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Published on 3/1/2007 in the Prospect News Special Situations Daily.

Weyerhaeuser clarifies payment of dividend in Domtar exchange offer

By Lisa Kerner

Charlotte, N.C., March 1 - Weyerhaeuser Co. said the conditional pro rata dividend, announced Feb. 2, would be payable only if the exchange offer that Weyerhaeuser began Feb. 2 is undersubscribed. If the exchange offer is undersubscribed and Weyerhaeuser decides to consummate the exchange offer, the dividend will consist of all Domtar Corp. common stock owned by Weyerhaeuser at the end of the exchange offer.

If the exchange offer is undersubscribed and Weyerhaeuser terminates the exchange offer and return all tendered Weyerhaeuser shares, the dividend will consist of 284,067,852 shares of Domtar common stock.

Weyehaeuser said that the exchange offer is expected to close at midnight ET on March 2. The record time for either dividend is expected to be March 5.

Under the terms of the exchange offer, Weyerhaeuser shareholders will receive approximately $1.11 worth of Domtar Corp. common stock, limited to 11.142 shares, for each $1 of Weyerhaeuser stock tendered in the exchange.

The exchange offer is being held in connection with the previously announced agreement to combine Domtar Inc. with Weyerhaeuser's fine paper business to form Domtar Corp.

Weyerhaeuser is a forest products company based in Federal Way, Wash.

Domtar, Inc. is a Montreal-based manufacturer of uncoated freesheet paper.


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