By Lisa Kerner
Charlotte, N.C., March 7 - Weyerhaeuser Co. completed the transaction announced on Aug. 22, 2006, bringing together its fine paper business and uncoated paper manufacturer Domtar Inc. to create a new company called Domtar Corp. trading on the New York and Toronto Stock Exchanges as "UFS."
Under the terms of the transaction, Weyerhaeuser received $1.35 billion in cash and distributed ownership of its fine paper business and related assets to Weyerhaeuser shareholders in an exchange offer, according to a company news release.
The offer called for the exchange of 11.1442 shares of Domtar Corp. common stock for each common share of Weyerhaeuser and each exchangeable share of Weyerhaeuser Co. Ltd. accepted, subject to a maximum of 284,067,852 Domtar Corp. shares in exchange for 25,490,196 Weyerhaeuser shares.
A total of 116,470,356 Weyerhaeuser common shares and exchangeable shares were validly tendered and not withdrawn, including 62,236,630 shares tendered under guaranteed delivery procedures.
Because more than 25,490,196 Weyerhaeuser shares were tendered, the exchange will be subject to proration. Weyerhaeuser estimated that 21.76% of the Weyerhaeuser common shares and Weyerhaeuser exchangeable shares validly tendered will be accepted for exchange.
"With a strong team of nearly 14,000 employees dedicated to creating value for customers and shareholders, a world-class manufacturing capability and a solid financial position, Domtar becomes the North American leader in the fine paper business," Domtar Corp. president and chief executive officer Raymond Royer said in the release.
Weyerhaeuser is a forest products company based in Federal Way, Wash.
Domtar Corp. is based in Montreal, and its operations center is in Fort Mill, S.C.
| Acquirer: | Weyerhaeuser Co.
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| Target: | Domtar Inc.
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| Payment per share: | $1.11 worth of Domtar Corp. stock for $1 of Weyerhaeuser stock
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| Announcement date: | Aug. 22, 2006
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| Closing: | March 7
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| Stock price for acquirer: | NYSE: WY; $86.20 on March 6
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| Stock price for Domtar Corp.: | NYSE: UFS; $8.63 at open on March 7
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