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Published on 12/10/2008 in the Prospect News High Yield Daily.

TimberWest unitholders should vote to let subordinated notes' 12% coupon float, Glass Lewis recommends

By Angela McDaniels

Tacoma, Wash., Dec. 10 - TimberWest Forest Corp. said proxy advisory firm Glass, Lewis & Co., LLC recommends that unitholders support the proposed amendments to the indenture of the 12% series A subordinated notes forming part of the company's stapled units.

Among other things, these amendments would change interest on the notes to a variable rate from a fixed rate. The variable rate would be set from time to time based on TimberWest's distributable cash, according to a company news release.

TimberWest said the key advantage of the proposed variable-rate structure is that unitholders will earn taxable interest income that better reflects the underlying cash generated by TimberWest's businesses, which is materially less than the level of C$1.08 per stapled unit.

If the proposed amendments are not adopted, unitholders will continue to accrue taxable interest income at the C$1.08-per-stapled-unit level even if they are not receiving cash distributions at that level and TimberWest will be required to record this higher level of interest as a liability on its balance sheet until such amounts are paid, the release stated.

Unitholders will vote on the amendments at a special meeting on Dec. 19. The board of directors recommends that TimberWest unitholders vote in favor of the amendments.

The proxy solicitor is Laurel Hill Advisory Group, LLC (866 588-7129). Proxies must be received by 1 p.m. ET on Dec. 17.

On Nov. 13, TimberWest said it will defer distributions beginning in January and that it does not expect to remain in compliance with its debt covenants when its financial statements are prepared and approved for the fourth quarter.

TimberWest is a land management company based in Vancouver, B.C.


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