Clearwater Announces Cash Tender Offer for Cellu Tissue’s 11½% Senior Secured Notes
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Clearwater Paper Corp., Spokane, Wash., USA, this past week announced that it has commenced a cash tender offer to purchase any and all of Cellu Tissue Holdings’s outstanding 11½% Senior Secured Notes due 2014, of which $234,484,000 aggregate principal amount are outstanding. The Tender Offer is being made upon the terms and subject to the conditions set forth in Clearwater Paper’s Offer to Purchase dated last Friday, November 5.
The Tender Offer is being made in connection with the Agreement and Plan of Merger dated Sept. 15, 2010, among Clearwater Paper, Cellu Tissue, and Sand Dollar Acquisition, a Delaware corporation and a wholly-owned subsidiary of Clearwater Paper. As a result of the Merger, Cellu Tissue will become a wholly-owned subsidiary of Clearwater Paper.
Holders who tender their Cellu Notes prior to 5:00 p.m., New York City time on November 19, and have such Cellu Notes accepted for payment by Clearwater Paper will receive the Total Consideration per $1,000 principal amount of Cellu Notes and accrued and unpaid interest up to, but not including, the payment date. Holders who tender their Cellu Notes after the Early Tender Deadline but on or prior to 9:00 a.m., New York City time on December 7 will receive the Total Consideration per $1,000 principal amount of Cellu Notes, less the early tender payment of $30.00 per $1,000 principal amount of Cellu Notes.
   
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