thereof would not be in compliance with the securities,
blue sky or other laws of such jurisdiction. None of Resolute, the
dealer managers and solicitation agents, the information agent, the
tender agent, the trustee and collateral agent under the 2018 notes
indenture or any of their respective affiliates is making any
recommendation as to whether or not holders should tender all or any
portion of their 2018 notes in the tender offer or deliver their
consent to the proposed amendments.
Cautionary Statements Regarding Forward-Looking Information
Statements in this press release that are not statements of historical
information of Resolute Forest Products Inc. are "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. They include, statements regarding to the
completion of the tender offer and consent solicitation relating to the
Notes. Forward-looking statements may be identified by the use of
forward-looking terminology such as the words "should," "would,"
"could," "will," "may," "expect," "believe," "anticipate," "attempt,"
"project" and other terms with similar meaning indicating possible
future events or potential impact on our business or Resolute's
The reader is cautioned not to place undue reliance on these
forward-looking statements. These statements are based on management's
current assumptions, beliefs and expectations, all of which involve a
number of business risks and uncertainties that could cause actual
results to differ materially. The potential risks and uncertainties
that could cause the tender offer to differ materially from the terms
expressed or implied include, but are not limited to, the potential
risks and uncertainties set forth under the heading "Risk Factors" in
Exhibit 99.4 to Resolute's current report on Form 8-K filed with the
U.S. Securities and Exchange Commission on April 24, 2013.
All forward-looking statements above are expressly qualified by the
cautionary statements contained above and in Resolute's other filings
with the SEC and the Canadian securities regulatory authorities.
Resolute disclaims any obligation to publicly update or revise any
forward-looking information, whether as a result of new information,
future events or otherwise, except as required by law.
About Resolute Forest Products
Resolute Forest Products is a global leader in the forest products
industry with a diverse range of products, including newsprint,
commercial printing papers, market pulp and wood products. The Company
owns or operates over 40 pulp and paper mills and wood products
facilities in the United States, Canada and South Korea, and power
generation assets in Canada. Marketing its products in close to 90
countries, Resolute has third-party certified 100% of its managed
woodlands to at least one of three internationally-recognized
sustainable forest management standards, including 65% certified to the
Forest Stewardship Council® (FSC®) standards. The shares of Resolute Forest Products trade under the
stock symbol RFP on both the New York Stock Exchange and the Toronto
Resolute and other member companies of the Forest Products Association
of Canada, as well as a number of environmental organizations, are
partners in the Canadian Boreal Forest Agreement. The group works to
identify solutions to conservation issues that meet the goal of
balancing equally the three pillars of sustainability linked to human
activities: environmental, social and economic. Resolute is also a
member of the World Wildlife Fund's Climate Savers program, in which
businesses establish ambitious targets to voluntarily reduce greenhouse
gas emissions and work aggressively toward achieving them.
SOURCE: Resolute Forest Products Inc.
For further information:
Rémi G. Lalonde
Vice President, Investor Relations
Media and Others
Vice President, Corporate Communications, Sustainability and Government Affairs