Resolute Extends Offer for Fibrek to February 13
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AbitibiBowater, doing business as Resolute Forest Products, Montreal, Que., Canada, has extended to February 13 the expiry date for its offer to acquire all of the issued and outstanding common shares of Fibrek Inc. The extension will allow the Canadian Competition Bureau to complete its review of the proposed acquisition following its request for supplementary information and the Bureau de révision et décision (Québec) to hear Resolute's application for an order to cease trade the Fibrek shareholder rights plan (the "tactical poison pill").
"A supplementary information request is a normal part of the regulatory process," said Richard Garneau, president and CEO. "We will continue to work with the Canadian competition authority and provide it with the responsive information. We're pleased to see that more than 57% of Fibrek shares have been tendered as of January 20. The success of our bid should be up to shareholders, unimpeded by management entrenchment maneuvers like the tactical poison pill."
According to Resolute, Fibrek shareholders should consider the following factors in making their decision to accept the offer:
- The offer represents a substantial premium to Fibrek's pre-announcement trading price
- The offer is not subject to any financing condition
- Fibrek shareholders have the opportunity to exchange their shares of Fibrek, which had been thinly traded through to the date the offer was announced
- Resolute is uniquely positioned to integrate Fibrek into its existing operations
- Fibrek shareholders who become Resolute shareholders will own shares in a company that:
- is financially stronger
- has a diversified asset and product base
- is determined to continue improving the competitive position of its mills by focusing on cost optimization
- maintains a prudent capital structure, with a ratio of long-term debt to the past 12 months adjusted EBITDA of 1.3x as of the end of the third quarter of 2011.
The offer, which Resolute is making together with RFP Acquisition Inc., a wholly-owned subsidiary, is more fully described in the offer circular and other ancillary documentation the company filed this past December 15, on the Canadian Securities Administrators' SEDAR website, as amended by notice of variation on January 9 and on January 20.
The offer will expire at 5:00 p.m. EST on February 13, unless it is extended or withdrawn by Resolute. As of the close of market on January 20, approximately 74.25 million common shares of Fibrek had been tendered to the offer, representing approximately 57.1% of the outstanding common shares.
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