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Published on 6/22/2007 in the Prospect News Special Situations Daily.

Abitibi, Bowater shareholders to decide merger on July 26

By Lisa Kerner

Charlotte, N.C., June 22 - Abitibi-Consolidated Inc. shareholders will vote on the proposed merger with Bowater Inc. at a special meeting on July 26. The record date for the meeting is June 20.

Bowater stockholders will vote at their company's annual meeting, also scheduled for July 26. The record date for the Bowater meeting is June 8, a company news release stated.

Bowater Canada Inc. will also hold a special meeting in connection with the merger on July 25. Shareholders of record as of June 20 may vote at the meeting.

The Securities and Exchange Commission finished its review of the joint proxy statement circular in connection with the proposed merger. The proxy materials will be mailed to shareholders of both companies and to shareholders of Bowater Canada during the week of June 25, according to the release.

Under the companies' merger agreement, each common share of Abitibi-Consolidated will be exchanged for 0.06261 of a common share of the newly formed company, AbitibiBowater Inc. Each Bowater common share will be exchanged for 0.52 of a common share of AbitibiBowater.

A $28 million termination fee is included in the agreement.

AbitibiBowater will be based in Montreal, with regional manufacturing and sales offices in Greenville, S.C. Its stock will be listed on the New York and Toronto stock exchanges, a previous news release stated.

The merger, slated to close in the third quarter of 2007, is expected to create the third-largest publicly traded paper and forest products company in the United States, with pro forma annual revenues of about $7.9 billion. AbitibiBowater's product lines will include newsprint, uncoated and coated mechanical papers, market pulp and wood products.

Abitibi-Consolidated's chief executive officer John Weaver will be executive chairman of the new company, and Bowater president and chief executive officer David J. Paterson will serve in the same capacities at the new company.

Based in Montreal, Abitibi-Consolidated provides newsprint, commercial printing papers and wood products. Bowater produces coated and specialty papers and newsprint in Greenville, S.C.


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