Millar Western Announces Preliminary Results of Cash Tender Offer for its 7.75% Senior Notes Due 2013

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time, on April 6, 2011, $177,706,000 aggregate principal amount of the notes have been validly tendered and not validly withdrawn.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   Aggregate Principal
Amount Outstanding
  Tender Offer
  Early Tender
  Total Consideration
599908AE0   7.75% Senior Notes
due 2013
  US$190,000,000.00   US$1,000   US$15.42   US$1,015.42 per
US$1,000 principal

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 (212) 357-4692.

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:


Janet Millar
Tel: (780) 486-8200
Fax: (780) 486-8282


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